0001104659-22-065932 | F-1 | XBRL Viewer

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Document and Entity Information	12 Months Ended
Document and Entity Information	Dec. 31, 2021
Document and Entity Information [Abstract]
Entity Registrant Name	Prenetics Global Ltd
Entity Central Index Key	0001876431
Document Type	F-1
Amendment Flag	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false

Consolidated statements of profit or loss and other comprehensive income - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Consolidated statements of profit or loss and other comprehensive income.
Revenue	$ 275,852,753	$ 65,179,515	$ 9,233,089
Direct costs	(169,721,542)	(38,834,696)	(6,517,795)
Gross profit	106,131,211	26,344,819	2,715,294
Other income and other net gains/(losses)	138,948	(315,404)	3,117
Share of loss of a joint venture		(1,133,321)	(2,576,842)
Selling and distribution expenses	(21,932,322)	(6,492,635)	(4,769,971)
Research and development expenses	(10,563,952)	(2,782,123)	(2,989,758)
Administrative and other operating expenses	(83,991,413)	(16,616,462)	(13,185,125)
Loss from operations	(10,217,528)	(995,126)	(20,803,285)
Finance costs	(5,238,030)	(59,567)	(69,390)
Fair value loss on convertible securities	(29,054,669)	(2,846,750)
Fair value loss on preference shares liabilities	(125,398,798)	0	0
Fair value loss on financial assets at fair value through profit or loss	(94,000)	0	0
Write-off on amount due from a shareholder	(106,179)	0	0
Gain on bargain purchase	117,238	0	0
Loss on disposal of a subsidiary	(292,132)	0	0
Loss before taxation	(170,284,098)	(3,901,443)	(20,872,675)
Income tax (expense)/credit	(3,732,744)	1,937,558	677,474
Loss for the year	(174,016,842)	(1,963,885)	(20,195,201)
Exchange differences on translation of:
- financial statements of subsidiaries and joint venture outside Hong Kong	260,112	1,581,372	154,055
Total comprehensive income for the year	(173,756,730)	(382,513)	(20,041,146)
Loss attributable to:
Equity shareholders of the Company	(174,009,273)	(1,939,689)	(20,141,991)
Non-controlling interests	(7,569)	(24,196)	(53,210)
Loss for the year	(174,016,842)	(1,963,885)	(20,195,201)
Total comprehensive income attributable to:
Equity shareholders of the Company	(173,749,161)	(358,317)	(19,987,936)
Non-controlling interests	(7,569)	(24,196)	(53,210)
Total comprehensive income for the year	$ (173,756,730)	$ (382,513)	$ (20,041,146)
Loss per share
Basic loss per share	$ (11.92)	$ (0.15)	$ (1.56)
Diluted loss per share	$ (11.92)	$ (0.15)	$ (1.56)

Consolidated statements of financial position - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Assets
Property, plant and equipment	$ 13,037,192	$ 4,693,318
Intangible assets	23,826,282	24,095,500
Goodwill	3,978,065	3,993,007
Deferred tax assets	79,702	1,951,154
Other non-current assets	693,548	193,582
Non-current assets	41,614,789	34,926,561
Inventories	6,829,226	4,497,577
Trade receivables	47,041,538	22,990,727
Deposits and prepayments	7,406,197	892,790
Other receivables	411,559	798,772
Amount due from a shareholder		106,179
Amount due from a joint venture		180,825
Amounts due from related companies	9,060
Financial assets at fair value through profit or loss	9,906,000
Cash and cash equivalents	35,288,952	14,489,880
Current assets	106,892,532	43,956,750
Total assets	148,507,321	78,883,311
Liabilities
Deferred tax liabilities	659,498
Preference shares liabilities	486,404,770
Lease liabilities	3,600,232	804,574
Non-current liabilities	490,664,500	804,574
Trade payables	9,979,726	13,436,941
Accrued expenses and other current liabilities	36,280,298	8,929,495
Deferred consideration		1,304,588
Amounts due to shareholders		133,314
Contract liabilities	9,587,245	7,054,586
Lease liabilities	1,666,978	865,283
Convertible securities	0	15,346,113
Tax payable	1,223,487	1,410
Current liabilities	58,737,734	47,071,730
Total liabilities	549,402,234	47,876,304
Equity
Share capital	1,493	53,240,604
Reserves	(400,811,431)	(22,156,191)
Total (equity deficiency)/equity attributable to equity shareholders of the Company	(400,809,938)	31,084,413
Non-controlling interests	(84,975)	(77,406)
Total (equity deficiency)/equity	(400,894,913)	31,007,007
Total equity and liabilities	$ 148,507,321	$ 78,883,311

Consolidated statements of changes in equity - USD ($)	Attributable to equity shareholders of the Company	Share capital	Share premium	Translation reserve	Other reserve	Capital reserve	Accumulated losses.	Non-controlling interests	Total
Beginning balance at Dec. 31, 2018	$ 32,983,290	$ 45,691,346		$ (967,804)		$ 9,759,239	$ (21,499,491)		$ 32,983,290
Changes in equity for the year:
Loss for the year	(20,141,991)						(20,141,991)	$ (53,210)	(20,195,201)
Other comprehensive income	154,055			154,055					154,055
Total comprehensive income	(19,987,936)			154,055			(20,141,991)	(53,210)	(20,041,146)
Equity-settled share-based transactions	3,910,562					3,910,562			3,910,562
Ending balance at Dec. 31, 2019	16,905,916	45,691,346		(813,749)		13,669,801	(41,641,482)	(53,210)	16,852,706
Changes in equity for the year:
Loss for the year	(1,939,689)						(1,939,689)	(24,196)	(1,963,885)
Other comprehensive income	1,581,372			1,581,372					1,581,372
Total comprehensive income	(358,317)			1,581,372			(1,939,689)	(24,196)	(382,513)
Equity-settled share-based transactions	1,617,469					1,617,469			1,617,469
Vesting of shares under the Restricted Share Scheme	48,622					48,622			48,622
Issuance of exchange loan notes	12,870,723				$ 12,870,723				12,870,723
Shares issued upon conversion of exchange loan notes		7,549,258			(7,549,258)
Ending balance at Dec. 31, 2020	31,084,413	53,240,604		767,623	5,321,465	15,335,892	(43,581,171)	(77,406)	31,007,007
Changes in equity for the year:
Loss for the year	(174,009,273)						(174,009,273)	(7,569)	(174,016,842)
Other comprehensive income	260,112			260,112					260,112
Total comprehensive income	(173,749,161)			260,112			(174,009,273)	(7,569)	(173,756,730)
Equity-settled share-based transactions	22,494,918					22,494,918			22,494,918
Vesting of shares under the Restricted Share Scheme	4,517					4,517			4,517
Reclassification to preference shares liabilities	(279,832,806)	(37,890,771)			(241,942,035)				(279,832,806)
Reclassification to share premium arising from the restructuring		(15,348,379)	$ 15,348,379						(15,348,379)
Shares issued upon conversion of exchange loan notes		39	1,777,990		(1,778,029)
Fair value loss of convertible securities	(811,819)				(811,819)				(811,819)
Ending balance at Dec. 31, 2021	$ (400,809,938)	$ 1,493	$ 17,126,369	$ 1,027,735	$ (239,210,418)	$ 37,835,327	$ (217,590,444)	$ (84,975)	$ (400,894,913)

Consolidated statements of cash flows - USD ($)	12 Months Ended
Consolidated statements of cash flows - USD ($)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Consolidated statements of cash flows.
Loss for the year	$ (174,016,842)	$ (1,963,885)	$ (20,195,201)
Adjustments for:
Bank interest income	(3,980)	(8,043)	(15,506)
Depreciation	4,288,115	1,292,472	1,124,072
Amortization of intangible assets	3,058,527	1,133,564	1,110,516
Finance costs	5,238,030	59,567	69,390
Fair value loss on convertible securities	29,054,669	2,846,750	0
Fair value loss on preference shares liabilities	125,398,798	0	0
Fair value loss on financial assets at fair value through profit or loss	94,000	0	0
Net exchange (gain)/ losses	(285,025)	280,360	52,534
Write-off on amount due from a shareholder	106,179	0	0
Gain on bargain purchase	(117,238)	0	0
Loss on disposal of a subsidiary	292,132	0	0
Impairment loss on interest in joint venture		570,704	0
Impairment loss on amount due from a joint venture	176,227	0	0
(Gain)/loss on disposal of property, plant and equipment	(39)	1,646	0
Write-off on property, plant and equipment	476,431	0	0
Share of loss of a joint venture		1,133,321	2,576,842
Equity-settled share-based payment expenses	22,494,918	1,617,469	3,910,562
Income tax (expense)/credit	(3,732,744)	1,937,558	677,474
Total adjustments to reconcile profit (loss)	19,987,646	5,026,367	(12,044,265)
Changes in:
(Increase)/decrease in inventories	(2,331,649)	(3,745,228)	415,686
(Increase)/decrease in trade receivables	(24,050,811)	(20,090,387)	1,827,941
Increase in deposits and prepayments and other receivables	(6,126,194)	(1,093,451)	(163,171)
Decrease/(increase) in amount due from a joint venture		18,862	(199,687)
Increase in amounts due from related companies	(9,060)	0	0
(Increase)/decrease in other non-current assets	(499,966)	(32,577)	38,059
(Decrease)/increase in trade payables	(3,457,215)	9,707,910	1,714,170
Increase in accrued expenses and other current liabilities	27,350,803	5,962,060	2,758,152
Increase in contract liabilities	2,532,659	1,485,582	3,814,321
Cash from/(used in) operations	13,396,213	(2,760,862)	(1,838,794)
Income tax refund/(paid)	(20,284)	118,849	44,316
Net cash generated from/(used in) operating activities	13,416,497	(2,879,711)	(1,883,110)
Cash flows from investing activities
Payment for purchase of property, plant and equipment	(8,546,945)	(2,862,902)	(259,178)
Proceeds from disposal of property, plant and equipment	713,523	10,890	0
Payment for purchase of intangible assets	(2,865,315)	(197,159)	(114,680)
Payment for purchase of financial assets at fair value through profit or loss	(10,000,000)	0	0
Payment for acquisition of a subsidiary, net of cash acquired		(2,929,533)	0
Increase in amount due from a shareholder		(4,182)	(3,077)
Investment in joint ventures		0	(4,236,765)
Proceeds from partial disposal of a subsidiary without loss of control		0	1
Settlement of deferred consideration	(1,326,823)	0	0
Interest received	3,980	8,043	15,506
Net cash used in investing activities	(22,021,580)	(5,974,843)	(4,598,193)
Cash flows from financing activities
Capital element of lease rentals paid	(1,299,031)	(610,926)	(503,585)
Interest element of lease rentals paid	(205,915)	(49,400)	(64,107)
Interest paid	(33)	(654)	(5,283)
Proceeds from issuance of preference shares	25,970,000	0	0
Proceeds from issuance of convertible securities	4,980,718	12,499,363	0
(Decrease)/increase in amounts due to shareholders	(128,797)	4,477	3,836
Net cash generated from/(used in) financing activities	29,316,942	11,842,860	(569,139)
Net increase/(decrease) in cash and cash equivalents	20,711,859	2,988,306	(7,050,442)
Cash and cash equivalents at the beginning of the year	14,489,880	11,521,505	18,781,873
Effect of foreign exchange rate changes	87,213	(19,931)	(209,926)
Cash and cash equivalents at the end of the year	$ 35,288,952	$ 14,489,880	$ 11,521,505

Reporting entity

12 Months Ended

Dec. 31, 2021

Reporting entity

Reporting entity

1Reporting entity

Prenetics Group Limited (“the Company”) is incorporated in Cayman Islands on February 8, 2018. Prenetics Limited (“Prenetics HK”) is a company incorporated in Hong Kong and has its registered office and principal place of business at Unit 701-706, K11 Atelier King’s Road, 728 King’s Road, Quarry Bay, Hong Kong with effect from June 28, 2021.

The Company and its subsidiaries (collectively, “the Group”) focus on providing healthcare solutions through three pillars — prevention, diagnostics and personalized care. The Company is an investment holding company and has not carried out any business since its incorporation save for the Group’s restructuring described below.

The Group’s preventive health testing services are genetic testing (under the brand named CircleDNA) for general health purposes. CircleDNA utilizes a whole exome sequencing technology that conducts a full scan on individuals’ protein-coding genes, analyzing genetic variations across different categories and providing personalized reports with a saliva sample. The Group is also in the process of conducting clinical studies for a stool-DNA screening test for detecting colorectal cancer and advanced adenoma under the brand named ColoClear, a pipeline product. ColoClear uses advanced stool DNA technology to detect abnormal DNA markers and blood cells in human stool that precancerous polyps and colon cancer can cause. It is developed as a convenient and less invasive alternative to colonoscopy.

Since April 2020, the Group has been providing polymerase chain reaction (“PCR”) diagnostic testing services for COVID-19 to individuals, corporates for their employees or customers and governments for community testing. From November 2021, the Group officially launched Circle HealthPod, which is a rapid detection health monitoring device that offers COVID-19 testing solutions for professional use and home use initially in Hong Kong. Prenetics HK operates and owns its own accredited laboratories in Hong Kong. The Group also engages in research and development activities to advance its preventive, diagnostic and personalized healthcare solutions.

In May 2021, Prenetics HK entered into a Share Exchange Agreement and Subscription Agreement with, amongst others, the existing shareholders of Prenetics HK and the Company for the purposes of restructuring the shareholding structure ofPrenetics HK and facilitating fundraising activities. As part of the restructuring, the pre-existing shares of Prenetics HK were exchanged to their corresponding classes of shares of the Company, while the convertible securities were converted into Series D preference shares of the Company. As a result of this corporate restructuring, Prenetics HK became an indirectly wholly owned subsidiary of the Company from June 16, 2021. As the restructuring involved the insertion of non- operating shell entities above a pre-existing Group with substantive business activities headed by Prenetics HK, the restructuring did not involve any business combination. This transaction has been accounted for at cost such that the Company’s consolidated financial statements is presented as a continuation of the consolidated financial statements of Prenetics HK except for the capital structure. The comparative figures have been re-presented as the financial statements of Prenetics HK as if the corporate restructuring had occurred on January 1, 2020.

On September 15, 2021, the Company entered into a Business Combination Agreement with Prenetics Global Limited (“PubCo”), Artisan Acquisition Corp. (“Artisan”), PGL Merger Limited, wholly owned subsidiary of PubCo (“Prenetics Merger Sub”), and AAC Merger Limited, wholly owned subsidiary of PubCo (“Artisan Merger Sub”). All the above-mentioned entities are Cayman Islands exempted companies.

In accordance with the terms and subject to the conditions of the Business Combination Agreement, (i) Artisan will merge with and into Artisan Merger Sub, with Artisan Merger Sub being the surviving entity and remaining a wholly owned subsidiary of PubCo, and (ii) Prenetics Merger Sub will merge with and into the Company, with the Company as the surviving company and becoming a wholly owned subsidiaryof PubCo. PubCo will adopt a dual class stock structure with Class A ordinary share, which will have one vote per share, and Class B ordinary share, which will have 20 votes per share.

1Reporting entity (continued)

Pursuant to the Business Combination Agreement, upon consummation of the above merger transactions:

(i)

Each share of the Company’s ordinary shares and preference shares (other than those held by the Mr. Yeung Danny Sheng Wu (the “Founder”), treasury shares and dissenting shares) shall automatically be cancelled and cease to exist in exchange for the right to receive PubCo Class A ordinary share that is equal to the Exchange Ratio in accordance with the Business Combination Agreement (“Exchange Ratio”);

(ii)

Each share of the Company’s ordinary shares and preference shares that are held by the Founder shall automatically be cancelled and cease to exist in exchange for the right to receive PubCo Class B ordinary share that is equal to the Exchange Ratio;

(iii)

Each share of treasury shares shall automatically be cancelled and cease to exist without any conversion;

(iv)

All the Company’s options and restricted shares units (“RSU”) (other than those held by the key executives) shall be assumed by PubCo and converted into comparable RSU that are exercisable for or in reference to, respectively, PubCo Class A ordinary shares, with a value determined in accordance with the Business Combination Agreement; and

(v)

All the Company’s options and RSUs that are held by the key executives shall be assumed by PubCo and converted into comparable RSU that are exercisable for or in reference to, respectively, PubCo Class B ordinary shares, with a value determined in accordance with the Business Combination Agreement.

The Business Combination Agreement is subject to the approval of Artisan shareholders.

Significant accounting policies

12 Months Ended

Dec. 31, 2021

Significant accounting policies

Significant accounting policies

2Significant accounting policies

(a)	Statement of compliance

The Company’s consolidated financial statements have been prepared in accordance with all applicable International Financial Reporting Standards (“IFRSs”) issued by the International Accounting Standards Board (“IASB”), which collective term includes all applicable individual IFRSs, International Accounting Standards (“IASs”) and Interpretations issued by the IASB. Significant accounting policies adopted by the Group are disclosed below.

The IASB has issued certain amendments to IFRSs that are first effective or available for earlyadoption for the periods presented in these consolidated financial statements. Note 2(c) provides information on the initial application of these developments to the extent that they are relevant to the Group for the periods presented in these consolidated financial statements.

(b)Basis of preparation of the consolidated financial statements

These consolidated financial statements for the year ended December 31, 2021 comprise the Group.

The measurement basis used in the preparation of the consolidated financial statements is the historical cost basis, except that the following instruments are stated at their fair value as explained in the accounting policies set out below:

preference share liabilities — conversion feature (see note 2(s));

convertible securities (see note 2(v)); and

financial assets at fair value through profit or loss (see note 2(z))

As at December 31, 2021, the Group’s total liabilities exceeded its total assets by $400,894,913. Despite this, the preference shares will be converted into ordinary shares of the PubCo after the completion of the proposed business combination as described in note 1 resulting in the listing of PubCo’s shares on the Nasdaq Stock Market.

2Significant accounting policies (continued)

Management and the directors ofthe Company are ofthe view that the Group has and will continue to have sufficient financial resources to meet its liabilities as and when they fall due and to enable the Group to continue operations for the foreseeable future. Consequently, the directors have prepared the consolidated financial statements on a going concern basis.

The preparation of financial statements in conformity with IFRSs requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Judgements made by management in the application of IFRSs that have significant effect on the consolidated financial statements and major sources of estimation uncertainty are discussed in note 30.

(c)Changes in accounting policies

The Group has applied the following amendments to IFRSs issued by the IASB to these financial statements for the current accounting period:

●

Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16, Interest rate benchmark reform — phase 2

●

Amendment to IFRS 16, Covid-19-related rent concessions beyond 30 June 2021

Other than the amendment to IFRS 16, the Group has not applied any new standard or interpretation that is not yet effective for the current accounting period. The amendment to IFRS 16 do not have any material impact to the Group’s consolidated financial statements.

(d)Subsidiaries and non-controlling interests

Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. When assessing whether the Group has power, only substantive rights (held by the Group and other parties) are considered.

An investment in a subsidiary is consolidated into the consolidated financial statements from the date that control commences until the date that control ceases. Intra-group balances, transactions and cash flows and any unrealized profits arising from intra-group transactions are eliminated in full in preparing the consolidated financial statements. Unrealized losses resulting from intra-group transactions are eliminated in the same way as unrealized gains but only to the extent that there is no evidence of impairment.

Non-controlling interests represent the equity in a subsidiary not attributable directly or indirectly to the Company, and in respect of which the Group has not agreed any additional terms with the holders of those interests which would result in the Group as a whole having a contractual obligation in respect of those interests that meets the definition ofa financial liability. For each business combination, the Group canelect to measure any non-controlling interests either at fair value or at the non-controlling interests’ proportionate share of the subsidiary’s net identifiable assets.

Non-controlling interests are presented in the consolidated statement of financial position within equity, separately from equity attributable to the equity shareholders of the Company. Non-controlling interests in the results of the Group are presented on the face of the consolidated statement of profit or loss and the consolidated statement of profit or loss and other comprehensive income as an allocation of the total profit or loss and total comprehensive income for the year between non-controlling interests and the equity shareholders of the Company.

2Significant accounting policies (continued)

Changes in the Group’s interests in a subsidiary that do not result in a loss of control are accounted for as equity transactions, whereby adjustments are made to the amounts of controlling and non-controlling interests within consolidated equity to reflect the change in relative interests, but no adjustments are made to goodwill and no gain or loss is recognized.

When the Group loses control of a subsidiary, it is accounted for as a disposal of the entire interest in that subsidiary, with a resulting gain or loss being recognized in profit or loss. Any interest retained in that former subsidiary at the date when control is lost is recognized at fair value and this amount is regarded as the fair value on initial recognition of a financial asset or, when appropriate, the cost on initial recognition of an investment in an associate or joint venture (see note 2(e)).

(e)Joint ventures

A joint venture is an arrangement whereby the Group or Company and other parties contractually agree to share control of the arrangement, and have rights to the net assets of the arrangement.

An investment in a joint venture is accounted for in the consolidated financial statements under the equity method, unless it is classified as held for sale (or included in a disposal group that is classified as held for sale). Under the equity method, the investment is initially recorded at cost, adjusted for any excess of the Group’s share of the acquisition-date fair values of the investee’s identifiable net assets over the cost of the investment (if any). The cost of the investment includes purchase price, other costs directly attributable to the acquisition of the investment, and any direct investment into the joint venture that forms part of the Group’s equity investment. Thereafter, the investment is adjusted for the post acquisition change in the Group’s share of the investee’s net assets and any impairment loss relating to the investment (see note 2(t)(ii)). At each reporting date, the Group assess whether there is any objective evidence that the investment is impaired. Any acquisition-date excess over cost, the Group’s share of the post-acquisition, post-tax results of the investees and any impairment losses for the year are recognized in the consolidated statement of profit or loss, whereas the Group’s share of the post-acquisition post-tax items of the investees’ other comprehensive income is recognized in the consolidated statement of profit or loss and other comprehensive income.

When the Group’s share of losses exceeds its interest in the joint venture, the Group’s interest is reduced to nil and recognition of further losses is discontinued except to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the investee. For this purpose, the Group’s interest is the carrying amount of the investment under the equity method together with the Group’s long-term interests that in substance form part of the Group’s net investment in the joint venture.

Unrealized profits and losses resulting from transactions between the Group and its joint venture are eliminated to the extent of the Group’s interest in the investee, except where unrealized losses provide evidence of an impairment of the asset transferred, in which case they are recognized immediately in profit or loss.

In all other cases, when the Group ceases to have joint control over a joint venture, it is accounted for as a disposal of the entire interest in that investee, with a resulting gain or loss being recognized in profit or loss. Any interest retained in that former investee at the date when joint control is lost is recognized at fair value and this amount is regarded as the fair value on initial recognition of a financial asset.

(f)Assets acquisition

Groups of assets acquired and liabilities assumed are assessed to determine if they are business or asset acquisitions. On an acquisition-by-acquisition basis, the Group chooses to apply a simplified assessment of whether an acquired set of activities and assets is an asset rather than business acquisition, when substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets.

When a group of assets acquired and liabilities assumed do not constitute a business, the overall acquisition cost is allocated to the individual identifiable assets and liabilities based on their relative fair values at the date of acquisition. An exception is when the sum of the individual fair values of the identifiable assets and liabilities differs from the overall acquisition cost. In such case, any identifiable assets and liabilities that are initially measured at an amount other than cost in accordance with the Group’s policies are measured accordingly, and the residual acquisition cost is allocated to the remaining identifiable assets and liabilities based on their relative fair values at the date of acquisition.

2Significant accounting policies (continued)

(g)Property, plant and equipment

Property, plant and equipment, including right-of-use assets arising from leases of underlying property, plant and equipment (see note 2(i)), are stated at cost less accumulated depreciation and impairment losses (see note 2(t)(ii)).

Gains or losses arising from the retirement or disposal of an item of property, plant and equipment are determined as the difference between the net disposal proceeds and the carrying amount of the item and are recognized in profit or loss on the date of retirement or disposal.

Depreciation is calculated to write off the cost of items of property, plant and equipment, less their estimated residual value, if any, using the straight-line method over their estimated useful lives as follows:


− Properties leased for own use		Over the unexpired lease period
− Office equipment leased for own use		Over the unexpired lease period
− Leasehold improvements		Shorter of 4 years, or over the unexpired lease period
− Fixtures and furniture		5 years
− Office and lab equipment		3 – 5 years
− Computer equipment		3 years
− Motor vehicles		3 years
− Manufacturing equipment		3 years

Both the useful life of an asset and its residual value, if any, are reviewed annually.

(h)Intangible assets (other than goodwill)

Expenditure on research activities is recognized as an expense in the period in which it is incurred. Expenditure on development activities is capitalized if the product or process is technically and commercially feasible and the Group has sufficient resources and the intention to complete development. The expenditure capitalized includes the costs of materials, direct labor and an appropriate proportion of overheads. Capitalized development costs are stated at cost less accumulated amortization and impairment losses (see note 2(t)(ii)). Other development expenditure is recognized as an expense in the period in which it is incurred.

Other intangible assets that are acquired by the Group are stated at cost less accumulated amortization (where the estimated useful life is finite) and impairment losses (see note 2(t)(ii)). Expenditure on internally generated goodwill and brands is recognized as an expense in the period in which its incurred.

Amortization of intangible assets with finite useful lives is charged to profit or loss on a straight-line basis over the assets’ estimated useful lives. The following intangible assets with finite useful lives are amortized from the date they are available for use and their estimated useful lives are as follows:


- Website and mobile apps		2 years
- Trademark and technology		10 – 20 years
- Products development cost		3 years

Both the period and method of amortization are reviewed annually.

Intangible assets are not amortized while their useful lives are assessed to be indefinite. Any conclusion that the useful life of an intangible asset is indefinite is reviewed annually to determine whether events and circumstances continue to support the indefinite useful life assessment for that asset. If they do not, the change in the useful life assessment from indefinite to finite is accounted for prospectively from the date of change and in accordance with the policy for amortization of intangible assets with finite lives as set out above.

2Significant accounting policies (continued)

(i)Leased assets

At inception of a contract, the Group assesses whether the contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Control is conveyed where the customer has both the right to direct the use of the identified asset and to obtain substantially all of the economic benefits from that use.

As a lessee, where the contract contains lease component(s) and non- lease component(s), the Group has elected not to separate non-lease components and accounts for each lease component and any associated non-lease components as a single lease component for all leases.

At the lease commencement date, the Group recognizes a right-of-use asset and a lease liability, except for short-term leases that have a lease term of 12 months or less and leases of low-value assets. When the Group enters into a lease in respect of a low-value asset, the Group decides whether to capitalize the lease on a lease-by-lease basis. The lease payments associated with those leases which are not capitalized are recognized as an expense on a systematic basis over the lease term.

Where the lease is capitalized, the lease liability is initially recognized at the present value of the lease payments payable over the lease term, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, using a relevant incremental borrowing rate. After initial recognition, the lease liability is measured at amortized cost and interest expense is calculated using the effective interest method. Variable lease payments that do not depend on an index or rate are not included in the measurement of the lease liability and hence are charged to profit or loss in the accounting period in which they are incurred.

The right-of-use asset recognized when a lease is capitalized is initially measured at cost, which comprises the initial amount of the lease liability plus any lease payments made at or before the commencement date, and any initial direct costs incurred. Where applicable, the cost of the right-of-use assets also includes an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, discounted to their present value, less any lease incentives received. The right-of-use asset is subsequently stated at cost less accumulated depreciation and impairment losses (see notes 2(g) and 2(t)(ii)).

The initial fair value of refundable rental deposits is accounted for separately from the right-of-use assets in accordance with the accounting policy applicable to receivables carried at amortized cost (see notes 2(k) and 2(t)). Any difference between the initial fair value and the nominal value of the deposits is accounted for as additional lease payments made and is included in the cost of right-of-use assets.

The lease liability is remeasured when there is a change in future lease payments arising from a change in an index or rate, or there is a change in the Group’s estimate of the amount expected to be payable under a residual value guarantee, or there is a change arising from the reassessment of whether the Group will be reasonably certain to exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

In the consolidated statement of financial position, the current portion of long-term lease liabilities is determined as the present value of contractual payments that are due to be settled within twelve months after the reporting period.

(j)Inventories

Inventories representing consumables, reagent, kits materials and finished goods are carried at the lower of cost and net realizable value.

Cost is calculated on the first-in-first-out basis and comprises all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition.

Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

2Significant accounting policies (continued)

When inventories are sold, the carrying amount of those inventories is recognized as an expense in the period in which the related revenue is recognized.

The amount of any write-down of inventories to net realizable value and all losses of inventories are recognized as an expense in the period the write-down or loss occurs. The amount of any reversal of any write-down of inventories is recognized as a reduction in the amount of inventories recognized as an expense in the period in which the reversal occurs.

(k)	Trade and other receivables (including amount due from a joint venture, amount due from a shareholder and amounts due from related companies)

A receivable is recognized when the Group has an unconditional right to receive consideration. A right to receive consideration is unconditional if only the passage of time is required before payment of that consideration is due. If the revenue has been recognized before the Group has an unconditional right to receive consideration, the amount is presented as a contract asset.

Receivables that do not contain a significant financing component are initially measured at their transaction price. Receivables that contain a significant financing component and other receivables are initially measured at fair value plus transaction costs. All receivables are subsequently stated at amortized cost, using the effective interest method and including an allowance for credit losses (see note 2(t)(i)).

(l)Trade and other payables (including amounts due to shareholders), deposit liabilities and contract liabilities

(i)	Trade and other payables

Trade and other payables are initially recognized at fair value. Subsequent to initial recognition, trade and other payables are stated at amortized cost unless the effect of discounting would be immaterial, in which case they are stated at invoice amounts.

(ii)	Deposit liabilities

Deposit liabilities are initially recognized at fair value when the customer pays consideration which is refundable until after 5 to 30 days from the date of delivery has passed, in which case they are subsequently recognized as contract liabilities.

(iii)

Contract liabilities

A contract liability is recognized when the customer pays consideration before the Group recognizes the related revenue, and that consideration becomes non-refundable (see note 2(q)). A contract liability would also be recognized if the Group has an unconditional right to receive non-refundable consideration before the Group recognizes the related revenue. In such cases, a corresponding receivable would also be recognized (see note 2(k)).

(m)Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and on hand, demand deposits with banks and other financial institutions, and short-term, highly liquid investments that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes in value, having been within three months of maturity at acquisition. Cash and cash equivalents are assessed for expected credit loss in accordance with the policy set out in note 2(t)(i).

(n)Employee benefits

(i)	Short-term employee benefits and contributions to defined contribution retirement plans

Salaries, annual bonuses, paid annual leave, contributions to defined contribution retirement plans and the cost of non-monetary benefits are accrued in the year in which the associated services are rendered by employees. Where payment or settlement is deferred and the effect would be material, these amounts are stated at their present values.

2Significant accounting policies (continued)

(ii)	Share-based payments

The fair value of share options granted to employees is recognized as an employee cost with a corresponding increase in a capital reserve within equity. The fair value is measured at grant date using the Black-Scholes Model, taking into account the terms and conditions upon which the options were granted. Where the employees have to meet vesting conditions before becoming unconditionally entitled to the options, the total estimated fair value of the options is spread over the vesting period, taking into account the probability that the options will vest.

During the vesting period, the number of share options that is expected to vest is reviewed. Any resulting adjustment to the cumulative fair value recognized in prior years is charged/credited to the profit or loss for the year of the review, unless the original employee expenses qualify for recognition as an asset, with a corresponding adjustment to the capital reserve. On vesting date, the amount recognized as an expense is adjusted to reflect the actual number of options that vest (with a corresponding adjustment to the capital reserve) except where forfeiture is only due to not achieving vesting conditions that relate to the market price of the Company’s shares. The equity amount is recognized in the capital reserve until either the option is exercised (when it is included in the amount recognized in share capital for the shares issued) or the option expires (when it is released directly to retained profits or accumulated losses).

(o)Income tax

Income tax for the year comprises current tax and movements in deferred tax assets and liabilities. Current tax and movements in deferred tax assets and liabilities are recognized in profit or loss except to the extent that they relate to items recognized in other comprehensive income or directly in equity, in which case the relevant amounts of tax are recognized in other comprehensive income or directly in equity, respectively.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the end of the reporting period, and any adjustment to tax payable in respect of previous years.

Deferred tax assets and liabilities arise from deductible and taxable temporary differences respectively, being the differences between the carrying amounts of assets and liabilities for financial reporting purposes and their tax bases. Deferred tax assets also arise from unused tax losses and unused tax credits.

Apart from certain limited exceptions, all deferred tax liabilities, and all deferred tax assets to the extent that it is probable that future taxable profits will be available against which the asset can be utilized, are recognized. Future taxable profits that may support the recognition of deferred tax assets arising from deductible temporary differences include those that will arise from the reversal of existing taxable temporary differences, provided those differences relate to the same taxation authority and the same taxable entity, and are expected to reverse either in the same period as the expected reversal of the deductible temporary difference or in periods into which a tax loss arising from the deferred tax asset can be carried back or forward. The same criteria are adopted when determining whether existing taxable temporary differences support the recognition of deferred tax assets arising from unused tax losses and credits, that is, those differences are taken into account if they relate to the same taxation authority and the same taxable entity, and are expected to reverse in a period, or periods, in which the tax loss or credit can be utilized.

The limited exceptions to recognition of deferred tax assets and liabilities are those temporary differences arising from goodwill not deductible for tax purposes, the initial recognition of assets or liabilities that affect neither accounting nor taxable profit (provided they are not part of a business combination), and temporary differences relating to investments in subsidiaries to the extent that, in the case of taxable differences, the Group controls the timing of the reversal and it is probable that the differences will not reverse in the foreseeable future, or in the case of deductible differences, unless it is probable that they will reverse in the future.

The carrying amount of a deferred tax asset is reviewed at the end of each reporting period and is reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow the related tax benefit to be utilized. Any such reduction is reversed to the extent that it becomes probable that sufficient taxable profits will be available.

2Significant accounting policies (continued)

Current tax balances and deferred tax balances, and movements therein, are presented separately from each other and are not offset. Current tax assets are offset against current tax liabilities, and deferred tax assets against deferred tax liabilities, if the Group has the legally enforceable right to set off current tax assets against current tax liabilities and the following additional conditions are met:

in the case of current tax assets and liabilities, the Group intends either to settle on a net basis, or to realize the asset and settle the liability simultaneously; or

in the case of deferred tax assets and liabilities, if they relate to income taxes levied by the same taxation authority on either:

the same taxable entity; or

different taxable entities, which, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered, intend to realize the current tax assets and settle the current tax liabilities on a net basis or realize and settle simultaneously.

(p)Provisions and contingent liabilities

Provisions are recognized when the Group has a legal or constructive obligation arising as a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made. Where the time value of money is material, provisions are stated at the present value of the expenditure expected to settle the obligation.

Where it is not probable that an outflow of economic benefits will be required, or the amount cannot be estimated reliably, the obligation is disclosed as a contingent liability, unless the probability of outflow of economic benefits is remote. Possible obligations, whose existence will only be confirmed by the occurrence or non-occurrence of one or more future events are also disclosed as contingent liabilities unless the probability of outflow of economic benefits is remote.

Where some or all of the expenditure required to settle a provision is expected to be reimbursed by another party, a separate asset is recognized for any expected reimbursement that would be virtually certain. The amount recognized for the reimbursement is limited to the carrying amount of the provision.

(q)Revenue and other income

Income is classified by the Group as revenue when it arises from the sale of goods or the provision of services in the ordinary course of the Group’s business.

Revenue is measured based on the amount of consideration to which the Group is expected to be entitled in exchange for transferring goods or services to a customer, excluding amounts collected on behalf of third parties. The Group recognizes revenue when (or as) it transfers control over a product or service to customer. An asset is transferred when (or as) the customer obtains control of the asset.

The Group transfers control of a good or service at a point in time unless one of the following overtime criteria is met:

(a)

the customer simultaneously receives and consumes the benefits provided as the Group performs;

(b)

the Group’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or

(c)

the Group’s performance does not create an asset with an alternative use and the Group has an enforceable right to payment for performance completed to date.

2Significant accounting policies (continued)

The Group provides i) preventive services which are genetic testing services to individuals and corporates for their employees and customers; and ii) diagnostic services which are primarily COVID-19 testing for individuals, corporates for their employees or customers, and governments for community testing. Additionally, from November 2021, the Group has officially launched (iii) Circle HealthPod, which is a rapid detection health monitoring device along with single-use capsules that offers rapid COVID-19 testing solutions for professional use and home use initially in Hong Kong.

The Group collects consideration for both types of services upfront, and such consideration received usually becomes non-refundable after 5 to 30 days from the date of delivery of the kits to the individuals or corporates, or the date of purchase. The upfront consideration received is initially recognized as deposit liabilities (see note 2(l)(ii)) and subsequently reclassified to contract liabilities when the amount becomes non-refundable (see note 2(l)(iii)). Such amount does not include any variable consideration.

The Group determines that its sales contracts do not have a significant financing component when the upfront consideration becomes non-refundable as customers have discretion to decide when the tests are performed during the contract term.

(i)Performance obligations

Generally the Group fulfilled its performance obligations for preventive and diagnostic services at a point in time upon delivery of the testing results or reports to customers except for one category of the genetic testing kits under the preventive services which includes an additional distinct performance obligation being the subscription of free future updates to new features, reports and categories (collectively the “update services”).

The update services are considered distinct from the testing results or reports received by customers as those customers can benefit from the information provided in the testing results without the update services, the update services would not significantly modify the testing results, and there is not any significant interdependency between the testing results and the update services. Transfer of control for the testing results occurs when the testing results or reports are issued to customers and transfer of control for update services occurs over the expected service period which begins from the issuance of the testing results.

