Exhibit 99.1
 |
|
| GH RESEARCH PLC |
Unaudited condensed consolidated interim statement of comprehensive loss
|
Three months ended
March 31,
|
||||||||||||
| 2026 |
2025 |
|||||||||||
| Note | $’000 | $’000 | ||||||||||
|
Operating expenses
|
||||||||||||
|
Research and development
|
3 |
(
|
)
|
(
|
)
|
|||||||
|
General and administration
|
3 |
(
|
)
|
(
|
)
|
|||||||
|
Loss from operations
|
(
|
)
|
(
|
)
|
||||||||
|
Finance income
|
4
|
|
|
|||||||||
|
Finance expense
|
4
|
(
|
)
|
(
|
)
|
|||||||
|
Movement of expected credit loss
|
|
(
|
)
|
|||||||||
|
Foreign exchange loss
|
(
|
)
|
(
|
)
|
||||||||
|
Total other (loss)/income
|
(
|
)
|
|
|||||||||
|
Loss before tax
|
(
|
)
|
(
|
)
|
||||||||
|
Tax charge/(credit)
|
|
|
||||||||||
|
Loss for the period
|
(
|
)
|
(
|
)
|
||||||||
|
Other comprehensive income/(expense)
|
||||||||||||
|
Items that may be reclassified to profit or loss
|
||||||||||||
|
Fair value movement on marketable securities
|
(
|
)
|
|
|||||||||
|
Currency translation adjustment
|
|
|
||||||||||
|
Total comprehensive loss for the period
|
(
|
)
|
(
|
)
|
||||||||
|
Attributable to owners:
|
||||||||||||
|
Loss for the period
|
(
|
)
|
(
|
)
|
||||||||
|
Total comprehensive loss for the period
|
(
|
)
|
(
|
)
|
||||||||
|
Loss per share
|
||||||||||||
|
Basic and diluted loss per share (in USD)
|
15
|
(
|
)
|
(
|
)
|
|||||||
|
|
|
GH RESEARCH PLC
|
Unaudited condensed consolidated interim statement of financial position
|
At March 31,
|
At December 31,
|
|||||||||||
| 2026 |
2025 |
|||||||||||
| Note |
$’000
|
$’000
|
||||||||||
|
ASSETS
|
||||||||||||
|
Current assets
|
||||||||||||
|
Cash and cash equivalents
|
5
|
|
|
|||||||||
|
Marketable securities
|
6
|
|
|
|||||||||
|
Other current assets
|
7
|
|
|
|||||||||
|
Total current assets
|
|
|
||||||||||
|
Non-current assets
|
||||||||||||
|
Property, plant and equipment
|
|
|
||||||||||
|
Other non-current assets
|
8 |
|||||||||||
|
Total non-current assets
|
|
|
||||||||||
|
Total assets
|
|
|
||||||||||
|
LIABILITIES AND EQUITY
|
||||||||||||
|
Current liabilities
|
||||||||||||
|
Trade payables
|
9
|
|
|
|||||||||
|
Lease liability
|
|
|
||||||||||
|
Other current liabilities
|
10 |
|
|
|||||||||
|
Total current liabilities
|
|
|
||||||||||
|
Non-current liabilities
|
||||||||||||
|
Lease liability
|
|
|
||||||||||
|
Total non-current liabilities
|
|
|
||||||||||
|
Total liabilities
|
|
|
||||||||||
|
Equity attributable to owners
|
||||||||||||
|
Share capital
|
|
|
||||||||||
|
Additional paid-in capital
|
|
|
||||||||||
|
Other reserves
|
|
|
||||||||||
|
Foreign currency translation reserve
|
(
|
)
|
(
|
)
|
||||||||
|
Accumulated deficit
|
(
|
)
|
(
|
)
|
||||||||
|
Total equity
|
|
|
||||||||||
|
Total liabilities and equity
|
|
|
||||||||||
|
|
|
GH RESEARCH PLC
|
Unaudited condensed consolidated interim statement of changes in equity
|
Attributable to owners
|
||||||||||||||||||||||||
|
Share capital
|
Additional
paid-in
capital
|
Other
reserves
|
Foreign
currency
translation
reserve
|
Accumulated
deficit |
Total
|
|||||||||||||||||||
|
$’000
|
$’000
|
$’000
|
$’000
|
$’000
|
$’000
|
|||||||||||||||||||
|
At January 1, 2025
|
|
|
|
