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Risk Factors” in this Report for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statement.
−Removed: We are seeking to change the world of electronics with a new class of transistor developed using our proprietary advanced semiconductor materials that we believe has the potential to revolutionize the display industry.
−Removed: Our TRUFLEX® semiconductor polymers enable low temperature printing processes that are compatible with existing manufacturing infrastructure to deliver low-cost, high-performance displays.
−Removed: Our semiconductor platform can be used in a range of display technologies including MicroLED, miniLED and AMOLED, as well as in applications in advanced chip packaging, sensors, and logic.
−Removed: We design and develop our materials at our research and development facility in Manchester, UK and provide prototyping services at the Centre for Process Innovation (“CPI”) in Sedgefield, UK.
−Removed: We also operate a field application office in Hsinchu, Taiwan, close to our collaboration partner, The Industrial Technology Research Institute of Taiwan (“ITRI”), where we demonstrate the scalability of our technology using ITRI’s equipment.
−Removed: With our collaboration partners, we are developing a commercial-scale production process and EDA tools for our materials to demonstrate the commercial viability of manufacturing a new generation of displays using our materials.
−Removed: We have an extensive IP portfolio including 138 granted patents across 17 patent families, 17 pending patents and 40 codified trade secrets.
+Added: We develop and manufacture custom electronic materials designed to enable the next generation of electronics.
+Added: Our advanced TRUFLEX® materials integrate into existing manufacturing processes, supporting efficient, scalable production and high-performance outcomes across a broad range of electronic applications.
+Added: We combine materials science expertise with practical engineering to deliver tailored solutions for partners seeking to innovate in electronics.
+Added: We design and develop our materials at our research and development facility in Manchester, UK and operate a field application office in Hsinchu, Taiwan.
+Added: We operate with an international footprint, providing materials development, prototyping and technical support to customers and collaborators globally.
Key Factors Affecting Our Performance
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Components of Results of Operations
−Removed: Our revenue consists of revenue from the sale of TRUFLEX® inks and demonstration products.
+Added: Our revenue consists of revenue from the sale of TRUFLEX® inks and demonstration products and revenue earned from various joint development agreements.
Cost of Revenues.
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Foreign currency translation reflects adjustments made due to currency fluctuations.
−Removed: Transaction Costs.
−Removed: Costs for equity contracts that are classified as a liability.
Fair Value of Warrant Liability.
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Interest income is interest on our cash deposits.
−Removed: Income Tax Expense.
−Removed: Income tax expense consists primarily of income taxes in jurisdictions in which we conduct business.
+Added: Interest Expense .
+Added: Interest Expense is related to our short term note payables.
+Added: Income Tax Expense/Refund
+Added: Income tax expense/refund consists primarily of income taxes in jurisdictions in which we conduct business.
Results of Operations
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Revenues were $697 thousand for the year ended December 31, 2025, compared to $82 thousand for the same period of 2024.
−Removed: The increase in revenues resulted primarily from an increase in the sale of demonstrator products to potential partners, as we sought to expand our marketing efforts.
−Removed: Cost of revenue was $32.0 thousand for the twelve months ended December 31, 2024, compared to $23.0 thousand for the same period of 2023, primarily as a result of a unit increase in the number of products sold during 2024.
+Added: The increase in revenues resulted primarily from an increase of $107 thousand in the sale of demonstrator products to potential partners, as we sought to expand our marketing efforts and $508 thousand related to several joint development agreements that were completed in 2025.
+Added: Cost of revenue was $272 thousand for the twelve months ended December 31, 2025, compared to $32 thousand for the same period of 2024, primarily as a result of a unit increase in the number of products sold during 2025 and costs associated with the completed joint development agreements during 2025.
Other Operating Income
−Removed: Other operating income was $1.0 million and $0.8 million for the years ended December 31, 2024 and 2023, respectively, and is comprised primarily of research grants and research and development tax credits.
−Removed: The increase in other operating income during 2024 was largely attributable to additional grant revenue recognized in 2024.
+Added: Other operating income was $1.0 million for both years ended December 31, 2025 and 2024 and is comprised primarily of research grants and research and development tax credits.
Operating Expenses
Operating expenses increased by $2.7 million to $14.2 million for the year ended December 31, 2025, compared to $11.5 million for the comparable period of 2024.