For genetic testing kits which contains the update services, the Group allocates revenue to the testing results and the update services based on their respective standalone selling prices. When estimating standalone prices, the Group considers all information that is reasonably available which includes market conditions, company-specific information about the customers, pricing strategies and practices, cost incurred to provide the service and industry pricing. The Group has estimated the standalone selling price of the update services based on the expected cost plus a margin and recognizes it over the expected service period of five years. The expected service period was estimated based on the Group’s internal statistics on customers and expectation as to the period over which customers would continue to log in online to review initial reports and updates. Significant judgement is involved in estimating the stand-alone selling price for each distinct performance obligation.

For sales of Circle HealthPod and single-use capsule sets, generally the Group considers it satisfies the associated performance obligation at the point in time when those products have been accepted by customers as, unlike the testing kits, customers do not need to return samples to the Group for further processing. The Group offers customers an unconditional right of return of unopened Circle HealthPod for cash for a period of 30 days from the date of acceptance. Revenue is recognized to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognized will not occur. Accordingly, the Group reduces the revenues by an estimate of expected returns, determined based on the historical data, and recognizes a refund liability and an asset representing the right to recover the returned products.

Circle HealthPod also comes with a warranty for customers that register within 30 days of purchase, under which the Group will repair or replace a defective product within one year of purchase free-of- charge. The Group accounts for the warranty as an assurance warranty and recognizes an estimate of the associated costs as a liability at the time when the revenue on sale of Circle HealthPod is recognized.

2Significant accounting policies (continued)

(ii)	Revenue breakage

Provision of preventive and diagnostic services require individuals to provide specimen samples to the Group before it can proceed with the necessary laboratory procedures. Sales contracts relating to testing kits sold directly to individuals normally require specimen samples to be sent back to the Group within 3 or 6 months(the “sample return period”) from the date of purchase depending on the jurisdictions in which the kits are purchased by customers. If these customers do not return their specimen samples within the sample return period, the Group has no further obligation to provide the service. Sales contracts relating to kits sold to corporates normally do not include specified sample return periods.

For certain non-refundable sale contracts, the Group does not have sufficient and relevant historical experience to form a reasonable expectation about the amount of breakage revenue to which the Group is expected to be entitled. This would be the case for certain preventive testing kits sold to corporates such as insurance companies that would ultimately be passed on to its end users at the corporates’ discretion, where there is no stated sample return period and the Group has no visibility as to whether and when the kits are distributed to end users. This would also be the case for certain diagnostic testing kits sold to individuals with respect to COVID-19. For these sales contracts, revenue is recognized at the earlier point in time of i) the relevant services are rendered and the testing results are issued; or ii) when the likelihood of end users returning their specimen samples becomes remote.

Otherwise, the Group generally has sufficient and relevant historical experience for other sales contracts such that the Group expects to be entitled to a breakage amount in relation to non-refundable and unexercised rights. For these sales contracts, the Group estimates and recognizes the expected breakage amount as revenue in proportion to the pattern of rights exercised by customers on a portfolio basis to the extent that it is considered highly probable that a significant reversal will not occur in the future.

The Group updates its breakage estimate regularly and if necessary, adjusts the deferred revenue balance accordingly. If actual return patterns vary from the estimate, actual breakage revenue may differ from the amounts recorded. The Group recognized breakage revenue from unreturned kits of $347,894 and $3,325,906 for the years ended December 31, 2021 and 2020, respectively.

(iii)

Interest income

Interest income is recognized as it accrues using the effective interest method.

(iv)	Government subsidies

Government subsidies are recognized in the consolidated statement of financial position initially when there is reasonable assurance that they will be received and that the Group will comply with the conditions attaching to them. Grants that compensate the Group for expenses incurred are recognized as income in profit or loss on a systematic basis in the same periods in which the expenses are incurred. Grants that compensate the Group for the cost of an asset are deducted from the carrying amount of the asset and consequently are effectively recognized in profit or loss over the useful life of the asset by way of reduced depreciation expense.

(r)Translation of foreign currencies

The Group is exposed to transactional foreign currency risk to the extent that there is a mismatch between the currencies in which sales, purchases and receivables are denominated and the respective functional currencies of Group companies. The functional currencies of Group companies are primarily the Hong Kong dollars (“HKD”) and British Pound (“GBP”). The currencies in which these transactions are primarily denominated are HKD, GBP, United States dollars (“USD”) and Renminbi (“RMB”).

Foreign currency transactions are translated at the foreign exchange rates ruling at the transaction dates. Monetary assets and liabilities denominated in foreign currencies are translated at the foreign exchange rates ruling at the end of the reporting period. Exchange gains and losses are recognized in profit or loss.

Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the foreign exchange rates ruling at the transaction dates. The transaction date is the date on which the Group initially recognizes such non-monetary assets or liabilities. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated using the foreign exchange rates ruling at the dates the fair value was measured.

2Significant accounting policies (continued)

The results of operations using non-USD as functional currency are translated into USD at the exchange rates approximating the foreign exchange rates ruling at the dates of the transactions. Statement of financial position items, including goodwill arising on consolidation of operations using non-USD as functional currency are translated into United States dollars at the closing foreign exchange rates ruling at the end of the reporting period. The resulting exchange differences are recognized in other comprehensive income and accumulated separately in equity in translation reserve.

On disposal of an operation using non-USD as functional currency, the cumulative amount of the exchange differences relating to that foreign operation is reclassified from equity to profit or loss when the profit or loss on disposal is recognized.

(s)Preference share capital

Preference share capital is classified as equity if it is non-redeemable, or redeemable only at the Company’s option, and any dividends are discretionary. Dividends on preference share capital classified as equity are recognized as distribution within equity (see note 27(a)).

Preference share capital is classified as a liability if it is redeemable on a specific date or at the option of the shareholders, or if dividend payments are not discretionary. As the preference shares issued by the Group contain redemption and conversion feature (see note 26), the redemption feature is recognized as a non- derivative financial liability and measured at amortized cost, while the conversion feature is recognized as a derivative financial liability and measured at fair value through profit or loss.

(t)Credit losses and impairment of assets

(i)	Credit losses from financial instruments

The Group recognizes a loss allowance for ECLs on the financial assets measured at amortized cost (including cash and cash equivalents, trade and other receivables, amount due from a joint venture, amount due from a shareholder and amounts due from related companies).

Equity securities measured at FVPL are not subject to the ECL assessment.

Measurement of ECLs

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all expected cash shortfalls (i.e. the difference between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expects to receive).

The expected cash shortfalls are discounted using the following discount rates where the effect of discounting is material:

fixed-rate financial assets and trade and other receivables: effective interest rate determined at initial recognition or an approximation thereof.

The maximum period considered when estimating ECLs is the maximum contractual period over which the Group is exposed to credit risk.

In measuring ECLs, the Group takes into account reasonable and supportable information that is available without undue cost or effort. This includes information about past events, current conditions and forecasts of future economic conditions.

ECLs are measured on either of the following bases:

12-month ECLs: these are losses that are expected to result from possible default events within the 12 months after the reporting date; and

2Significant accounting policies (continued)

lifetime ECLs: these are losses that are expected to result from all possible default events over the expected lives of the items to which the ECL model applies.

Loss allowances for trade receivables are always measured at an amount equal to lifetime ECLs. ECLs on these financial assets are estimated using a provision matrix based on the Group’s historical credit loss experience, adjusted for factors that are specific to the debtors and an assessment of both the current and forecast general economic conditions at the reporting date.

For all other financial instruments, the Group recognizes a loss allowance equal to 12-month ECLs unless there has been a significant increase in credit risk of the financial instrument since initial recognition, in which case the loss allowance is measured at an amount equal to lifetime ECLs.

Significant increases in credit risk

In assessing whether the credit risk of a financial instrument has increased significantly since initial recognition, the Group compares the risk of default occurring on the financial instrument assessed at the reporting date with that assessed at the date of initial recognition. In making this reassessment, the Group considers that a default event occurs when the borrower is unlikely to pay its credit obligations to the Group in full, without recourse by the Group to actions such as realizing security (if any is held). The Group considers both quantitative and qualitative information that is reasonable and supportable, including historical experience and forward-looking information that is available without undue cost or effort.

In particular, the following information is taken into account when assessing whether credit risk has increased significantly since initial recognition:

failure to make payments of principal or interest on their contractually due dates;

an actual or expected significant deterioration in a financial instrument’s external or internal credit rating (if available); and

an actual or expected significant deterioration in the operating results of the debtor.

Existing or forecast changes in the technological, market, economic or legal environment that have a significant adverse effect on the debtor’s ability to meet its obligation to the Group. Depending on the nature of the financial instruments, the assessment of a significant increase in credit risk is performed on either an individual basis or a collective basis. When the assessment is performed on a collective basis, the financial instruments are grouped based on shared credit risk characteristics, such as past due status and credit risk ratings.

ECLs are remeasured at each reporting date to reflect changes in the financial instrument’s credit risk since initial recognition. Any change in the ECL amount is recognized as an impairment gain or loss in profit or loss. The Group recognizes an impairment gain or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account.

Basis of calculation of interest income

Interest income recognized in accordance with note 2(q)(iii) is calculated based on the gross carrying amount of the financial asset unless the financial asset is credit-impaired, in which case interest income is calculated based on the amortized cost (i.e. the gross carrying amount less loss allowance) of the financial asset.

At each reporting date, the Group assesses whether a financial asset is credit-impaired. A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.

Evidence that a financial asset is credit-impaired includes the following observable events:

significant financial difficulties of the debtor;

a breach of contract, such as a default or delinquency in interest or principal payments;

2Significant accounting policies (continued)

it becoming probable that the borrower will enter into bankruptcy or other financial reorganization;

significant changes in the technological, market, economic or legal environment that have an adverse effect on the debtor; or

the disappearance of an active market for a security because of financial difficulties of the issuer.

Write-off policy

The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of recovery. This is generally the case when the Group determines that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to the write-off.

Subsequent recoveries of an asset that was previously written off are recognized as a reversal of impairment in profit or loss in the period in which the recovery occurs.

(ii)	Impairment of other non-current assets

Internal and external sources of information are reviewed at the end of each reporting period to identify indications that the following assets may be impaired or, except in the case of goodwill, an impairment loss previously recognized no longer exists or may have decreased:

property, plant and equipment;

intangible assets;

interest in joint venture; and

goodwill

If any such indication exists, the asset’s recoverable amount is estimated. In addition, for goodwill, intangible assets that are not yet available for use and intangible assets that have indefinite useful lives, the recoverable amount is estimated annually whether or not there is any indication of impairment.

— Calculation of recoverable amount

The recoverable amount of an asset is the greater of its fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Where an asset does not generate cash inflows largely independent of those from other assets, the recoverable amount is determined for the smallest group of assets that generates cash inflows independently (i.e. a cash-generating unit). A portion ofthe carrying amount ofa corporate asset (for example, head office building) is allocated to an individual cash-generating unit if the allocation can be done on a reasonable and consistent basis, or to the smallest group of cash-generating units if otherwise.

— Recognition of impairment losses

An impairment loss is recognized in profit or loss if the carrying amount of an asset, or the cash-generating unit to which it belongs, exceeds its recoverable amount. Impairment losses recognized in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to the cash-generating unit (or group of units) and then, to reduce the carrying amount of the other assets in the unit (or group of units) on a pro rata basis, except that the carrying value of an asset will not be reduced below its individual fair value less costs of disposal (if measurable) or value in use (if determinable).

2Significant accounting policies (continued)

— Reversals of impairment losses

In respect of assets other than goodwill, an impairment loss is reversed if there has been a favorable change in the estimates used to determine the recoverable amount. An impairment loss in respect of goodwill is not reversed.

A reversal of an impairment loss is limited to the asset’s carrying amount that would have been determined had no impairment loss been recognized in prior years. Reversals of impairment losses are credited to profit or loss in the year in which the reversals are recognized.

(u)Goodwill

Goodwill represents excess of

(i)

the aggregate of the fair value of the consideration transferred, the amount of any non-controlling interest in the acquiree and the fair value of the Group’s previously held equity interest the acquiree; over

(ii)

the net fair value of the acquiree’s identifiable assets and liabilities measured as at the acquisition date.

When (ii) is greater than (i), then this excess is recognized immediately in profit or loss as a gain on a bargain purchase.

Goodwill is stated at cost less accumulated impairment losses. Goodwill arising on a business combination is allocated to each cash-generating units, or groups of cash-generating units, that is expected to benefit from the synergies of the combination and is tested annually for impairment (see note 2(t)(ii)).

On disposal of a cash generating unit, any attributable amount of purchased goodwill is included in the calculation of the profit or loss on disposal.

(v)Convertible securities

(i)	Convertible securities that are classified as equity instrument

Convertible securities are classified as an equity instrument when the following conditions are met:

(a)

The securities include no contractual obligation (i) to deliver cash or another financial asset to another entity; or (ii) to exchange financial assets or financial liabilities with another entity under conditions that are potentially unfavorable to the Group; and

(b)

If the securities will or may be settled in the Group’s own equity instruments, it is: (i) a non-derivative that includes no contractual obligation for the Group to deliver a variable number of its own equity instruments; or (ii) a derivative that will be settled only by the issuer exchanging a fixed amount of cash or another financial asset for a fixed number of its own equity instruments.

In such case, at initial recognition, the securities are measured at transaction price and are credited to other reserve in the consolidated statement of changes in equity. Transaction costs that relate to the issue of securities are recognized as a deduction in equity.

If the securitiesare redeemed, the consideration paid is recognized directly in equity, and no gain or loss will be recognized in profit or loss.

2Significant accounting policies (continued)

(ii)	Other convertible securities

Convertible securities issued by the Group contain embedded derivatives that should be separately accounted for but cannot be measured separately. At initial recognition, the convertible securities are measured at fair value. At the end of each reporting period, the fair value is remeasured and the gain or loss on remeasurement to fair value is recognized immediately in profit or loss.

If the securities are converted, the shares issued are measured at fair value and any difference between the fair value of shares issued and the fair value of the convertible securities is recognized in profit or loss. If the securitiesare redeemed, any difference between the amount paid and the fair value of the convertible securities is recognized in profit or loss.

The Group derecognizes financial liabilities when, and only when, the Group’s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable is recognized in profit or loss.

(w)Related parties

(a)	A person, or a close member of that person’s family, is related to the Group if that person:

(i)

has control or joint control over the Group;

(ii)

has significant influence over the Group; or

(iii)

is a member of the key management personnel of the Group or the Group’s parent.

(b)	An entity is related to the Group if any of the following conditions applies:

(i)

The entity and the Group are members of the same group (which means that each parent, subsidiary and fellow subsidiary is related to the others).

(ii)

One entity is an associate or joint venture of the other entity (or an associate or joint venture of a member of a group of which the other entity is a member).

(iii)

Both entities are joint ventures of the same third party.

(iv)

One entity is a joint venture of a third entity and the other entity is an associate of the third entity.

(v)

The entity is a post-employment benefit plan for the benefit of employees of either the Company or an entity related to the Group.

(vi)

The entity is controlled or jointly controlled by a person identified in (a).

(vii)

A person identified in (a)(i) has significant influence over the entity or is a member of the key management personnel of the entity (or of a parent of the entity).

(viii)

The entity, or any member of a group of which it is a part, provides key management personnel services to the Group or to the Group’s parent.

Close members of the family of a person are those family members who may be expected to influence, or be influenced by, that person in their dealings with the entity.

2Significant accounting policies (continued)

(x)Derivative financial instruments

Derivative financial instruments are recognized at fair value. At the end of each reporting period the fair value is remeasured. The gain or loss on remeasurement to fair value is recognized immediately in profit or loss, except where the derivatives qualify for cash flow hedge accounting or hedges of net investment in a foreign operation, in which case recognition of any resultant gain or loss depends on the nature of the item being hedged.

For hybrid instrument contains an embedded derivative, if the main contract belongs to financial assets, the hybrid instrument as a whole shall apply to the regulations of financial assets. If the main contract does not belong to financial assets, and the mixed instrument is not measured at fair value through profit and loss, the economic characteristics and risks of the embedded derivative and the main contract are not closely related, and under the same conditions with embedded derivative cannot be separately measured at the date of acquisition or the date subsequent to the financial reporting date, then the hybrid instrument is accounted for as financial assets or financial liabilities at fair value through profit or loss.

(y)Segment reporting

Operating segments, and the amounts of each segment item reported in the consolidated financial statements, are identified from the financial information provided regularly to the Group’s most senior executive management for the purposes of allocating resources to, and assessing the performance of, the Group’s various lines of business and geographical locations.

Individually material operating segments are not aggregated for financial reporting purposes unless the segments have similar economic characteristics and are similar in respect of the nature of products and services, the nature of production processes, the type or class of customers, the methods used to distribute the products or provide the services, and the nature of the regulatory environment. Operating segments which are not individually material may be aggregated if they share a majority of these criteria.

(z)Equity investments

An investment in equity securities is classified as fair value through profit or loss (“FVPL”) unless the equity investment is not held for trading purposes and on initial recognition of the investment the Group makes an irrevocable election to designate the investment at fair value through other comprehensive income (“FVOCI”) (non-recycling) such that subsequent changes in fair value are recognized in other comprehensive income. Such elections are made on an instrument-by-instrument basis, but may only be made if the investment meets the definition of equity from the issuer’s perspective. Where such an election is made, the amount accumulated in other comprehensive income remains in the fair value reserve (non-recycling) until the investment is disposed of. At the time of disposal, the amount accumulated in the fair value reserve (non- recycling) is transferred to retained earnings or accumulated losses. It is not recycled through profit or loss.

Dividends from an investment in equity securities, irrespective of whether classified as at FVPL or FVOCI, are recognized in profit or loss as other income.

Segment information

12 Months Ended

Dec. 31, 2021

Segment information

Segment information

3Segment information

The Group manages its businesses by divisions, which are organized by a mixture of both business lines (products and services) and geography. The Group has identified the following two reportable segments in a manner consistent with the way in which information is reported internally to the Group’s chief operating decision maker (“CODM”) for the purposes of resource allocation and performance assessment.

The Group’s operating and reportable segments are as follows:

Prevention being the design and sale of genetics testing (including update services) and stool-based DNA tests for early colorectal cancer screening.

Diagnostic being the sale of COVID-19 testing services and products.

3Segment information (continued)

Information regarding the results of each reportable segment is included below. Performance is measured based on segment gross profit, as included in the internal management reports that are reviewed by the CODM. The CODM does not evaluate operating segments using asset information.


	Prevention	Diagnostics	Unallocated	Total
	$	$	$	$
2021
Revenue	16,571,535	259,281,218	—	275,852,753
Gross profit .	7,546,593	100,125,889	(1,541,271)	106,131,211
2020
Revenue	14,264,972	50,914,543	—	65,179,515
Gross profit	6,332,833	20,983,200	(971,214)	26,344,819
2019
Revenue	9,233,089	—	—	9,233,089
Gross profit	3,545,335	—	(830,041)	2,715,294

The following table presents a summary of revenue by region based on the location of domiciliation and the amounts of non-current assets based on the location of the asset. The Group geographically categorizes a sale based on the region in which the entity is domiciled in.

(i)Revenue

Revenue by regions were as follows:


	Year ended December 31,
	2021	2020	2019
	$	$	$
Hong Kong	124,926,420	35,411,518	4,155,830
United Kingdom	150,926,333	29,767,997	5,077,259
Total revenue	275,852,753	65,179,515	9,233,089

(ii)Non-current assets

Non-current assets (excluding interest in a joint venture and deferred tax assets) by regions were as follows:


	December 31,
	2021	2020	2019
	$	$	$
Hong Kong	10,993,322	3,419,570	2,219,826
United Kingdom	30,334,739	29,510,377	10,115,781
Rest of the world	207,026	45,460	60,718
Total non-current assets	41,535,087	32,975,407	12,396,325

(iii)Major customers and suppliers

For the year ended December 31, 2021, the Group's customer base includes two customers with whom transactions individually have exceeded 10% of the Group's revenue. The revenue from these two customers accounted for approximately 14% and 11% of the Group's revenue, respectively. For the year ended December 31, 2020, the Group’s customer base includes two customers with whom transactions individually have exceeded 10% of the Group’s revenue. The revenue from these two customers accounted for approximately 20% and 20% of the Group’s revenue, respectively. For the year ended December 31, 2019, the Group’s customer base includes two customers with whom transactions individually have exceeded 10% of the Group’s revenue. The revenue from these two customers accounted for approximately 13% and 10% of the Group’s revenue, respectively.

3Segment information (continued)

For the year ended December 31, 2021, the Group’s supplier base has no suppliers with whom transactions individually have exceeded 10% of the Group’s direct costs. For the year ended December 31, 2020, the Group’s supplier base includes three suppliers with whom transactions individually have exceeded 10% of the Group’s direct costs. The direct costs from these three suppliers accounted for approximately 16%, 13% and 13% of the Group's direct costs, respectively. For the year ended December 31, 2019, the Group's supplier base includes two suppliers with whom transactions individually have exceeded 10% of the Group's direct costs. The direct costs from these two suppliers accounted for approximately 24% and 11% of the Group’s direct costs, respectively

Revenue

12 Months Ended

Dec. 31, 2021

Revenue

Revenue

4Revenue

The principal activities of the Group are provision of preventive and diagnostic health testing and services.

Revenue represents the sales value of services rendered for customers in accordance with IFRS 15, Revenue from contracts with customers.

Revenue expected to be recognized in the future arising from contracts with customers in existence at the report date

As at December 31, 2021, 2020 and 2019, the amount of service fee income allocated to the remaining performance obligations under the Group’s existing contracts that are non-refundable is $9,587,245, $7,054,586 and $5,569,004, respectively. The Group will recognize the expected revenue in the future when the customers return the specimen samples, which may be after one year from the end of the reporting period. Such amount does not include any variable consideration.

Other income and other net losses

12 Months Ended

Dec. 31, 2021

Other income and other net gains/(losses)

Other income and other net losses

5Other income and other net gains/(losses)


	Year ended December 31,
	2021	2020	2019
	$	$	$
Government subsidies (note)	7,932	513,860	—
Bank interest income	3,980	8,043	15,506
Net exchange gains/(losses)	285,025	(280,360)	(52,534)
Impairment loss on interest in a joint venture (note 13(b))	—	(570,704)	—
Impairment loss on amount due from a joint venture	(176,227)	—	—
Sundry income	18,238	13,757	40,145
	138,948	(315,404)	3,117

Note:

The Group has recognized various subsidies granted by the governments in different jurisdictions, including:

(i)

funding support of $470,165 from the Employment Support Scheme (“ESS”) under the Anti-epidemic Fund set up by The Government of Hong Kong Special Administrative Region during the year ended December 31, 2020. The purpose of the funding was to provide financial support to enterprises to retain their employees who would otherwise be made redundant. Under the terms of the grant, the Group was required not to make redundancies during the subsidy period and to spend all the funding on paying wages to the employees; and

(ii)

funding support of $7,932 and $43,695 from the Jobs Support Scheme (“JSS”) as one of the 2019 novel coronavirus (“COVID-19”) resilience package granted by the Singapore government during the years ended December 31, 2021 and 2020 respectively. The purpose of the funding is to provide wage support to employers in retaining their local employees (Singapore Citizens and Permanent Residents) during this period of economic uncertainty. Under the terms of the grant, the Singapore government co-funds a proportion of the gross monthly wages paid to each local employee. All active employers, except for government organizations (local and foreign) and representative offices, are eligible for the JSS.

Loss before taxation

12 Months Ended

Dec. 31, 2021

Loss before taxation

Loss before taxation

6Loss before taxation

Loss before taxation is arrived at after charging:

(a) Finance costs


	Year ended December 31,
	2021	2020	2019
	$	$	$

Interest expenses on lease liabilities (notes 9(a) and 18(b))	205,915	49,400	64,107
Imputed interest on deferred consideration	22,235	9,513	—
Changes in the carrying amount of preference shares liabilities (note 26)	5,009,847	—	—
Other interest expenses	33	654	5,283
	5,238,030	59,567	69,390

(b) Staff costs


	Year ended December 31,
	2021	2020	2019
	$	$	$
Salaries, wages and other benefits	76,622,503	16,019,896	7,121,390
Contributions to defined contribution retirement plan	562,427	219,440	192,241
Equity-settled share-based payment expenses	22,141,614	1,229,312	2,515,276
	99,326,544	17,468,648	9,828,907

During the year ended December 31, 2021, staff costs of $48,414,622, $1,299,320, $42,669,294 and $6,943,308 are included in direct costs, selling and distribution expenses, administrative and other operating expenses and research and development expenses, respectively.During the year ended December 31, 2020, staff costs of $5,377,536, $675,418, $9,359,041 and $2,056,653 are included in direct costs, selling and distribution expenses, administrative and other operating expenses and research and development expenses, respectively. During the year ended December 31, 2019, staff costs of $481,792, $376,102, $6,089,156 and $2,881,857 are included in direct costs, selling and distribution expenses, administrative and other operating expenses and research and development expenses, respectively.


	Year ended December 31,
	2021	2020	2019
	$	$	$
Cost of inventories (note 15)	52,701,330	10,412,753	4,383,747
Depreciation charge (note 9)
– owned property, plant and equipment	2,745,549	708,637	617,334
– right-of-use assets	1,542,566	583,835	506,738
Amortization of intangible assets (note 10)	3,058,527	1,133,564	1,110,516
Write-off on property, plant and equipment	476,431	—	—
Auditor’s remuneration	1,221,439	566,553	56,763
Miscellaneous laboratory charges	13,953	12,892	15,529

During the year ended December 31, 2021, depreciation and amortization charges of $1,182,134, $6,018,632 and $145,876 are included in direct costs, administrative and other operating expenses and research and development expenses, respectively. During the year ended December 31, 2020, depreciation and amortization charges of $462,809, $1,900,065 and $63,162 are included in direct costs, administrative and other operating expenses and research and development expenses, respectively. During the year ended December 31, 2019, depreciation and amortization charges of $348,249, $1,798,790 and $87,549 are included in direct costs, administrative and other operating expenses and research and development expenses, respectively

Income tax credit

12 Months Ended

Dec. 31, 2021

Income tax credit

Income tax credit

7Income tax expense/(credit)

(a)Taxation in the consolidated statements of profit or loss represents:


	Year ended December 31,
	2021	2020	2019
	$	$	$
Current tax – Hong Kong Profits Tax
Provision for the year	1,164,222	—	7,266
Current tax – Overseas
Provision for the year	38,475	19,671	—
Deferred tax
Origination and reversal of temporary differences	2,530,047	(1,957,229)	(684,740)
	3,732,744	(1,937,558)	(677,474)

Notes:

(i)

The provision for Hong Kong Profits Tax is calculated by applying the estimated annual effective tax rate of 16.5% for year ended December 31, 2021, except for one subsidiary of the Group which is a qualifying corporation under the two-tiered Profits Tax rate regime. No provision has been made for Hong Kong Profits Tax as the subsidiary in Hong Kong had unutilized tax loss to set-off against taxable income or has sustained losses for taxation purposes for the years ended December 31, 2020 and 2019.

(ii)

Pursuant to the income tax rules and regulations of the United Kingdom, the applicable corporate taxis calculated at 19% of the estimated taxable profits. No provision had been made as these subsidiaries had unutilized tax loss to set-off against taxable income or had sustained losses for taxation purposes for the years ended December 31, 2020 and 2019.

The Finance Act 2021 was enacted on June 10, 2021 and includes an increase in the corporate tax rate to 25% which will be effective from April 1, 2023. As a result, the deferred tax assets and liabilities as at December 31, 2021 that are expected to be crystalized after April 1, 2023 are calculated using the rate of 25%.

(iii)

The applicable Enterprise Income Tax of the subsidiaries established in the People’s Republic of China (“PRC”) is calculated at 25% of the estimated taxable profits for the period. No provision has been made as these subsidiaries sustained a loss for taxation purposes for the years ended December 31, 2021, 2020 and 2019.

(iv)	Pursuant to the income tax rules and regulations of India, the applicable corporate tax is calculated at 25.17% of the estimated taxable profits.

(v)

Pursuant to the income tax rules and regulations of Singapore, the applicable tax rate is calculated at 17% of the estimated taxable profits. No provision has been made as the subsidiary had unutilized tax loss to set-off against taxable income or has sustained losses for taxation purposes for the years ended December 31, 2021, 2020 and 2019.

(vi)	Taxation for other overseas subsidiaries and branch is charged at the appropriate current rates of taxation ruling in the relevant countries.

7Income tax expense/(credit) (continued)

(b)	Reconciliation between tax expense charged/(credited) to profit or loss and accounting loss at applicable tax rates:


	Year ended December 31,
	2021	2020	2019
	$	$	$
Loss before taxation	(170,284,098)	(3,901,443)	(20,872,675)
Notional tax on loss before taxation, calculated at the applicable rate	(6,622,976)	(697,772)	(3,588,281)
Tax effect of non-deductible expenses	11,587,117	1,111,877	1,278,412
Tax effect of non-taxable income	(1,008,915)	(76,874)	(40,806)
Tax effect of temporary difference not recognized		73,833	90,448
Tax effect on utilization of previously unrecognized tax loss	(579,657)	(692,350)	(6,780)
Tax effect of tax losses not recognized	—	298,651	2,274,273
Tax effect of previously unrecognized temporary differences recognized in current period	360,922	(1,957,229)	(684,740)
Others	(3,747)	2,306	—
Actual tax expense/(credit)	3,732,744	(1,937,558)	(677,474)

(c)	Deferred tax assets and liabilities recognized:

The components of deferred tax (assets)/liabilities recognized in the consolidated statement of financial position and the movements during the years ended December 31, 2021, 2020 and 2019 are as follows:


	Depreciation		Intangible assets
	allowances in excess		arising from
	of the related	Tax losses	business
	depreciation	recognized	combination	Total
	$	$	$	$
Deferred tax arising from:
At January 1, 2019	135,842	(697,506)	1,231,531	669,867
Credited to profit or loss	(99,338)	(449,624)	(135,778)	(684,740)
Exchange differences	—	(22,735)	37,608	14,873
At December 31, 2019	36,504	(1,169,865)	1,133,361	—
At January 1, 2020	36,504	(1,169,865)	1,133,361	—
Charged/(credited) to profit or loss	315,514	(2,138,179)	(134,564)	(1,957,229)
Exchange differences	12,727	(39,709)	33,057	6,075
At December 31, 2020	364,745	(3,347,753)	1,031,854	(1,951,154)
At January 1, 2021	364,745	(3,347,753)	1,031,854	(1,951,154)
Charged to profit or loss	906,775	1,528,881	94,391	2,530,047
Exchange differences	(3,839)	9,710	(4,968)	903
At December 31, 2021	1,267,681	(1,809,162)	1,121,277	579,796

(d)Deferred tax assets not recognized

As at December 31, 2021, the Group recognized all deferred tax assets attributable to the future benefits of tax losses as it was considered probable that future taxable profit will be available against which tax losses can be utilized.

As at December 31, 2020, the Group did not recognize deferred tax assets attributable to the future benefits of tax losses in certain subsidiaries of $3,050,828 as it was not considered probable that future taxable profit will be available against which tax losses can be utilized.

7Income tax expense/(credit) (continued)

As at December 31, 2019, the Group did not recognize deferred tax assets attributable to the future benefits of tax losses in certain subsidiaries of $17,804,824 as it was not considered probable that future taxable profit would be available against which the tax losses can be utilized.

The tax losses do not expire under the respective current tax legislations in which the Group operates.

Loss per share

12 Months Ended

Dec. 31, 2021

Loss per share

Loss per share

8Loss per share

The calculation of the basic and diluted loss per share attributable to the equity shareholders of the Company is based on the following data:


	Year ended December 31,
	2021	2020	2019
	$	$	$
Loss
Earnings for the purposes of basic and diluted loss per share:
Loss for the year attributable to equity shareholders of the Company	(174,009,273)	(1,939,689)	(20,141,991)
Number of shares
Weighted-average number of ordinary shares for the purpose of basic and diluted loss per share	14,596,997	13,176,752	12,891,569

Note:

According to the Preferred Shares Subscription Agreement and the Convertible Note Subscription Agreement, all of the Prenetics HK’s preference shares and convertible securities will be converted into ordinary shares of the Company upon the occurrence of an amalgamation of the Group with another company.

As at December 31, 2021, 12,400,419 restricted share units and 776,432 exchangeable notes were excluded from the diluted weighted-average number of ordinary shares calculation because their effect would have been anti-dilutive. As at December 31, 2020, 10,272,389 share options and 20,025,247 preference shares, 2,729,893 convertible securities and 1,164,648 exchangeable notes were excluded from the diluted weighted-average number of ordinary shares calculation because their effect would have been anti-dilutive. As at December 31, 2019, 10,043,892 share options and 20,025,247 preference shares were excluded from the diluted weighted-average number of ordinary shares calculation because their effect would have been anti-dilutive.

Property, plant and equipment

12 Months Ended

Dec. 31, 2021

Property, plant and equipment

Property, plant and equipment

9Property, plant and equipment


	Right-of-use		Fixtures	Office and
	assets	Leasehold	and	lab	Computer	Motor	Manufacturing
	(note (a))	improvements	furniture	equipment	equipment	vehicles	equipment	Total
	$	$	$	$	$	$	$	$
Cost:
At January 1, 2020	2,635,433	737,558	82,427	2,023,336	380,439	—	—	5,859,193
Additions	949,810	493,127	15,756	1,975,977	203,177	174,865	—	3,812,712
Additions through acquisition of a subsidiary (note 18(d))	—	—	—	3,209	—	—	—	3,209
Disposals	(170,012)	(27,488)	—	(30,466)	(1,006)	—	—	(228,972)
Exchange differences	(14,162)	2,772	(150)	54,707	5,042	8,762	—	56,971
At December 31, 2020 and January 1, 2021	3,401,069	1,205,969	98,033	4,026,763	587,652	183,627	—	9,503,113
Additions	5,370,122	2,702,786	23,885	3,834,862	406,613	316,462	1,262,337	13,917,067
Additions through acquisition of a subsidiary	—	—	26,511	8,912	34,769	—	—	70,192
Disposals	(137,959)	—	—	(702,458)	(56,005)	(40,411)	—	(936,833)
Written off	—	—	(102,101)	(1,570,248)	(524,370)	(2,679)	(99,656)	(2,299,054)
Exchange differences	199,969	(10,333)	(6,354)	(15,493)	(9,116)	(3,817)	—	154,856
At December 31, 2021	8,833,201	3,898,422	39,974	5,582,338	439,543	453,182	1,162,681	20,409,341
Accumulated depreciation:
At January 1, 2020	1,460,548	697,234	55,257	1,237,558	297,752	—	—	3,748,349
Charge for the year	583,835	97,642	15,612	519,982	66,428	8,973	—	1,292,472
Written back on disposals	(170,012)	(25,306)	—	(20,112)	(1,006)	—	—	(216,436)
Exchange differences	(16,900)	3	(4)	426	1,521	364	—	(14,590)
At December 31, 2020 and January 1, 2021	1,857,471	769,573	70,865	1,737,854	364,695	9,337	—	4,809,795
Charge for the year	1,542,566	693,032	25,697	1,544,258	182,186	123,192	177,184	4,288,115
Written back on disposals	(137,959)	—	—	(39,020)	(39,635)	(6,735)	—	(223,349)
Written off	—	—	(84,050)	(1,196,444)	(360,256)	(850)	(7,944)	(1,649,544)
Exchange differences	256,698	(3,448)	5,414	(115,726)	5,494	(1,300)	—	147,132
At December 31, 2021	3,518,776	1,459,157	17,926	1,930,922	152,484	123,644	169,240	7,372,149
Net book value:
At December 31, 2021	5,314,425	2,439,265	22,048	3,651,416	287,059	329,538	993,441	13,037,192
At December 31, 2020	1,543,598	436,396	27,168	2,288,909	222,957	174,290	—	4,693,318

(a)Right-of-use assets

The analysis of the net book value of right-of-use assets by class of underlying asset is as follows:


		December 31,
		2021	2020
	Note	$	$
Properties leased for own use, carried at depreciated cost	(i)	5,261,372	1,529,513
Office equipment, carried at depreciated cost	(ii)	53,053	14,085
		5,314,425	1,543,598

The analysis of expense items in relation to leases recognized in profit or loss is as follows:


	Year ended December 31,
	2021	2020
	$	$
Depreciation charge of right-of-use assets by class of underlying asset:
– Properties leased for own use	1,535,333	575,787
– Office equipment	7,233	8,048
	1,542,566	583,835
Interest on lease liabilities (note 6(a))	205,915	49,400
Expense relating to short-term leases or leases of low-value assets	1,019,937	429,691

During the years ended December 31, 2021 and 2020, additions to right-of-use assets of $5,370,122 and $949,810, respectively, are mainly resulted from the capitalized lease payment payable under new tenancy agreements.

Details of total cash outflow for leases and the maturity analysis of lease liabilities are set out in notes 18(c) and 24, respectively.

9Property, plant and equipment (continued)

(i)	Properties leased for own use

The Group has obtained the right to use some properties as its warehouses and offices through tenancy agreements. The leases typically run for an initial period of 2 to 10 years. Lease payments are usually increased every 2 years to reflect market rentals. Some leases include an option to renew the lease for an additional period after the end of the contract term. Where practicable, the Group seeks to include such extension options exercisable by the Group to provide operational flexibility. The Group assesses at lease commencement date whether it is reasonably certain to exercise the extension options. If the Group is not reasonably certain to exercise the extension options, the future lease payments during the extension periods are not included in the measurement of lease liabilities. The Group considered the potential exposure to these future lease payments to be insignificant.

(ii)	Office equipment

The Group leases office equipment under a lease expiring in 5 years. The lease does not include an option to renew the lease or purchase the leased equipment at the end of the lease term at a price deemed to be a bargain purchase option. The lease does not include variable lease payments.