(
|
)
|
(
|
)
|
|
||||||||||||||||
|
Loss for the period
|
|
|
|
|
(
|
)
|
(
|
)
|
||||||||||||||||
|
Other comprehensive income
|
|
|
|
|
|
|
||||||||||||||||||
|
Total comprehensive loss for the period
|
|
|
|
|
(
|
)
|
(
|
)
|
||||||||||||||||
|
Share-based compensation expense
|
|
|
|
|
|
|
||||||||||||||||||
|
Transfer of share options
|
( |
) | ||||||||||||||||||||||
|
Issue of share capital
|
||||||||||||||||||||||||
|
Total transactions with owners
|
|
|
|
|
|
|
||||||||||||||||||
|
At March 31, 2025
|
|
|
|
(
|
)
|
(
|
)
|
|
||||||||||||||||
|
At January 1, 2026
|
|
|
|
(
|
)
|
(
|
)
|
|
||||||||||||||||
|
Loss for the period
|
|
|
|
|
(
|
)
|
(
|
)
|
||||||||||||||||
|
Other comprehensive (loss)/income
|
|
|
(
|
)
|
|
|
|
|||||||||||||||||
|
Total comprehensive loss for the period
|
|
|
(
|
)
|
|
(
|
)
|
(
|
)
|
|||||||||||||||
|
Share-based compensation expense
|
|
|
|
|
|
|
||||||||||||||||||
|
Share option exercises
|
||||||||||||||||||||||||
|
Transfer of share options
|
( |
) | ||||||||||||||||||||||
|
Total transactions with owners
|
|
|
|
|
|
|
||||||||||||||||||
|
At March 31, 2026
|
|
|
|
(
|
)
|
(
|
)
|
|
||||||||||||||||
|
|
|
GH RESEARCH PLC
|
Unaudited condensed consolidated interim statement of cash flows
|
Three months ended
March 31,
|
||||||||
| 2026 |
2025 |
|||||||
|
$’000
|
$’000
|
|||||||
|
Cash flows from operating activities
|
||||||||
|
Loss for the period
|
(
|
)
|
(
|
)
|
||||
|
Depreciation
|
|
|
||||||
|
Share-based compensation expense
|
|
|
||||||
|
Finance income
|
(
|
)
|
(
|
)
|
||||
|
Finance expense
|
|
|
||||||
|
Movement of expected credit loss
|
(
|
)
|
|
|||||
|
Foreign exchange loss
|
|
|
||||||
|
Movement in working capital
|
|
|
||||||
|
Cash flows used in operating activities
|
(
|
)
|
(
|
)
|
||||
|
Finance expense paid
|
(
|
)
|
(
|
)
|
||||
|
Finance income received
|
|
|
||||||
|
Net cash used in operating activities
|
(
|
)
|
(
|
)
|
||||
|
Cash flows from investing activities
|
||||||||
|
Purchase of property, plant and equipment
|
(
|
)
|
(
|
)
|
||||
|
Proceeds from sale of other financial assets
|
||||||||
|
Proceeds from redemptions and disposals of marketable securities
|
||||||||
|
Cash flows from investing activities
|
|
|
||||||
|
Cash flows from financing activities
|
||||||||
|
Payment of lease liability
|
(
|
)
|
|
|||||
|
Proceeds from share issuances
|
||||||||
|
Transaction costs from share issuances
|
( |
) | ||||||
| Net cash flows from financing activities |
||||||||
|
Net (decrease)/increase in cash and cash equivalents
|
(
|
)
|
|
|||||
|
Cash and cash equivalents at the beginning of the period
|
|
|
||||||
|
Impact of foreign exchange on cash and cash equivalents
|
(
|
)
|
|
|||||
|
Cash and cash equivalents at the end of the period
|
|
|
||||||
|
|
|
GH RESEARCH PLC
|
|
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
|
| 1. |
Corporate information
|
GH Research PLC (the “Company”) was incorporated on March 29, 2021. The registered office of the Company is located at Joshua Dawson House, Dawson Street, Dublin 2,
Ireland. The Company and its subsidiary, GH Research Ireland Limited, form the GH Research Group (the “Group” or “GH Research”).
