NIOX : Annual Report and accounts for the year ended 31 December 2022

(Formerly Circassia Group plc)

Annual Report & Accounts

YEAR ENDED 31 DECEMBER 2022

NIOX is engaged in the design, development, and commercialisation of medical devices for the measurement of FeNO, a biomarker of inflammatory asthma. Our market leading device, NIOX VERO®, is increasingly recognised by healthcare professionals as an important tool to improve the diagnosis and management of asthma. NIOX VERO® is also the device of choice by leading clinical research organisations for respiratory studies. At present, NIOX provides products and services in around 50 countries.

For more information, please visitwww.niox.com

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Contents

Strategic report

Executive Chairman's statement 8

Business review 10

Financial highlights 14

Operational highlights 15

Operating review 16

Our stakeholders 18

Strategy and business model 22

Financial review 24

Corporate social responsibility 28

Risks and risk management 32

Corporate governance

Board of Directors 38

Corporate governance report 42

Audit and Risk Committee report 46

Nomination Committee report 52

Remuneration Committee report 54

Directors' report 64

Statement of directors' responsibilities 66

Independent auditors' report 68

Group financial statements

Consolidated statement of comprehensive income 82

Consolidated statement of financial position 84

Parent Company statement of financial position 85

Consolidated and Parent Company statements of cash flows 86

Consolidated statement of changes in equity 87

Parent Company statement of changes in equity 87

Notes to the financial statements 88

Other information

Reconciliation of alternative performance measures 129

Shareholder information 130

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Executive Chairman's statement 8

Business review 10

Financial highlights 14

Operational highlights 15

Operating review 16

Our stakeholders 18

Strategy and business model 22

Financial review 24

Corporate social responsibility 28

Risks and risk management 32

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STRATEGIC REPORT

Executive Chairman's statement

2022 was a significant year for the Group…

... with the business substantially right-sized and the implementation of a distributor-led sales strategy well underway. These initiatives gave rise to a much-reduced cost base and generated scalable revenue growth.

The Group remains debt free and has significant cash resources to continue implementing its business strategy of accessing and promoting the benefits of its products to healthcare professionals in primary and secondary care, who diagnose and treat the large population of patients suffering from asthma. Significant progress was made in 2022 to sell NIOX® FeNO devices into primary care, and I am pleased to report that this is continuing into 2023.

The business has proved very resilient during both the Pandemic and the more recent global macroeconomic conditions. The high level of recurring revenues provides good visibility of earnings and together with high gross margins are delivering profitable growth. The Group has made a positive start to 2023 with revenues up 19% in the first two months of the year on the equivalent period in 2022. The Board believes that the strong business model will drive further top line growth and continue to deliver improved shareholder value going forward.

Ian Johnson

Executive Chairman

The Board believes that the strong business model will drive top line growth and continue to deliver improved shareholder value going forward.

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