Intangible assets

12 Months Ended

Dec. 31, 2021

Intangible assets

Intangible assets

10 Intangible assets


	Website and	Trademark and	Products
	mobile apps	technology	development cost	Total
	$	$	$	$
Cost:
At January 1, 2020	1,073,510	7,238,370	—	8,311,880
Additions through acquisition of a subsidiary (note 32)	—	17,619,789	—	17,619,789
Additions	59,287	445	137,427	197,159
Exchange differences	3,144	1,233,967	—	1,237,111
At December 31, 2020 and January 1, 2021	1,135,941	26,092,571	137,427	27,365,939
Additions	221,594	124,267	2,519,454	2,865,315
Exchange differences	(6,482)	(97,532)	—	(104,014)
At December 31,2021	1,351,053	26,119,306	2,656,881	30,127,240


	Website and	Trademark and	Products
	mobile apps	technology	development cost	Total
	$	$	$	$
Accumulated amortization:
At January 1, 2020	776,289	1,265,314	—	2,041,603
Charge for the year	267,932	861,815	3,817	1,133,564
Exchange differences	—	95,272	—	95,272
At December 31, 2020 and January 1, 2021	1,044,221	2,222,401	3,817	3,270,439
Charge for the year	65,365	2,503,477	489,685	3,058,527
Exchange differences	(94)	(27,914)	—	(28,008)
At December 31, 2021	1,109,492	4,697,964	493,502	6,300,958
Net book value:
At December 31, 2021	241,561	21,421,342	2,163,379	23,826,282
At December 31, 2020	91,720	23,870,170	133,610	24,095,500

Goodwill

12 Months Ended

Dec. 31, 2021

Goodwill

Goodwill

11 Goodwill


		$
At January 1, 2020		3,854,199
Exchange differences		138,808
At December 31, 2020 and January 1, 2021		3,993,007
Exchange differences		(14,942)
At December 31, 2021		3,978,065

Impairment tests for cash-generating units containing goodwill

The goodwill balance arose from the acquisition of Prenetics EMEA in 2018 representing the excess of the purchase consideration over the net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed. Prior to 2020, the Group provided only genetic testing services and therefore determined that the Group as a whole was one operating segment. For the purpose of impairment testing prior to 2020, goodwill was allocated to Prenetics EMEA which was considered to be the smallest group of assets that generated cash flows independently (i.e. cash generating unit, (“CGU”)) upon acquisition.

During the year ended December 31, 2020, the Group launched COVID-19 testing services which was a new business incubated using the experience and knowledge of its workforce from operating the genetic testing business. This resulted in a change in the Group’s reporting structure and a change in the composition of the CGU to which the above goodwill was originally allocated. Further, as from 2020, the Group has identified two operating segments being (1) Prevention which covers the genetic testing services, and (2) Diagnostics which covers the COVID-19 testing services. Accordingly, the Group has reallocated the goodwill balance between Prevention EMEA and Diagnostic EMEA, being the two CGUs identified for the purpose of impairment testing at December 31, 2020.

Below is the summary of the goodwill balance allocated to the Group’s CGUs:


	December 31,
	2021	2020
	$	$
Prevention EMEA within the Prevention segment	855,284	858,497
Diagnostics EMEA within the Diagnostics segment	3,122,781	3,134,510
	3,978,065	3,993,007

The recoverable amounts of the CGU Prevention EMEA and CGU Diagnostics EMEA were determined based on value-in-use calculations. These calculations use cash flow projections based on financial budgets approved by management covering a ten-year period. Cash flows beyond the ten-year period are extrapolated using the estimated average growth rates stated below. The key assumptions used in the estimation of the recoverable amounts of the two CGUs are set out below. The values assigned to the key assumptions represent management’s assessment of future trends in the relevant industries and are based on historical data from external and internal sources.


	December 31,
	2021		2020
CGU Prevention EMEA
Pre-tax discount rate	16.0	%	16.9	%
Terminal value growth rate	3.0	%	3.0	%
Average revenue growth rate	24.4	%	28.6	%
CGU Diagnostics EMEA
Pre-tax discount rate	13.7	%	16.9	%
Terminal value growth rate	3.0	%	3.0	%
Average revenue growth rate	18.4	%	20.1	%

11 Goodwill (continued)

Pre-tax discount rate represents the current market assessment of the risks specific to the relevant CGU, regarding the time value of money and individual risks of the underlying assets which have not been incorporated in the cash flow estimates. The discount rate calculation is based on the specific circumstances of the Group and its operating segments and derived from its weighted average cost of capital (“WACC”). The WACC is calculated based on the weighted value of the cost of equity which is derived from the expected return on investment by the Group’s investors, and the cost of debt which is derived from the market lending rate for peer companies.

At December 31, 2021 and 2020, the recoverable amounts of the CGU Prevention and the CGU Diagnostics based on the estimated value-in-use calculations were higher than the carrying amounts of the respective CGUs. Accordingly, no provision for impairment loss for goodwill is considered necessary.

Any reasonably possible changes in the key assumptions used in the value-in-use assessment model would not affect management’s view on impairment at December 31, 2020 and 2021.

Investments in subsidiaries

12 Months Ended

Dec. 31, 2021

Investments in subsidiaries

Investments in subsidiaries

12 Investments in subsidiaries

The following list contains only the particulars of subsidiaries which principally affected the results, assets or liabilities of the Group. The class of shares held is ordinary unless otherwise stated.


		Particulars of
		issued and
	Place of	paid up	Group’s		Held
	incorporation	capital/registered	effective		by a
Name of company	and business	capital	interest		subsidiary		Principal activity
Prenetics Pte. Ltd.	Singapore	SGD10	100	%	100	%	Provision of services to Group companies
Prenetics EMEA Limited	United Kingdom	GBP76,765.81	100	%	100	%	Genetic and diagnostic health testing
Prenetics Innovation Labs Private Limited	India	INR500,000	100	%	100	%	Provision of services to Group companies
Oxsed Limited (note 32)	United Kingdom	GBP1	100	%	100	%	Genetic and diagnostic health testing and R&D services

Interest in joint venture

12 Months Ended

Dec. 31, 2021

Interest in joint venture

Interest in joint venture

13 Interest in a joint venture

On February 1, 2019, the Group invested RMB29,250,000 (equivalent $4,236,765) in Beijing CircleDNA Gene Technology Co., Ltd (“Beijing CGT”) through a PRC company controlled via contractual agreements, which represented 45% of its registered capital. Beijing CGT, the only joint venture in which the Group participates, is an unlisted corporate entity whose quoted market price is not available.

On November 26, 2021, the Group terminated its contractual agreements with Shenzhen Discover Health Technology Co. Ltd, the controlled entity that holds 45% interest in Beijing CGT. As a result, the Group has written off its investment in Shenzhen Discover Health Technology Co. Ltd which held Beijing CGT and recognized a loss of $292,132.


	December 31,
	2021	2020
	$	$
Share of net assets of a joint venture (note (a))	—	570,704
Less: Provision for impairment (note (b))	—	(570,704)
	—	—

(a)	Details of the Group’s interest in the joint venture as at December 31, 2020, which is accounted for using the equity method in the consolidated financial statements, are as follows:

Form of

Place of

Particulars

Group’s

Held

business

incorporation

of registered

effective

by a

Principal

Name of joint venture

structure

and business

capital

interest

subsidiary

activity

Beijing CircleDNA Gene Technology Co., Ltd*

Incorporated

Beijing, the PRC

RMB65,000,000

44.07

Genetic testing

*	English name for identification only

Summarized financial information of Beijing CGT, adjusted for any differences in accounting policies, and a reconciliation to the carrying amount in the consolidated financial statements, are disclosed below:


	December 31,
	2021	2020
	$	$
Gross amounts of Beijing CGT
Current assets	—	1,544,034
Non-current assets	—	52,962
Current liabilities	—	(328,765)
Equity	—	1,268,231
Included in the above assets and liabilities:
Cash and cash equivalents	—	1,164,683
Current financial liabilities (excluding trade and other payables and provisions)	—	109,814

13 Interest in a joint venture (continued)


	Year ended December 31,
	2021**		2020
	$		$
Revenue	191,094		608,086
Loss for the year	(805,639)		(2,518,491)
Other comprehensive income	31,351		98,005
Total comprehensive income	(774,288)		(2,420,486)
Included in the above loss:
Depreciation and amortization	929		18,512
Interest income	1,885		5,983
Interest expense	—		(371)
Reconciled to the Group’s interest in Beijing CGT
Gross amounts of joint venture’s net assets	—		1,268,231
Equity interest	0	%	45	%
Group’s share of joint venture’s net assets	—		570,704
Carrying amount of the Group’s interest	—		570,704

** The column shows Beijing CGT’s results for the period from January 1, 2021 to November 26, 2021.

(b)

As at December 31, 2020, the Group assessed the recoverable amount of its equity interest in Beijing CGT and based on such assessment, the carrying amount of the interest in joint venture was written down to its recoverable amount of nil, which was determined based on the value in use. Impairment loss of $570,704 was recognized in the consolidated statement of profit or loss and other comprehensive income under “other income and other net gain/(losses)” (see note 5).

Other non-current assets

12 Months Ended

Dec. 31, 2021

Other non-current assets

Other non-current assets

14 Other non-current assets


	December 31,
	2021	2020
	$	$
Deposits and prepayments	693,548	193,582

The balances are classified as non-current assets as they are either expected to be (i) recovered or recognized as expense after one year, or (ii) capitalized as property, plant and equipment after the end of the reporting period.

Inventories

12 Months Ended

Dec. 31, 2021

Inventories

Inventories

15 Inventories

Inventories in the consolidated statement of financial position comprise:


	December 31,
	2021	2020
	$	$
Consumables and reagent	4,404,959	3,870,493
Finished goods	2,424,267	627,084
	6,829,226	4,497,577

The analysis of the amount of inventories recognized as an expense and included in consolidated profit or loss is as follows:


	December 31,
	2021	2020
	$	$
Carrying amount of inventories sold (note 6(c))	52,701,330	10,412,753

All of the inventories are expected to be recovered within one year.

Trade and other receivables

12 Months Ended

Dec. 31, 2021

Trade and other receivables

Trade and other receivables

16 Trade and other receivables


	December 31,
	2021	2020
	$	$
Trade receivables, net of loss allowance	47,041,538	22,990,727
Deposit	955,854	314,715
Prepayments	6,450,343	578,075
Other receivables	411,559	798,772
	54,859,294	24,682,289

All of the trade and other receivables are expected to be recovered or recognized as expense within one year.

Trade receivables are due within 30 to 60 days from the date of billing. Further details on the Group’s credit policy are set out in note 29(a).

Amount due from a joint venture

12 Months Ended

Dec. 31, 2021

Amount due from a joint venture

Amount due from a joint venture

17 Amount due from a joint venture

At December 31, 2020, amount due from a joint venture was unsecured, interest-free and repayable on demand. The amount of expected credit loss was considered insignificant as at December 31, 2020. The amount is fully impaired in December 31, 2021.

Cash and cash equivalents

12 Months Ended

Dec. 31, 2021

Cash and cash equivalents

Cash and cash equivalents

18 Cash and cash equivalents

(a)Cash and cash equivalents comprise:


	December 31,
	2021	2020
	$	$
Cash at bank	35,288,761	14,439,690
Cash on hand	191	50,190
Cash and cash equivalents	35,288,952	14,489,880

(b)Reconciliation of liabilities arising from financing activities:

The table below details changes in the Group’s liabilities from financing activities, including both cash and non-cash changes. Liabilities arising from financing activities are liabilities for which cash flows were, or future cash flows will be, classified in the Group’s consolidated statement of cash flows as cash flows from financing activities.


		Lease
		liabilities
		$
		(Note 24)
At January 1, 2019		1,710,294
Changes from financing cash flows:
Capital element of lease rentals paid		(503,585)
Interest element of lease rentals paid		(64,107)
Total changes from financing cash flows		(567,692)
Other changes:
Increase in lease liabilities from entering into new leases		124,264
Interest expenses (note 6(a))		64,107
Total other changes		188,371
At December 31, 2019		1,330,973

18 Cash and cash equivalents (continued)


			Preference
	Lease	Convertible	shares	Amounts
	liabilities	securities	liabilities	due to
	$	$	$	shareholders	Total
	(Note 24)	(Note 25)	(Note 26)	$	$
At January 1, 2020	1,330,973	—	—	177,459	1,508,432
Changes from financing cash flows:
Proceeds from issuance of convertible securities	—	12,499,363	—	—	12,499,363
Capital element of lease rentals paid	(610,926)	—	—	—	(610,926)
Interest element of lease rentals paid	(49,400)	—	—	—	(49,400)
Increase in amounts due to shareholders	—	—	—	4,477	4,477
Total changes from financing cash flows	(660,326)	12,499,363	—	4,477	11,843,514
Other changes:
Increase in lease liabilities from entering into new leases	949,810	—	—	—	949,810
Interest expenses (note 6(a))	49,400	—	—	—	49,400
Fair value loss on convertible securities (note 25)	—	2,846,750	—	—	2,846,750
Vesting of shares under the Restricted Share Scheme	—	—	—	(48,622)	(48,622)
Total other changes	999,210	2,846,750	—	(48,622)	3,797,338
At December 31, 2020	1,669,857	15,346,113	—	133,314	17,149,284


			Preference
	Lease	Convertible	shares	Amounts due
	liabilities	securities	liabilities	to
	$	$	$	shareholders
	(Note 24)	(Note 25)	(Note 26)	$	Total
At January 1, 2021	1,669,857	15,346,113	—	133,314	17,149,284
Changes from financing cash flows:
Proceeds from issuance of convertible securities	—	4,980,718	—	—	4,980,718
Proceeds from issuance of preference shares liabilities	—	—	25,970,000	—	25,970,000
Capital element of lease rentals paid	(1,299,031)	—	—	—	(1,299,031)
Interest element of lease rentals paid	(205,915)	—	—	—	(205,915)
Decrease in amounts due to shareholders	—	—	—	(128,797)	(128,797)
Total changes from financing cash flows	(1,504,946)	4,980,718	25,970,000	(128,797)	29,316,975
Other changes:
Increase in lease liabilities from entering into new leases	4,896,384	—	—	—	4,896,384
Interest expenses (note 6(a))	205,915	—	—	—	205,915
Fair value loss on convertible securities (note 25)	—	29,054,669	—	—	29,054,669
Fair value loss on preference shares liabilities (note 26)	—	—	125,398,798	—	125,398,798
Changes in the carrying amount of preference shares liabilities (note 26)	—	—	5,009,847	—	5,009,847
Reclassification of Series A, Series B and Series C preference shares from equity	—	—	279,832,806	—	279,832,806
Fair value recognized in other reserve due to amendment of terms (note 25)	—	811,819	—	—	811,819
Converted to Series D preference shares of the Company (note 25)	—	(50,193,319)	50,193,319	—	—
Vesting of shares under the Restricted Share Scheme	—	—	—	(4,517)	(4,517)
Total other changes	5,102,299	(20,326,831)	460,434,770	(4,517)	445,205,721
At December 31, 2021	5,267,210	—	486,404,770	—	491,671,980

18 Cash and cash equivalents (continued)

(c)Total cash outflow for leases

Amounts included in the consolidated statement of cash flows for leases comprise the following:


	Year ended December 31,
	2021	2020	2019
	$	$	$
Within operating cash flows	(1,019,937)	(429,691)	(125,770)
Within financing cash flows	(1,504,946)	(660,326)	(567,592)
	(2,524,883)	(1,090,017)	(693,362)

(d)Net cash outflow arising from the acquisition of a subsidiary

As disclosed in note 32, on October 29, 2020, Prenetics HK and Prenetics EMEA Limited, a wholly-owned subsidiary of the Company, entered into the sale and purchase agreements to acquire 100% equity interest in Oxsed Limited (the “Acquisition”).


		$
Intangible assets (note 10)		17,619,789
Property, plant and equipment (note 9)		3,209
Trade receivables		8,031
Other receivables		227,082
Inventories		204,495
Cash and cash equivalents		347,761
Trade payables		(968,089)
Accrued expenses		(68,478)
Total identifiable net assets acquired		17,373,800
Satisfied by:
Cash consideration		3,277,294
Issuance of exchange loan notes		12,870,723
Deferred consideration		1,225,783
		17,373,800
Net cash outflow arising from the Acquisition:
Cash consideration paid		(3,277,294)
Less: cash and cash equivalents acquired		347,761
		(2,929,533)

Financial assets at fair value through profit or loss

12 Months Ended

Dec. 31, 2021

Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss

19 Financial assets at fair value through profit or loss


		December 31,
		2021	2020
		$	$
Financial assets measured at FVPL
– Unlisted securities	(i)	9,906,000	—
		9,906,000	—

Note:

(i)	On September 14, 2021, the Group purchased 10,000 units of Class B shares of Heritage Global Investment SPC, which is an exempted company incorporated in the Cayman Islands.

Movement of the balance during the year ended December 31, 2021 is as follow:


	2021	2020
	$	$
At January 1	—	—
Additions during the year	10,000,000	—
Fair value loss on financial assets at fair value through profit or loss	(94,000)	—
At December 31	9,906,000	—

Accrued expenses and other current liabilities

12 Months Ended

Dec. 31, 2021

Accrued expenses and other current liabilities

Accrued expenses and other current liabilities

20 Accrued expenses and other current liabilities


	December 31,
	2021	2020
	$	$
Accrued staff costs	1,763,099	2,285,566
Accrued expenses	12,131,214	1,892,119
Accrued professional fee	11,877,996	373,441
Value added tax payable	1,893,190	1,819,578
Deposit liabilities	2,690,842	1,215,761
Other payables and accruals	5,923,957	1,343,030
	36,280,298	8,929,495

All of the accrued expenses and other current liabilities are expected to be settled within one year or repayable on demand.

Deferred consideration

12 Months Ended

Dec. 31, 2021

Deferred consideration

Deferred consideration

21 Deferred consideration

Deferred consideration refers to payable to seller on October 29, 2021 according to the share purchase agreement as mentioned in note 32, which was settled during the year ended December 31, 2021.

Amounts due from or (to) shareholders

12 Months Ended

Dec. 31, 2021

Amounts due from/(to) shareholders

Amounts due from/(to) shareholders

22 Amounts due from/(to) shareholders

As at December 31, 2020, the amount due from a shareholder of $106,179 was a current account with Mr. Avrom Boris Lasarow. The amount was interest-free, unsecured and repayable on demand and the expected credit loss atDecember 31, 2020 was considered insignificant. The entire amount due fromMr. Lasarow was written off in 2021.

As at December 31, 2020, the amounts due to shareholders consisted of:

(i)

a loan from Eurogenetica Limited of $128,797. The loan is interest-free, unsecured and repayable in 2021. The amount was subsequently settled in 2021.

(ii)

amounts received from Mr. Yeung Danny Sheng Wu of $3,405 and Mr. Tzang Chi Hung Lawrence, of $1,112. The amount is interest-free, unsecured and repayable in 2021. The amount was subsequently settled in 2021.

Contract liabilities

12 Months Ended

Dec. 31, 2021

Contract liabilities

Contract liabilities

23 Contract liabilities

Contract liabilities represents non-refundable consideration received from customers before the Group recognizes the related revenue. Such consideration is recognized as contract liabilities until the performance obligation is fulfilled or the likelihood of having to fulfil the performance obligation is remote and it is highly probable that a significant reversal of revenue will not occur (see note 2(q)).


	December 31,
	2021	2020
	$	$
Contract liabilities	9,587,245	7,054,586

Movement in contract liabilities is as follows:


		$
Balance at January 1, 2020		5,569,004
Decrease in contract liabilities as a result of recognizing revenue		(5,012,911)
Increase in contract liabilities as a result of receiving sales deposit/non-refundable consideration from contract customer		6,498,493
Balance at December 31, 2020 and January 1, 2021		7,054,586
Decrease in contract liabilities as a result of recognizing revenue		(3,204,988)
Increase in contract liabilities as a result of receiving sales deposit/non-refundable consideration from contract customer		5,737,647
Balance at December 31, 2021		9,587,245

As at December 31, 2021 and 2020, except for the amount of $5,915,231 and $2,357,074, respectively, which is expected to be recognized as revenue within one year, the remaining amount will be recognized as revenue when the customers return the specimen samples, which may be after one year from the end of the reporting period.

Lease liabilities

12 Months Ended

Dec. 31, 2021

Lease liabilities

Lease liabilities

24 Lease liabilities

The following table shows the remaining contractual maturities of the Group’s lease liabilities at the end of the reporting periods:


	December 31,
	2021	2020
	$	$
Within 1 year	1,666,978	865,283
After 1 year but within 2 years	1,191,547	543,036
After 2 years but within 5 years	1,298,897	261,538
After 5 years	1,109,788	—
	3,600,232	804,574
Total	5,267,210	1,669,857

Convertible securities

12 Months Ended

Dec. 31, 2021

Convertible securities

Convertible securities

25 Convertible securities

Prenetics HK, a wholly owned subsidiary of the Company, issued United States dollar denominated convertible securities in the aggregate principal value of $12,500,000 (“Note 1”) and $5,000,000 (“Note 2”) (collectively the “Notes”). Note 1 was issued on June 26, 2020 with the maturity date on August 25, 2021 and Note 2 was issued on February 8, 2021 with the maturity date on February 8, 2022.

Note 1 bears no interest except when:

(a)

it is redeemable under the following circumstances in such cases it would bear a coupon rate of 2% per annum:

(1)

when there is no merger entered into on or before December 31, 2020 and certain revenue target is not achieved;

25 Convertible securities (continued)

(2)

a merger agreement is entered into but terminated by counterparty;

(3)

the noteholder’s failure to deliver merger conversion notice prior to the closing of the merger; or

(4)

Prenetics HK fails to issue Series D preference shares or procure all the shareholders to enter into the Amended and Restated Shareholders’ Agreement on or prior to the Maturity Date.

(b)

in the event that Prenetics HK fails to repay Note 1 when due, interest shall continue to accrue on the unpaid amount at 8% per annum.

Note 2 bears no interest except when (a) it is redeemable under the circumstance that Prenetics HK fails to issue Series D preference shares or procure all the shareholders to enter into the Amended and Restated Shareholders’ Agreement on or prior to its maturity date, in such cases it would bear a coupon rate of 2% per annum; (b) in the event that Prenetics HK fails to repay Note 2 when due, interest shall continue to accrue on the unpaid amount at 8% per annum.

At the option of the noteholder, the Notes can be converted into ordinary shares of a new holding company which is to be formed under a merger if the merger is closed prior to the maturity dates. If no merger is closed prior to the maturity dates or if any event of default occurs prior to the closing of any merger, Note 1 and Note 2 will be converted respectively into Prenetics HK’s Series D preference shares at $4.5789 per share and $6.6023 per share mandatorily on the maturity dates if the Notes are not redeemed.

While the Notes contain a conversion feature which is an embedded derivative and should be separately accounted for, the conversion feature cannot be measured separately. As such, the Notes have been measured at fair value since inception. At the end of each reporting period, the fair value is remeasured with any gain or loss arising from the remeasurement being recognized immediately in profit or loss.

During the year ended December 31, 2021, the Notes were converted into 2,729,893 Series D preference shares of the Company as disclosed in notes 1 and 26 to consolidated financial statements.

Movements of the balance during the years ended December 31, 2021 and 2020 are as follows:


	2021	2020
	$	$
At January 1	15,346,113	—
Proceeds from issuance of convertible securities	4,980,718	12,499,363
Changes in fair value recognized in profit or loss	29,054,669	2,846,750
Changes in fair value recognized in other reserve due to amendment of terms	811,819	—
Converted to Series D preference shares of the Company (note 26)	(50,193,319)	—
At December 31	—	15,346,113

Preference shares liabilities

12 Months Ended

Dec. 31, 2021

Preference shares liabilities.

Preference shares liabilities

26 Preference shares liabilities

As part of the corporate restructuring as described in note 1, Prenetics HK entered into a Share Exchange Agreement and Subscription Agreement with, amongst others, the existing shareholders of Prenetics HK and the Company in May 2021. Under the agreement, 4,154,726 Series A preference shares, 5,338,405 Series B preference shares, 10,532,116 Series C preference shares were exchanged into the Company’s preference shares at a conversion ratio of 1 to 1, and the contractual terms of the Notes were amended by inserting a new clause so that the Notes are exchangeable into Company’s Series D preference shares upon the completion of the corporate restructuring. The exchange was completed on June 16, 2021. On the same date, the Company issued 1,650,913 Series E preference shares.

All series of the preference shares share the following features:

●

preference shareholders are entitled to the same voting power of the ordinary shares on an as if converted basis and are entitled to a right to vote as a separate class on the special corporate matters;

26 Preference shares liabilities (continued)

●

8% non-cumulative dividend per annum with distribution priority over the Ordinary Shareholders. Among the preference shareholders, shareholders of Series C have priority over those of Series B and A, and Series B have priority over Series A;

●

the preference shares can be redeemed at the option of the holders upon the occurrence of a Redemption Event, which is defined as the failure to secure an initial public offering or a liquidation event by June 16, 2026. Otherwise, the preference shares will be converted into the ordinary shares of the Company upon the closing of an initial public offering at a then-effective conversion ratio with a down-round protection feature;

●

the redemption amount will be based on i) the product ofthe original subscription price paid andthe number of shares to be redeemed for Series A; and ii) the product of the original subscription price paid and the number ofshare to be redeemed, plus all declared or accrued but unpaid dividends,plus a simple interest of 10% per annum on the subscription price for Series B, Series C and Series D; and iii) the product of the original subscription price paid and the number of share to be redeemed, plus all declared or accrued but unpaid dividends, plus a simple interest of 12% per annum on the subscription price for Series E; and

●

upon liquidation, the holders shall be entitled to receive their investment amount prior to and in preference to Ordinary Shareholders and in the following order of priority from the highest to the lowest: Series E, Series D, Series C, Series B and Series A.

Following the share exchange, all series of the preference shares have been reclassified or classified as financial liability under IAS 32, Financial Instruments: Presentation because they contain i) a contractual obligation to deliver cash depending on the outcome of an IPO or a liquidation event that is beyond the control of both the Company and the holders of the shares; and ii) the conversion option does not meet the fixed-for-fixed condition. As such, the redemption feature is considered a non-derivative financial liability being measured at amortized cost (i.e. present value of the redemption amount) and the conversion feature is considered as a derivative financial liability being measured at fair value through profit or loss.

As a result of the aforementioned share exchange, the difference between the carrying amount of Series A, Series B and Series C preference shares and their fair value of the preferred shares liability on the exchange date is recognized in other reserve. For Series D preference shares, there was no difference between the fair value of the convertible securities and the fair value of the liability on the exchange date. For Series E preference shares, they were recorded at fair value on the date of issuance.

The movements of preference shares during the year ended December 31, 2021 are as follows:


	Present
	value of
	redemption	Conversion
	amount	feature	Total
	$	$	$
At January 1, 2020, December 31, 2020 and January 1, 2021	—	—	—
Reclassification of Series A, Series B and Series C preference shares from equity	25,433,864	254,398,942	279,832,806
Conversion of convertible securities to Series D preference shares (note 25)	11,974,503	38,218,816	50,193,319
Issuance of Series E preference shares	18,954,939	7,015,061	25,970,000
Changes in the carrying amount of preference shares liabilities (note 6(a))	5,009,847	—	5,009,847
Changes in fair value recognized in profit or loss	—	125,398,798	125,398,798
At December 31, 2021	61,373,153	425,031,617	486,404,770

Capital and reserves

12 Months Ended

Dec. 31, 2021

Capital and reserves

Capital and reserves

27 Capital and reserves

(a)Issued share capital


		2021		2020
	Note	No. of shares	$	No. of shares	$
Authorized ordinary shares of $0.0001 each	(ii)	500,000,000	50,000	—	—
Ordinary shares of $0.0001 each/ ordinary shares, issued and fully paid:
At the beginning of the year		14,543,817	15,349,833	12,891,569	7,800,575
Reclassification to share premium arising from the restructuring	(ii)	—	(15,348,379)	—	—
Shares issued	(iii)	388,216	39	1,652,248	7,549,258
At the end of the year	(v)	14,932,033	1,493	14,543,817	15,349,833
Series A preference shares, issued and fully paid:
At the beginning of the year		4,154,726	2,296,598	4,154,726	2,296,598
Reclassification to preference shares liabilities	(iii)	(4,154,726)	(2,296,598)	—	—
At the end of the year		—	—	4,154,726	2,296,598
Series B preference shares, issued and fully paid:
At the beginning of the year		5,338,405	5,554,173	5,338,405	5,554,173
Reclassification to preference shares liabilities	(iii)	(5,338,405)	(5,554,173)	—	—
At the end of the year		—	—	5,338,405	5,554,173
Series C preference shares, issued and fully paid:
At the beginning of the year		10,532,116	30,040,000	10,532,116	30,040,000
Reclassification to preference shares liabilities	(iii)	(10,532,116)	(30,040,000)	—	—
At the end of the year		—	—	10,532,116	30,040,000
Total share capital			1,493		53,240,604

Notes:

(i)	The holders of ordinary shares (the “Ordinary Shareholders”) are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company. All ordinary shares rank equally with regard to the Group’s residual assets.

(ii)

The authorized share capital of the Company is $50,000 divided into 500,000,000 shares with a par value of $0.0001 each. Prior to the restructuring, the share capital of Prenetics HK represent the full consideration amount as in accordance with section 135 of the Hong Kong Companies Ordinance, the ordinary shares of the Company do not have a par value. Upon the restructuring, the Company’s consolidated financial statements is presented as a continuation of the consolidated financial statements of Prenetics HK except for the capital structure, where the share capital would reflect the par value with the excess recorded as share premium.

(iii)

On October 29, 2020, 1,652,248 ordinary shares valued at $7,549,258 (equivalent to HKD58,884,214) were issued upon the conversion of the exchange loan notes by the then-shareholders of Oxsed Limited. On November 11, 2021, 388,216 ordinary shares valued at $1,778,029 were issued upon the conversion of the exchange loan notes by the then-shareholders of Oxsed Limited.

(iv)	On June 16, 2021, Series A preference shares, Series B preference shares and Series C preference shares of Prenetics HK were reclassified to the Company’s preference shares, which are classified as liabilities as a results of the corporate restructuring as disclosed in note 26.

(v)	As at December 31, 2021, the entire amount standing to the reclassification to share premium at $17,126,369 due to the Group’s restructuring.

27 Capital and reserves (continued)

(vi)	As at December 31, 2021, 1,543 ordinary shares have not been issued to one of the shareholders until certain statutory procedures were completed in March 2022.

(b)Nature and purpose of reserves

(i)	Capital reserve

The capital reserve represents restricted shares granted to shareholders but are subjected to certain restrictions and portion of the grant date fair value of unexercised share options granted to employees of the Company that has been recognized in accordance with the accounting policy adopted for share-based payments in note 2(n)(ii).

(ii)	Translation reserve

The translation reserve comprises all foreign exchange differences arising from the translation of the financial statements of foreign operations. The reserve is dealt with in accordance with the accounting policies set out in note 2(r).

(iii)

Other reserve

In connection with the Acquisition (see note 32), the then shareholders of Oxsed exchanged GBP5,865,450 (equivalent to $7,549,258) into 1,652,248 ordinary shares. As at December 31, 2020, the remaining balance of the unconverted portion of the exchange loan notes was GBP4,134,550 (equivalent to $5,321,465), recognized as equity instrument in note 2(v)(i) in accordance with the accounting policy adopted for convertible securities.

(iv)	Share premium

Under the Companies Law of the Cayman Islands, the funds in the share premium account of the Company are distributable to the shareholders of the Company provided that immediately following the date on which the dividend is proposed to be distributed, the Company will be in a position to pay off its debts as they fall due in the ordinary course of business.

(c)Capital management

The Group’s primary objectives when managing capital are to safeguard the Group’s ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders, and to support the Group’s stability and growth, by pricing products and services commensurately with the level of risk.

The Group actively and regularly reviews and manages its capital structure to ensure optimal capital structure and shareholders return, taking into consideration the future of the Company and capital efficiency, prevailing and projected profitability, projected operating cash flows, projected capital expenditures and projected strategic investment opportunities.

The Group manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Group made no changes to its capital management objectives, policies or processes during the years ended December 31, 2021 and 2020.

Neither the Company nor any of its subsidiaries are subject to externally imposed capital requirements.

Equity settled share-based transactions

12 Months Ended

Dec. 31, 2021

Equity settled share-based transactions

Equity settled share-based transactions

28 Equity settled share-based transactions

As of December 31, 2020, Prenetics HK has two share option schemes which were approved in 2014 and 2016 (collectively as “the Option Schemes”) and one restricted share scheme which was approved in 2017 (“the Restricted Share Scheme”), respectively whereby the directors of Prenetics HK are authorized, at their discretion, to invite employees of Prenetics HK, including directors, and third party personnel, to take up options to subscribe for ordinary shares of Prenetics HK.

As part of a corporate restructuring, the Option Schemes and the Restricted Share Scheme were terminated on June 16, 2021. The schemes were rolled up to a new Prenetics 2021 Plan of the Company (the “2021 Share Incentive Plan”), which is approved to issue up to 4,052,627 new shares of the Company.

(a)Share options

For options granted under the Option Schemes, the exercise price was $0.01 per ordinary share with 33.33% vesting on the first anniversary, followed by 2.77% monthly over a twenty three month period and 2.96% on the third anniversary.

Options granted under the Option Schemes are exercisable within 7 years from the date of grant or longer if extended by the Board upon vesting and the occurrence of a liquidity event as defined in the option agreements.

(i)	Details of the share options outstanding as at December 31, 2020 are as follows:


		Number of
		instruments
Share options granted to directors		8,631,256
Share options granted to employees		1,311,394
Share options granted to third parties (note)		814,746
		10,757,396

Note:

During the year ended December 31, 2020, the options granted to third parties include 86,128 options granted to a person in relation to his consultancy services provided to the Group. All the options will be vested one year after the grant date on June 30, 2020 and were approved by the board of directors.

(ii)	The number and weighted average exercise prices of share options are as follows:


	2021		2020
	Weightedaverage	Number	Weightedaverage	Number of
	exercise price	of options	exercise price	options
	$		$
Outstanding at the beginning of the year	0.01	10,757,396	0.01	10,527,131
Forfeited during the year	0.01	(6,176)	0.01	(18,708)
Cancelled during the year	—	—	—	(12,304)
Rolled up to restricted share units		(10,751,220)		—
Granted during the year	—	—	0.01	261,277
Outstanding at the end of the year	—	—	0.01	10,757,396
Exercisable at the end of the year	—	—	0.01	10,366,802

The options outstanding at December 31, 2020 had a weighted average exercise price of $0.01 per ordinary share, and a weighted average remaining contractual life of 4.7 years.

28 Equity settled share-based transactions (continued)

(iii)

Fair value of share options and assumptions

The fair value of services received in return for share options granted is measured by reference to the fair value of share options granted. The estimate of the fair value of the share options granted is measured based on Black-Scholes Model. The contractual life of the share option is used as an input into this model.


	2020
Fair value of share options and key assumptions
Fair value at measurement date	$4.11 – $5.49
Share price	$4.12 – $5.50
Exercise price	$0.01
Expected volatility	51.97% – 88.74	%
Expected option life	1.5 years – 2 years
Expected dividends	0	%
Risk-free interest rate (based on 5‑year HKSAR government bonds)	0.090% – 0.805	%
Likelihood of achieving a redemption event	—
Likelihood of achieving a liquidity event	70	%

The expected volatility is based on the historic volatility (calculated based on the weighted average remaining life of the share options), adjusted for any expected changes to future volatility based on publicly available information. Expected dividends are based on historical dividends. Changes in the subjective input assumptions could materially affect the fair value estimate.

Share options were granted under a service condition. This condition has not been taken into account in the grant date fair value measurement of the services received. There were no market conditions associated with the share option grants.

During the years ended December 31, 2021 and 2020, the Company recognized $532,752 and $704,358 equity-settled share-based payment expenses, respectively.

(b)Restricted Share Scheme

Under the Restricted Share Scheme, Prenetics HK granted 5,313,900 restricted shares to certain employees on August 1, 2017. Purposes and objectives of the Restricted Share Scheme are to recognize and motivate the contribution of employees and to incentivize them to further the operation and enhancing the value of Prenetics HK and its shares for the benefit of Prenetics HK and its shareholders as a whole.

The restricted shares granted were ordinary shares with a subscription price of $0.01 per share. These restricted shares are subject to the following restrictions:

Vesting conditions: 33.33% of the shares vest on the first anniversary from the date of grant, followed by 2.77% monthly over the next twenty three-month period and 2.96% monthly from the third anniversary;

In addition to the stated vesting conditions above, the restricted shares are subject to certain claw-back provisions and transfer restrictions with reference to the length of the period till the earliest of (i) September 1, 2021; (ii) the first anniversary after the completion of an initial public offering and (iii) the occurrence of a liquidation event. A liquidation event has been defined in the share agreement as a trade sale of more than 50% of Prenetics HK’s shares, a merger/consolidation or similar business combination of Prenetics HK which results in change in control, or a sale of a majority part or substantially all of Prenetics HK’s assets. These claw-back provisions and transfer restrictions result in implicit vesting conditions in addition to those mentioned above.

28 Equity settled share-based transactions (continued)

The movement of restricted shares granted based on the restrictions and vesting conditions above during the years ended December 31, 2021 and 2020 is as follow:


	2021	2020
Unvested restricted shares subject to claw-back, at January 1	451,682	5,313,900
Vested and not subject to claw-back during the year	(451,682)	(4,862,218)
Unvested restricted shares subject to claw-back, at December 31	—	451,682

The aggregate fair value of the restricted shares granted to the selected employees on the dates of grants was $5,799,625 ($1.091 per share). The Company recognized employee share-based compensation benefits according to the restriction conditions.

During the years ended December 31, 2021 and 2020, equity-settled share-based payment expenses in respect of the Restricted Shares Scheme of $15,534 and $913,111 were recognized in profit or loss, respectively.

(c)	2021 Share Incentive Plan

Details of the restricted share units outstanding as at December 31, 2021 are as follows:


		Number of instruments
Restricted share units granted to directors		11,900,009
Restricted share units granted to employees		2,033,151
Restricted share units granted to third parties		815,057
		14,748,217

Under the 2021 Share Incentive Plan, the Company granted 3,933,063 restricted share units in June 2021 and 63,934 restricted share units in December 2021 to certain directors, employees and third parties, respectively.