The Company is a clinical-stage biopharmaceutical company dedicated to transforming the lives of patients by developing a practice-changing treatment
in depression. Its initial focus is on developing the novel and proprietary mebufotenin therapies for the treatment of patients with Treatment Resistant Depression, or TRD. Its portfolio currently includes GH001, a proprietary inhalable
mebufotenin product candidate, and GH002, a proprietary intravenous mebufotenin product candidate.
These unaudited condensed consolidated interim financial statements were presented to the board of directors and approved by them for issue on May 14, 2026.
| 2. |
Basis of preparation, significant judgments, and accounting policies
|
Basis of preparation
Compliance with IFRS Accounting Standards
The unaudited condensed consolidated interim financial statements for the three months ended March 31, 2026, have been prepared in accordance with IAS 34
“Interim Financial Reporting”. The unaudited condensed consolidated interim financial statements do not include all of the information required for full annual financial statements and should be read in conjunction with the consolidated
financial statements for the year ended December 31, 2025, which were prepared in accordance with IFRS Accounting Standards as adopted by the International Accounting Standards Board (“IASB”). These unaudited condensed consolidated interim
financial statements are presented in U.S. dollar (“USD” or “$”), which is the Company’s functional currency and the Group’s presentation currency.
The financial information presented in this interim report does not represent full statutory accounts as defined by the Companies Act 2014. The statutory
accounts of the Company for the year ended December 31, 2025, are expected to be filed with the Companies Registration Office by November 26, 2026.
New and amended IFRS standards
There are no new IFRS Accounting standards, amendments to standards or interpretations that are mandatory for the financial year beginning on January 1, 2026,
that are relevant to the Group and that have had any material impact in the interim period. The review of the impact of new standards on the Group’s financial statements, which are not yet effective and which have not been early adopted by
the Group is ongoing. This includes IFRS 18 “Presentation and Disclosure in Financial Statements”. IFRS 18 will replace IAS 1 “Presentation of financial statements”, introducing new requirements that will help to achieve comparability of the
financial performance of similar entities and provide more relevant information and transparency to users. Management is currently assessing the detailed implications of applying the new standard on the Group’s financial statements.
Going concern basis
GH Research is a clinical-stage biopharmaceutical company developing innovative therapeutics. The Group is exposed to all risks inherent in establishing and
developing its business, including the substantial uncertainty that current projects will succeed. Research and development expenses have been incurred from the start of the Group’s activities, generating negative cash flows from operating
activities since formation.
Since its incorporation, the Group has funded its growth through capital increases. The Group has no bank loans or other debt outstanding, except lease liabilities, as of March 31, 2026. As a result, the Group is not exposed to liquidity risk through requests for early
repayment of loans.
As of March 31, 2026, the Group’s cash and cash equivalents amounted to $242.7 million (December 31, 2025: $246.3
million). The Group also held marketable securities of $24.7 million as of March 31, 2026 (December 31, 2025: marketable securities of $34.5 million). The marketable securities held by the Group are quoted in active markets and are an additional source of liquidity.
|
|
|
GH RESEARCH PLC
|
|
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (continued)
|
The Board of Directors believes that the Group has sufficient financial resources available to cover its planned cash outflows for at least the next twelve months from
the date of issuance of these unaudited condensed consolidated interim financial statements. The Group, therefore, continues to adopt the going concern basis in preparing its unaudited condensed consolidated interim financial statements.