−Removed: Research and development expenses, which represented 44.3% and 51.3% of our total operating expenses for the twelve months ended December 31, 2024 and 2023, respectively, decreased by $0.5 million to $5.1 million for the year ended December 31, 2024, compared to $5.6 million for the same period of 2023.
−Removed: The decrease in research and development expenses was mainly due to lower personnel costs resulting from a reduction in force effected in September 2023, as well as lower technical research and development costs, including consulting, testing and lab supplies.
−Removed: We expect that our research and development expense will increase in 2025 as a result of an expected increase in the cost of our prototyping activities.
−Removed: Business – CPI Agreement” for additional information.
+Added: Research and development expenses, which represented 49.4% and 44.3% of our total operating expenses for the twelve months ended December 31, 2025 and 2024, respectively, increased by $1.9 million to $7.0 million for the year ended December 31, 2025, compared to $5.1 million for the same period of 2024.
+Added: The increase in research and development expenses was mainly due to the increase in the cost of our prototyping activities.
General and administrative expense, which represented 51.9% and 55.0% of our total operating expenses for the twelve months ended December 31, 2025 and 2024, respectively, increased by $1.1 million to $7.4 million for year ended December 31, 2025 as compared to $6.3 million for the same period in 2024.
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Non-Operating Income/(Expenses)
−Removed: Total non-operating income/(expense) was $0.1 million for the year ended December 31, 2024, compared to $1.5 million for the year ended December 31, 2023.
−Removed: The decrease in non-operating income resulted primarily from a loss on foreign currency transactions of $0.5 million in 2024, compared to a gain of $1.2 million for the comparable period of 2023.
+Added: Total non-operating income was $2.3 million for the year ended December 31, 2025, compared to $0.1 thousand for the year ended December 31, 2024.
+Added: The increase in non-operating income resulted primarily from a gain on foreign currency transactions of $2.4 million in 2025, compared to a loss of $0.1 thousand for the comparable period of 2024.
The increase in loss on foreign currency transactions resulted from fluctuations in U.S.
dollar/British pound value affecting transactions denominated in foreign currencies and the translation of foreign currency denominated balances on intra-group loans.
−Removed: There was an increase of $0.2 million in non-operating income resulting from the change in the valuation of the warrant liability.
+Added: There was a decrease of $0.7 million in non-operating income resulting from the change in the valuation of the warrant liability.
Net loss was $10.5 million for the year ended December 31, 2025, an increase of $0.2 million, compared to a net loss of $10.3 million for the year ended December 31, 2024.
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We expect that our cash and cash equivalents of $0.4 million as of December 31, 2025 will not be sufficient to fund our operating expenses and capital expenditure requirements for the next 12 months and that we will require additional capital funding to continue our operations and research development activity thereafter.
−Removed: Our expected cash payments over the next twelve months include (a) $1.8 million to satisfy accounts payable and accrued expenses and (b) $47 thousand to satisfy the lease liabilities.
+Added: Our expected cash payments over the next twelve months include (a) $2.6 million to satisfy accounts payable and accrued expenses, (b) $271 thousand to satisfy the lease liabilities and (c) $1.1 million to satisfy the note payable.
Additional expected cash payments beyond the next twelve months include $312 thousand of lease liabilities.
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Net cash used in operating activities was $7.7 million for the year ended December 31, 2025 and $8.1 million for the year ended December 31, 2024.
−Removed: While our net loss increased by $1.8 million for the year ended December 31, 2024, the non-cash expenses decreased by $1.8 million.
+Added: Our net loss increased by $0.2 million for the year ended December 31, 2025, the non-cash expenses decreased by $1.4 million and the change in operating asset and liabilities increased by $1.9 million.
Cash Flow from Investing Activities
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Although there are items within our financial statements that require management to make accounting estimates, we do not believe them to be critical, as defined above.
−Removed: JOBS Act Accounting Election
−Removed: We are an emerging growth company, as defined in the JOBS Act.
−Removed: The JOBS Act provides that an emerging growth company can take advantage of an extended transition period for complying with new or revised accounting standards.
−Removed: This provision allows an emerging growth company to either early adopt or delay the adoption of some accounting standards until those standards would otherwise apply to private companies.
−Removed: We have elected to use the extended transition period under the JOBS Act until the earlier of the date we (i) are no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act.
−Removed: As a result, our consolidated financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates.
Quantitative and Qualitative Disclosures About Market Risk.
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.