The fair value of services received in return for the restricted share units granted is measured by reference to the fair value of share options granted. The estimate of the fair value of the share options granted is measured based on Black-Scholes Model. The contractual life of the share option is used as an input into this model.


	2021
Fair value of restricted share units and key assumptions
Fair value at measurement date	$	13.89 – $18.91
Share price	$	13.89 – $18.91
Exercise price	$	0.01
Expected volatility		41.03% – 44.26	%
Expected option life		1 year
Expected dividends		0	%
Risk-free interest rate (based on 5-year HKSAR government bonds)		1% – 1.13	%
Likelihood of achieving a redemption event		5	%
Likelihood of achieving a liquidity event		5	%

28 Equity settled share-based transactions (continued)

The number and weighted average exercise prices of the restricted share units are as follows:


	2021		2020
	Weighted average	Number of	Weighted average	Number of
	exercise price	restricted share	exercise price	restricted share
	$	units	$	units
Outstanding at the beginning of the year	0.01	—	—	—
Rolled up from options	0.01	10,751,220	—	—
Granted during the year	0.01	3,996,997	—	—
Outstanding at the end of the year	0.01	14,748,217	—	—
Exercisable at the end of the year	0.01	—	—	—

The restricted share units outstanding at December 31, 2021 had a weighted average exercise price of $0.01 per ordinary share, and a weighted average remaining contractual life of 4.7 years.

The aggregate fair value of the restricted shares united granted to the selected employees on the dates of grants on June 30, 2021 and December 31, 2021 was $54,645,652 ($13.89 per share) and $1,209,111 ($18.91 per share) respectively. The Company recognized employee share-based compensation benefits according to the restriction conditions.

During the year ended December 31, 2021, equity-settled share-based payment expenses in respect of the 2021 Share Incentive Plan of $21,946,632 were recognized in profit or loss.

Financial risk management and fair values of financial instruments

12 Months Ended

Dec. 31, 2021

Financial risk management and fair values of financial instruments

Financial risk management and fair values of financial instruments

29 Financial risk management and fair values of financial instruments

Exposure to credit, liquidity and currency risks arises in the normal course of the Group’s business. The Group’s exposure to these risks and the financial risk management policies and practices used by the Group to manage these risks are described below.

(a)Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Group. The Group’s credit risk is primarily attributable to trade receivables and cash and cash equivalents. The Group’s credit risk arising from cash and cash equivalents is limited because the counterparties are banks and financial institutions with good credit rating for which the Group considers to have low credit risk.

Trade receivables

The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. At December 31, 2021 and 2020, 46% and 20% of the total trade receivables were due from the Group’s largest customer, and 69% and 77% of the total trade receivables were due from the Group’s five largest customers, respectively.

Individual credit evaluations are performed on all customers requiring credit over a certain amount. These take into account the customer’s past payment history, financial position and other factors. Trade receivables are due within 30 to 60 days from the billing date. Normally, the Group does not obtain collateral from customers.

The Group measures loss allowances for trade receivables at an amount equal to lifetime ECLs. The Group allocates each individual customer to a credit risk grade based on a variety of data that is determined to be predictive of the risk of default and applying experienced credit judgement. Credit risk grades are defined using qualitative and quantitative factors that are indicative of risk of default. These factors vary depending on the nature of the exposure and the type of customer.

Each individual customer is allocated to a credit risk grade on initial recognition based on available information about the customer. Exposures are subject to ongoing monitoring, which may result in an exposure being moved to a different credit risk grade.

29 Financial risk management and fair values of financial instruments (continued)

The Group then calculates an expected loss rate for each credit risk grade with reference to the weighted- average loss rate for each external credit rating published by external rating agencies. These rates are adjusted to reflect differences between economic conditions during the period over which the historic data has been collected, current conditions and the Group’s view of economic conditions over the expected lives of the receivables.

As at December 31, 2021 and 2020, the overall expected loss rate was 0.80% and 1.76%, respectively, which reflected the settlement experience on the trade receivables.

Movement in the loss allowance account in respect of trade receivable during the years ended December 31, 2021 and 2020 is as follows:


	2021	2020
	$	$
Balance at January 1	411,059	22,490
Impairment losses recognized during the year	110,114	386,387
Exchange differences	(2,205)	2,182
Balance at December 31	518,968	411,059

(b)Liquidity risk

The Group’s policy is to regularly monitor its liquidity requirements to ensure that it maintains sufficient reserves of cash to meet its liquidity requirements in the short and longer term.

The following table shows the remaining contractual maturities at the end of the reporting period of the Group’s non-derivative financial liabilities and derivative financial liabilities, which are based on contractual undiscounted cash flows (including interest payments computed using contractual rates or, if floating, based on rates current at the end of the reporting period) and the earliest date the Group can be required to pay:


	Contractual undiscounted cash outflow
	Within 1 year	Between 1 and 2	More than
	or on demand	years	2 years	Total	Carrying amount
	$	$	$	$	$
As at December 31, 2021
Liabilities
Trade payables	9,979,726	—	—	9,979,726	9,979,726
Accrued expenses and other current liabilities	36,280,298	—	—	36,280,298	36,280,298
Lease liabilities	1,921,466	1,743,456	2,316,248	5,981,170	5,267,210
Preference share liabilities – redemption amount	—	—	123,556,616	123,556,616	61,373,153
Total liabilities	48,181,490	1,743,456	125,872,864	175,797,810	112,900,387
As at December 31, 2020
Liabilities
Trade payables	13,436,941	—	—	13,436,941	13,436,941
Accrued expenses and other current liabilities	8,930,905	—	—	8,930,905	8,930,905
Deferred consideration	1,358,189	—	—	1,358,189	1,304,588
Convertible securities	12,499,363	—	—	12,499,363	15,346,113
Lease liabilities	919,031	567,863	267,852	1,754,746	1,669,857
Amounts due to shareholders	133,314	—	—	133,314	133,314
Total liabilities	37,277,743	567,863	267,852	38,113,458	40,821,718

29 Financial risk management and fair values of financial instruments (continued)

(c)Currency risk

The Company’s functional and presentation currency is United States dollars (“USD”). The Group is exposed to currency risk primarily through subsidiaries conducting their operations outside of Hong Kong with assets and liabilities denominated in other currencies, being primarily USD and Renminbi (“RMB”).

As the HKD is pegged to the USD, the Group considers the risk of movements in exchange rates between the HKD and the USD to be insignificant.

(i)	Exposure to currency risk

The following table details the Group’s exposure at the end of the reporting period to currency risk arising from recognized assets or liabilities denominated in a currency other than the functional currency of the entity to which they relate. For presentation purposes, the amounts of the exposure are shown in USD, translated using the spot rate at the year end date.


	December 31, 2021
	USD	RMB
	$	$
Trade receivables	373,889	—
Deposits and prepayments	3,899,656	4,500,406
Cash and cash equivalents	1,231,648	14
Trade payables	(2,112,494)	(6,113,239)
Accrued expenses and other current liabilities	(11,420,246)	(107)
Net exposure to currency risk	(8,027,547)	(1,612,926)


	December 31, 2020
	USD	RMB
	$	$
Trade receivables	169	—
Other receivables	—	290
Amount due from a shareholder	192	—
Amount due from a joint venture	—	180,825
Cash and cash equivalents	3,503,003	1,450
Trade payables	(109,390)	(4,666,840)
Net exposure to currency risk	3,393,974	(4,484,275)

(ii)	Sensitivity analysis

The following table indicates the instantaneous change in the Group’s profit after tax (and retained profits) that would arise if foreign exchange rates to which the Group has significant exposure at the end of the reporting period had changed at that date, assuming all other risk variables remained constant. In this respect, it is assumed that the pegged rate between the Hong Kong dollar and the United States dollar would be materially unaffected by any changes in movement in value of the United States dollar against other currencies.


	2021			2020
	Increase/			Increase/
	(decrease) in		Effect on profit	(decrease) in		Effect on profit
	foreign		after tax and	foreign		after tax and
	exchange		retained profits	exchange		retained profits
	rates		$	rates		$
USD	1	%	(67,269)	1	%	27,206
	(1)	%	67,269	(1)	%	(27,206)
RMB	1	%	(13,468)	1	%	(37,444)
	(1)	%	13,468	(1)	%	37,444

29 Financial risk management and fair values of financial instruments (continued)

(d)Fair value measurement

(i)	Financial liabilities measured at fair value

Fair value hierarchy

The following table presents the fair value of the Group’s financial liabilities measured at the end of the reporting period on a recurring basis, categorized into the three-level fair value hierarchy as defined in IFRS 13, Fair value measurement. The level into which a fair value measurement is classified is determined with reference to the observability and significance of the inputs used in the valuation technique as follows:

-Level 1 valuations:Fair value measured using only Level 1 inputs i.e. unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date

-Level 2 valuations:Fair value measured using Level 2 inputs i.e. observable inputs which fail to meet Level 1, and not using significant unobservable inputs. Unobservable inputs are inputs for which market data are not available

-Level 3 valuations: Fair value measured using significant unobservable inputs

The Group has a team comprising internal senior finance and strategic investment personnel overseeing the valuation of the financial instruments, including the unlisted securities and the conversion feature embedded in the preference shares liabilities which are categorized into Level 3 of the fair value hierarchy. The team reports directly to the chief financial officer. Valuation reports with analysis of changes in fair value measurement are prepared by the team and external valuers and reviewed by the chief financial officer at each quarter end and annual reporting date. The valuation process is documented and updated where appropriate by the team and reviewed by the chief financial officer quarterly that coincides with the reporting dates.


		Fair value measurements as at
	Fair value at	December 31, 2021 categorized
	December 31,	into
	2021	Level 1	Level 2	Level 3
	$	$	$	$
Recurring fair value measurements
Assets:
Financial assets at fair value through profit or loss:	9,906,000	—	—	9,906,000
– Unlisted securities
Liabilities:
Preference shares liabilities – conversion feature	425,031,617	—	—	425,031,617


		Fair value measurements as at
	Fair value at	December 31, 2020 categorized
	December 31,	into
	2020	Level 1	Level 2	Level 3
	$	$	$	$
Recurring fair value measurements
Liabilities:
Convertible securities	15,346,113	—	—	15,346,113

During the year ended December 31, 2021 and 2020, there were no transfers between Level 1 and Level 2, or transfers into or out of Level 3. The Group’s policy is to recognize transfers between levels of the fair value hierarchy as at the end of the reporting period in which they occur.

29 Financial risk management and fair values of financial instruments (continued)

(ii) Information about Level 3 fair value measurements

Type	Valuation technique	Significant unobservable inputs	Inter-relationship between significant unobservable inputs and fair value measurement
Financial assets at fair value through profit or loss	Adjusted net asset value	Underlying assets’ value	The estimated fair value would increase if the underlying assets’ value is higher.
Preferred shares liabilities – conversion feature	Discounted cash flow and equity allocation method: the conversion feature is measured by deducting the present value of the expected redemption amount from the fair value of the preferred shares. The fair value of the preferred shares is determined by applying the equity allocation method to the total equity value of the Group estimated based on the net present value of future cash flows.	– risk-adjusted discount rate adopted in the discounted cashflow method for the valuation of equity interest: 15.90% – discount for lack of marketability: 12% – expected volatility adopted in the equity allocation method: 41.03%	The estimated fair value would increase (decrease) if: the – risk-adjusted discount rate were lower (higher); – the discount for lack of marketability were lower (higher); or – the expected volatility were higher (lower)
Convertible securities	Discounted cash flow and binomial tree pricing model: the valuation model considers the total equity value of the Group based on the net present value of future cash flows, and the binomial tree pricing model to determine the fair value of the convertible securities.	– risk-adjusted discount rate adopted in the discounted cashflow method for the valuation of equity interest: 15.90% – expected volatility 40.60%	The estimated fair value would increase (decrease) if: – the risk-adjusted discount rate were lower (higher); or – the expected volatility were higher (lower)

The following table indicates instantaneous changes in the Group’s loss if there is an increase/decrease in the significant unobservable inputs used in the valuation of preferred shares liabilities — conversion feature, assuming all other variables remain constant.


	December 31, 2021
	Increase/
	decrease) in	Increase/
	significant	(decrease) on
	unobservable	the Group’s
	inputs	loss
Significant unobservable inputs	%	$
Risk-adjusted discount rate	5	(48,370,219)
	(5)	55,767,113
Discount for lack of marketability	5	(1,795,038)
	(5)	1,795,061
Expected volatility	5	84,785
	(5)	(89,520)

29 Financial risk management and fair values of financial instruments (continued)

As at December 31, 2020, it is estimated that with all other variables held constant, an increase/ decrease in the expected volatility by 5% used in the valuation of convertible securities would have increased/ decreased the Group’s loss by $47,446 and $66,174 respectively, and an increase/decrease in the risk-adjusted discount rate by 5% would have decreased/increased the Group’s loss by $14,983 and $14,983 respectively.

The movement of the convertible securities, the conversion feature of the preference shares liabilities and financial assets at fair value through profit or loss during the year ended December 31, 2021 and 2020 is disclosed in notes 25, 26 and 19 respectively.

(b) Financial assets and liabilities carried at other than fair value

The carrying amounts of the Group’s financial assets and liabilities carried at amortized cost are not materially different from their fair values as at December 31, 2021 and 2020.

Accounting judgement and estimates

12 Months Ended

Dec. 31, 2021

Accounting judgement and estimates

Accounting judgement and estimates

30 Accounting judgement and estimates

Sources of estimation uncertainty

In the application of the Group’s accounting policies, which are described in note 2, management is required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The following are the key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting period, that may have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

(i)	Impairment of goodwill

Note 11 contains information about the assumptions and their risk factors relating to impairment of goodwill.

(ii)	Loss allowance on trade and other receivables

Note 2(t) and note 29(a) contain information about the policies and the assumptions and their risk factors relating to the loss allowance on trade and other receivables.

30 Accounting judgement and estimates (continued)

(iii)

Revenue recognition

Note 2(q) contains information about the policies and management’s considerations relating to recognition for revenue arising from customers’ unexercised rights (breakage) as well as the expected service period of the update services.

(iv)	Fair value of convertible securities

The fair value of the convertible securities is determined based on the valuation performed by an independent valuer. Such valuation is subject to limitations of valuation model adopted and uncertainty in estimates used by management in the assumptions. Should the estimates and the relevant parameters of the valuation models be changed, there would be material changes in the fair value of the convertible securities.

(v)	Estimated useful lives on intangible assets

The Group estimates the useful lives of intangible assets based on the periods over which the assets are expected to be available for use. The Group reviews annually their estimated useful lives, based on factors that include asset utilization, internal technical evaluation, technological changes, environmental and anticipated use of the assets tempered by related industry benchmark information. It is possible that future results of operation could be materially affected by changes in these estimates brought about by changes in factors mentioned. A reduction in the estimated useful lives of intangible assets would increase amortization charges and decrease non-current assets.

(vi)	Fair value of financial assets at fair value through profit or loss

The Group adopts the adjusted net asset value approach to assess the fair value of unlisted securities annually after taking into consideration the underlying assets’ value and discount for marketability.

Related party transactions

12 Months Ended

Dec. 31, 2021

Related party transactions

Related party transactions

31 Related party transactions

Apart from balances and transactions disclosed elsewhere in these consolidated financial statements, the Group has also entered into the following related party transactions under the normal course of the Group’s business:

(a)	Transactions with other related parties


	Year ended December 31,
	2021	2020	2019
	$	$	$
Sales to a shareholder	—	16,950	393,342
Purchase from a joint venture	53,981	21,119	5,590
Services provided by a company with control from a director	90,353	—	—
Legal and professional fee paid on behalf of related companies	9,060	—	—

(b)	Acquisition of a subsidiary

On July 1, 2021, Prenetics EMEA Limited, an indirectly wholly owned subsidiary of the Company, entered into a share purchase agreement to acquire 100% equity interest of DNAFit Africa (Pty) Limited from its sole shareholder, who is a staff of Prenetics EMEA Limited, at a cash consideration of ZAR1,000 (approximately equivalent to $65), resulting in a gain on bargain purchase of $117,238.

Upon the completion of the acquisition, DNAFit Africa (Pty) Limited becomes a direct wholly owned subsidiary of the Prenetics EMEA Limited.

Acquisition

12 Months Ended

Dec. 31, 2021

Acquisition

Acquisition

32 Acquisition

On October 29, 2020, Prenetics HK and Prenetics EMEA Limited, a wholly-owned subsidiary of the Company, entered into a share purchase agreement with the then shareholders of Oxsed Limited (the “Acquisition”). The Acquisition’s consideration consists of:

(1)

cash consideration of GBP2,000,000 (equivalent to $2,574,145 as completion payment;

(2)

deferred consideration of GBP1,000,000 (equivalent to $1,287,072) payable on October 29, 2021;

(3)

exchange loan notes with a principal amount of GBP10,000,000 (equivalent to $12,870,723), of which GBP5,865,450 (equivalent to $7,549,258) can be exchanged into 1,652,248 ordinary shares of Prenetics HK immediately on October 29, 2020, and the remaining would be exchangeable into Prenetics HK’s ordinary shares annually over a three-year period (see note 27(a)(ii)); and

(4)

an additional contingent consideration as the earn-out payment which is calculated based on 15% of the net sales amounts in respect of the upcoming three financial years starting from the completion date of the Acquisition and capped at GBP15,000,000 (equivalent to $19,306,085).

Such contingent consideration will be payable within a specified period as stated in the share purchase agreement after the end of each of the three financial years starting from the completion date of the Acquisition.

Upon the completion of the Acquisition, Oxsed Limited becomes an indirect wholly-owned subsidiary of the Company.

The management has applied the simplified assessment to determine whether an acquired set of activities and assets is an asset rather than business acquisition. The Acquisition was accounted for as an acquisition of assets and liabilities because based on management’s assessment, substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset which represents a set of intellectual property rights for developing the real time reverse transcription loop-mediated isothermal amplification (RT-LAMP) technology. The RT-LAMP technology was used to develop a viral RNA molecular test or nucleic acid amplification test for COVID-19 that received CE mark from the European Commission and approval from the Medicines and Healthcare products Regulatory Agency (MHRA) in the United Kingdom.

Accordingly, the Group recognized the set of intellectual property rights as an intangible asset totaling $17,619,789 which has an estimated useful life of 20 years. Given the contingent consideration is a variable payment based on future revenues, it is not a present obligation and therefore do not form part of the cost of the intangible asset. Instead, it is charged to profit or loss in the accounting period in which they are incurred. The transaction does not give rise to any goodwill.

On 29 October 2021, deferred consideration of GBP1,000,000 (equivalent to $1,225,783) has been settled.

On November 11, 2021, 388,216 ordinary shares valued at $1,778,029 were issued upon the conversion of the exchange loan notes by the then-shareholders of Oxsed Limited (see note 27(a)(ii)).

Collaboration and licensing arrangements

12 Months Ended

Dec. 31, 2021

Collaboration and licensing arrangements

Collaboration and licensing arrangements

33Collaboration and licensing arrangements

During 2019, Prenetics HK entered into collaboration agreements with New Horizon Health Limited and Hangzhou New Horizon Health Technology Co., Ltd. (collectively “New Horizon”) to obtain exclusive rights to market, distribute, and provide testing services in relation to New Horizon’s proprietary technology of ColoClear which is for early colorectal cancer screening. Under the terms of the agreements, Prenetics HK is obligated to pay New Horizon a fee equal to 50% of the gross margin generated from the sale of such products. The agreements have an initial term of five years and may be extended for an additional five years.

During the years ended December 31, 2021 and 2020, the expenses incurred in connection with these agreements amounted to $57,600 and $72,121, respectively.

Non-adjusting events after the reporting period

12 Months Ended

Dec. 31, 2021

Non-adjusting events after the reporting period

Non-adjusting events after the reporting period

34 Non-adjusting events after the reporting period

(1)	In March 2022, the Company entered into, among other agreements, a Sponsor Forfeiture and Conversion Agreement and an amendment agreement to the Business Combination Agreement with, among others, PubCo and Artisan.

Pursuant to such agreements, Artisan’s sponsor and the Company’s shareholders will forfeit certain number of Class A ordinary shares in PubCo, and additional Class A ordinary shares are to be issued by PubCo to non-redeeming public shareholders of Artisan as well as the investors participating in the private placement of PubCo’s Class A ordinary shares and warrants in connection with the merger transactions (see note 1).

(2)

After the end of the reporting period, Prenetics HK reached agreements with its bankers for credit facilities in aggregate of $49,500,000. The credit facilities are guaranteed by the Company, charged over certain receivables and bear floating interest rate benchmarking HKD or USD loan interest rates of financial institutions in Hong Kong or United States.

Possible impact of amendments, new standards and interpretations issued but not yet effective for the year ended December 31, 2020

12 Months Ended

Dec. 31, 2021

Possible impact of amendments, new standards and interpretations issued but not yet effective for the year ended December 31, 2020

Possible impact of amendments, new standards and interpretations issued but not yet effective for the year ended December 31, 2020

35	Possible impact of amendments, new standards and interpretations issued but not yet effective for the year ended December 31, 2021

Up to the date of issue of these financial statements, the IASB has issued a number of amendments and a new standard, IFRS 17, Insurance contracts, which are not yet effective for the year ended December 31, 2021 and which have not been adopted in these financial statements.


		Effective for accounting periods
		beginning on or after
Amendments to IFRS 3, Reference to the Conceptual Framework		January 1,2022
Amendments to IAS 16, Property, Plant and Equipment: Proceeds before Intended Use		January 1,2022
Amendments to IAS 37, Onerous Contracts – Cost of Fulfilling a Contract		January 1,2022
Annual Improvements to IFRSs 2018‑2020 Cycle		January 1,2022
Amendments to IAS 1, Classification of Liabilities as Current or Non-current		January 1,2023
Amendments to HKAS 1 and HKFRS Practice Statement 2, Disclosure of accounting policies		January 1,2023
Amendments to HKAS 8, Definition of accounting estimates		January 1,2023
Amendments to HKAS 12, Deferred tax related to assets and liabilities arising from a single transaction		January 1,2023

The Group is in the process of making an assessment of what the impact of these developments is expected to be in the period of initial application. So far it has concluded that the adoption of them is unlikely to have a significant impact on the consolidated financial statements.

Significant accounting policies (Policies)

12 Months Ended

Dec. 31, 2021

Significant accounting policies

Statement of compliance

(a)	Statement of compliance

Basis of preparation of the consolidated financial statements

(b)Basis of preparation of the consolidated financial statements

These consolidated financial statements for the year ended December 31, 2021 comprise the Group.

preference share liabilities — conversion feature (see note 2(s));

convertible securities (see note 2(v)); and

financial assets at fair value through profit or loss (see note 2(z))

2Significant accounting policies (continued)

Judgements made by management in the application of IFRSs that have significant effect on the consolidated financial statements and major sources of estimation uncertainty are discussed in note 30.

Changes in accounting policies

(c)Changes in accounting policies

The Group has applied the following amendments to IFRSs issued by the IASB to these financial statements for the current accounting period:

●

Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16, Interest rate benchmark reform — phase 2

●

Amendment to IFRS 16, Covid-19-related rent concessions beyond 30 June 2021

Subsidiaries and non-controlling interests

(d)Subsidiaries and non-controlling interests

2Significant accounting policies (continued)

Joint ventures

(e)Joint ventures

A joint venture is an arrangement whereby the Group or Company and other parties contractually agree to share control of the arrangement, and have rights to the net assets of the arrangement.

Assets acquisition

(f)Assets acquisition

Property, plant and equipment

(g)Property, plant and equipment


− Properties leased for own use		Over the unexpired lease period
− Office equipment leased for own use		Over the unexpired lease period
− Leasehold improvements		Shorter of 4 years, or over the unexpired lease period
− Fixtures and furniture		5 years
− Office and lab equipment		3 – 5 years
− Computer equipment		3 years
− Motor vehicles		3 years
− Manufacturing equipment		3 years

Both the useful life of an asset and its residual value, if any, are reviewed annually.

Intangible assets (other than goodwill)

(h)Intangible assets (other than goodwill)


- Website and mobile apps		2 years
- Trademark and technology		10 – 20 years
- Products development cost		3 years

Both the period and method of amortization are reviewed annually.

Leased assets

(i)Leased assets

Inventories

(j)Inventories

Inventories representing consumables, reagent, kits materials and finished goods are carried at the lower of cost and net realizable value.

Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

2Significant accounting policies (continued)

When inventories are sold, the carrying amount of those inventories is recognized as an expense in the period in which the related revenue is recognized.

Trade and other receivables (including amount due from a joint venture and amount due from a shareholder)

(k)	Trade and other receivables (including amount due from a joint venture, amount due from a shareholder and amounts due from related companies)

Trade and other payables, deposit liabilities and contract liabilities

(l)Trade and other payables (including amounts due to shareholders), deposit liabilities and contract liabilities

(i)	Trade and other payables

(ii)	Deposit liabilities

(iii)

Contract liabilities

Cash and cash equivalents

(m)Cash and cash equivalents

Employee benefits

(n)Employee benefits

(i)	Short-term employee benefits and contributions to defined contribution retirement plans

2Significant accounting policies (continued)

(ii)	Share-based payments

Income tax

(o)Income tax

2Significant accounting policies (continued)

in the case of current tax assets and liabilities, the Group intends either to settle on a net basis, or to realize the asset and settle the liability simultaneously; or

in the case of deferred tax assets and liabilities, if they relate to income taxes levied by the same taxation authority on either:

the same taxable entity; or

Provisions and contingent liabilities

(p)Provisions and contingent liabilities

Revenue and other income

(q)Revenue and other income

Income is classified by the Group as revenue when it arises from the sale of goods or the provision of services in the ordinary course of the Group’s business.

The Group transfers control of a good or service at a point in time unless one of the following overtime criteria is met:

(a)

the customer simultaneously receives and consumes the benefits provided as the Group performs;

(b)

the Group’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or

(c)

the Group’s performance does not create an asset with an alternative use and the Group has an enforceable right to payment for performance completed to date.

2Significant accounting policies (continued)

(i)Performance obligations

2Significant accounting policies (continued)

(ii)	Revenue breakage

(iii)

Interest income

Interest income is recognized as it accrues using the effective interest method.

(iv)	Government subsidies

Translation of foreign currencies

(r)Translation of foreign currencies

2Significant accounting policies (continued)

Preference share

(s)Preference share capital

Credit losses and impairment of assets

(t)Credit losses and impairment of assets

(i)	Credit losses from financial instruments

Equity securities measured at FVPL are not subject to the ECL assessment.

Measurement of ECLs

The expected cash shortfalls are discounted using the following discount rates where the effect of discounting is material:

fixed-rate financial assets and trade and other receivables: effective interest rate determined at initial recognition or an approximation thereof.

The maximum period considered when estimating ECLs is the maximum contractual period over which the Group is exposed to credit risk.

ECLs are measured on either of the following bases:

12-month ECLs: these are losses that are expected to result from possible default events within the 12 months after the reporting date; and

2Significant accounting policies (continued)

lifetime ECLs: these are losses that are expected to result from all possible default events over the expected lives of the items to which the ECL model applies.

Significant increases in credit risk

In particular, the following information is taken into account when assessing whether credit risk has increased significantly since initial recognition:

failure to make payments of principal or interest on their contractually due dates;

an actual or expected significant deterioration in a financial instrument’s external or internal credit rating (if available); and

an actual or expected significant deterioration in the operating results of the debtor.

Basis of calculation of interest income

Evidence that a financial asset is credit-impaired includes the following observable events:

significant financial difficulties of the debtor;

a breach of contract, such as a default or delinquency in interest or principal payments;

2Significant accounting policies (continued)

it becoming probable that the borrower will enter into bankruptcy or other financial reorganization;

significant changes in the technological, market, economic or legal environment that have an adverse effect on the debtor; or

the disappearance of an active market for a security because of financial difficulties of the issuer.

Write-off policy

Subsequent recoveries of an asset that was previously written off are recognized as a reversal of impairment in profit or loss in the period in which the recovery occurs.

(ii)	Impairment of other non-current assets

property, plant and equipment;

intangible assets;

interest in joint venture; and

goodwill

— Calculation of recoverable amount

— Recognition of impairment losses

2Significant accounting policies (continued)

— Reversals of impairment losses

Goodwill

(u)Goodwill

Goodwill represents excess of

(i)

(ii)

the net fair value of the acquiree’s identifiable assets and liabilities measured as at the acquisition date.

When (ii) is greater than (i), then this excess is recognized immediately in profit or loss as a gain on a bargain purchase.

On disposal of a cash generating unit, any attributable amount of purchased goodwill is included in the calculation of the profit or loss on disposal.

Convertible securities

(v)Convertible securities

(i)	Convertible securities that are classified as equity instrument

Convertible securities are classified as an equity instrument when the following conditions are met:

(a)

(b)

If the securitiesare redeemed, the consideration paid is recognized directly in equity, and no gain or loss will be recognized in profit or loss.

2Significant accounting policies (continued)

(ii)	Other convertible securities

Related parties

(w)Related parties

(a)	A person, or a close member of that person’s family, is related to the Group if that person:

(i)

has control or joint control over the Group;

(ii)

has significant influence over the Group; or

(iii)

is a member of the key management personnel of the Group or the Group’s parent.

(b)	An entity is related to the Group if any of the following conditions applies:

(i)

The entity and the Group are members of the same group (which means that each parent, subsidiary and fellow subsidiary is related to the others).

(ii)

One entity is an associate or joint venture of the other entity (or an associate or joint venture of a member of a group of which the other entity is a member).

(iii)

Both entities are joint ventures of the same third party.

(iv)

One entity is a joint venture of a third entity and the other entity is an associate of the third entity.

(v)

The entity is a post-employment benefit plan for the benefit of employees of either the Company or an entity related to the Group.

(vi)

The entity is controlled or jointly controlled by a person identified in (a).

(vii)

A person identified in (a)(i) has significant influence over the entity or is a member of the key management personnel of the entity (or of a parent of the entity).

(viii)

The entity, or any member of a group of which it is a part, provides key management personnel services to the Group or to the Group’s parent.

Close members of the family of a person are those family members who may be expected to influence, or be influenced by, that person in their dealings with the entity.

Derivative financial instruments

(x)Derivative financial instruments

Segment reporting

(y)Segment reporting

Equity investments

(z)Equity investments

Dividends from an investment in equity securities, irrespective of whether classified as at FVPL or FVOCI, are recognized in profit or loss as other income.

Significant accounting policies (Tables)

12 Months Ended

Dec. 31, 2021

Significant accounting policies

Schedule of estimated useful lives of property and equipment


− Properties leased for own use		Over the unexpired lease period
− Office equipment leased for own use		Over the unexpired lease period
− Leasehold improvements		Shorter of 4 years, or over the unexpired lease period
− Fixtures and furniture		5 years
− Office and lab equipment		3 – 5 years
− Computer equipment		3 years
− Motor vehicles		3 years
− Manufacturing equipment		3 years

Schedule of estimated useful lives of intangible assets


- Website and mobile apps		2 years
- Trademark and technology		10 – 20 years
- Products development cost		3 years

Segment information (Tables)

12 Months Ended

Dec. 31, 2021

Segment information

Schedule of results of each reportable segment


	Prevention	Diagnostics	Unallocated	Total
	$	$	$	$
2021
Revenue	16,571,535	259,281,218	—	275,852,753
Gross profit .	7,546,593	100,125,889	(1,541,271)	106,131,211
2020
Revenue	14,264,972	50,914,543	—	65,179,515
Gross profit	6,332,833	20,983,200	(971,214)	26,344,819
2019
Revenue	9,233,089	—	—	9,233,089
Gross profit	3,545,335	—	(830,041)	2,715,294

Schedule of revenue and non-current assets by regions

(i)Revenue

Revenue by regions were as follows:


	Year ended December 31,
	2021	2020	2019
	$	$	$
Hong Kong	124,926,420	35,411,518	4,155,830
United Kingdom	150,926,333	29,767,997	5,077,259
Total revenue	275,852,753	65,179,515	9,233,089

(ii)Non-current assets

Non-current assets (excluding interest in a joint venture and deferred tax assets) by regions were as follows:


	December 31,
	2021	2020	2019
	$	$	$
Hong Kong	10,993,322	3,419,570	2,219,826
United Kingdom	30,334,739	29,510,377	10,115,781
Rest of the world	207,026	45,460	60,718
Total non-current assets	41,535,087	32,975,407	12,396,325

Other income and other net losses (Tables)

12 Months Ended

Dec. 31, 2021

Other income and other net gains/(losses)

Schedule of other income and other net losses


	Year ended December 31,
	2021	2020	2019
	$	$	$
Government subsidies (note)	7,932	513,860	—
Bank interest income	3,980	8,043	15,506
Net exchange gains/(losses)	285,025	(280,360)	(52,534)
Impairment loss on interest in a joint venture (note 13(b))	—	(570,704)	—
Impairment loss on amount due from a joint venture	(176,227)	—	—
Sundry income	18,238	13,757	40,145
	138,948	(315,404)	3,117

Loss before taxation (Tables)

12 Months Ended

Dec. 31, 2021

Loss before taxation

Schedule of expenses by nature


	Year ended December 31,
	2021	2020	2019
	$	$	$

Interest expenses on lease liabilities (notes 9(a) and 18(b))	205,915	49,400	64,107
Imputed interest on deferred consideration	22,235	9,513	—
Changes in the carrying amount of preference shares liabilities (note 26)	5,009,847	—	—
Other interest expenses	33	654	5,283
	5,238,030	59,567	69,390

(b) Staff costs


	Year ended December 31,
	2021	2020	2019
	$	$	$
Salaries, wages and other benefits	76,622,503	16,019,896	7,121,390
Contributions to defined contribution retirement plan	562,427	219,440	192,241
Equity-settled share-based payment expenses	22,141,614	1,229,312	2,515,276
	99,326,544	17,468,648	9,828,907


	Year ended December 31,
	2021	2020	2019
	$	$	$
Cost of inventories (note 15)	52,701,330	10,412,753	4,383,747
Depreciation charge (note 9)
– owned property, plant and equipment	2,745,549	708,637	617,334
– right-of-use assets	1,542,566	583,835	506,738
Amortization of intangible assets (note 10)	3,058,527	1,133,564	1,110,516
Write-off on property, plant and equipment	476,431	—	—
Auditor’s remuneration	1,221,439	566,553	56,763
Miscellaneous laboratory charges	13,953	12,892	15,529

Income tax credit (Tables)

12 Months Ended

Dec. 31, 2021

Income tax credit

Summary of income tax credit


	Year ended December 31,
	2021	2020	2019
	$	$	$
Current tax – Hong Kong Profits Tax
Provision for the year	1,164,222	—	7,266
Current tax – Overseas
Provision for the year	38,475	19,671	—
Deferred tax
Origination and reversal of temporary differences	2,530,047	(1,957,229)	(684,740)
	3,732,744	(1,937,558)	(677,474)

Schedule of reconciliation between tax credit credited to profit or loss and accounting loss


	Year ended December 31,
	2021	2020	2019
	$	$	$
Loss before taxation	(170,284,098)	(3,901,443)	(20,872,675)
Notional tax on loss before taxation, calculated at the applicable rate	(6,622,976)	(697,772)	(3,588,281)
Tax effect of non-deductible expenses	11,587,117	1,111,877	1,278,412
Tax effect of non-taxable income	(1,008,915)	(76,874)	(40,806)
Tax effect of temporary difference not recognized		73,833	90,448
Tax effect on utilization of previously unrecognized tax loss	(579,657)	(692,350)	(6,780)
Tax effect of tax losses not recognized	—	298,651	2,274,273
Tax effect of previously unrecognized temporary differences recognized in current period	360,922	(1,957,229)	(684,740)
Others	(3,747)	2,306	—
Actual tax expense/(credit)	3,732,744	(1,937,558)	(677,474)

Schedule of deferred tax assets and liabilities recognized


	Depreciation		Intangible assets
	allowances in excess		arising from
	of the related	Tax losses	business
	depreciation	recognized	combination	Total
	$	$	$	$
Deferred tax arising from:
At January 1, 2019	135,842	(697,506)	1,231,531	669,867
Credited to profit or loss	(99,338)	(449,624)	(135,778)	(684,740)
Exchange differences	—	(22,735)	37,608	14,873
At December 31, 2019	36,504	(1,169,865)	1,133,361	—
At January 1, 2020	36,504	(1,169,865)	1,133,361	—
Charged/(credited) to profit or loss	315,514	(2,138,179)	(134,564)	(1,957,229)
Exchange differences	12,727	(39,709)	33,057	6,075
At December 31, 2020	364,745	(3,347,753)	1,031,854	(1,951,154)
At January 1, 2021	364,745	(3,347,753)	1,031,854	(1,951,154)
Charged to profit or loss	906,775	1,528,881	94,391	2,530,047
Exchange differences	(3,839)	9,710	(4,968)	903
At December 31, 2021	1,267,681	(1,809,162)	1,121,277	579,796

Loss per share (Tables)

12 Months Ended

Dec. 31, 2021

Loss per share

Schedule of basic and diluted loss per share


	Year ended December 31,
	2021	2020	2019
	$	$	$
Loss
Earnings for the purposes of basic and diluted loss per share:
Loss for the year attributable to equity shareholders of the Company	(174,009,273)	(1,939,689)	(20,141,991)
Number of shares
Weighted-average number of ordinary shares for the purpose of basic and diluted loss per share	14,596,997	13,176,752	12,891,569

Property, plant and equipment (Tables)