Use of estimates and judgments
The preparation of the unaudited condensed consolidated interim financial statements requires management to make judgments, estimates and assumptions that affect the
application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.
In preparing these unaudited condensed consolidated interim financial statements, the significant judgments made by management in applying the Group’s accounting
policies and the key sources of estimation uncertainty are consistent with those that applied in the preparation of the consolidated financial statements for the year ended December 31, 2025.
Accounting policies
The accounting policies, presentation and methods of computation followed in the unaudited condensed consolidated interim financial statements are consistent with
those applied in the Group’s most recent annual financial statements and have been applied consistently to all periods presented in the unaudited condensed consolidated interim financial statements.
Current and deferred income tax
The interim income tax expense is calculated based on the Company’s estimate of the weighted average effective annual income tax rate expected for the full year. The
current and deferred income tax charge was $ for the three months ended March 31, 2026 and 2025, which is in line with the
Company’s estimate for the full year. No deferred tax assets have been recognized as there is no certainty that sufficient taxable
profits will be generated within the required timeframe to be able to utilize these tax loss carry-forwards in full.
Segment reporting
Management considers the Group to have only a
segment: Research and Development (“R&D”). This is consistent with the way that information is reported internally within the Group for the purpose of allocating resources and assessing performance.
|
|
|
GH RESEARCH PLC
|
|
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (continued)
|
| 3. |
Expenses by nature
|
The following table provides the consolidated statement of comprehensive loss classification of our expense by nature:
|
Three months ended
March 31,
|
||||||||
|
2026
|
2025
|
|||||||
|
$’000
|
$’000
|
|||||||
|
External research and development expenses1
|
|
|
||||||
|
Employee expenses2, 5
|
|
|
||||||
|
Total research and development expenses3
|
|
|
||||||
|
External costs1
|
|
|
||||||
|
Employee expenses4, 5
|
|
|
||||||
|
Total general and administrative expenses3
|
|
|
||||||
|
Total operating expenses
|
|
|
||||||
1
Includes depreciation expense.
2Included in employee expenses is share-based compensation expense of $0.9 million and $0.7 million for the three months ended March
31, 2026 and 2025, respectively, relating to
employees in the research and development department.
3 Depreciation and other expenses have been reclassified to external research and development expenses
and depreciation has been reclassified to external costs for all periods presented as it provides more relevant information.
4Included in employee
expenses is share-based compensation expense of $0.9 million and $0.9 million for the three months ended March 31, 2026 and 2025, respectively, relating to employees in the general and administrative department.
5Includes termination expenses incurred.
Foreign exchange loss
Foreign exchange loss of $2.3 million for the three months ended March 31, 2026 (foreign exchange loss of $0.6
million for the three months ended March 31, 2025), consists primarily of gains and losses related to the translation of the Group’s assets and liabilities from their denominated currencies into the functional currency of each entity, and included
the strengthening of the U.S. dollar in the period.
|
|
|
GH RESEARCH PLC
|
|
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (continued)
|
| 4. |
Finance income and expense
|
|
|
Three months ended
March 31,
|
|||||||
|
|
2026
|
2025
|
||||||
|
|
$’000
|
$’000
|
||||||
|
Finance income
|
||||||||
| Finance income on cash, cash equivalents and other financial
assets |
||||||||
|
Gain on cash equivalents and other financial assets at fair value through profit and loss (“FVTPL”)
|
|
|
||||||
|
Interest income under effective interest rate method at fair value through other comprehensive income (“FVOCI”)
|
|
|
||||||
|
Finance income
|
|
|
||||||
|
|
||||||||
|
Finance expense
|
||||||||
|
Finance expense on investments
|
(
|
)
|
(
|
)
|
||||
|
Finance expense on lease liability
|
(
|
)
|
(
|
)
|
||||
|
Finance expense
|
(
|
)
|
(
|
)
|
||||
| 5. |
Cash and cash equivalents
|
| March 31,
|
December 31,
|
|||||||
| 2026 |
2025 |
|||||||
| $’000 | $’000 |
|||||||
|
Cash at bank and in hand
|
|
|||||||
|
Cash equivalents
|
|
|||||||
|
|
||||||||
During the three months ended March 31, 2026, proceeds of $9.9 million were received from the redemption of marketable securities, which includes accrued interest. On redemption of the marketable securities, the funds are
invested in cash equivalents.
|
|
|
GH RESEARCH PLC
|
|
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (continued)
|
| 6. |
Marketable securities
|
|
Marketable
securities
|
||||
|
$’000
|
||||
|
Fair value
|
||||
|
At January 1, 2026
|
|
|||
|
Accrued interest
|
|
|||
|
Interest received
|
(
|
)
|
||
|
Redemptions and disposals of marketable securities
|
( |
) | ||
|
Revaluation adjustment
|
(
|
)
|
||
|
At March 31, 2026
|
|
|||
At March 31, 2026, the Group’s marketable securities mature within the next year.
The movement through other comprehensive income, (“OCI”), for the three months ended March 31, 2026, and 2025, is shown in the table below:
|
Three months ended
March 31,
|
||||||||
| 2026 | 2025 | |||||||
|
$’000
|
$’000
|
|||||||
|
Revaluation adjustments
|
( |
) | ||||||
|
Movement of expected credit losses on assets measured at FVOCI
|
( |
) | ||||||
|
Movement on marketable securities through OCI
|
( |
) | ||||||
| 7. |
Other current assets
|
Other current assets primarily represent prepayments and research
and development tax credit receivable.
| 8. |
Other non-current assets
|
Other non-current assets represent research and development tax credit receivable
| 9. |
Trade payables
|
Trade payables primarily represents amounts incurred for the provision of manufacturing, research and consulting services and professional fees, which are
outstanding at the end of the period. Trade payables are due to be settled at different times within 12 months .
| 10. |
Other current liabilities
|
Other current liabilities primarily represent accruals for operating expenses and employee tax payable and are expected to be settled within one year.
|
|
|
GH RESEARCH PLC
|
|
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (continued)
|
|
11.
|
Share capital
|
|
Number of
outstanding shares
|
||||
|
At December 31, 2025
|
|
|||
| Share option exercises(1) |
||||
|
At March 31, 2026
|
|
|||
(1) See Note 13
| 12. |
Contingencies
|
As of
March 31, 2026, there were no material contingencies which required adjustment or disclosure in the unaudited condensed consolidated interim financial statements (2025: none).
| 13. |
Share based compensation
|
Share Options
In June 2021, the Company adopted a share option plan referred to herein as the Share Option Plan under which grants of options are made to eligible participants.
The Company initially reserved 1,202,734 ordinary shares for future issuance under the Share Option Plan, which includes ordinary
shares pursuant to share-based equity awards issued to date. As of March 31, 2026, the total number of ordinary shares which may be issued under the Share Option Plan was 3,721,251 , and the Company has 935,168 ordinary shares available for the
future issuance of share-based equity awards.
Under the Share Option Plan, the options may be settled only in ordinary shares of the Company. Therefore, the grants of share options under the Share Option Plan
have been accounted for as equity-settled under IFRS 2. As such, the Company records a charge for the vested portion of award grants and for partially earned but non-vested portion of award grants.