12 Months Ended

Dec. 31, 2021

Property, plant and equipment

Schedule of property, plant and equipment


	Right-of-use		Fixtures	Office and
	assets	Leasehold	and	lab	Computer	Motor	Manufacturing
	(note (a))	improvements	furniture	equipment	equipment	vehicles	equipment	Total
	$	$	$	$	$	$	$	$
Cost:
At January 1, 2020	2,635,433	737,558	82,427	2,023,336	380,439	—	—	5,859,193
Additions	949,810	493,127	15,756	1,975,977	203,177	174,865	—	3,812,712
Additions through acquisition of a subsidiary (note 18(d))	—	—	—	3,209	—	—	—	3,209
Disposals	(170,012)	(27,488)	—	(30,466)	(1,006)	—	—	(228,972)
Exchange differences	(14,162)	2,772	(150)	54,707	5,042	8,762	—	56,971
At December 31, 2020 and January 1, 2021	3,401,069	1,205,969	98,033	4,026,763	587,652	183,627	—	9,503,113
Additions	5,370,122	2,702,786	23,885	3,834,862	406,613	316,462	1,262,337	13,917,067
Additions through acquisition of a subsidiary	—	—	26,511	8,912	34,769	—	—	70,192
Disposals	(137,959)	—	—	(702,458)	(56,005)	(40,411)	—	(936,833)
Written off	—	—	(102,101)	(1,570,248)	(524,370)	(2,679)	(99,656)	(2,299,054)
Exchange differences	199,969	(10,333)	(6,354)	(15,493)	(9,116)	(3,817)	—	154,856
At December 31, 2021	8,833,201	3,898,422	39,974	5,582,338	439,543	453,182	1,162,681	20,409,341
Accumulated depreciation:
At January 1, 2020	1,460,548	697,234	55,257	1,237,558	297,752	—	—	3,748,349
Charge for the year	583,835	97,642	15,612	519,982	66,428	8,973	—	1,292,472
Written back on disposals	(170,012)	(25,306)	—	(20,112)	(1,006)	—	—	(216,436)
Exchange differences	(16,900)	3	(4)	426	1,521	364	—	(14,590)
At December 31, 2020 and January 1, 2021	1,857,471	769,573	70,865	1,737,854	364,695	9,337	—	4,809,795
Charge for the year	1,542,566	693,032	25,697	1,544,258	182,186	123,192	177,184	4,288,115
Written back on disposals	(137,959)	—	—	(39,020)	(39,635)	(6,735)	—	(223,349)
Written off	—	—	(84,050)	(1,196,444)	(360,256)	(850)	(7,944)	(1,649,544)
Exchange differences	256,698	(3,448)	5,414	(115,726)	5,494	(1,300)	—	147,132
At December 31, 2021	3,518,776	1,459,157	17,926	1,930,922	152,484	123,644	169,240	7,372,149
Net book value:
At December 31, 2021	5,314,425	2,439,265	22,048	3,651,416	287,059	329,538	993,441	13,037,192
At December 31, 2020	1,543,598	436,396	27,168	2,288,909	222,957	174,290	—	4,693,318

Schedule of net book value of right-of-use assets


		December 31,
		2021	2020
	Note	$	$
Properties leased for own use, carried at depreciated cost	(i)	5,261,372	1,529,513
Office equipment, carried at depreciated cost	(ii)	53,053	14,085
		5,314,425	1,543,598

Schedule of analysis of expense items in relation to leases


	Year ended December 31,
	2021	2020
	$	$
Depreciation charge of right-of-use assets by class of underlying asset:
– Properties leased for own use	1,535,333	575,787
– Office equipment	7,233	8,048
	1,542,566	583,835
Interest on lease liabilities (note 6(a))	205,915	49,400
Expense relating to short-term leases or leases of low-value assets	1,019,937	429,691

Intangible assets (Tables)

12 Months Ended

Dec. 31, 2021

Intangible assets

Schedule of intangible assets


	Website and	Trademark and	Products
	mobile apps	technology	development cost	Total
	$	$	$	$
Cost:
At January 1, 2020	1,073,510	7,238,370	—	8,311,880
Additions through acquisition of a subsidiary (note 32)	—	17,619,789	—	17,619,789
Additions	59,287	445	137,427	197,159
Exchange differences	3,144	1,233,967	—	1,237,111
At December 31, 2020 and January 1, 2021	1,135,941	26,092,571	137,427	27,365,939
Additions	221,594	124,267	2,519,454	2,865,315
Exchange differences	(6,482)	(97,532)	—	(104,014)
At December 31,2021	1,351,053	26,119,306	2,656,881	30,127,240


	Website and	Trademark and	Products
	mobile apps	technology	development cost	Total
	$	$	$	$
Accumulated amortization:
At January 1, 2020	776,289	1,265,314	—	2,041,603
Charge for the year	267,932	861,815	3,817	1,133,564
Exchange differences	—	95,272	—	95,272
At December 31, 2020 and January 1, 2021	1,044,221	2,222,401	3,817	3,270,439
Charge for the year	65,365	2,503,477	489,685	3,058,527
Exchange differences	(94)	(27,914)	—	(28,008)
At December 31, 2021	1,109,492	4,697,964	493,502	6,300,958
Net book value:
At December 31, 2021	241,561	21,421,342	2,163,379	23,826,282
At December 31, 2020	91,720	23,870,170	133,610	24,095,500

Goodwill (Tables)

12 Months Ended

Dec. 31, 2021

Goodwill

Summary of goodwill


		$
At January 1, 2020		3,854,199
Exchange differences		138,808
At December 31, 2020 and January 1, 2021		3,993,007
Exchange differences		(14,942)
At December 31, 2021		3,978,065

Summary of goodwill balance allocated to the CGUs


	December 31,
	2021	2020
	$	$
Prevention EMEA within the Prevention segment	855,284	858,497
Diagnostics EMEA within the Diagnostics segment	3,122,781	3,134,510
	3,978,065	3,993,007


	December 31,
	2021		2020
CGU Prevention EMEA
Pre-tax discount rate	16.0	%	16.9	%
Terminal value growth rate	3.0	%	3.0	%
Average revenue growth rate	24.4	%	28.6	%
CGU Diagnostics EMEA
Pre-tax discount rate	13.7	%	16.9	%
Terminal value growth rate	3.0	%	3.0	%
Average revenue growth rate	18.4	%	20.1	%

Investments in subsidiaries (Tables)

12 Months Ended

Dec. 31, 2021

Investments in subsidiaries

Schedule of list of particulars of subsidiaries


		Particulars of
		issued and
	Place of	paid up	Group’s		Held
	incorporation	capital/registered	effective		by a
Name of company	and business	capital	interest		subsidiary		Principal activity
Prenetics Pte. Ltd.	Singapore	SGD10	100	%	100	%	Provision of services to Group companies
Prenetics EMEA Limited	United Kingdom	GBP76,765.81	100	%	100	%	Genetic and diagnostic health testing
Prenetics Innovation Labs Private Limited	India	INR500,000	100	%	100	%	Provision of services to Group companies
Oxsed Limited (note 32)	United Kingdom	GBP1	100	%	100	%	Genetic and diagnostic health testing and R&D services

Interest in joint venture (Tables)

12 Months Ended

Dec. 31, 2021

Interest in joint venture

Summary of reconciliation to the carrying amount of the joint venture


	December 31,
	2021	2020
	$	$
Share of net assets of a joint venture (note (a))	—	570,704
Less: Provision for impairment (note (b))	—	(570,704)
	—	—

(a)	Details of the Group’s interest in the joint venture as at December 31, 2020, which is accounted for using the equity method in the consolidated financial statements, are as follows:

Form of

Place of

Particulars

Group’s

Held

business

incorporation

of registered

effective

by a

Principal

Name of joint venture

structure

and business

capital

interest

subsidiary

activity

Beijing CircleDNA Gene Technology Co., Ltd*

Incorporated

Beijing, the PRC

RMB65,000,000

44.07

Genetic testing

*	English name for identification only


	December 31,
	2021	2020
	$	$
Gross amounts of Beijing CGT
Current assets	—	1,544,034
Non-current assets	—	52,962
Current liabilities	—	(328,765)
Equity	—	1,268,231
Included in the above assets and liabilities:
Cash and cash equivalents	—	1,164,683
Current financial liabilities (excluding trade and other payables and provisions)	—	109,814

13 Interest in a joint venture (continued)


	Year ended December 31,
	2021**		2020
	$		$
Revenue	191,094		608,086
Loss for the year	(805,639)		(2,518,491)
Other comprehensive income	31,351		98,005
Total comprehensive income	(774,288)		(2,420,486)
Included in the above loss:
Depreciation and amortization	929		18,512
Interest income	1,885		5,983
Interest expense	—		(371)
Reconciled to the Group’s interest in Beijing CGT
Gross amounts of joint venture’s net assets	—		1,268,231
Equity interest	0	%	45	%
Group’s share of joint venture’s net assets	—		570,704
Carrying amount of the Group’s interest	—		570,704

** The column shows Beijing CGT’s results for the period from January 1, 2021 to November 26, 2021.

(b)

Other non-current assets (Tables)

12 Months Ended

Dec. 31, 2021

Other non-current assets

Schedule of other non-current assets


	December 31,
	2021	2020
	$	$
Deposits and prepayments	693,548	193,582

Inventories (Tables)

12 Months Ended

Dec. 31, 2021

Inventories

Schedule of inventories


	December 31,
	2021	2020
	$	$
Consumables and reagent	4,404,959	3,870,493
Finished goods	2,424,267	627,084
	6,829,226	4,497,577

Schedule of inventories recognized as an expense


	December 31,
	2021	2020
	$	$
Carrying amount of inventories sold (note 6(c))	52,701,330	10,412,753

Trade and other receivables (Tables)

12 Months Ended

Dec. 31, 2021

Trade and other receivables

Schedule of trade and other receivables


	December 31,
	2021	2020
	$	$
Trade receivables, net of loss allowance	47,041,538	22,990,727
Deposit	955,854	314,715
Prepayments	6,450,343	578,075
Other receivables	411,559	798,772
	54,859,294	24,682,289

Cash and cash equivalents (Tables)

12 Months Ended

Dec. 31, 2021

Cash and cash equivalents

Schedule of cash and cash equivalents


	December 31,
	2021	2020
	$	$
Cash at bank	35,288,761	14,439,690
Cash on hand	191	50,190
Cash and cash equivalents	35,288,952	14,489,880

Schedule of reconciliation of liabilities arising from financing activities


		Lease
		liabilities
		$
		(Note 24)
At January 1, 2019		1,710,294
Changes from financing cash flows:
Capital element of lease rentals paid		(503,585)
Interest element of lease rentals paid		(64,107)
Total changes from financing cash flows		(567,692)
Other changes:
Increase in lease liabilities from entering into new leases		124,264
Interest expenses (note 6(a))		64,107
Total other changes		188,371
At December 31, 2019		1,330,973

18 Cash and cash equivalents (continued)


			Preference
	Lease	Convertible	shares	Amounts
	liabilities	securities	liabilities	due to
	$	$	$	shareholders	Total
	(Note 24)	(Note 25)	(Note 26)	$	$
At January 1, 2020	1,330,973	—	—	177,459	1,508,432
Changes from financing cash flows:
Proceeds from issuance of convertible securities	—	12,499,363	—	—	12,499,363
Capital element of lease rentals paid	(610,926)	—	—	—	(610,926)
Interest element of lease rentals paid	(49,400)	—	—	—	(49,400)
Increase in amounts due to shareholders	—	—	—	4,477	4,477
Total changes from financing cash flows	(660,326)	12,499,363	—	4,477	11,843,514
Other changes:
Increase in lease liabilities from entering into new leases	949,810	—	—	—	949,810
Interest expenses (note 6(a))	49,400	—	—	—	49,400
Fair value loss on convertible securities (note 25)	—	2,846,750	—	—	2,846,750
Vesting of shares under the Restricted Share Scheme	—	—	—	(48,622)	(48,622)
Total other changes	999,210	2,846,750	—	(48,622)	3,797,338
At December 31, 2020	1,669,857	15,346,113	—	133,314	17,149,284


			Preference
	Lease	Convertible	shares	Amounts due
	liabilities	securities	liabilities	to
	$	$	$	shareholders
	(Note 24)	(Note 25)	(Note 26)	$	Total
At January 1, 2021	1,669,857	15,346,113	—	133,314	17,149,284
Changes from financing cash flows:
Proceeds from issuance of convertible securities	—	4,980,718	—	—	4,980,718
Proceeds from issuance of preference shares liabilities	—	—	25,970,000	—	25,970,000
Capital element of lease rentals paid	(1,299,031)	—	—	—	(1,299,031)
Interest element of lease rentals paid	(205,915)	—	—	—	(205,915)
Decrease in amounts due to shareholders	—	—	—	(128,797)	(128,797)
Total changes from financing cash flows	(1,504,946)	4,980,718	25,970,000	(128,797)	29,316,975
Other changes:
Increase in lease liabilities from entering into new leases	4,896,384	—	—	—	4,896,384
Interest expenses (note 6(a))	205,915	—	—	—	205,915
Fair value loss on convertible securities (note 25)	—	29,054,669	—	—	29,054,669
Fair value loss on preference shares liabilities (note 26)	—	—	125,398,798	—	125,398,798
Changes in the carrying amount of preference shares liabilities (note 26)	—	—	5,009,847	—	5,009,847
Reclassification of Series A, Series B and Series C preference shares from equity	—	—	279,832,806	—	279,832,806
Fair value recognized in other reserve due to amendment of terms (note 25)	—	811,819	—	—	811,819
Converted to Series D preference shares of the Company (note 25)	—	(50,193,319)	50,193,319	—	—
Vesting of shares under the Restricted Share Scheme	—	—	—	(4,517)	(4,517)
Total other changes	5,102,299	(20,326,831)	460,434,770	(4,517)	445,205,721
At December 31, 2021	5,267,210	—	486,404,770	—	491,671,980

Schedule of total cash outflow for leases


	Year ended December 31,
	2021	2020	2019
	$	$	$
Within operating cash flows	(1,019,937)	(429,691)	(125,770)
Within financing cash flows	(1,504,946)	(660,326)	(567,592)
	(2,524,883)	(1,090,017)	(693,362)

Summary of net cash outflow arising from the acquisition of a subsidiary


		$
Intangible assets (note 10)		17,619,789
Property, plant and equipment (note 9)		3,209
Trade receivables		8,031
Other receivables		227,082
Inventories		204,495
Cash and cash equivalents		347,761
Trade payables		(968,089)
Accrued expenses		(68,478)
Total identifiable net assets acquired		17,373,800
Satisfied by:
Cash consideration		3,277,294
Issuance of exchange loan notes		12,870,723
Deferred consideration		1,225,783
		17,373,800
Net cash outflow arising from the Acquisition:
Cash consideration paid		(3,277,294)
Less: cash and cash equivalents acquired		347,761
		(2,929,533)

Financial assets at fair value through profit or loss (Tables)

12 Months Ended

Dec. 31, 2021

Financial assets at fair value through profit or loss

Schedule of financial assets at fair value through profit or loss


		December 31,
		2021	2020
		$	$
Financial assets measured at FVPL
– Unlisted securities	(i)	9,906,000	—
		9,906,000	—

Schedule of movements in balance


	2021	2020
	$	$
At January 1	—	—
Additions during the year	10,000,000	—
Fair value loss on financial assets at fair value through profit or loss	(94,000)	—
At December 31	9,906,000	—

Accrued expenses and other current liabilities (Tables)

12 Months Ended

Dec. 31, 2021

Accrued expenses and other current liabilities

Schedule of accrued expenses and other current liabilities


	December 31,
	2021	2020
	$	$
Accrued staff costs	1,763,099	2,285,566
Accrued expenses	12,131,214	1,892,119
Accrued professional fee	11,877,996	373,441
Value added tax payable	1,893,190	1,819,578
Deposit liabilities	2,690,842	1,215,761
Other payables and accruals	5,923,957	1,343,030
	36,280,298	8,929,495

Contract liabilities (Tables)

12 Months Ended

Dec. 31, 2021

Contract liabilities

Schedule of contract liabilities


	December 31,
	2021	2020
	$	$
Contract liabilities	9,587,245	7,054,586

Movement in contract liabilities is as follows:


		$
Balance at January 1, 2020		5,569,004
Decrease in contract liabilities as a result of recognizing revenue		(5,012,911)
Increase in contract liabilities as a result of receiving sales deposit/non-refundable consideration from contract customer		6,498,493
Balance at December 31, 2020 and January 1, 2021		7,054,586
Decrease in contract liabilities as a result of recognizing revenue		(3,204,988)
Increase in contract liabilities as a result of receiving sales deposit/non-refundable consideration from contract customer		5,737,647
Balance at December 31, 2021		9,587,245

Lease liabilities (Tables)

12 Months Ended

Dec. 31, 2021

Lease liabilities

Schedule of remaining contractual maturities of the lease liabilities


	December 31,
	2021	2020
	$	$
Within 1 year	1,666,978	865,283
After 1 year but within 2 years	1,191,547	543,036
After 2 years but within 5 years	1,298,897	261,538
After 5 years	1,109,788	—
	3,600,232	804,574
Total	5,267,210	1,669,857

Convertible securities (Tables)

12 Months Ended

Dec. 31, 2021

Convertible securities

Schedule of convertible securities


	2021	2020
	$	$
At January 1	15,346,113	—
Proceeds from issuance of convertible securities	4,980,718	12,499,363
Changes in fair value recognized in profit or loss	29,054,669	2,846,750
Changes in fair value recognized in other reserve due to amendment of terms	811,819	—
Converted to Series D preference shares of the Company (note 26)	(50,193,319)	—
At December 31	—	15,346,113

Preference shares liabilities (Tables)

12 Months Ended

Dec. 31, 2021

Preference shares liabilities.

Schedule of movements in preference shares liabilities


	Present
	value of
	redemption	Conversion
	amount	feature	Total
	$	$	$
At January 1, 2020, December 31, 2020 and January 1, 2021	—	—	—
Reclassification of Series A, Series B and Series C preference shares from equity	25,433,864	254,398,942	279,832,806
Conversion of convertible securities to Series D preference shares (note 25)	11,974,503	38,218,816	50,193,319
Issuance of Series E preference shares	18,954,939	7,015,061	25,970,000
Changes in the carrying amount of preference shares liabilities (note 6(a))	5,009,847	—	5,009,847
Changes in fair value recognized in profit or loss	—	125,398,798	125,398,798
At December 31, 2021	61,373,153	425,031,617	486,404,770

Capital and reserves (Tables)

12 Months Ended

Dec. 31, 2021

Capital and reserves

Summary of issued share capital


		2021		2020
	Note	No. of shares	$	No. of shares	$
Authorized ordinary shares of $0.0001 each	(ii)	500,000,000	50,000	—	—
Ordinary shares of $0.0001 each/ ordinary shares, issued and fully paid:
At the beginning of the year		14,543,817	15,349,833	12,891,569	7,800,575
Reclassification to share premium arising from the restructuring	(ii)	—	(15,348,379)	—	—
Shares issued	(iii)	388,216	39	1,652,248	7,549,258
At the end of the year	(v)	14,932,033	1,493	14,543,817	15,349,833
Series A preference shares, issued and fully paid:
At the beginning of the year		4,154,726	2,296,598	4,154,726	2,296,598
Reclassification to preference shares liabilities	(iii)	(4,154,726)	(2,296,598)	—	—
At the end of the year		—	—	4,154,726	2,296,598
Series B preference shares, issued and fully paid:
At the beginning of the year		5,338,405	5,554,173	5,338,405	5,554,173
Reclassification to preference shares liabilities	(iii)	(5,338,405)	(5,554,173)	—	—
At the end of the year		—	—	5,338,405	5,554,173
Series C preference shares, issued and fully paid:
At the beginning of the year		10,532,116	30,040,000	10,532,116	30,040,000
Reclassification to preference shares liabilities	(iii)	(10,532,116)	(30,040,000)	—	—
At the end of the year		—	—	10,532,116	30,040,000
Total share capital			1,493		53,240,604

Equity settled share-based transactions (Tables)

12 Months Ended

Dec. 31, 2021

Disclosure of terms and conditions of share-based payment arrangement [line items]

Schedule of details of the share options outstanding


		Number of
		instruments
Share options granted to directors		8,631,256
Share options granted to employees		1,311,394
Share options granted to third parties (note)		814,746
		10,757,396

Schedule of number and weighted average exercise prices of share options


	2021		2020
	Weightedaverage	Number	Weightedaverage	Number of
	exercise price	of options	exercise price	options
	$		$
Outstanding at the beginning of the year	0.01	10,757,396	0.01	10,527,131
Forfeited during the year	0.01	(6,176)	0.01	(18,708)
Cancelled during the year	—	—	—	(12,304)
Rolled up to restricted share units		(10,751,220)		—
Granted during the year	—	—	0.01	261,277
Outstanding at the end of the year	—	—	0.01	10,757,396
Exercisable at the end of the year	—	—	0.01	10,366,802

Schedule of fair value of share options and assumptions


	2020
Fair value of share options and key assumptions
Fair value at measurement date	$4.11 – $5.49
Share price	$4.12 – $5.50
Exercise price	$0.01
Expected volatility	51.97% – 88.74	%
Expected option life	1.5 years – 2 years
Expected dividends	0	%
Risk-free interest rate (based on 5‑year HKSAR government bonds)	0.090% – 0.805	%
Likelihood of achieving a redemption event	—
Likelihood of achieving a liquidity event	70	%

Schedule of details of the restricted share units outstanding


		Number of instruments
Restricted share units granted to directors		11,900,009
Restricted share units granted to employees		2,033,151
Restricted share units granted to third parties		815,057
		14,748,217

Schedule of fair value of RSUs and assumptions


	2021
Fair value of restricted share units and key assumptions
Fair value at measurement date	$	13.89 – $18.91
Share price	$	13.89 – $18.91
Exercise price	$	0.01
Expected volatility		41.03% – 44.26	%
Expected option life		1 year
Expected dividends		0	%
Risk-free interest rate (based on 5-year HKSAR government bonds)		1% – 1.13	%
Likelihood of achieving a redemption event		5	%
Likelihood of achieving a liquidity event		5	%

Restricted shares

Disclosure of terms and conditions of share-based payment arrangement [line items]

Schedule of movement of restricted shares granted based on the restrictions and vesting conditions


	2021	2020
Unvested restricted shares subject to claw-back, at January 1	451,682	5,313,900
Vested and not subject to claw-back during the year	(451,682)	(4,862,218)
Unvested restricted shares subject to claw-back, at December 31	—	451,682

Restricted Share Units

Disclosure of terms and conditions of share-based payment arrangement [line items]

Schedule of movement of restricted shares granted based on the restrictions and vesting conditions


	2021		2020
	Weighted average	Number of	Weighted average	Number of
	exercise price	restricted share	exercise price	restricted share
	$	units	$	units
Outstanding at the beginning of the year	0.01	—	—	—
Rolled up from options	0.01	10,751,220	—	—
Granted during the year	0.01	3,996,997	—	—
Outstanding at the end of the year	0.01	14,748,217	—	—
Exercisable at the end of the year	0.01	—	—	—

Financial risk management and fair values of financial instruments (Tables)

12 Months Ended

Dec. 31, 2021

Financial risk management and fair values of financial instruments

Schedule of movement in the loss allowance account in respect of trade receivable


	2021	2020
	$	$
Balance at January 1	411,059	22,490
Impairment losses recognized during the year	110,114	386,387
Exchange differences	(2,205)	2,182
Balance at December 31	518,968	411,059

Schedule of remaining contractual maturities at the end of the reporting period of the non-derivative financial liabilities and derivative financial liabilities, which are based on contractual undiscounted cash flows


	Contractual undiscounted cash outflow
	Within 1 year	Between 1 and 2	More than
	or on demand	years	2 years	Total	Carrying amount
	$	$	$	$	$
As at December 31, 2021
Liabilities
Trade payables	9,979,726	—	—	9,979,726	9,979,726
Accrued expenses and other current liabilities	36,280,298	—	—	36,280,298	36,280,298
Lease liabilities	1,921,466	1,743,456	2,316,248	5,981,170	5,267,210
Preference share liabilities – redemption amount	—	—	123,556,616	123,556,616	61,373,153
Total liabilities	48,181,490	1,743,456	125,872,864	175,797,810	112,900,387
As at December 31, 2020
Liabilities
Trade payables	13,436,941	—	—	13,436,941	13,436,941
Accrued expenses and other current liabilities	8,930,905	—	—	8,930,905	8,930,905
Deferred consideration	1,358,189	—	—	1,358,189	1,304,588
Convertible securities	12,499,363	—	—	12,499,363	15,346,113
Lease liabilities	919,031	567,863	267,852	1,754,746	1,669,857
Amounts due to shareholders	133,314	—	—	133,314	133,314
Total liabilities	37,277,743	567,863	267,852	38,113,458	40,821,718

Schedule of amounts for the exposure to currency risk


	December 31, 2021
	USD	RMB
	$	$
Trade receivables	373,889	—
Deposits and prepayments	3,899,656	4,500,406
Cash and cash equivalents	1,231,648	14
Trade payables	(2,112,494)	(6,113,239)
Accrued expenses and other current liabilities	(11,420,246)	(107)
Net exposure to currency risk	(8,027,547)	(1,612,926)


	December 31, 2020
	USD	RMB
	$	$
Trade receivables	169	—
Other receivables	—	290
Amount due from a shareholder	192	—
Amount due from a joint venture	—	180,825
Cash and cash equivalents	3,503,003	1,450
Trade payables	(109,390)	(4,666,840)
Net exposure to currency risk	3,393,974	(4,484,275)

Schedule of sensitivity analysis


	2021			2020
	Increase/			Increase/
	(decrease) in		Effect on profit	(decrease) in		Effect on profit
	foreign		after tax and	foreign		after tax and
	exchange		retained profits	exchange		retained profits
	rates		$	rates		$
USD	1	%	(67,269)	1	%	27,206
	(1)	%	67,269	(1)	%	(27,206)
RMB	1	%	(13,468)	1	%	(37,444)
	(1)	%	13,468	(1)	%	37,444

Schedule of fair value measurements


		Fair value measurements as at
	Fair value at	December 31, 2021 categorized
	December 31,	into
	2021	Level 1	Level 2	Level 3
	$	$	$	$
Recurring fair value measurements
Assets:
Financial assets at fair value through profit or loss:	9,906,000	—	—	9,906,000
– Unlisted securities
Liabilities:
Preference shares liabilities – conversion feature	425,031,617	—	—	425,031,617


		Fair value measurements as at
	Fair value at	December 31, 2020 categorized
	December 31,	into
	2020	Level 1	Level 2	Level 3
	$	$	$	$
Recurring fair value measurements
Liabilities:
Convertible securities	15,346,113	—	—	15,346,113

Schedule of information about Level 3 fair value measurements

Type	Valuation technique	Significant unobservable inputs	Inter-relationship between significant unobservable inputs and fair value measurement
Financial assets at fair value through profit or loss	Adjusted net asset value	Underlying assets’ value	The estimated fair value would increase if the underlying assets’ value is higher.
Preferred shares liabilities – conversion feature	Discounted cash flow and equity allocation method: the conversion feature is measured by deducting the present value of the expected redemption amount from the fair value of the preferred shares. The fair value of the preferred shares is determined by applying the equity allocation method to the total equity value of the Group estimated based on the net present value of future cash flows.	– risk-adjusted discount rate adopted in the discounted cashflow method for the valuation of equity interest: 15.90% – discount for lack of marketability: 12% – expected volatility adopted in the equity allocation method: 41.03%	The estimated fair value would increase (decrease) if: the – risk-adjusted discount rate were lower (higher); – the discount for lack of marketability were lower (higher); or – the expected volatility were higher (lower)
Convertible securities	Discounted cash flow and binomial tree pricing model: the valuation model considers the total equity value of the Group based on the net present value of future cash flows, and the binomial tree pricing model to determine the fair value of the convertible securities.	– risk-adjusted discount rate adopted in the discounted cashflow method for the valuation of equity interest: 15.90% – expected volatility 40.60%	The estimated fair value would increase (decrease) if: – the risk-adjusted discount rate were lower (higher); or – the expected volatility were higher (lower)

Schedule of changes in the Group's loss if there is an change in the significant unobservable inputs used


	December 31, 2021
	Increase/
	decrease) in	Increase/
	significant	(decrease) on
	unobservable	the Group’s
	inputs	loss
Significant unobservable inputs	%	$
Risk-adjusted discount rate	5	(48,370,219)
	(5)	55,767,113
Discount for lack of marketability	5	(1,795,038)
	(5)	1,795,061
Expected volatility	5	84,785
	(5)	(89,520)

Related party transactions (Tables)

12 Months Ended

Dec. 31, 2021

Related party transactions

Schedule of transactions with other related parties


	Year ended December 31,
	2021	2020	2019
	$	$	$
Sales to a shareholder	—	16,950	393,342
Purchase from a joint venture	53,981	21,119	5,590
Services provided by a company with control from a director	90,353	—	—
Legal and professional fee paid on behalf of related companies	9,060	—	—

Reporting entity (Details)	12 Months Ended
Reporting entity (Details)	Dec. 31, 2021 Vote
General Information About Reporting Entity [line items]
Number of votes	1
Ifrs Common Class A [Member]
General Information About Reporting Entity [line items]
Number of votes	1
Ifrs Common Class B [Member]
General Information About Reporting Entity [line items]
Number of votes	20

Significant accounting policies (Details) - USD ($)	12 Months Ended
Significant accounting policies (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Significant accounting policies
Net current liabilities	$ 400,894,913
Proceeds from issuance of convertible securities	4,980,718	$ 12,499,363
Convertible securities	0	$ 15,346,113	$ 0
Gain or loss on change in interests in a subsidiary	0
Equity interest in joint venture, when share of losses exceeds its interest	$ 0

Significant accounting policies Property - plant and equipment (Details)	12 Months Ended
	Dec. 31, 2021
Leasehold improvements
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful lives	4 years
Fixtures and furniture
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful lives	5 years
Office and lab equipment \| Minimum
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful lives	3 years
Office and lab equipment \| Maximum
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful lives	5 years
Computer equipment
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful lives	3 years
Motor vehicles
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful lives	3 years
Manufacturing equipment
Disclosure of detailed information about property, plant and equipment [line items]
Estimated useful lives	3 years

Significant accounting policies - Intangible assets (other than goodwill) (Details)	12 Months Ended
	Dec. 31, 2021
Website and mobile apps
Disclosure of detailed information about intangible assets [line items]
Estimated useful lives	2 years
Trademark and technology \| Minimum
Disclosure of detailed information about intangible assets [line items]
Estimated useful lives	10 years
Trademark and technology \| Maximum
Disclosure of detailed information about intangible assets [line items]
Estimated useful lives	20 years
Products development cost
Disclosure of detailed information about intangible assets [line items]
Estimated useful lives	3 years

Significant accounting policies - Additional Information (other than goodwill) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
IFRS Statement [Line Items]
Revenue recognition, expected service period	5 years
Period of unconditional right of return of unopened Circle HealthPod	30 days
Threshold period for registering purchase for warranty Circle HealthPod	30 days
Breakage revenue from unreturned kits	$ 347,894	$ 3,325,906
Minimum
IFRS Statement [Line Items]
Consideration refundable period from the date of delivery passed, deposit liabilities	5 days
Consideration refundable period from the date of delivery, services upfront	5 days
Sample return period	3 months
Maximum
IFRS Statement [Line Items]
Consideration refundable period from the date of delivery passed, deposit liabilities	30 days
Consideration refundable period from the date of delivery, services upfront	30 days
Sample return period	6 months

Segment information - Results of each reportable segment (Details)	12 Months Ended
	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)
Disclosure of operating segments [line items]
Number of reportable segments	2
Revenue	$ 275,852,753	$ 65,179,515	$ 9,233,089
Gross profit	106,131,211	26,344,819	2,715,294
Prevention
Disclosure of operating segments [line items]
Revenue	16,571,535	14,264,972	9,233,089
Gross profit	7,546,593	6,332,833	3,545,335
Diagnostics
Disclosure of operating segments [line items]
Revenue	259,281,218	50,914,543
Gross profit	100,125,889	20,983,200
Unallocated
Disclosure of operating segments [line items]
Gross profit	$ (1,541,271)	$ (971,214)	$ (830,041)

- Definition

The income arising in the course of an entity's ordinary activities. Income is increases in assets, or decreases in liabilities, that result in increases in equity, other than those relating to contributions from holders of equity claims.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 8
-IssueDate 2021-01-01
-Paragraph 28
-Subparagraph a
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=8&code=ifrs-tx-2021-en-r&anchor=para_28_a&doctype=Standard
-URIDate 2021-03-24

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 8
-IssueDate 2021-01-01
-Paragraph 23
-Subparagraph a
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=8&code=ifrs-tx-2021-en-r&anchor=para_23_a&doctype=Standard
-URIDate 2021-03-24

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 8
-IssueDate 2021-01-01
-Paragraph 32
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=8&code=ifrs-tx-2021-en-r&anchor=para_32&doctype=Standard
-URIDate 2021-03-24

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 8
-IssueDate 2021-01-01
-Paragraph 33
-Subparagraph a
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=8&code=ifrs-tx-2021-en-r&anchor=para_33_a&doctype=Standard
-URIDate 2021-03-24

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 8
-IssueDate 2021-01-01
-Paragraph 34
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=8&code=ifrs-tx-2021-en-r&anchor=para_34&doctype=Standard
-URIDate 2021-03-24

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Name IAS
-Number 1
-IssueDate 2021-01-01
-Paragraph 82
-Subparagraph a
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IAS&num=1&code=ifrs-tx-2021-en-r&anchor=para_82_a&doctype=Standard
-URIDate 2021-03-24

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Name IAS
-Number 1
-IssueDate 2021-01-01
-Paragraph 103
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IAS&num=1&code=ifrs-tx-2021-en-r&anchor=para_103&doctype=Standard
-URIDate 2021-03-24

Reference 8: http://www.xbrl.org/2003/role/exampleRef
-Name IAS
-Number 1
-IssueDate 2021-01-01
-Paragraph 102
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IAS&num=1&code=ifrs-tx-2021-en-r&anchor=para_102&doctype=Standard
-URIDate 2021-03-24

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 5
-IssueDate 2021-01-01
-Paragraph 33
-Subparagraph b
-Clause i
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=5&code=ifrs-tx-2021-en-r&anchor=para_33_b_i&doctype=Standard
-URIDate 2021-03-24

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name IFRS
-Number 12
-IssueDate 2021-01-01
-Paragraph B12
-Subparagraph b
-Clause v
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=12&code=ifrs-tx-2021-en-r&anchor=para_B12_b_v&doctype=Appendix&subtype=B
-URIDate 2021-03-24

Reference 11: http://www.xbrl.org/2003/role/exampleRef
-Name IFRS
-Number 12
-IssueDate 2021-01-01
-Paragraph B10
-Subparagraph b
-URI http://eifrs.ifrs.org/eifrs/xifrs-link?type=IFRS&num=12&code=ifrs-tx-2021-en-r&anchor=para_B10_b&doctype=Appendix&subtype=B
-URIDate 2021-03-24

+ Details

Segment information - Revenue (Details) - USD ($)	12 Months Ended
Segment information - Revenue (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Disclosure of geographical areas [line items]
Revenue	$ 275,852,753	$ 65,179,515	$ 9,233,089
Non-current assets	41,535,087	32,975,407	12,396,325
Hong Kong
Disclosure of geographical areas [line items]
Revenue	124,926,420	35,411,518	4,155,830
Non-current assets	10,993,322	3,419,570	2,219,826
United Kingdom
Disclosure of geographical areas [line items]
Revenue	150,926,333	29,767,997	5,077,259
Non-current assets	30,334,739	29,510,377	10,115,781
Rest of the world
Disclosure of geographical areas [line items]
Non-current assets	$ 207,026	$ 45,460	$ 60,718

- Definition

+ References

+ Details

Segment information - Additional information (Details)	12 Months Ended
Segment information - Additional information (Details)	Dec. 31, 2021 item customer	Dec. 31, 2020 item	Dec. 31, 2020	Dec. 31, 2019 item
Disclosure of credit risk exposure [line items]
Number of customers	2		2	2
Percentage of revenue	10.00%		10.00%	10.00%
Number of suppliers	0	3	3	2
Percentage of direct costs	10.00%		10.00%	10.00%
Supplier one
Disclosure of credit risk exposure [line items]
Percentage of direct costs			16.00%	24.00%
Supplier two
Disclosure of credit risk exposure [line items]
Percentage of direct costs			13.00%	11.00%
Supplier three
Disclosure of credit risk exposure [line items]
Percentage of direct costs			13.00%
Customer one
Disclosure of credit risk exposure [line items]
Percentage of revenue	14.00%		20.00%	13.00%
Customer two
Disclosure of credit risk exposure [line items]
Percentage of revenue	11.00%		20.00%	10.00%

Revenue (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Revenue
Contract liabilities	$ 9,587,245	$ 7,054,586	$ 5,569,004

Other income and other net gains (losses) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Other income and other net gains/(losses)
Government subsidies (note)	$ 7,932	$ 513,860
Bank interest income	3,980	8,043	$ 15,506
Net exchange gains/(losses)		(280,360)	(52,534)
Net exchange gains/(losses)	285,025
Impairment loss on interest in a joint venture		(570,704)
Impairment loss on interest in joint venture (note 13(b))	(176,227)
Sundry income	18,238	13,757	40,145
Other income and other net losses	$ 138,948	$ (315,404)	$ 3,117

Other income and other net losses - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Other income and other net gains/(losses)
Revenue from funding support of employee support scheme		$ 470,165
Revenue from Funding Support of Jobs Support Scheme	$ 7,932	$ 43,695

Loss before taxation - Finance costs and Staff costs (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Finance costs
Interest expenses on lease liabilities (note 6(a))	$ 205,915	$ 49,400	$ 64,107
Imputed interest on deferred consideration	22,235	9,513
Changes in the carrying amount of preference shares liabilities (note 26)	5,009,847
Other interest expenses	33	654	5,283
Finance costs	5,238,030	59,567	69,390
Staff costs
Salaries, wages and other benefits	76,622,503	16,019,896	7,121,390
Contributions to defined contribution retirement plan	562,427	219,440	192,241
Equity-settled share-based payment expenses	22,141,614	1,229,312	2,515,276
Staff costs	$ 99,326,544	$ 17,468,648	$ 9,828,907

Loss before taxation - Staff costs - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Disclosure of attribution of expenses by nature to their function [line items]
Staff costs	$ 99,326,544	$ 17,468,648	$ 9,828,907
Direct costs
Disclosure of attribution of expenses by nature to their function [line items]
Staff costs	48,414,622	5,377,536	481,792
Selling and distribution expenses
Disclosure of attribution of expenses by nature to their function [line items]
Staff costs	1,299,320	675,418	376,102
Administrative and other operating expenses
Disclosure of attribution of expenses by nature to their function [line items]
Staff costs	42,669,294	9,359,041	6,089,156
Research and development expenses
Disclosure of attribution of expenses by nature to their function [line items]
Staff costs	$ 6,943,308	$ 2,056,653	$ 2,881,857

Loss before taxation - Other items (Details) - USD ($)	12 Months Ended
Loss before taxation - Other items (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Other items
Cost of inventories (note 15)	$ 52,701,330	$ 10,412,753	$ 4,383,747
Depreciation charge (note 9)
- owned property, plant and equipment	2,745,549	708,637	617,334
- right-of-use assets	1,542,566	583,835	506,738
Amortization of intangible assets (note 10)	3,058,527	1,133,564	1,110,516
Write-off on property, plant and equipment	476,431	0	0
Auditor's remuneration	1,221,439	566,553	56,763
Miscellaneous laboratory charges	$ 13,953	$ 12,892	$ 15,529

Loss before taxation - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Direct costs
Disclosure of attribution of expenses by nature to their function [line items]
Depreciation and amortization charges	$ 1,182,134	$ 462,809	$ 348,249
Administrative and other operating expenses
Disclosure of attribution of expenses by nature to their function [line items]
Depreciation and amortization charges	6,018,632	1,900,065	1,798,790
Research and development expenses
Disclosure of attribution of expenses by nature to their function [line items]
Depreciation and amortization charges	$ 145,876	$ 63,162	$ 87,549

Income tax expense Taxation in the consolidated statements of profit or loss represents (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Deferred tax
Origination and reversal of temporary differences	$ 2,530,047	$ (1,957,229)	$ (684,740)
Actual tax credit	3,732,744	(1,937,558)	(677,474)
Hong Kong
Current tax - Overseas
Provision for the year	1,164,222		7,266
Deferred tax
Actual tax credit		0	$ 0
Overseas
Current tax - Overseas
Provision for the year	$ 38,475	$ 19,671

- Definition

The aggregate amount included in the determination of profit (loss) for the period in respect of current tax and deferred tax. [Refer: Current tax expense (income); Deferred tax expense (income)]

+ References + Details

Income tax credit (Details) - USD ($)		12 Months Ended			36 Months Ended
Income tax credit (Details) - USD ($)	Jun. 10, 2021	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2021
Income Tax Disclosure [Line Items]
Applicable tax rate	25.00%	25.17%
Provision for income tax		$ 3,732,744	$ (1,937,558)	$ (677,474)
Hong Kong
Income Tax Disclosure [Line Items]
Applicable tax rate		16.50%
Provision for income tax			0	0
United Kingdom
Income Tax Disclosure [Line Items]
Applicable tax rate		19.00%
Provision for income tax			0	0
PRC
Income Tax Disclosure [Line Items]
Applicable tax rate		25.00%
Provision for income tax		$ 0	$ 0	$ 0
Singapore
Income Tax Disclosure [Line Items]
Applicable tax rate		17.00%
Provision for income tax					$ 0

- Definition

The aggregate amount included in the determination of profit (loss) for the period in respect of current tax and deferred tax. [Refer: Current tax expense (income); Deferred tax expense (income)]

+ References + Details

Income tax credit - Reconciliation between tax credit to profit or loss (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Reconciliation of income tax credit
Loss before taxation	$ (170,284,098)	$ (3,901,443)	$ (20,872,675)
Notional tax on loss before taxation, calculated at the applicable rate	(6,622,976)	(697,772)	(3,588,281)
Tax effect of non-deductible expenses	11,587,117	1,111,877	1,278,412
Tax effect of non-taxable income	(1,008,915)	(76,874)	(40,806)
Tax effect of temporary difference not recognized		73,833	90,448
Tax effect Utilization of Previously Unrecognized Tax Loss	(579,657)	(692,350)	(6,780)
Tax effect of tax losses not recognized		298,651	2,274,273
Tax effect of previously unrecognized temporary differences recognized in current period	360,922	(1,957,229)	(684,740)
Others	(3,747)	2,306
Actual tax credit	$ 3,732,744	$ (1,937,558)	$ (677,474)

Income tax credit - Deferred tax assets and liabilities (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
At the beginning of the period	$ (1,951,154)		$ 669,867
Charged/(credited) to profit or loss	2,530,047	$ (1,957,229)	(684,740)
Exchange differences	903	6,075	14,873
At the end of the year	579,796	(1,951,154)
Depreciation allowances in excess of the related depreciation
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
At the beginning of the period	364,745	36,504	135,842
Charged/(credited) to profit or loss	906,775	315,514	(99,338)
Exchange differences	(3,839)	12,727
At the end of the year	1,267,681	364,745	36,504
Tax losses recognized
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
At the beginning of the period	(3,347,753)	(1,169,865)	(697,506)
Charged/(credited) to profit or loss	1,528,881	(2,138,179)	(449,624)
Exchange differences	9,710	(39,709)	(22,735)
At the end of the year	(1,809,162)	(3,347,753)	(1,169,865)
Intangible assets arising from business combination
Disclosure of temporary difference, unused tax losses and unused tax credits [line items]
At the beginning of the period	1,031,854	1,133,361	1,231,531
Charged/(credited) to profit or loss	94,391	(134,564)	(135,778)
Exchange differences	(4,968)	33,057	37,608
At the end of the year	$ 1,121,277	$ 1,031,854	$ 1,133,361

Income tax credit - Deferred tax assets not recognized (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2021
Income tax credit
Deferred tax assets	$ 1,951,154		$ 79,702
Tax Losses Utilized	$ 3,050,828	$ 17,804,824

Loss per share (Details) - USD ($)	12 Months Ended
Loss per share (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Earnings for the purposes of basic and diluted loss per share:
Loss for the year attributable to equity shareholders of the Company	$ (174,009,273)	$ (1,939,689)	$ (20,141,991)
Number of shares
Weighted-average number of ordinary shares for the purpose of basic and diluted loss per share	14,596,997	13,176,752	12,891,569

Loss per share - Additional Information (Details) - shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Share options
Earnings per share [line items]
Anti-dilutive excluded from the diluted weighted-average number of ordinary shares		10,272,389	10,043,892
Preference shares
Earnings per share [line items]
Anti-dilutive excluded from the diluted weighted-average number of ordinary shares		20,025,247	20,025,247
Convertible securities
Earnings per share [line items]
Anti-dilutive excluded from the diluted weighted-average number of ordinary shares		2,729,893
Exchangeable notes
Earnings per share [line items]
Anti-dilutive excluded from the diluted weighted-average number of ordinary shares	776,432	1,164,648
Restricted Share Units
Earnings per share [line items]
Anti-dilutive excluded from the diluted weighted-average number of ordinary shares	12,400,419

Property, plant and equipment (Details) - USD ($)	12 Months Ended
Property, plant and equipment (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	$ 4,693,318
Charge for the year	2,745,549	$ 708,637	$ 617,334
Property, plant and equipment at end of period	13,037,192	4,693,318
Acquisition and manufacturing costs
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	9,503,113	5,859,193
Additions	13,917,067	3,812,712
Additions through acquisition of a subsidiary (note 18(d))	70,192	3,209
Disposals	(936,833)	(228,972)
Exchange differences	154,856	56,971
Written off	(2,299,054)
Property, plant and equipment at end of period	20,409,341	9,503,113	5,859,193
Accumulated depreciation and amortization
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	(4,809,795)	(3,748,349)
Charge for the year	4,288,115	1,292,472
Written back on disposals	(223,349)	(216,436)
Exchange differences	147,132	(14,590)
Written off	(1,649,544)
Property, plant and equipment at end of period	(7,372,149)	(4,809,795)	(3,748,349)
Right-of-use assets
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	1,543,598
Property, plant and equipment at end of period	5,314,425	1,543,598
Right-of-use assets \| Acquisition and manufacturing costs
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	3,401,069	2,635,433
Additions	5,370,122	949,810
Disposals	(137,959)	(170,012)
Exchange differences	199,969	(14,162)
Property, plant and equipment at end of period	8,833,201	3,401,069	2,635,433
Right-of-use assets \| Accumulated depreciation and amortization
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	(1,857,471)	(1,460,548)
Charge for the year	1,542,566	583,835
Written back on disposals	(137,959)	(170,012)
Exchange differences	256,698	(16,900)
Property, plant and equipment at end of period	(3,518,776)	(1,857,471)	(1,460,548)
Leasehold improvements
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	436,396
Property, plant and equipment at end of period	2,439,265	436,396
Leasehold improvements \| Acquisition and manufacturing costs
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	1,205,969	737,558
Additions	2,702,786	493,127
Disposals		(27,488)
Exchange differences	(10,333)	2,772
Property, plant and equipment at end of period	3,898,422	1,205,969	737,558
Leasehold improvements \| Accumulated depreciation and amortization
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	(769,573)	(697,234)
Charge for the year	693,032	97,642
Written back on disposals		(25,306)
Exchange differences	(3,448)	3
Property, plant and equipment at end of period	(1,459,157)	(769,573)	(697,234)
Fixtures and furniture
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	27,168
Property, plant and equipment at end of period	22,048	27,168
Fixtures and furniture \| Acquisition and manufacturing costs
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	98,033	82,427
Additions	23,885	15,756
Additions through acquisition of a subsidiary (note 18(d))	26,511
Exchange differences	(6,354)	(150)
Written off	(102,101)
Property, plant and equipment at end of period	39,974	98,033	82,427
Fixtures and furniture \| Accumulated depreciation and amortization
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	(70,865)	(55,257)
Charge for the year	25,697	15,612
Exchange differences	5,414	(4)
Written off	(84,050)
Property, plant and equipment at end of period	(17,926)	(70,865)	(55,257)
Office and lab equipment
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	2,288,909
Property, plant and equipment at end of period	3,651,416	2,288,909
Office and lab equipment \| Acquisition and manufacturing costs
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	4,026,763	2,023,336
Additions	3,834,862	1,975,977
Additions through acquisition of a subsidiary (note 18(d))	8,912	3,209
Disposals	(702,458)	(30,466)
Exchange differences	(15,493)	54,707
Written off	(1,570,248)
Property, plant and equipment at end of period	5,582,338	4,026,763	2,023,336
Office and lab equipment \| Accumulated depreciation and amortization
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	(1,737,854)	(1,237,558)
Charge for the year	1,544,258	519,982
Written back on disposals	(39,020)	(20,112)
Exchange differences	(115,726)	426
Written off	(1,196,444)
Property, plant and equipment at end of period	(1,930,922)	(1,737,854)	(1,237,558)
Computer equipment
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	222,957
Property, plant and equipment at end of period	287,059	222,957
Computer equipment \| Acquisition and manufacturing costs
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	587,652	380,439
Additions	406,613	203,177
Additions through acquisition of a subsidiary (note 18(d))	34,769
Disposals	(56,005)	(1,006)
Exchange differences	(9,116)	5,042
Written off	(524,370)
Property, plant and equipment at end of period	439,543	587,652	380,439
Computer equipment \| Accumulated depreciation and amortization
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	(364,695)	(297,752)
Charge for the year	182,186	66,428
Written back on disposals	(39,635)	(1,006)
Exchange differences	5,494	1,521
Written off	(360,256)
Property, plant and equipment at end of period	(152,484)	(364,695)	$ (297,752)
Motor vehicles
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	174,290
Property, plant and equipment at end of period	329,538	174,290
Motor vehicles \| Acquisition and manufacturing costs
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	183,627
Additions	316,462	174,865
Disposals	(40,411)
Exchange differences	(3,817)	8,762
Written off	(2,679)
Property, plant and equipment at end of period	453,182	183,627
Motor vehicles \| Accumulated depreciation and amortization
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at beginning of period	(9,337)
Charge for the year	123,192	8,973
Written back on disposals	(6,735)
Exchange differences	(1,300)	364
Written off	(850)
Property, plant and equipment at end of period	(123,644)	$ (9,337)
Manufacturing equipment
Disclosure of detailed information about property, plant and equipment [line items]
Property, plant and equipment at end of period	993,441
Manufacturing equipment \| Acquisition and manufacturing costs
Disclosure of detailed information about property, plant and equipment [line items]
Additions	1,262,337
Written off	(99,656)
Property, plant and equipment at end of period	1,162,681
Manufacturing equipment \| Accumulated depreciation and amortization
Disclosure of detailed information about property, plant and equipment [line items]
Charge for the year	177,184
Written off	(7,944)
Property, plant and equipment at end of period	$ (169,240)

Property, plant and equipment - Right-of-use assets (Details) - Right-of-use Assets [Member] - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Disclosure of detailed information about property, plant and equipment [line items]
Right-of-use assets	$ 5,314,425	$ 1,543,598
Properties
Disclosure of detailed information about property, plant and equipment [line items]
Right-of-use assets	5,261,372	1,529,513
Office and lab equipment
Disclosure of detailed information about property, plant and equipment [line items]
Right-of-use assets	$ 53,053	$ 14,085

Property, plant and equipment - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Disclosure of detailed information about property, plant and equipment [line items]
Depreciation of right-of-use assets	$ 1,542,566	$ 583,835	$ 506,738
Interest expenses on lease liabilities (note 6(a))	205,915	49,400	$ 64,107
Expense relating to short-term leases or leases of low-value assets	1,019,937	429,691
Additions to right-of-use assets	$ 5,370,122	949,810
Period for increase in lease payments	2 years
Properties
Disclosure of detailed information about property, plant and equipment [line items]
Depreciation of right-of-use assets	$ 1,535,333	575,787
Office and lab equipment
Disclosure of detailed information about property, plant and equipment [line items]
Depreciation of right-of-use assets	$ 7,233	$ 8,048
Lease term	5 years
Minimum \| Properties
Disclosure of detailed information about property, plant and equipment [line items]
Lease term	2 years
Maximum \| Properties
Disclosure of detailed information about property, plant and equipment [line items]
Lease term	10 years

Intangible assets (Details) - USD ($)	12 Months Ended
Intangible assets (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Disclosure of detailed information about intangible assets [line items]
Beginning balance	$ 24,095,500
Ending balance	23,826,282	$ 24,095,500
Acquisition and manufacturing costs
Disclosure of detailed information about intangible assets [line items]
Beginning balance	27,365,939	8,311,880
Additions	2,865,315	197,159
Exchange differences	(104,014)	1,237,111
Additions through acquisition of a subsidiary (note 30)		17,619,789
Ending balance	30,127,240	27,365,939
Accumulated depreciation and amortization
Disclosure of detailed information about intangible assets [line items]
Beginning balance	(3,270,439)	(2,041,603)
Exchange differences	(28,008)	95,272
Charge for the year	3,058,527	1,133,564
Ending balance	(6,300,958)	(3,270,439)
Website and mobile apps
Disclosure of detailed information about intangible assets [line items]
Beginning balance	91,720
Ending balance	241,561	91,720
Website and mobile apps \| Acquisition and manufacturing costs
Disclosure of detailed information about intangible assets [line items]
Beginning balance	1,135,941	1,073,510
Additions	221,594	59,287
Exchange differences	(6,482)	3,144
Ending balance	1,351,053	1,135,941
Website and mobile apps \| Accumulated depreciation and amortization
Disclosure of detailed information about intangible assets [line items]
Beginning balance	(1,044,221)	(776,289)
Exchange differences	(94)
Charge for the year	65,365	267,932
Ending balance	(1,109,492)	(1,044,221)
Trademark and technology
Disclosure of detailed information about intangible assets [line items]
Beginning balance	23,870,170
Ending balance	21,421,342	23,870,170
Trademark and technology \| Acquisition and manufacturing costs
Disclosure of detailed information about intangible assets [line items]
Beginning balance	26,092,571	7,238,370
Additions	124,267	445
Exchange differences	(97,532)	1,233,967
Additions through acquisition of a subsidiary (note 30)		17,619,789
Ending balance	26,119,306	26,092,571
Trademark and technology \| Accumulated depreciation and amortization
Disclosure of detailed information about intangible assets [line items]
Beginning balance	(2,222,401)	(1,265,314)
Exchange differences	(27,914)	95,272
Charge for the year	2,503,477	861,815
Ending balance	(4,697,964)	(2,222,401)
Products development cost
Disclosure of detailed information about intangible assets [line items]
Beginning balance	133,610
Ending balance	2,163,379	133,610
Products development cost \| Acquisition and manufacturing costs
Disclosure of detailed information about intangible assets [line items]
Beginning balance	137,427
Additions	2,519,454	137,427
Ending balance	2,656,881	137,427
Products development cost \| Accumulated depreciation and amortization
Disclosure of detailed information about intangible assets [line items]
Beginning balance	(3,817)
Charge for the year	489,685	3,817
Ending balance	$ (493,502)	$ (3,817)

Goodwill (Details) - USD ($)	12 Months Ended
Goodwill (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Goodwill
Goodwill	$ 3,993,007	$ 3,854,199
Exchange differences	(14,942)	138,808
Goodwill	$ 3,978,065	$ 3,993,007

Goodwill - Summary of goodwill balance allocated to CGU's (Details)	12 Months Ended
	Dec. 31, 2020 USD ($) segment	Dec. 31, 2019 USD ($) segment	Dec. 31, 2021 USD ($)
Disclosure of reconciliation of changes in goodwill [line items]
Number of operating segments \| segment	2	1
Goodwill	$ 3,993,007	$ 3,854,199	$ 3,978,065
Prevention EMEA within the Prevention segment
Disclosure of reconciliation of changes in goodwill [line items]
Goodwill	858,497		855,284
Diagnostics EMEA within the Diagnostics segment
Disclosure of reconciliation of changes in goodwill [line items]
Goodwill	$ 3,134,510		$ 3,122,781

Goodwill - Summary of the estimation of recoverable amounts of two CGU's (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Disclosure of reconciliation of changes in goodwill [line items]
Cash flow projections period	10 years
Provision for impairment loss on goodwill	$ 0	$ 0
Prevention EMEA within the Prevention segment
Disclosure of reconciliation of changes in goodwill [line items]
Pre-tax discount rate	16.00%	16.90%
Terminal value growth rate	3.00%	3.00%
Average revenue growth rate	24.40%	28.60%
Diagnostics EMEA within the Diagnostics segment
Disclosure of reconciliation of changes in goodwill [line items]
Pre-tax discount rate	13.70%	16.90%
Terminal value growth rate	3.00%	3.00%
Average revenue growth rate	18.40%	20.10%

Investments in subsidiaries (Details)	12 Months Ended
Investments in subsidiaries (Details)	Dec. 31, 2021 USD ($)	Dec. 31, 2021 GBP (£)	Dec. 31, 2021 INR (₨)	Dec. 31, 2021 SGD ($)	Dec. 31, 2020 USD ($)
Disclosure of subsidiaries [line items]
Issued and paid up capital/registered capital \| $	$ 1,493				$ 53,240,604
Prenetics Pte. . Ltd.
Disclosure of subsidiaries [line items]
Issued and paid up capital/registered capital \| $				$ 10
Effective interest	100.00%
Proportion of ownership interest held by subsidiary	100.00%	100.00%	100.00%	100.00%
Prenetics EMEA Limited (formerly known as DNAFit Life Sciences Limited)
Disclosure of subsidiaries [line items]
Issued and paid up capital/registered capital \| £		£ 76,765.81
Effective interest	100.00%
Proportion of ownership interest held by subsidiary	100.00%	100.00%	100.00%	100.00%
Prenetics Innovation Labs Private Limited
Disclosure of subsidiaries [line items]
Issued and paid up capital/registered capital \| ₨			₨ 500,000
Effective interest	100.00%
Proportion of ownership interest held by subsidiary	100.00%	100.00%	100.00%	100.00%
Oxsed Limited (note 32)
Disclosure of subsidiaries [line items]
Issued and paid up capital/registered capital \| £		£ 1
Effective interest	100.00%
Proportion of ownership interest held by subsidiary	100.00%	100.00%	100.00%	100.00%

Interest in joint venture (Details)	Dec. 31, 2020 USD ($)
Interest in joint venture
Share of net assets of a joint venture (note (a))	$ 570,704
Less: Provision for impairment (note (b))	$ (570,704)

Interest in joint venture - Group's interest in the joint venture (Details)			11 Months Ended	12 Months Ended
	Nov. 26, 2021 USD ($)	Feb. 01, 2019 USD ($)	Nov. 26, 2021	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)	Dec. 31, 2020 CNY (¥)	Feb. 01, 2019 CNY (¥)
Disclosure of joint ventures [line items]
Share capital				$ 1,493	$ 53,240,604
Loss on disposal of a subsidiary				$ (292,132)	$ 0	$ 0
Shenzhen Discover Health Technology Co. Ltd
Disclosure of joint ventures [line items]
Loss on disposal of a subsidiary	$ 292,132
Beijing CircleDNA Gene Technology Co., Ltd
Disclosure of joint ventures [line items]
Share capital \| ¥							¥ 65,000,000
Effective interest					44.07%
Proportion of ownership interest	45.00%	45.00%	0.00%		45.00%
Proportion of ownership interest held by subsidiary					45.00%		45.00%
Invested amount		$ 4,236,765						¥ 29,250,000

Interest in joint venture - Reconciliation to the carrying amount in statements of financial position (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Disclosure of joint ventures [line items]
Current assets	$ 106,892,532	$ 43,956,750
Non-current assets	41,614,789	34,926,561
Current liabilities	58,737,734	47,071,730
Equity	(400,894,913)	31,007,007	$ 16,852,706	$ 32,983,290
Cash and cash equivalents	$ 35,288,952	14,489,880	$ 11,521,505	$ 18,781,873
Beijing CircleDNA Gene Technology Co., Ltd
Disclosure of joint ventures [line items]
Current assets		1,544,034
Non-current assets		52,962
Current liabilities		328,765
Equity		1,268,231
Cash and cash equivalents		1,164,683
Current financial liabilities (excluding trade and other payables and provisions)		$ 109,814

- Definition

The amount of residual interest in the assets of the entity after deducting all its liabilities.

+ References + Details

Interest in joint venture - Reconciliation to the carrying amount in statements of profit or loss and other comprehensive income (Details) - USD ($)			11 Months Ended	12 Months Ended
	Nov. 26, 2021	Feb. 01, 2019	Nov. 26, 2021	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Disclosure of joint ventures [line items]
Revenue				$ 275,852,753	$ 65,179,515	$ 9,233,089
Loss for the year				(10,217,528)	(995,126)	(20,803,285)
Other comprehensive income				260,112	1,581,372	154,055
Total comprehensive income				(173,756,730)	(382,513)	(20,041,146)
Interest income				3,980	8,043	$ 15,506
Group's share of joint venture's net assets					570,704
Impairment loss on interest in joint venture				$ 176,227
Beijing CircleDNA Gene Technology Co., Ltd
Disclosure of joint ventures [line items]
Revenue			$ 191,094		608,086
Loss for the year			(805,639)		(2,518,491)
Other comprehensive income			31,351		98,005
Total comprehensive income			(774,288)		(2,420,486)
Depreciation and amortization			929		18,512
Interest income			$ 1,885		5,983
Interest expense					(371)
Gross amounts of joint venture's net assets					$ 1,268,231
Equity interest	45.00%	45.00%	0.00%		45.00%
Group's share of joint venture's net assets					$ 570,704
Carrying amount of the Group's interest					570,704
Impairment loss on interest in joint venture					$ 570,704

Other non-current assets (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Other non-current assets
Deposits and prepayments	$ 693,548	$ 193,582

Inventories (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Inventories
Consumables and reagent	$ 4,404,959	$ 3,870,493
Finished goods	2,424,267	627,084
Inventories	$ 6,829,226	$ 4,497,577

Inventories - Inventories recognized as an expense (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Inventories
Carrying amount of inventories sold	$ 52,701,330	$ 10,412,753	$ 4,383,747

Trade and other receivables (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Trade and other receivables
Trade receivables, net of loss allowance	$ 47,041,538	$ 22,990,727
Deposit	955,854	314,715
Prepayments	6,450,343	578,075
Other receivables	411,559	798,772
Trade and other receivables	$ 54,859,294	$ 24,682,289

Trade and other receivables - Additional Information (Details)	12 Months Ended
	Dec. 31, 2021
Minimum
Disclosure of financial assets [line items]
Trade receivables period	30 days
Maximum
Disclosure of financial assets [line items]
Trade receivables period	60 days

Cash and cash equivalents - Schedule of cash and cash equivalents (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Cash and cash equivalents
Cash at bank	$ 35,288,761	$ 14,439,690
Cash on hand	191	50,190
Cash and cash equivalents	$ 35,288,952	$ 14,489,880	$ 11,521,505	$ 18,781,873

Cash and cash equivalents - Schedule of consolidated statement of cash flows (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Disclosure of reconciliation of liabilities arising from financing activities [line items]
Beginning of the period	$ 17,149,284	$ 1,508,432
Changes from financing cash flows:
Proceeds from Issuance of Convertible Securities	4,980,718	12,499,363
Proceeds from issuance of preference shares liabilities	25,970,000
Capital element of lease rentals paid	(1,299,031)	(610,926)
Interest element of lease rentals paid	(205,915)	(49,400)
Increase (decrease) in amounts due to shareholders	(128,797)	4,477
Total changes from financing cash flows	29,316,975	11,843,514
Other changes:
Increase in lease liabilities from entering into new leases	4,896,384	949,810
Interest expenses (note 6(a))	205,915	49,400
Fair value loss on convertible securities (note 25)	29,054,669	2,846,750
Fair value loss on preference shares liabilities (note 26)	125,398,798
Changes in the carrying amount of preference shares liabilities (note 26)	5,009,847
Reclassification of Series A, Series B and Series C preference shares from equity	279,832,806
Fair value recognized in other reserve due to amendment of terms (note 25)	811,819
Vesting of shares under the Restricted Share Scheme	(4,517)	(48,622)
Total other changes	445,205,721	3,797,338
Ending of the period	491,671,980	17,149,284	$ 1,508,432
Lease liabilities
Disclosure of reconciliation of liabilities arising from financing activities [line items]
Beginning of the period	1,669,857	1,330,973	1,710,294
Changes from financing cash flows:
Capital element of lease rentals paid	(1,299,031)	(610,926)	(503,585)
Interest element of lease rentals paid	(205,915)	(49,400)	(64,107)
Total changes from financing cash flows	(1,504,946)	(660,326)	(567,692)
Other changes:
Increase in lease liabilities from entering into new leases	4,896,384	949,810	124,264
Interest expenses (note 6(a))	205,915	49,400	64,107
Total other changes	5,102,299	999,210	188,371
Ending of the period	5,267,210	1,669,857	1,330,973
Convertible securities
Disclosure of reconciliation of liabilities arising from financing activities [line items]
Beginning of the period	15,346,113
Changes from financing cash flows:
Proceeds from Issuance of Convertible Securities	4,980,718	12,499,363
Total changes from financing cash flows	4,980,718	12,499,363
Other changes:
Fair value loss on convertible securities (note 25)	29,054,669	2,846,750
Fair value recognized in other reserve due to amendment of terms (note 25)	811,819
Converted to Series D preference shares of the Company (note 25)	(50,193,319)
Total other changes	(20,326,831)	2,846,750
Ending of the period		15,346,113
Preference shares liabilities
Changes from financing cash flows:
Proceeds from issuance of preference shares liabilities	25,970,000
Total changes from financing cash flows	25,970,000
Other changes:
Fair value loss on preference shares liabilities (note 26)	125,398,798
Changes in the carrying amount of preference shares liabilities (note 26)	5,009,847
Reclassification of Series A, Series B and Series C preference shares from equity	279,832,806
Converted to Series D preference shares of the Company (note 25)	50,193,319
Total other changes	460,434,770
Ending of the period	486,404,770
Amounts due to shareholders
Disclosure of reconciliation of liabilities arising from financing activities [line items]
Beginning of the period	133,314	177,459
Changes from financing cash flows:
Increase (decrease) in amounts due to shareholders	(128,797)	4,477
Total changes from financing cash flows	(128,797)	4,477
Other changes:
Vesting of shares under the Restricted Share Scheme	(4,517)	(48,622)
Total other changes	$ (4,517)	(48,622)
Ending of the period		$ 133,314	$ 177,459

Cash and cash equivalents - Schedule of consolidated statement of cash flows for leases (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Cash and cash equivalents
Within operating cash flows	$ (1,019,937)	$ (429,691)	$ (125,770)
Within financing cash flows	(1,504,946)	(660,326)	(567,592)
Total	$ (2,524,883)	$ (1,090,017)	$ (693,362)

Cash and cash equivalents - Schedule of net cash outflows (Details)		12 Months Ended
	Oct. 29, 2020 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)	Oct. 29, 2020 GBP (£)
Net cash outflow arising from the Acquisition:
Net cash outflow arising from the Acquisition		$ (2,929,533)	$ 0
Oxsed Limited (note 32)
Disclosure of financial assets [line items]
Percentage of equity interest acquired	100.00%			100.00%
Intangible assets (note 10)	$ 17,619,789
Property, plant and equipment (note 9)	3,209
Trade receivables	8,031
Other receivables	227,082
Inventories	204,495
Cash and cash equivalents	347,761
Trade payables	(968,089)
Accrued expenses	(68,478)
Total identifiable net assets acquired	17,373,800
Cash consideration	3,277,294			£ 2,000,000
Issuance of exchange loan notes	12,870,723
Deferred consideration	1,225,783
Total consideration	17,373,800
Net cash outflow arising from the Acquisition:
Cash consideration paid	(3,277,294)
Less: cash and cash equivalents acquired	347,761
Net cash outflow arising from the Acquisition	$ (2,929,533)

Financial assets at fair value through profit or loss (Details) - Financial assets measured at FVPL - USD ($)	Dec. 31, 2021	Sep. 14, 2021
Disclosure of financial assets [line items]
Financial assets	$ 9,906,000
Heritage Global Investment SPC
Disclosure of financial assets [line items]
Number of units purchased during the period		10,000
Unlisted securities
Disclosure of financial assets [line items]
Financial assets	$ 9,906,000

- Definition

The amount of assets that are: (a) cash; (b) an equity instrument of another entity; (c) a contractual right: (i) to receive cash or another financial asset from another entity; or (ii) to exchange financial assets or financial liabilities with another entity under conditions that are potentially favourable to the entity; or (d) a contract that will, or may be, settled in the entity’s own equity instruments and is: (i) a non-derivative for which the entity is, or may be, obliged to receive a variable number of the entity’s own equity instruments; or (ii) a derivative that will, or may be, settled other than by the exchange of a fixed amount of cash or another financial asset for a fixed number of the entity’s own equity instruments. For this purpose the entity’s own equity instruments do not include puttable financial instruments classified as equity instruments in accordance with paragraphs 16A-16B of IAS 32, instruments that impose on the entity an obligation to deliver to another party a pro rata share of the net assets of the entity only on liquidation and are classified as equity instruments in accordance with paragraphs 16C-16D of IAS 32, or instruments that are contracts for the future receipt or delivery of the entity’s own equity instruments. [Refer: Financial instruments, class [member]; Financial liabilities]

+ References + Details

Financial assets at fair value through profit or loss - Movements (Details) - Financial assets measured at FVPL	12 Months Ended
	Dec. 31, 2021 USD ($)
Disclosure of financial assets [line items]
Additions during the year	$ 10,000,000
Fair value loss on financial assets at fair value through profit or loss	(94,000)
Balance at the end	$ 9,906,000

- Definition

+ References + Details

Accrued expenses and other current liabilities (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Accrued expenses and other current liabilities
Accrued staff costs	$ 1,763,099	$ 2,285,566
Accrued expenses	12,131,214	1,892,119
Accrued professional fee	11,877,996	373,441
Value added tax payable	1,893,190	1,819,578
Deposit liabilities	2,690,842	1,215,761
Other payables and accruals	5,923,957	1,343,030
Accrued expenses and other current liabilities	$ 36,280,298	$ 8,929,495

Amounts due from or (to) shareholders (Details)	Dec. 31, 2020 USD ($)
Disclosure of transactions between related parties [line items]
Amount due from a shareholder	$ 106,179
Amount due to shareholder	133,314
Eurogenetica Limited
Disclosure of transactions between related parties [line items]
Amount due from a shareholder	128,797
Mr. Yeung Danny Sheng Wu
Disclosure of transactions between related parties [line items]
Amount due to shareholder	3,405
Mr. Tzang Chi Hung Lawrence
Disclosure of transactions between related parties [line items]
Amount due to shareholder	$ 1,112

Contract liabilities (Details) - USD ($)	12 Months Ended
Contract liabilities (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Contract liabilities
Contract liabilities	$ 9,587,245	$ 7,054,586
Movement in contract liabilities
Beginning balance	7,054,586	5,569,004
Decrease in contract liabilities as a result of recognizing revenue	(3,204,988)	(5,012,911)
Increase in contract liabilities as a result of receiving sales deposit/non-refundable consideration from contract customer	5,737,647	6,498,493
Ending balance	9,587,245	7,054,586
Revenue to be recognized in within one year	$ 5,915,231	$ 2,357,074
Period of revenue to be recognized	1 year

Lease liabilities (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Disclosure of maturity analysis for non-derivative financial liabilities [line items]
Lease liabilities, non-current	$ 3,600,232	$ 804,574
Total	5,267,210	1,669,857
Within 1 year or on demand
Disclosure of maturity analysis for non-derivative financial liabilities [line items]
Lease liabilities, non-current	1,666,978	865,283
Between 1 and 2 years
Disclosure of maturity analysis for non-derivative financial liabilities [line items]
Lease liabilities, non-current	1,191,547	543,036
More than 2 years but less than 5 years
Disclosure of maturity analysis for non-derivative financial liabilities [line items]
Lease liabilities, non-current	1,298,897	$ 261,538
After 5 years
Disclosure of maturity analysis for non-derivative financial liabilities [line items]
Lease liabilities, non-current	$ 1,109,788

Convertible securities (Details)	12 Months Ended
Convertible securities (Details)	Dec. 31, 2021 USD ($) $ / shares shares
Preference shares liabilities \| Series D preference shares
Disclosure of detailed information about borrowings [line items]
Number of shares issued in conversion \| shares	2,729,893
Note 1
Disclosure of detailed information about borrowings [line items]
Aggregate principal value \| $	$ 12,500,000
Coupon rate at the time of redemption	2.00%
Accrued interest rate at the time repayment fails	8.00%
Conversion of series D preference shares \| $ / shares	$ 4.5789
Note 2
Disclosure of detailed information about borrowings [line items]
Aggregate principal value \| $	$ 5,000,000
Coupon rate at the time of redemption	2.00%
Accrued interest rate at the time repayment fails	8.00%
Conversion of series D preference shares \| $ / shares	$ 6.6023

Convertible securities - Movements of Debt (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Convertible securities
Beginning for the year	$ 15,346,113	$ 0
Proceeds from issuance of convertible securities	4,980,718	12,499,363	$ 0
Changes in fair value recognized in profit or loss	29,054,669	2,846,750	0
Changes in fair value recognized in other reserve due to amendment of terms	811,819	0
Converted to Series D preference shares of the Company (note 26)	(50,193,319)	0
End of the year	$ 0	$ 15,346,113	$ 0

Preference shares liabilities - Movements (Details)	12 Months Ended
Preference shares liabilities - Movements (Details)	Dec. 31, 2021 USD ($)
Disclosure of financial liabilities [line items]
Balance at the beginning	$ 40,821,718
Balance at the end	112,900,387
Preference shares liabilities
Disclosure of financial liabilities [line items]
Reclassification of Series A, Series B and Series C preference shares from equity	279,832,806
Conversion of convertible securities to Series D preference shares (note 25)	50,193,319
Issuance of Series E preference shares	25,970,000
Changes in the carrying amount of preference shares liabilities (note 6(a))	5,009,847
Changes in fair value recognized in profit or loss	125,398,798
Balance at the end	486,404,770
Present value of redemption amount \| Preference shares liabilities
Disclosure of financial liabilities [line items]
Reclassification of Series A, Series B and Series C preference shares from equity	25,433,864
Conversion of convertible securities to Series D preference shares (note 25)	11,974,503
Issuance of Series E preference shares	18,954,939
Changes in the carrying amount of preference shares liabilities (note 6(a))	5,009,847
Balance at the end	61,373,153
Conversion feature \| Preference shares liabilities
Disclosure of financial liabilities [line items]
Reclassification of Series A, Series B and Series C preference shares from equity	254,398,942
Conversion of convertible securities to Series D preference shares (note 25)	38,218,816
Issuance of Series E preference shares	7,015,061
Changes in fair value recognized in profit or loss	125,398,798
Balance at the end	$ 425,031,617

Preference shares liabilities (Details) - Preference shares liabilities - Share Exchange Agreement and Subscription Agreement - Prenetics HK - shares		1 Months Ended
	Jun. 16, 2021	May 31, 2021
Disclosure of financial liabilities [line items]
Conversion ratio		1
Series A preference shares
Disclosure of financial liabilities [line items]
Number of shares exchanged		4,154,726
Series B preference shares
Disclosure of financial liabilities [line items]
Number of shares exchanged		5,338,405
Percentage of simple interest on subscription price for redemption		10.00%
Series C preference shares
Disclosure of financial liabilities [line items]
Number of shares exchanged		10,532,116
Percentage of simple interest on subscription price for redemption		10.00%
Series D preference shares
Disclosure of financial liabilities [line items]
Percentage of simple interest on subscription price for redemption		10.00%
Series E Preferred shares
Disclosure of financial liabilities [line items]
Number of shares issued	1,650,913
Percentage of simple interest on subscription price for redemption		12.00%