During the three months ended March 31, 2026, the Company granted the option to
purchase 201,950 ordinary shares, which were in line with the general terms of the Share Option Plan. Of the share options granted in
the three months ended March 31, 2026, 52,500 share options were granted which vest 25 % on the first anniversary of the date of grant, and thereafter evenly on a monthly basis over the subsequent three years and are subject to a two-year service condition. The contractual
term (expiration) of these share options is eight years from the grant date with an exercise price of the closing market price on the
day prior to the grant. Of the share options granted in the three months ended March 31, 2026, 149,450 share options were granted which vest 25 % on the first anniversary of the date of grant, and thereafter evenly on a monthly basis over the subsequent three years . The contractual term (expiration) of these share options is seven years from the grant date with an exercise price of $0.025 .
The following table summarizes the share option awards outstanding as of March 31,
2026:
|
Average exercise
price per share
in
USD
|
Number of
awards
|
Weighted
average remaining
life
in years
|
||||||||||
|
At December 31, 2025
|
|
|
|
|||||||||
|
Granted
|
|
|
|
|||||||||
|
Forfeited/Expired
|
|
(
|
)
|
|
||||||||
| Exercised(1) |
( |
) | ||||||||||
|
At March 31, 2026(2)
|
|
|
|
|||||||||
(1) The weighted average share price of share options exercised was $15.48 .
(2) 804,391
of the awards outstanding as of March 31, 2026, were exercisable.
|
|
|
GH RESEARCH PLC
|
|
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (continued)
|
The weighted average grant date fair value of awards granted during the three months ended March 31, 2026 was $13.16 per award.
The fair values of the options granted were determined on the date of the grant using the Black-Scholes option-pricing model.
The fair values of the options granted during the three months ended March 31, 2026, and 2025, were determined on the date of the grant using the following
assumptions:
|
Three months ended
March 31, 2026 |
Three months ended
March 31, 2025 |
|||||||
|
Share price, in USD
|
|
|
||||||
|
Strike price, in USD (weighted average)
|
|
|
||||||
|
Expected volatility
|
|
|
|
|
||||
|
Award life (weighted average)
|
|
|
||||||
|
Expected dividends
|
|
|
||||||
|
Risk-free interest rate
|
|
|
||||||
The expected volatility for the three months ended March 31, 2026, is based on a blended rate of historical volatility observed among other comparable public
companies and the Company’s own historical volatility.
The award life is based on the time interval between the date of grant and the date during the life of the share option after which, when making the grant, the
Company expected on average that participants would exercise their options.
As of March 31, 2026, Other Reserves within equity includes $14.8 million (December 31, 2025: $13.1
million) relating to the Group’s Share Option Plan. Balances which relate to forfeited awards which had previously vested or awards which have been exercised are transferred from Other Reserves to Accumulated Deficit. The amount of expense for
all awards recognized for services received during the three months ended March 31, 2026, was $1.8 million (three months ended March
31, 2025: $1.6 million).
| 14. |
Related party disclosures
|
There have been no transactions in the three months ended March 31, 2026, (2025: none) with related parties that had a material effect on the financial position or
performance of the Group.
| 15. |
Loss per share
|
|
Three months ended
March 31,
|
||||||||
|
2026
|
2025 | |||||||
|
Loss attributable to shareholders (in $’000)
|
(
|
)
|
(
|
)
|
||||
|
Weighted average number of shares in issue
|
|
|||||||
|
Basic and diluted loss per share (in USD)
|
(
|
)
|
(
|
)
|
||||
For the three months ended March 31, 2026, and 2025, basic and diluted loss per share are calculated on the weighted average number of shares issued and outstanding
and exclude shares to be issued under the Share Option Plan, as the effect of including those shares would be anti-dilutive.
|
|
|
GH RESEARCH PLC
|
|
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (continued)
|
| 16. |
Events after the reporting date
|
In April 2026, the Group received estimated net cash
proceeds of $111.2 million from an underwritten offering of ordinary shares.
There were no other events after the reporting date requiring disclosure in the Group’s consolidated
financial statements.
12