Capital and reserves - Issued share capital (Details)					12 Months Ended
Capital and reserves - Issued share capital (Details)	Nov. 21, 2021 USD ($)	Nov. 11, 2021 USD ($) shares	Oct. 20, 2020 USD ($) shares	Oct. 20, 2020 HKD ($) shares	Dec. 31, 2021 USD ($) Vote $ / shares shares	Dec. 31, 2020 USD ($) $ / shares shares	Oct. 29, 2020 USD ($)	Oct. 29, 2020 GBP (£)
Disclosure of classes of share capital [line items]
Number of shares authorised \| shares					500,000,000
Authorized share capital					$ 50,000
Par value per share \| $ / shares					$ 0.0001
Balance at the beginning					$ 53,240,604
Reclassification to share premium arising from the restructuring					(15,348,379)
Reclassification to preference shares liabilities					(279,832,806)
Amount of reclassification to share premium due to restructuring					$ 17,126,369
Number of shares issue in hold as result of pending statutory procedures \| shares					1,543
Balance at the end					$ 1,493	$ 53,240,604
Number of votes per ordinary share \| Vote					1
Share premium
Disclosure of classes of share capital [line items]
Reclassification to share premium arising from the restructuring					$ 15,348,379
Shares issued					$ 1,777,990
Ordinary shares
Disclosure of classes of share capital [line items]
Par value per share \| $ / shares					$ 0.0001	$ 0.0001
Balance at the beginning					$ 15,349,833	$ 7,800,575
Balance at the beginning (in shares) \| shares					14,543,817	12,891,569
Shares issued					$ 39	$ 7,549,258
Shares issued (in shares) \| shares					388,216	1,652,248
Balance at the end					$ 1,493	$ 15,349,833
Balance at the end (in shares) \| shares					14,932,033	14,543,817
Series A preference shares
Disclosure of classes of share capital [line items]
Balance at the beginning					$ 2,296,598	$ 2,296,598
Balance at the beginning (in shares) \| shares					4,154,726	4,154,726
Reclassification to preference shares liabilities					$ (2,296,598)
Reclassification to preference shares liabilities (in shares) \| shares					(4,154,726)
Balance at the end						$ 2,296,598
Balance at the end (in shares) \| shares						4,154,726
Series B preference shares
Disclosure of classes of share capital [line items]
Balance at the beginning					$ 5,554,173	$ 5,554,173
Balance at the beginning (in shares) \| shares					5,338,405	5,338,405
Reclassification to preference shares liabilities					$ (5,554,173)
Reclassification to preference shares liabilities (in shares) \| shares					(5,338,405)
Balance at the end						$ 5,554,173
Balance at the end (in shares) \| shares						5,338,405
Series C preference shares
Disclosure of classes of share capital [line items]
Balance at the beginning					$ 30,040,000	$ 30,040,000
Balance at the beginning (in shares) \| shares					10,532,116	10,532,116
Reclassification to preference shares liabilities					$ (30,040,000)
Reclassification to preference shares liabilities (in shares) \| shares					(10,532,116)
Balance at the end						$ 30,040,000
Balance at the end (in shares) \| shares						10,532,116
Oxsed Limited (note 32)
Disclosure of classes of share capital [line items]
Shares issued	$ 1,778,029
Loan notes with a principal amount , first portion							$ 7,549,258	£ 5,865,450
Oxsed Limited (note 32) \| Ordinary shares
Disclosure of classes of share capital [line items]
Shares issued		$ 1,778,029	$ 7,549,258	$ 58,884,214
Shares issued (in shares) \| shares		388,216	1,652,248	1,652,248

Capital and reserves - Other reserve (Details) - Oxsed Limited (note 32)	Dec. 31, 2021 USD ($) shares	Dec. 31, 2021 CNY (¥) shares	Oct. 29, 2020 USD ($)	Oct. 29, 2020 GBP (£)
Loan notes with a principal amount , first portion			$ 7,549,258	£ 5,865,450
Other reserve
Loan notes with a principal amount , first portion	$ 7,549,258	¥ 5,865,450
Number of shares issued	1,652,248	1,652,248
Unconverted portion of the exchange loan notes	$ 5,321,465	¥ 4,134,550

Equity settled share-based transactions - Granted under the Option Schemes (Details) - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Jun. 16, 2021
Disclosure of terms and conditions of share-based payment arrangement [line items]
Exercise price, share options granted		$ 0.01
2021 Share Incentive Plan
Disclosure of terms and conditions of share-based payment arrangement [line items]
Number of shares authorized to issue under the plan			4,052,627
Share options
Disclosure of terms and conditions of share-based payment arrangement [line items]
Options exercisable period	7
Share options \| First anniversary
Disclosure of terms and conditions of share-based payment arrangement [line items]
Exercise price, share options granted	$ 0.01
Vesting percentage	33.33%
Share options \| Twenty three months
Disclosure of terms and conditions of share-based payment arrangement [line items]
Monthly vesting percentage	2.77%
Share options \| Third anniversary
Disclosure of terms and conditions of share-based payment arrangement [line items]
Monthly vesting percentage	2.96%

Equity settled share-based transactions - Share Options Outstanding (Details) - Share options	1 Months Ended	12 Months Ended
	Jun. 30, 2020	Dec. 31, 2020 Options	Dec. 31, 2020 instrument	Dec. 31, 2019 Options
Disclosure of terms and conditions of share-based payment arrangement [line items]
Options outstanding		10,757,396	10,757,396	10,527,131
Vesting period	1 year
Directors
Disclosure of terms and conditions of share-based payment arrangement [line items]
Options outstanding			8,631,256
Employees
Disclosure of terms and conditions of share-based payment arrangement [line items]
Options outstanding			1,311,394
Third parties
Disclosure of terms and conditions of share-based payment arrangement [line items]
Options outstanding			814,746
Options granted in relation to consultancy services \| Options		86,128

Equity settled share-based transactions - Number and Weighted Average Exercise Prices of Share Options (Details) - Share options	12 Months Ended
	Dec. 31, 2021 Options	Dec. 31, 2021 shares	Dec. 31, 2021 $ / shares	Dec. 31, 2020 $ / shares	Dec. 31, 2020 Options $ / shares	Dec. 31, 2020 instrument $ / shares	Dec. 31, 2020 $ / shares shares	Dec. 31, 2020 $ / shares
Disclosure of terms and conditions of share-based payment arrangement [line items]
Outstanding at the beginning of year (in dollars per share)			$ 0.01					$ 0.01
Forfeited during the year (in dollars per share)			$ 0.01					0.01
Cancelled during the year (in dollars per share)								0
Rolled up to restricted share units \| shares		(10,751,220)					0
Granted during the year (in dollars per share)								0.01
Outstanding at the end of year (in dollars per share)								0.01
Exercisable at the end of year (in dollars per share)								0.01
Outstanding at the beginning of year (in shares)	10,757,396				10,527,131
Forfeited during the year (in shares) \| Options	(6,176)				(18,708)
Cancelled during the year (in shares) \| Options					(12,304)
Granted during the year (in shares) \| Options					261,277
Outstanding at the end of year (in shares)					10,757,396	10,757,396
Exercisable at the end of year (in shares) \| Options					10,366,802
Weighted average exercise price				$ 0.01	$ 0.01	$ 0.01	$ 0.01	$ 0.01
Weighted average remaining contractual life				4 years 8 months 12 days

Equity settled share-based transactions - Fair value of share options and assumptions (Details)	12 Months Ended
	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($) $ / shares
Disclosure of terms and conditions of share-based payment arrangement [line items]
Exercise price		$ 0.01
Expected dividends		0.00%
Likelihood of achieving a liquidity event		70
Equity-settled share-based payment expenses \| $	$ 532,752	$ 704,358
Minimum
Disclosure of terms and conditions of share-based payment arrangement [line items]
Fair value at measurement date		$ 4.11
Share price		$ 4.12
Expected volatility		51.97%
Expected option life	1.5
Risk-free interest rate (based on 5year HKSAR government bonds)		0.09%
Maximum
Disclosure of terms and conditions of share-based payment arrangement [line items]
Fair value at measurement date		$ 5.49
Share price		$ 5.50
Expected volatility		88.74%
Expected option life		2
Risk-free interest rate (based on 5year HKSAR government bonds)		0.805%

Equity settled share-based transactions - Restricted Share Scheme (Details)		12 Months Ended
	Aug. 01, 2017 item $ / shares	Dec. 31, 2021 USD ($) $ / shares	Dec. 31, 2020 USD ($)
Disclosure of terms and conditions of share-based payment arrangement [line items]
Equity-settled share-based payment expenses		$ 532,752	$ 704,358
Restricted shares
Disclosure of terms and conditions of share-based payment arrangement [line items]
Number of restricted shares granted \| item	5,313,900
Subscription price \| $ / shares	$ 0.01
Aggregate fair value of the restricted shares granted		$ 5,799,625
Aggregate fair value of the restricted shares granted (in Dollar per share) \| $ / shares		$ 1.091
Equity-settled share-based payment expenses		$ 15,534	$ 913,111
Minimum
Disclosure of terms and conditions of share-based payment arrangement [line items]
Percentage of trade sale defined in share agreement	50.00%
First anniversary \| Restricted shares
Disclosure of terms and conditions of share-based payment arrangement [line items]
Vesting percentage	33.33%
Twenty three months \| Restricted shares
Disclosure of terms and conditions of share-based payment arrangement [line items]
Monthly vesting percentage	2.77%
Third anniversary \| Restricted shares
Disclosure of terms and conditions of share-based payment arrangement [line items]
Monthly vesting percentage	2.96%

Equity settled share-based transactions - Movement of restricted shares (Details) - Restricted shares - item	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Disclosure of terms and conditions of share-based payment arrangement [line items]
Outstanding at the beginning of the year (in shares)	451,682	5,313,900
Vested and not subject to claw-back during the year	(451,682)	(4,862,218)
Unvested restricted shares subject to claw-back, at 31 December		451,682

Equity settled share-based transactions - RSUs outstanding (Details) - Restricted Share Units	Dec. 31, 2021
Disclosure of terms and conditions of share-based payment arrangement [line items]
Restricted share units outstanding	14,748,217
Directors
Disclosure of terms and conditions of share-based payment arrangement [line items]
Restricted share units outstanding	11,900,009
Employees
Disclosure of terms and conditions of share-based payment arrangement [line items]
Restricted share units outstanding	2,033,151
Third parties
Disclosure of terms and conditions of share-based payment arrangement [line items]
Restricted share units outstanding	815,057

Equity settled share-based transactions - Fair value of RSUs and key assumptions (Details) - Restricted Share Units	12 Months Ended
	Dec. 31, 2021 $ / shares
Fair value of restricted share units and key assumptions
Exercise price	$ 0.01
Expected option life	1 year
Expected dividends	0.00%
Likelihood of achieving a redemption event	5
Likelihood of achieving a liquidity event	5
Minimum
Fair value of restricted share units and key assumptions
Fair value at measurement date	$ 13.89
Share price	$ 13.89
Expected volatility	41.03%
Risk-free interest rate (based on 5-year HKSAR government bonds)	1.00%
Maximum
Fair value of restricted share units and key assumptions
Fair value at measurement date	$ 18.91
Share price	$ 18.91
Expected volatility	44.26%
Risk-free interest rate (based on 5-year HKSAR government bonds)	1.13%

Equity settled share-based transactions - RSUs activity (Details) - Restricted Share Units	12 Months Ended
	Dec. 31, 2021 $ / shares shares
Disclosure of terms and conditions of share-based payment arrangement [line items]
Outstanding at the beginning of the year (in dollars per share)	$ 0.01
Rolled up from options (in dollars per share)	0.01
Granted during the year (in dollars per share)	0.01
Exercisable at the end of the year (in dollars per share)	0.01
Outstanding at the end of the year (in dollars per share)	$ 0.01
Rolled up from options (in shares) \| shares	10,751,220
Granted during the year (in shares)	3,996,997
Outstanding at the end of the year (in shares)	14,748,217

Equity settled share-based transactions - 2021 Share Incentive Plan (Details)			1 Months Ended		12 Months Ended
	Dec. 31, 2021 USD ($) $ / shares	Jun. 30, 2021 USD ($) $ / shares	Dec. 31, 2021 $ / shares	Jun. 30, 2021	Dec. 31, 2021 USD ($) $ / shares	Dec. 31, 2020 USD ($) $ / shares
Disclosure of terms and conditions of share-based payment arrangement [line items]
Equity-settled share-based payment expenses					$ 532,752	$ 704,358
2021 Share Incentive Plan
Disclosure of terms and conditions of share-based payment arrangement [line items]
Equity-settled share-based payment expenses					$ 21,946,632
Restricted Share Units
Disclosure of terms and conditions of share-based payment arrangement [line items]
Number of restricted shares granted					3,996,997
Weighted average exercise price \| $ / shares	$ 0.01		$ 0.01		$ 0.01	$ 0.01
Weighted average remaining contractual life					4 years 8 months 12 days
Restricted Share Units \| Employees
Disclosure of terms and conditions of share-based payment arrangement [line items]
Aggregate fair value of the RSUs united granted	$ 1,209,111	$ 54,645,652
Fair value of the RSUs united granted (in dollar per share) \| $ / shares	$ 18.91	$ 13.89
Restricted Share Units \| 2021 Share Incentive Plan
Disclosure of terms and conditions of share-based payment arrangement [line items]
Number of restricted shares granted			63,934	3,933,063

Financial risk management and fair values of financial instruments - Credit risk (Details) - customer	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Disclosure of major customers [line items]
Percentage of total trade receivables	46.00%	20.00%
Overall expected loss rate	0.80%	1.76%
Largest customer
Disclosure of major customers [line items]
Percentage of total trade receivables	69.00%	77.00%
Five largest customers
Disclosure of major customers [line items]
Number of largest customers	5

Financial risk management and fair values of financial instruments - Movement in the loss allowance account (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Reconciliation of changes in allowance account for credit losses of financial assets [abstract]
Allowance account for credit losses of financial assets at beginning of period	$ 411,059	$ 22,490
Impairment losses recognized during the year	110,114	386,387
Exchange differences	(2,205)	2,182
Allowance account for credit losses of financial assets at end of period	$ 518,968	$ 411,059

Financial risk management and fair values of financial instruments - Remaining contractual maturities (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Contractual undiscounted cash outflow
Trade payables	$ 9,979,726	$ 13,436,941
Accrued expenses and other current liabilities	36,280,298	8,930,905
Deferred consideration		1,358,189
Convertible securities		12,499,363
Lease liabilities	5,981,170	1,754,746
Preference share liabilities - redemption amount	123,556,616
Amounts due to shareholders		133,314
Total liabilities	175,797,810	38,113,458
Carrying amount
Trade payables	9,979,726	13,436,941
Accrued expenses and other current liabilities	36,280,298	8,930,905
Deferred consideration		1,304,588
Convertible securities	0	15,346,113	$ 0
Lease liabilities	5,267,210	1,669,857
Preference share liabilities - redemption amount	61,373,153
Amounts due to shareholders		133,314
Total liabilities	112,900,387	40,821,718
Within 1 year or on demand
Contractual undiscounted cash outflow
Trade payables	9,979,726	13,436,941
Accrued expenses and other current liabilities	36,280,298	8,930,905
Deferred consideration		1,358,189
Convertible securities		12,499,363
Lease liabilities	1,921,466	919,031
Amounts due to shareholders		133,314
Total liabilities	48,181,490	37,277,743
Between 1 and 2 years
Contractual undiscounted cash outflow
Lease liabilities	1,743,456	567,863
Total liabilities	1,743,456	567,863
More than 2 years but less than 5 years
Contractual undiscounted cash outflow
Lease liabilities	2,316,248	267,852
Preference share liabilities - redemption amount	123,556,616
Total liabilities	$ 125,872,864	$ 267,852

Financial risk management and fair values of financial instruments - Group's exposure at the end of the reporting period to currency risk (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
USD
Disclosure of detailed information about financial instruments [line items]
Increase in foreign exchange rates	1.00%	1.00%
(Decrease) in foreign exchange rates	(1.00%)	(1.00%)
Effect on profit after tax and retained profits, increase in foreign exchange rates	$ (67,269)	$ (27,206)
Effect on profit after tax and retained profits, decrease in foreign exchange rates	$ 67,269	$ 27,206
RMB
Disclosure of detailed information about financial instruments [line items]
Increase in foreign exchange rates	1.00%	1.00%
(Decrease) in foreign exchange rates	(1.00%)	(1.00%)
Effect on profit after tax and retained profits, increase in foreign exchange rates	$ 13,468	$ (37,444)
Effect on profit after tax and retained profits, decrease in foreign exchange rates	(13,468)	37,444
Currency risk \| USD
Disclosure of detailed information about financial instruments [line items]
Net exposure to currency risk	(8,027,547)	(3,393,974)
Currency risk \| USD \| Trade receivables
Disclosure of detailed information about financial instruments [line items]
Net exposure to currency risk	(373,889)	(169)
Currency risk \| USD \| Deposits And Prepayments
Disclosure of detailed information about financial instruments [line items]
Net exposure to currency risk	(3,899,656)
Currency risk \| USD \| Amount due from a shareholder
Disclosure of detailed information about financial instruments [line items]
Net exposure to currency risk		(192)
Currency risk \| USD \| Cash and cash equivalents
Disclosure of detailed information about financial instruments [line items]
Net exposure to currency risk	(1,231,648)	(3,503,003)
Currency risk \| USD \| Trade payables
Disclosure of detailed information about financial instruments [line items]
Net exposure to currency risk	(2,112,494)	(109,390)
Currency risk \| USD \| Accrued expenses and other current liabilities.
Disclosure of detailed information about financial instruments [line items]
Net exposure to currency risk	(11,420,246)
Currency risk \| RMB
Disclosure of detailed information about financial instruments [line items]
Net exposure to currency risk	(1,612,926)	(4,484,275)
Currency risk \| RMB \| Deposits And Prepayments
Disclosure of detailed information about financial instruments [line items]
Net exposure to currency risk	(4,500,406)
Currency risk \| RMB \| Other receivables
Disclosure of detailed information about financial instruments [line items]
Net exposure to currency risk		(290)
Currency risk \| RMB \| Amount due from a joint venture
Disclosure of detailed information about financial instruments [line items]
Net exposure to currency risk		(180,825)
Currency risk \| RMB \| Cash and cash equivalents
Disclosure of detailed information about financial instruments [line items]
Net exposure to currency risk	(14)	(1,450)
Currency risk \| RMB \| Trade payables
Disclosure of detailed information about financial instruments [line items]
Net exposure to currency risk	(6,113,239)	$ (4,666,840)
Currency risk \| RMB \| Accrued expenses and other current liabilities.
Disclosure of detailed information about financial instruments [line items]
Net exposure to currency risk	$ (107)

Financial risk management and fair values of financial instruments - Group's profit after tax (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020
Disclosure of detailed information about financial instruments [line items]
Financial liabilities	$ 112,900,387	$ 40,821,718
Financial assets measured at FVPL \| Financial assets, at fair value
Disclosure of detailed information about financial instruments [line items]
Financial liabilities	9,906,000
Unlisted securities \| Financial liabilities, at fair value
Disclosure of detailed information about financial instruments [line items]
Financial liabilities	425,031,617
Level 3. \| Financial assets measured at FVPL \| Financial assets, at fair value
Disclosure of detailed information about financial instruments [line items]
Financial liabilities	9,906,000
Level 3. \| Unlisted securities \| Financial liabilities, at fair value
Disclosure of detailed information about financial instruments [line items]
Financial liabilities	425,031,617
Debt Securities [Member]
Disclosure of detailed information about financial instruments [line items]
Financial liabilities		15,346,113
Debt Securities [Member] \| Level 1.
Disclosure of detailed information about financial instruments [line items]
Financial liabilities	0	0
Debt Securities [Member] \| Level 2.
Disclosure of detailed information about financial instruments [line items]
Financial liabilities	$ 0	0
Debt Securities [Member] \| Level 3.
Disclosure of detailed information about financial instruments [line items]
Financial liabilities		$ 15,346,113

Financial risk management and fair values of financial instruments - Additional information (Details)	12 Months Ended
	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items]
Decrease in unobservable input	5.00%
Increase/ decrease in net loss, increase in unobservable input	$ 1,795,061
Increase/ decrease in net loss, decrease in unobservable input	$ (89,520)
Expected volatility
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items]
Increase in unobservable input	5.00%	5.00%
Increase/ decrease in net loss, increase in unobservable input	$ 84,785	$ 47,446
Increase/ decrease in net loss, decrease in unobservable input		$ 66,174
Risk-adjusted discount rate
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items]
Increase in unobservable input	5.00%	5.00%
Increase/ decrease in net loss, increase in unobservable input		$ 14,983
Increase/ decrease in net loss, decrease in unobservable input	$ (48,370,219)	$ 14,983
Discount for lack of marketability
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items]
Increase in unobservable input	5.00%
Increase/ decrease in net loss, decrease in unobservable input	$ (1,795,038)
Debt Securities [Member] \| Expected volatility
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items]
Significant unobservable inputs	40.60
Debt Securities [Member] \| Risk-adjusted discount rate
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items]
Significant unobservable inputs	15.90
Preference Shares Liabilities, Conversion Feature
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items]
Significant unobservable inputs	12
Preference Shares Liabilities, Conversion Feature \| Expected volatility
Disclosure of significant unobservable inputs used in fair value measurement of liabilities [line items]
Significant unobservable inputs	41.03

Financial risk management and fair values of financial instruments - Changes in measurement inputs used (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items]
Increase/(decrease) in significant unobservable inputs, decrease in unobservable input	5.00%
Increase/(decrease) on the Group's loss, increase in unobservable input	$ 1,795,061
Increase/(decrease) on the Group's loss, increase in unobservable input	55,767,113
Increase/(decrease) on the Group's loss, decrease in unobservable input	$ (89,520)
Risk-adjusted discount rate
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items]
Increase/(decrease) in significant unobservable inputs, increase in unobservable input	5.00%	5.00%
Increase/(decrease) on the Group's loss, increase in unobservable input		$ 14,983
Increase/(decrease) on the Group's loss, decrease in unobservable input	$ (48,370,219)	$ 14,983
Discount for lack of marketability
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items]
Increase/(decrease) in significant unobservable inputs, increase in unobservable input	5.00%
Increase/(decrease) on the Group's loss, decrease in unobservable input	$ (1,795,038)
Expected volatility
Disclosure of sensitivity analysis of fair value measurement to changes in unobservable inputs, liabilities [line items]
Increase/(decrease) in significant unobservable inputs, increase in unobservable input	5.00%	5.00%
Increase/(decrease) on the Group's loss, increase in unobservable input	$ 84,785	$ 47,446
Increase/(decrease) on the Group's loss, decrease in unobservable input		$ 66,174

Related party transactions - Transactions with key management personnel (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Related party transactions
Sales to a shareholder		$ 16,950	$ 393,342
Purchase from a joint venture	$ 53,981	$ 21,119	$ 5,590
Services provided by a company with control from a director	90,353
Legal and professional fee paid on behalf of related companies	$ 9,060

Related party transactions - Transactions with other related parties (Details)			12 Months Ended
	Jul. 01, 2021 USD ($)	Jul. 01, 2021 ZAR (R)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)
Disclosure of transactions between related parties [line items]
Cash consideration				$ 2,929,533	$ 0
Gain on bargain purchase			$ 117,238	$ 0	$ 0
Prenetics EMEA Limited (formerly known as DNAFit Life Sciences Limited) \| DNAFit Africa (Pty) Limited [Member]
Disclosure of transactions between related parties [line items]
Ownership interest acquired	100.00%	100.00%
Cash consideration	$ 65	R 1,000
Gain on bargain purchase	$ 117,238

Acquisition (Details)					12 Months Ended
Acquisition (Details)	Nov. 21, 2021 USD ($) shares	Oct. 29, 2021 USD ($)	Oct. 29, 2021 GBP (£)	Oct. 29, 2020 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)	Oct. 29, 2020 GBP (£)
Disclosure of detailed information about business combination [line items]
Settlement of deferred consideration					$ 1,326,823	$ 0	$ 0
Oxsed Limited (note 32)
Disclosure of detailed information about business combination [line items]
Cash Consideration				$ 2,574,145
Deferred consideration				1,287,072				£ 1,000,000
Loan notes with a principal amount				12,870,723				10,000,000
Loan notes with a principal amount , first portion				$ 7,549,258				£ 5,865,450
Number of shares issued				1,652,248				1,652,248
Exchangeable period (in years)				3 years
Percentage of earn-out payment on net sales				15.00%
Period for net sales to calculate earn-out payment				3 years
Additional contingent consideration				$ 19,306,085				£ 15,000,000
Period for contingent consideration payable (in years)				3 years
Amount of intellectual property rights as an intangible asset				$ 17,619,789
Estimated useful lives				20 years
Settlement of deferred consideration		$ 1,225,783	£ 1,000,000
Number of shares issued in conversion \| shares	388,216
Shares issued	$ 1,778,029

Collaboration and licensing arrangement (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Collaboration and Licensing Arrangements [Line Items]
Expenses related to agreement	$ 57,600	$ 72,121
Agreement with New Horizon
Collaboration and Licensing Arrangements [Line Items]
Fee as a percentage on gross margin			50.00%
Agreement initial term			5 years
Extended term of agreement			5 years

Non-adjusting events after the reporting period (Details)	Mar. 31, 2022 USD ($)
Credit Facilities \| Prenetics HK
Disclosure of non-adjusting events after reporting period [line items]
Aggregate credit facilities	$ 49,500,000

BALANCE SHEET - CIK 0001844840 Artisan Acquisition Corp	Dec. 31, 2021 USD ($)
Current assets:
Cash	$ 102,212
Prepaid expenses	508,275
Total current assets	610,487
Prepaid insurance - noncurrent	187,010
Investments held in Trust Account	339,380,717
Total assets	340,178,214
Current liabilities:
Accounts payable	273,985
Accrued professional fees and other expenses	2,911,796
Accrued offering costs	12,650
Accrued expenses - related party	80,000
Total current liabilities	3,278,431
Warrant liabilities	12,248,790
Derivative liability - forward purchase agreement	484,643
Deferred underwriting fee payable	11,876,982
Total liabilities	27,888,846
Commitments and Contingencies (Note 6)
Class A ordinary shares subject to possible redemption, 33,934,235 shares at redemption value	339,342,350
Shareholders' Deficit
Preference shares, $0.0001 par value; 3,000,000 shares authorized; none issued and outstanding
Ordinary shares	999
Additional paid-in capital	24,001
Accumulated deficit	(27,077,982)
Total Shareholders' Deficit	(27,052,982)
Total Liabilities, Class A Ordinary Shares Subject to Redemption and Shareholders' Deficit	$ 340,178,214

BALANCE SHEET (Parenthetical) - CIK 0001844840 Artisan Acquisition Corp	Dec. 31, 2021 $ / shares shares
Preferred stock, par value, (per share) \| $ / shares	$ 0.0001
Preferred stock, shares authorized	3,000,000
Preferred stock, shares issued	0
Preferred stock, shares outstanding	0
Class A ordinary shares
Shares subject to possible redemption	33,934,235
Common shares, par value, (per share) \| $ / shares	$ 0.0001
Common shares, shares authorized	300,000,000
Common shares, shares issued	33,934,235
Common shares, shares outstanding	0
Class B ordinary shares
Common shares, par value, (per share) \| $ / shares	$ 0.0001
Common shares, shares authorized	30,000,000
Common shares, shares issued	9,983,558
Common shares, shares outstanding	9,983,558

STATEMENTS OF OPERATIONS - CIK 0001844840 Artisan Acquisition Corp	11 Months Ended
	Dec. 31, 2021 USD ($) $ / shares shares
Professional fees and other expenses	$ 3,943,227
Loss from operations	(3,943,227)
Expensed offering costs	(534,056)
Unrealized gain on investments held in Trust Account	34,150
Change in fair value of derivative liability - forward purchase agreement	(874,285)
Change in fair value of warrant liabilities	(2,005,780)
Dividend income on investments held in Trust Account	4,217
Net loss	(3,307,421)
Class A ordinary shares
Net loss	$ (2,337,177)
Basic weighted average shares outstanding \| shares	23,119,071
Basic net loss per ordinary share \| $ / shares	$ (0.10)
Diluted weighted average shares outstanding \| shares	23,119,071
Diluted net loss per ordinary share \| $ / shares	$ (0.10)
Class B ordinary shares
Net loss	$ (970,244)
Basic weighted average shares outstanding \| shares	9,597,539
Basic net loss per ordinary share \| $ / shares	$ (0.10)
Diluted weighted average shares outstanding \| shares	9,597,539
Diluted net loss per ordinary share \| $ / shares	$ (0.10)

STATEMENT OF CHANGES IN SHAREHOLDERS' DEFICIT - CIK 0001844840 Artisan Acquisition Corp - 11 months ended Dec. 31, 2021 - USD ($)	Ordinary Shares Class A ordinary shares	Ordinary Shares Class B ordinary shares	Additional Paid-in Capital	Accumulated losses	Class A ordinary shares	Class B ordinary shares	Total
Balance at the beginning at Feb. 01, 2021	$ 0	$ 0	$ 0	$ 0			$ 0
Balance at the beginning (in shares) at Feb. 01, 2021	0	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Class B ordinary shares to Sponsor		$ 1,013	23,987				25,000
Issuance of Class B ordinary shares to Sponsor (in shares)		10,125,000
Sale of 33,934,235 units in Initial Public Offering, less fair value of public warrants, net of offering costs	$ 3,393		311,361,776				311,365,169
Sale of 33,934,235 units in Initial Public Offering, less fair value of public warrants, net of offering costs (in shares)	33,934,235
Excess of cash received from Sponsor over fair value of Private Placement Warrants			3,807,635				3,807,635
Record fair value of initial derivative asset - forward purchase agreement			389,642				389,642
Forfeiture of Class B ordinary shares		$ (14)	14
Forfeiture of Class B ordinary shares (in shares)		(141,441)
Forfeiture of Class B ordinary share (in shares)		(1)
Reversal of offering costs				9,343			9,343
Class A ordinary shares subject to possible redemption	$ (3,393)		(315,528,723)	(23,779,904)			(339,312,020)
Class A ordinary shares subject to possible redemption (in shares)	(33,934,235)
Remeasurement of Class A ordinary shares to redemption value			(30,330)				(30,330)
Net loss				(3,307,421)	$ (2,337,177)	$ (970,244)	(3,307,421)
Balance at the end at Dec. 31, 2021		$ 999	$ 24,001	$ (27,077,982)			$ (27,052,982)
Balance at the end (in shares) at Dec. 31, 2021		9,983,558

STATEMENT OF CHANGES IN SHAREHOLDERS' DEFICIT (Parenthetical) - shares		11 Months Ended
	May 18, 2021	Dec. 31, 2021
Initial Public Offering \| CIK 0001844840 Artisan Acquisition Corp
Number of units sold	30,000,000	33,934,235

STATEMENT OF CASH FLOWS - CIK 0001844840 Artisan Acquisition Corp	11 Months Ended
	Dec. 31, 2021 USD ($)
Cash Flows from Operating Activities:
Loss for the year	$ (3,307,421)
Adjustments to reconcile net loss to net cash used in operating activities:
Expensed offering costs	534,056
Unrealized gain on investments held in Trust Account	(34,150)
Dividend income on investments held in Trust Account	(4,217)
Change in fair value of forward purchase agreement liability	874,285
Change in fair value of warrant liabilities	(2,005,780)
Changes in operating assets and liabilities:
Prepaid expenses	(695,285)
Accounts payable	273,985
Accrued professional fees and other expenses	2,911,796
Accrued expenses - related party	80,000
Net cash used in operating activities	(1,372,731)
Cash Flows from Investing Activities:
Investment of cash into Trust Account	(339,342,350)
Net cash used in investing activities	(339,342,350)
Cash Flows from Financing Activities:
Proceeds from initial public offering, net of underwriter's discount paid	332,555,503
Proceeds from sale of Private Placement Warrants	8,786,847
Proceeds from advance from related party	124,740
Proceeds from promissory note - related party	1,150
Payment of offering costs	(525,057)
Repayment of advance from related party	(124,740)
Repayment of promissory note - related party	(1,150)
Net cash provided by financing activities	340,817,293
Net Change in Cash	102,212
Cash - Beginning of period	0
Cash - End of period	102,212
Supplemental disclosures of non-cash investing and financing activities:
Remeasurement of Class A ordinary shares subject to redemption to redemption value	27,977,181
Deferred underwriting fee payable	11,876,982
Initial classification of derivative asset - forward purchase agreement	389,642
Offering costs paid by Sponsor in exchange for Class B ordinary shares	25,000
Offering costs included in accrued offering costs	12,650
Reversal of accrued offering costs	9,343
Forfeiture of Class B ordinary shares	$ 14

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN

11 Months Ended

Dec. 31, 2021

CIK 0001844840 Artisan Acquisition Corp

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN

NOTES TO FINANCIAL STATEMENTS

NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN

Artisan Acquisition Corp. (the “Company” or “Artisan”) is a blank check company incorporated in the Cayman Islands on February 2, 2021. The Company was formed for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities (a “Business Combination”). The Company is not limited to a particular industry or geographic region for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies.

As of December 31, 2021, the Company had not commenced any operations. All activity for the period from February 2, 2021 (inception) through December 31, 2021 relates to the Company’s formation, the initial public offering (“Initial Public Offering”), which is described below, and since the closing of the Initial Public Offering, the search for a prospective initial Business Combination. The Company will not generate any operating revenues until after the completion of a Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income from the proceeds derived from the Initial Public Offering. The Company has selected December 31 as its fiscal year end.

The registration statement for the Company’s Initial Public Offering was declared effective on May 13, 2021. On May 18, 2021, the Company consummated the Initial Public Offering of 30,000,000 units (the “Units” and, with respect to the Class A ordinary shares included in the Units sold, the “Public Shares”), at $10.00 per Unit, generating gross proceeds of $300,000,000, which is discussed in Note 3.

Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 5,333,333 warrants (the “Private Placement Warrants”) at a purchase price of $1.50 per Private Placement Warrant in a private placement to Artisan LLC (the “Sponsor”), generating gross proceeds of $8,000,000, which is discussed in Note 4.

The Company had granted the underwriters in the Initial Public Offering (the “Underwriters”) a 45-day option to purchase up to 4,500,000 additional Units to cover over-allotments, if any. On May 25, 2021, the Underwriters partially exercised the over-allotment option and purchased an additional 3,934,235 Units (the “Over-Allotment Units”), generating gross proceeds of $39,342,350.

Simultaneously with the closing of the exercise of the over-allotment option, the Company consummated the sale of 524,565 additional Private Placement Warrants at a purchase price of $1.50 per Private Placement Warrant in a private placement to the Sponsor, generating gross proceeds of $786,847.

Upon closing of the Initial Public Offering and the sale of the Private Placement Warrants and the Over-Allotment Units, a total of $339,342,350 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the exercise of the over-allotment option and the sale of the Private Placement Warrants was placed in a trust account (the “Trust Account”), invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with maturities of 185 days or less, or in any open-ended investment company that holds itself out as a money market fund meeting the conditions of Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of: (i) the consummation of a Business Combination or (ii) the distribution of the funds in the Trust Account to the Company’s shareholders, as described below.

The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of the Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete a Business Combination with one or more target businesses that together have an aggregate fair market value of at least 80% of the value of the Trust Account (excluding the deferred underwriting commissions and taxes payable on income earned on the Trust Account) at the time of the agreement to enter into an initial Business Combination. The Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”).

The Company will provide its holders of the outstanding Public Shares (the “public shareholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The public shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (initially anticipated to be $10.00 per Public Share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations). There will be no redemption rights upon the completion of a Business Combination with respect to the Company’s warrants. The Public Shares subject to redemption will be recorded at redemption value and classified as temporary equity upon the completion of the Initial Public Offering in accordance with the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 480, Distinguishing Liabilities from Equity (“ASC 480”).

The Company will proceed with a Business Combination only if the Company has net tangible assets of at least $5,000,001 either prior to or upon such consummation of a Business Combination and, if the Company seeks shareholder approval, a majority of the shares voted are voted in favor of the Business Combination. If a shareholder vote is not required by law and the Company does not decide to hold a shareholder vote for business or other reasons, the Company will, pursuant to its amended and restated memorandum and articles of association (the “Amended and Restated Memorandum and Articles of Association”), conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (“SEC”) and file tender offer documents with the SEC prior to completing a Business Combination. If, however, shareholder approval of the transaction is required by law, or the Company decides to obtain shareholder approval for business or other reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. If the Company seeks shareholder approval in connection with a Business Combination, the Sponsor has agreed to vote its Founder Shares (as defined in Note 5) and any Public Shares purchased during or after the Initial Public Offering in favor of approving a Business Combination. Additionally, each public shareholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction or don’t vote at all.

Notwithstanding the above, if the Company seeks shareholder approval of a Business Combination and it does not conduct redemptions pursuant to the tender offer rules, the Amended and Restated Memorandum and Articles of Association provides that a public shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Public Shares, without the prior consent of the Company.

The Sponsor has agreed to waive (i) redemption rights with respect to its Founder Shares and Public Shares held by it in connection with the completion of a Business Combination, (ii) redemption rights with respect to any Founder Shares and Public Shares held by it in connection with a shareholder vote to amend the Amended and Restated Memorandum and Articles of Association to modify the substance or timing of the Company’s obligation to allow redemption in connection with an initial Business Combination or to redeem 100% of its Public Shares if the Company does not complete an initial Business Combination within 24 months from the closing of the Initial Public Offering or with respect to any other material provision relating to shareholders’ rights and (iii) rights to liquidating distributions from the Trust Account with respect to any Founder Shares held if the Company fails to complete an initial Business Combination within 24 months from the closing of the Initial Public Offering. However, if the Sponsor acquires Public Shares in or after the Initial Public Offering, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete a Business Combination within 24 months from the closing of the Initial Public Offering.

The Company will have until 24 months from the closing of the Initial Public Offering to complete a Business Combination (the “Combination Period”). If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible but no more than ten business days thereafter, redeem the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay income taxes, if any (less up to $100,000 of interest to pay dissolution expenses) divided by the number of the then-outstanding Public Shares, which redemption will completely extinguish public shareholders’ rights as shareholders (including the right to receive further liquidation distributions, if any); and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining shareholders and board of directors, liquidate and dissolve, subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law. There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless if the Company fails to complete a Business Combination within the Combination Period.

The underwriters have agreed to waive their rights to their deferred underwriting commission (see Note 6) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution will be less than the Initial Public Offering price per Unit ($10.00).

In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company (other than the Company’s independent registered public accounting firm), or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amounts in the Trust Account to below the lesser of (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account if less than $10.00 per Public Share due to reductions in the value of the trust assets, in each case net of the interest that may be withdrawn to pay tax obligations, provided that such liability will not apply to any claims by a third party or prospective target business that executed a waiver of any and all rights to seek access to the Trust Account nor will it apply to any claims under the indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (other than the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account.

Business Combination Agreement

On September 15, 2021, (i) the Company, (ii) Prenetics Global Limited, a Cayman Islands exempted company (“PubCo”), (iii) AAC Merger Limited, a Cayman Islands exempted company and a direct wholly owned subsidiary of PubCo (“Merger Sub 1”), (iv) PGL Merger Limited, a Cayman Islands exempted company and a direct wholly owned subsidiary of PubCo (“Merger Sub 2,” and together with Merger Sub 1 the “Merger Subs”) and (v) Prenetics Group Limited, a Cayman Islands exempted company (“Prenetics”), entered into a Business Combination Agreement (as it may be amended, supplemented or otherwise modified from time to time, the “BCA”).

The BCA and the transaction contemplated thereby were unanimously approved by the board of directors of each of Artisan and Prenetics.

The BCA provides for, among other things, the following transactions: (i) Artisan will merge with and into Merger Sub 1, with Merger Sub 1 being the surviving entity in the merger, and, after giving effect to such merger, continuing as a wholly owned subsidiary of PubCo (the “Initial Merger”), and (ii) following the Initial Merger, Merger Sub 2 will merge with and into Prenetics, with Prenetics being the surviving entity in the merger, and, after giving effect to such merger, continuing as a wholly owned subsidiary of PubCo (the “Acquisition Merger”). The Initial Merger, the Acquisition Merger and the other transactions contemplated by the BCA are hereinafter referred to as the “Business Combination.”

The Business Combination is subject to customary closing conditions, including, without limitation, the required approval by Artisan’s shareholders.

Subject to, and in accordance with, the terms and conditions of the BCA, in connection with the Initial Merger, (i) every issued and outstanding Class A and Class B ordinary share of Artisan will automatically be cancelled in exchange for one PubCo Class A ordinary share and (ii) each issued and outstanding warrant of Artisan will cease to exist and be assumed by PubCo and converted automatically into a warrant to purchase one PubCo Class A ordinary share on substantially the same terms (the “Warrants”).

Subject to, and in accordance with, the terms and conditions of the BCA, in connection with the Acquisition Merger, (i) (a) each issued and outstanding ordinary share and preferred share in Prenetics (other than any shares of Prenetics held by Mr. Danny Yeung) immediately prior to the effective time of the Acquisition Merger will automatically be cancelled in exchange for such number of PubCo Class A ordinary shares that is equal to the Exchange Ratio (as described below and more fully defined in the BCA) and (b) each issued and outstanding ordinary share and preferred share in Prenetics held by Mr. Danny Yeung immediately prior to the effective time of the Acquisition Merger will automatically be cancelled in exchange for such number of PubCo Class B ordinary shares that is equal to the Exchange Ratio; and (ii) (a) each Prenetics restricted share unit (other than any Prenetics restricted share unit held by Mr. Danny Yeung) outstanding immediately prior to the effective time of the Acquisition Merger will automatically be assumed by PubCo and converted into an award of PubCo restricted share units representing the right to receive PubCo Class A Ordinary Shares under the Incentive Equity Plan (as defined below) equal to the product of (x) the number of Prenetics ordinary shares subject to such Prenetics restricted share unit and (y) the Exchange Ratio and (b) each Prenetics restricted share unit held by Mr. Danny Yeung outstanding immediately prior to the effective time of the Acquisition Merger will automatically be assumed by PubCo and converted into an award of PubCo restricted share units representing the right to receive PubCo Class B Ordinary Shares under the Incentive Equity Plan equal to the product of (x) the number of Prenetics ordinary shares subject to such Prenetics restricted share unit and (y) the Exchange Ratio.

The “Exchange Ratio” is a number determined by dividing the Price per Share (as described below and more fully defined in the BCA) by $10. “Price per Share” is defined in the BCA as the amount equal to $1,150,000,000 divided by such amount equal to (a) the aggregate number of Prenetics shares (i) that are issued and outstanding immediately prior to the effective time of Acquisition Merger and (ii) that are issuable upon the exercise of all Prenetics restricted share units, options, warrants, convertible notes and other equity securities of Prenetics that are issued and outstanding immediately prior to the effective time of Acquisition Merger minus (b) the Prenetics shares held by Prenetics or any of its subsidiaries (if applicable) as treasury shares.

PIPE Financing (Private Placement)

Concurrently with the execution of the BCA, certain investors (the “PIPE Investors”) entered into share subscription agreements (each, a “PIPE Subscription Agreement”), pursuant to which the PIPE Investors agreed to subscribe for and purchase PubCo Class A ordinary shares at $10.00 per share for an aggregate purchase price of $60,000,000 (the “PIPE Investment”). Pursuant the PIPE Subscription Agreements, the obligations of the parties to consummate the PIPE Investment are subject to the satisfaction or waiver of certain customary closing conditions of the respective parties, including, among others, (i) all conditions precedent under the BCA having been satisfied or waived (other than those to be satisfied at the closing of the Business Combination), (ii) the accuracy of representations and warranties in all material respects and (iii) material compliance with covenants.

Forward Purchase Agreements

On March 1, 2021, the Company entered into forward purchase agreements (the “Forward Purchase Agreements”) pursuant to which Aspex Master Fund (“Aspex”) and Pacific Alliance Asia Opportunity Fund L.P. (“PAG”) (referred to collectively as the “Anchor Investors”) have subscribed to purchase from the Company 6,000,000 Class A ordinary shares (the “Forward Purchase Shares”), plus an aggregate of 1,500,000 redeemable warrants to purchase one Class A ordinary share at $11.50 each (the “Forward Purchase Warrants”), for an aggregate amount of up to $60,000,000, or $10.00 per Class A ordinary share, in a private placement that will close concurrently with the closing of the Company’s initial Business Combination.

Concurrently with the execution of the BCA, the Anchor Investors entered into deeds of novation and amendment (each a “Deed of Novation and Amendment”), pursuant to which the Anchor Investors have agreed to replace their commitments to purchase the Class A ordinary shares and warrants of Artisan under the Forward Purchase Agreements with the commitment to purchase an aggregate of 6,000,000 PubCo Class A ordinary shares plus 1,500,000 redeemable PubCo warrants, for a purchase price of $10.00 per PubCo Class A ordinary share, as applicable, or $60,000,000 in the aggregate, in a private placement to close immediately prior to the closing of the Acquisition Merger.

Sponsor Support Agreement

Concurrently with the execution of the BCA, the Sponsor, Artisan, PubCo and certain directors and officer of Artisan listed thereto entered into a Sponsor support agreement and deed (the “Sponsor Support Agreement”), pursuant to which the Sponsor has agreed to, among other things, (i) vote all Artisan shares held by Sponsor in favor of the transactions contemplated by the BCA and the other transaction documents and the related transaction proposals, (ii) vote against any proposals that would or would be reasonably likely to in any material respect impede the transactions contemplated by the BCA or any related transaction proposal, (iii) not transfer any share of Artisan until termination of the Sponsor Support Agreement, (iv) waive or not otherwise perfect any anti-dilution or similar protection with respect to any Class B ordinary shares of Artisan, (v) not elect to have any share of Artisan redeemed in connection with the Business Combination, and (vi) release Artisan, PubCo, Prenetics, and their respective subsidiaries from and against any and all actions, obligations, agreements, debts and liabilities whatsoever, whether known or unknown, both at law and in equity, which Artisan or any of its affiliates now has, has ever had or may hereafter have against Artisan, PubCo, Prenetics, and their respective subsidiaries arising on or prior to the closing or on account of or arising out of any matter occurring on or prior to the closing, except for claims with respect to the BCA, the ancillary documents to the BCA, and certain rights to indemnification or fee reimbursement. Each of the Sponsor and the independent directors of Artisan has also agreed, within certain periods of time from the closing of the Business Combination and subject to certain exceptions, not to sell, transfer, tender, grant, pledge, assign or otherwise dispose of (including by gift, tender or exchange offer, merger or operation of law), encumber, hedge or utilize a derivative to transfer the economic interest in any of the PubCo Class A ordinary shares and PubCo Warrants (as applicable) acquired in connection with the Initial Merger and PubCo Class A ordinary shares received upon the exercise of any PubCo warrants (as applicable).

Registration Rights Agreement

Concurrently with the execution of the BCA, Artisan, PubCo, the Sponsor and certain securityholders of Prenetics (the “Prenetics Holders”) entered into a registration rights agreement (the “Registration Rights Agreement”), pursuant to which, among other things, PubCo agreed to undertake certain resale shelf registration obligations in accordance with the U.S. Securities Act of 1933, as amended (the “Securities Act”) and the Sponsor and the Prenetics Holders have been granted customary demand and piggyback registration rights.

Shareholder Support Agreements

Concurrently with the execution of the BCA, Artisan, PubCo, Prenetics and certain shareholders of Prenetics entered into shareholder support agreements and deeds (the “Shareholder Support Agreements”), pursuant to which each such shareholder of Prenetics has agreed to, among other things, (i) vote all Prenetics shares held by such shareholder in favor of the transactions contemplated by the BCA and the other transaction documents, (ii) vote against any proposals that would or would be reasonably likely to in any material respect impede the transactions contemplated by the BCA, (iii) not transfer any share of Prenetics until termination of the Shareholder Support Agreement, and (iv) within certain periods of time from the closing of the Business Combination and subject to certain exceptions, not sell, transfer, tender, grant, pledge, assign or otherwise dispose of (including by gift, tender or exchange offer, merger or operation of law), encumber, hedge or utilize a derivative to transfer the economic interest in any of the shares of PubCo issued in connection with the Acquisition Merger or upon settlement of the restricted share units of PubCo.

Assignment, Assumption and Amendment Agreement

Concurrently with the execution of the BCA, Artisan, PubCo and Continental Stock Transfer & Trust Company (“Continental”) entered into an amendment (the “Assignment, Assumption and Amendment Agreement”) to that certain warrant agreement, dated May 13, 2021, by and between Artisan and Continental (the “Existing Warrant Agreement”), to be effective upon closing pursuant to which, among other things, Artisan will agree to assign all of its right, title and interest in the Existing Warrant Agreement to PubCo.

The foregoing descriptions of the Business Combination Agreement and ancillary agreements are qualified in their entirety by reference to the full text of the agreements, copies of which were filed with the SEC on a Current Report on Form 8-K dated September 15, 2021 and which are incorporated herein by reference.

Going Concern Consideration

As of December 31, 2021, the Company had $102,212 in cash held outside the Trust Account and a working capital deficit of $2,667,944. The Company has incurred and expects to continue to incur significant costs in pursuit of its acquisition plans. These conditions raise substantial doubt about the Company’s ability to continue as a going concern for a period of time within one year after the date that the financial statements are issued. Management plans to address this uncertainty through the Business Combination as discussed above. There is no assurance that the Company’s plans to consummate the Business Combination will be successful or successful within the Combination Period. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Risks and Uncertainties

Management continues to evaluate the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations, and/or search for a target company, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

11 Months Ended

Dec. 31, 2021

CIK 0001844840 Artisan Acquisition Corp

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying financial statements of the Company are presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC.

Emerging Growth Company

The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.

Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period.

Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ from those estimates.

Cash and Cash Equivalents

The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of December 31, 2021.

Investments Held in Trust Account

At December 31, 2021, the $339,380,717 held in the Trust Account was held in money market funds, which are invested in U.S. Treasury securities. The investments held in the Trust Account are presented at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in unrealized gains on investments held in trust account on the accompanying statement of operations. The estimated fair value of investments held in the Trust Account are determined using available market information.

Class A Ordinary Shares Subject to Possible Redemption

All of the 33,934,235 Class A ordinary shares sold as part of the Units in the Initial Public Offering and subsequent partial exercise of the underwriters’ over-allotment option contain a redemption feature which allows for the redemption of such Public Shares in connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the Business Combination and in connection with certain amendments to the Amended and Restated Memorandum and Articles of Association. In accordance with SEC and its staff’s guidance on redeemable equity instruments, which has been codified in ASC 480-10-S99, redemption provisions not solely within the control of the Company require ordinary shares subject to redemption to be classified outside of permanent equity. Therefore, all Class A ordinary shares have been classified outside of permanent equity.

The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid in capital and accumulated deficit.

As of December 31, 2021, the Class A ordinary shares subject to possible redemption reflected in the balance sheet are reconciled in the following table:


Gross proceeds	$	339,342,350
Less:
Proceeds allocated to Public Warrants		(9,275,358)
Issuance costs allocated to Class A ordinary shares		(18,701,823)
Plus:
Remeasurement of Class A ordinary shares subject to possible redemption		27,977,181
Class A ordinary shares subject to possible redemption	$	339,342,350

Warrant Liabilities

The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480 and ASC Topic 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding.

For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statement of operations. The initial fair value of the Public Warrants (as defined in Note 3) was estimated using a Black-Scholes Option Pricing Method - Barrier Option and the fair value of the Private Placement Warrants was estimated using a Modified Black-Scholes Option Pricing Method (see Note 9).

Offering Costs associated with the Initial Public Offering

The Company complies with the requirements of ASC Topic 340, Other Assets and Deferred Costs (“ASC 340”) and SEC Staff Accounting Bulletin Topic 5A - Expenses of Offering. Offering costs consist principally of professional and registration fees incurred through the balance sheet date that are related to the Initial Public Offering. Offering costs directly attributable to the issuance of an equity contract to be classified in equity are recorded as a reduction in equity. Offering costs for equity contracts that are classified as assets and liabilities are expensed immediately. The Company incurred offering costs amounting to $19,235,879 as a result of the Initial Public Offering (consisting of $6,786,847 of underwriting fees, $11,876,982 of deferred underwriting fees and $572,050 of other offering costs). The Company recorded $18,701,823 of offering costs as a reduction of temporary equity in connection with the Class A ordinary shares included in the Units. The Company immediately expensed $534,056 of offering costs in connection with the Public Warrants and Private Placement Warrants that were classified as liabilities.

Income Taxes

The Company accounts for income taxes under ASC Topic 740, Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized.

ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. Since the Company was incorporated on February 2, 2021, the evaluation was performed for the upcoming 2021 tax year which will be the only period subject to examination.

The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of December 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is considered an exempted Cayman Islands Company and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. Consequently, income taxes are not reflected in the Company’s financial statements.

Net Loss Per Ordinary Share

Net loss per ordinary share is computed by dividing net loss by the weighted-average number of ordinary shares outstanding during the period. The remeasurement adjustment associated with the redeemable Class A ordinary shares is excluded from net loss per share as the redemption value approximates fair value. Therefore, the earnings per share calculation allocates income and losses shared pro rata between Class A and Class B ordinary shares. As a result, the calculated net loss per share is the same for Class A and Class B ordinary shares. The Company has not considered the effect of the Public Warrants and Private Placement Warrants to purchase an aggregate of 17,169,310 shares in the calculation of diluted net loss per share, since the exercise of the warrants is contingent upon the occurrence of future events.

The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts):


	For the Period from February 2, 2021
	(Inception) Through December 31, 2021
	Class A		Class B
Basic and diluted net loss per share:
Numerator:
Net loss	$	(2,337,177)	$	(970,244)
Denominator:
Basic and diluted weighted average shares outstanding		23,119,071		9,597,539
Basic and diluted net loss per share	$	(0.10)	$	(0.10)

Fair Value of Financial Instruments

The Company applies ASC Topic 820, Fair Value Measurement (“ASC 820”), which establishes a framework for measuring fair value and clarifies the definition of fair value within that framework. ASC 820 defines fair value as an exit price, which is the price that would be received for an asset or paid to transfer a liability in the Company’s principal or most advantageous market in an orderly transaction between market participants on the measurement date. The fair value hierarchy established in ASC 820 generally requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Observable inputs reflect the assumptions that market participants would use in pricing the asset or liability and are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the entity’s own assumptions based on market data and the entity’s judgments about the assumptions that market participants would use in pricing the asset or liability and are to be developed based on the best information available in the circumstances.

The carrying amounts reflected in the balance sheet for current assets and current liabilities approximate fair value due to their short-term nature.

Level 1 — Assets and liabilities with unadjusted, quoted prices listed on active market exchanges. Inputs to the fair value measurement are observable inputs, such as quoted prices in active markets for identical assets or liabilities.

Level 2 — Inputs to the fair value measurement are determined using prices for recently traded assets and liabilities with similar underlying terms, as well as direct or indirect observable inputs, such as interest rates and yield curves that are observable at commonly quoted intervals.

Level 3 — Inputs to the fair value measurement are unobservable inputs, such as estimates, assumptions, and valuation techniques when little or no market data exists for the assets or liabilities.

See Note 9 for additional information on assets and liabilities measured at fair value.

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution. The Company has not experienced losses on this account and management believes that the Company is not exposed to significant risks on such account.

Recent Accounting Standards

In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”) to simplify accounting for certain financial instruments. ASU 2020-06 eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments and simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity. The new standard also introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. ASU 2020-06 is effective January 1, 2022 and should be applied on a full or modified retrospective basis, with early adoption permitted beginning on January 1, 2021. The Company adopted ASU 2020-06 effective January 1, 2021 using the modified retrospective method of transition. The adoption of ASU 2020-06 did not have a material impact on the financial statements for the fiscal year ended December 31, 2021.

Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

INITIAL PUBLIC OFFERING

11 Months Ended

Dec. 31, 2021

CIK 0001844840 Artisan Acquisition Corp

INITIAL PUBLIC OFFERING

NOTE 3. INITIAL PUBLIC OFFERING

The registration statement for the Company’s Initial Public Offering was declared effective on May 13, 2021. On May 18, 2021, the Company completed its Initial Public Offering of 30,000,000 Units, at $10.00 per Unit, generating gross proceeds of $300,000,000. Each Unit consisted of one Class A ordinary share, $0.0001 par value, and one-third of one redeemable warrant (“Public Warrant”). Each Public Warrant entitles the holder to purchase one Class A ordinary share at an exercise price of $11.50 per whole share (see Note 7).

On May 25, 2021, the Underwriters partially exercised the over-allotment option and purchased an additional 3,934,235 Over-Allotment Units, generating gross proceeds of $39,342,350.

PRIVATE PLACEMENT

11 Months Ended

Dec. 31, 2021

CIK 0001844840 Artisan Acquisition Corp

PRIVATE PLACEMENT

NOTE 4. PRIVATE PLACEMENT

Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 5,333,333 warrants at a price of $1.50 per warrant in a private placement (the “Private Placement Warrants”) to the Sponsor, generating gross proceeds of $8,000,000. Each Private Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share. The proceeds from the sale of the Private Placement Warrants were added to the net proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law) and the Private Placement Warrants will expire worthless.

RELATED PARTY TRANSACTIONS

11 Months Ended

Dec. 31, 2021

CIK 0001844840 Artisan Acquisition Corp

RELATED PARTY TRANSACTIONS

NOTE 5. RELATED PARTY TRANSACTIONS

Founder Shares

On February 4, 2021, the Sponsor made a capital contribution of an aggregate of $25,000 to cover certain expenses on behalf of the Company in exchange for the issuance of 8,625,000 Class B ordinary shares (the “Founder Shares”). On March 1, 2021, the Company effected a share capitalization pursuant to which an additional 1,500,000 Founder Shares were issued for no consideration, resulting in there being 10,125,000 Class B ordinary shares outstanding. All share and per-share amounts have been retroactively restated to reflect the share capitalization. The Founder Shares include an aggregate of up to 1,125,000 Class B ordinary shares subject to forfeiture by the Sponsor to the extent that the Underwriters’ over-allotment option is not exercised in full, so that the Sponsor will own, on an as-converted basis, 20% of the Company’s issued and outstanding shares after the Initial Public Offering plus 6,000,000 Class A ordinary shares to be sold pursuant to the forward purchase agreements (see Note 6). On May 25, 2021, the Underwriters partially exercised the over-allotment option and purchased an additional 3,934,235 Units, resulting in the subsequent forfeiture of 141,441 Class B ordinary shares. On September 14, 2021, the Sponsor surrendered 1 Class B ordinary share for no consideration.

The Sponsor has agreed that, subject to certain limited exceptions, the Founder Shares will not be transferred, assigned, or sold until the earlier of (i) one year after the completion of a Business Combination or (ii) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction after an initial Business Combination that results in all of the Company’s shareholders having the right to exchange their Class A ordinary shares for cash, securities or other property. Notwithstanding the foregoing, if (1) the closing price of the Company’s Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after an initial Business Combination or (2) if the Company consummates a transaction after an initial Business Combination which results in the Company’s shareholders having the right to exchange their shares for cash, securities or other property, the Founder Shares will be released from the lock-up.

In connection with the Forward Purchase Agreements (see Note 1), on March 1, 2021, the Sponsor transferred 375,000 Class B ordinary shares (an aggregate of 750,000 Class B ordinary shares) to each of the Anchor Investors for no cash consideration. The Class B ordinary shares are subject to forfeiture by the Forward Purchase Investors to the extent that the Forward Purchase Investors do not pay any portion of the forward purchase agreement purchase price.

The excess of the fair value of the Founder Shares was determined to be an offering cost of a Business Combination in accordance with Staff Accounting Bulletin Topic 5A. The Founders Shares are subject to forfeiture subject to a performance condition (i.e., the Anchor Investors purchasing Forward Purchase Shares and Forward Purchase Warrants upon consummation of a Business Combination). Offering costs related to the Founders Shares are recognized only when the performance condition is probable of occurrence. As of December 31, 2021, the Company determined that a Business Combination is not considered probable, and, therefore, no offering costs have been recognized. Offering costs would be recognized at the date a Business Combination is considered probable (i.e., upon consummation of a Business Combination) in an amount equal to the number of Founders Shares that ultimately vest multiplied times the grant date fair value per share (unless subsequently modified). The offering cost will be allocated to the Forward Purchase Shares and Forward Purchase Warrants based on a relative fair value basis, compared to total proceeds received. Offering costs allocated to derivative warrant liabilities will be expensed as incurred in the statement of operations. Offering costs allocated to the Forward Purchase Shares will be charged to shareholders’ equity upon the completion of a Business Combination.

On March 8, 2021, the Sponsor sold 25,000 of its Class B ordinary shares of the Company to each of its four independent director nominees (the “Directors”) (or 100,000 Class B ordinary shares in total) for cash consideration of approximately $0.002 per share (the “Purchase Price”). These awards are subject to ASC Topic 718, Compensation – Stock Compensation (“ASC 718”).

Under ASC 718, stock-based compensation associated with equity-classified awards is measured at fair value upon the grant date. The Founders Shares were granted subject to a performance condition (i.e., the occurrence of a Business Combination). Compensation expense related to the Founders Shares is recognized only when the performance condition is probable of occurrence. Stock-based compensation would be recognized at the date a Business Combination is considered probable (i.e., upon consummation of a Business Combination) in an amount equal to the number of Founders Shares that ultimately vest multiplied times the grant date fair value per share (unless subsequently modified) less the amount initially received for the purchase of the Founders Shares.

Promissory Notes — Related Party

On February 4, 2021, the Company issued an unsecured promissory note to the Sponsor (the “Promissory Note”), pursuant to which the Company could borrow up to $300,000 to cover expenses related to the Initial Public Offering. The Promissory Note was non-interest bearing and was payable on the earlier of September 30, 2021 or the consummation of the Initial Public Offering. On July 26, 2021, the Company repaid the outstanding balance under the Promissory Note of $1,150.

On August 16, 2021, the Company issued an unsecured promissory note to the Sponsor (the “Second Promissory Note”), pursuant to which the Company may borrow up to an aggregate principal amount of $300,000. The Second Promissory Note is non-interest bearing and payable upon the consummation of a Business Combination. As of December 31, 2021, the Company had not borrowed any amount under the Second Promissory Note.

Advance from Related Party

As of December 31, 2021, an affiliate of the Sponsor has paid $124,740 to cover certain operating and offering costs on behalf of the Company. On July 26, 2021, the Company repaid the outstanding balance due to the affiliate of the Sponsor.

Administrative Services Agreement

The Company entered into an agreement, commencing on May 13, 2021, to pay the Sponsor a total of $10,000 per month for office space, utilities, secretarial and administrative services. Upon the completion of an initial Business Combination or liquidation, the Company will cease paying these monthly fees. Under this agreement, $80,000 of expenses were incurred for the period from February 2, 2021 (inception) through December 31, 2021. As of December 31, 2021, $80,000 related to this agreement is recorded in accrued expenses - related party on the balance sheet.

Related Party Loans

In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor or certain of the Company’s directors and officer may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans, but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. Up to $1,500,000 of such loans may be convertible into Private Placement Warrants of the post-Business Combination entity at a price of $1.50 per warrant at the option of the lender. No Working Capital Loans were outstanding as of December 31, 2021.

COMMITMENTS AND CONTINGENCIES

11 Months Ended

Dec. 31, 2021

CIK 0001844840 Artisan Acquisition Corp

COMMITMENTS AND CONTINGENCIES

NOTE 6. COMMITMENTS AND CONTINGENCIES

Registration Rights

Pursuant to a registration rights agreement entered into on May 13, 2021, the holders of the Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon the exercise of the Private Placement Warrants and warrants issued upon conversion of the Working Capital Loans) have registration and shareholder rights to require the Company to register a sale of any of its securities held by them. The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of an initial Business Combination. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Underwriting Agreement

In connection with the Initial Public Offering, the Underwriters were granted a 45-day option from the date of the prospectus to purchase up to 4,500,000 additional Units to cover over-allotments. On May 25, 2021, the Underwriters partially exercised the over-allotment option to purchase an additional 3,934,235 Units at an offering price of $10.00 per Unit, generating additional gross proceeds of $39,342,350 to the Company.

The Underwriters were paid a cash underwriting discount of $0.20 per Unit, or $6,786,847 in the aggregate upon the closing of the Initial Public Offering and the partial exercise of the over-allotment option. In addition, the Underwriters will be entitled to a deferred fee of $0.35 per Unit, or $11,876,982 in the aggregate. Subject to the terms of the underwriting agreement, (i) the deferred fee will be placed in the Trust Account and released to the Underwriters only upon the completion of a Business Combination and (ii) the deferred fee will be waived by the Underwriters in the event that the Company does not complete a Business Combination.

Placement and Advisory Fees

On July 17, 2021, the Company entered into an agreement (which was amended on October 7, 2021) with certain investment banks (the "PIPE Placement Agents") to assist in raising the funds in the PIPE financing (see Note 1). The agreement calls for the PIPE Placement Agents to receive a contingent fee equal to 1.5% (or $900,000) of the gross proceeds received by the Company from the PIPE Financing.

On July 20, 2021, the Company entered into an engagement letter with an investment bank (the "M&A Advisor") for advisory services such as analyzing, structuring, negotiating, and effecting the Business Combination, pursuant to which the Company will pay the M&A Advisor a fee of $3,000,000 contingent upon the consummation of the Business Combination.

On November 8, 2021, the Company entered into an agreement with certain investment banks (the "FPA Placement Agents") pursuant to which the FPA Placement Agents will receive a contingent fee equal to 3.5% (or $2,100,000) of the gross proceeds received by the Company from the Forward Purchase Agreements (see Note 1) for services in connection with raising the funds to be received pursuant to the Forward Purchase Agreements.

WARRANTS

11 Months Ended

Dec. 31, 2021

CIK 0001844840 Artisan Acquisition Corp

WARRANTS

NOTE 7. WARRANTS

Public Warrants may only be exercised for a whole number of shares. No fractional shares will be issued upon exercise of the Public Warrants. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination or (b) one year from the closing of the Initial Public Offering. The Public Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation.

The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the Class A ordinary shares underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations described below with respect to registration, or a valid exemption from registration is available. No warrant will be exercisable and the Company will not be obligated to issue a Class A ordinary share upon exercise of a warrant unless the Class A ordinary share issuable upon such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants.

The Company has agreed that as soon as practicable, but in no event later than 20 business days after the closing of an initial Business Combination, the Company will use its commercially reasonable efforts to file with the SEC a registration statement for the registration, under the Securities Act, of the Class A ordinary shares issuable upon exercise of the warrants, and the Company will use its commercially reasonable efforts to cause the same to become effective within 60 business days after the closing of an initial Business Combination, and to maintain the effectiveness of such registration statement and a current prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed, as specified in the warrant agreement; provided that, if the Class A ordinary shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, the Company will not be required to file or maintain in effect a registration statement, but the Company will use its commercially reasonably efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available.

Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00. Once the warrants become exercisable, the Company may redeem the outstanding warrants for redemption (except with respect to the Private Placement Warrants):

●

in whole and not in part;

●

at a price of $0.01 per warrant;

●

upon not less than 30 days’ prior written notice of redemption to each warrant holder; and

●

if, and only if, the reported closing price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted for share sub divisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30 trading day period ending three trading days before the Company sends the notice of redemption to the warrant holders.

The Company will not redeem the warrants as described above unless a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants is then effective and a current prospectus relating to those Class A ordinary shares is available throughout the 30-day redemption period. If and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if the Company is unable to register or qualify the underlying securities for sale under all applicable state securities laws.

Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00. Once the warrants become exercisable, the Company may redeem the warrants:

●

in whole and not in part;

●

at a price of $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares determined by the redemption date and the fair market value of the Company’s Class A ordinary shares;

●

if, and only if, the closing price of the Class A ordinary shares equals or exceeds $10.00 per Public Share (as adjusted for share sub divisions, share capitalizations, reorganizations, recapitalizations and the like), for any 20 trading days within a 30 trading day period ending three trading days before the Company sends the notice of redemption to the warrant holders; and

●

if the closing price of the Class A ordinary shares for any 20 trading days within a 30 trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders is less than $18.00 per share (as adjusted for share sub divisions, share capitalizations, reorganizations, recapitalizations and the like), the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants.

The value of the Company’s Class A ordinary shares shall mean the volume weighted average price of the Class A ordinary shares during the 10 trading days immediately following the date on which the notice of redemption is sent to the holders of warrants. The Company will provide its warrant holders with the final fair market value no later than one business day after the 10 trading day period described above ends. In no event will the warrants be exercisable on a cashless basis in connection with this redemption feature for more than 0.361 Class A ordinary shares per warrant (subject to adjustment).

In addition, if (i) the Company issues additional Class A ordinary shares or equity linked securities for capital raising purposes in connection with the closing of an initial Business Combination at an issue price or effective issue price of less than $9.20 per ordinary share (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (ii) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of an initial Business Combination on the date of the consummation of an initial Business Combination (net of redemptions), and (iii) the volume weighted average trading price of the Company’s Class A ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates an initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, the $18.00 per share redemption trigger price described above under “—Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00” and “—Redemption of warrants when the price per Class A ordinary shares equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price described above under “—Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price.

The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Placement Warrants and the Class A ordinary shares issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be exercisable on a cashless basis and be non redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants.

As of December 31, 2021, there were 11,311,412 Public Warrants and 5,857,898 Private Placement Warrants outstanding. The Company accounts for the Public Warrants and Private Placement Warrants in accordance with the guidance contained in ASC 815-40. Such guidance provides that because the warrants do not meet the criteria for equity treatment thereunder, each warrant must be recorded as a liability.

The accounting treatment of derivative financial instruments required that the Company record the warrants as derivative liabilities at fair value upon the closing of the Initial Public Offering. The Public Warrants were allocated a portion of the proceeds from the issuance of the Units equal to their fair value. The warrant liabilities are subject to re-measurement at each balance sheet date. With each such re-measurement, the warrant liabilities are adjusted to current fair value, with the change in fair value recognized in the Company’s statement of operations. The Company will reassess the classification at each balance sheet date. If the classification changes as a result of events during the period, the warrants will be reclassified as of the date of the event that causes the reclassification.

SHAREHOLDERS' EQUITY

11 Months Ended

Dec. 31, 2021

CIK 0001844840 Artisan Acquisition Corp

SHAREHOLDERS' EQUITY

NOTE 8. SHAREHOLDERS’ DEFICIT

Preference shares— The Company is authorized to issue 3,000,000 preference shares with a par value of $0.0001 per share with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. As of December 31, 2021, there were no preference shares issued or outstanding.

Class A ordinary shares— The Company is authorized to issue 300,000,000 Class A ordinary shares with a par value of $0.0001 per share. Holders of Class A ordinary shares are entitled to one vote for each share. As of December 31, 2021, there were 33,934,235 Class A ordinary shares issued and outstanding, including 33,934,235 Class A ordinary shares subject to possible redemption.

Class B ordinary shares— The Company is authorized to issue 30,000,000 Class B ordinary shares with a par value of $0.0001 per share. Holders of Class B ordinary shares are entitled to one vote for each share. As of December 31, 2021, there were 9,983,558 Class B ordinary shares issued and outstanding.

Ordinary shareholders of record are entitled to one vote for each share held on all matters to be voted on by shareholders. Except as described below, holders of Class A ordinary shares and Class B ordinary shares will vote together as a single class on all matters submitted to a vote of the Company’s shareholders except as required by law. Prior to an initial Business Combination, only holders of the Founder Shares will have the right to vote on the election of directors. Holders of the Public Shares will not be entitled to vote on the appointment of directors during such time.

The Class B ordinary shares will automatically convert into Class A ordinary shares (which such Class A ordinary shares delivered upon conversion will not have redemption rights or be entitled to liquidating distributions from the Trust Account if the Company does not consummate an initial Business Combination) at the time of an initial Business Combination or earlier at the option of the holders thereof at a ratio such that the number of Class A ordinary shares issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of the sum of (i) the total number of ordinary shares issued and outstanding upon the completion of the Initial Public Offering, the total number of Class A ordinary shares issued or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued by the Company in connection with or in relation to the consummation of the initial Business Combination, excluding any Class A ordinary shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, deemed issued or to be issued to any seller in the initial Business Combination and any Private Placement Warrants issued to the sponsor, its affiliates or any member of the Company’s management team upon conversion of working capital loans. In no event will the Class B ordinary shares convert into Class A ordinary shares at a rate of less than one-to-one.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496171-112644

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI http://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (d)
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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-Publisher FASB
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

FAIR VALUE MEASUREMENTS

11 Months Ended

Dec. 31, 2021

CIK 0001844840 Artisan Acquisition Corp

FAIR VALUE MEASUREMENTS

NOTE 9. FAIR VALUE MEASUREMENTS

The following table presents information about the Company’s financial assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2021, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:


	Amount at
Description	Fair Value		Level 1		Level 2		Level 3
December 31, 2021
Assets
Investments held in Trust Account	$	339,380,717	$	339,380,717	$	—	$	—
Liabilities
Derivative liability - forward purchase agreement	$	484,643	$	—	$	—	$	484,643
Warrant liability – Public Warrants	$	8,031,103	$	8,031,103	$	—	$	—
Warrant liability – Private Placement Warrants		4,217,687		—		4,217,687		—
Total warrant liabilities	$	12,248,790	$	8,031,103	$	4,217,687	$	—

The Company utilized a Black-Scholes Option Pricing Method - Barrier Option for the initial valuation of the Public Warrants. The subsequent measurement of the Public Warrants as of December 31, 2021 is classified as Level 1 due to the use of an observable market quote in an active market under the ticker ARTAW. The quoted price of the Public Warrants was $0.71 per warrant as of December 31, 2021.

The Company utilizes a Modified Black-Scholes Option Pricing Method to value the Private Placement Warrants at each reporting period, with changes in fair value recognized in the statement of operations. Inherent in a binomial options pricing model are assumptions related to expected share-price volatility, expected life, risk-free interest rate and dividend yield. The expected volatility as of the date of the Initial Public Offering and as of June 30, 2021 was derived from observable public warrant pricing on comparable ‘blank-check’ companies without an identified target. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the warrants. The expected life of the warrants is assumed to be equivalent to their remaining contractual term. The dividend rate is based on the historical rate, which the Company anticipates to remain at zero. As of December 31, 2021 the Private Placement Warrants are classified as Level 2 due to the use of an observable market quote for a similar asset in an active market.

The estimated fair value of the derivative liability for the forward purchase agreement is determined based on the value of the ordinary shares and warrants as compared to the purchase price adjusted for the probability of a Business Combination. As of December 31, 2021, the derivative liability for the forward purchase agreement is classified as Level 3 due to the use of unobservable inputs.

Transfers to/from Levels 1, 2, and 3 are recognized at the end of the reporting periods. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement as of December 31, 2021 after the Public Warrants were separately listed and traded. The estimated fair value of the Private Placement Warrants transferred from a Level 3 measurement to a Level 2 fair value measurement as of December 31, 2021 due to the use of an observable market quote for a similar asset in an active market.

The following table provides the significant inputs to the Black-Scholes Option Pricing Method - Barrier Option for the fair value of the Public Warrants:


	As of May 18,
	2021 (Initial
	Measurement)
Public Unit price	$	10.00
Years to maturity		5.00
Redemption trigger price	$	18.00
Exercise price	$	11.50
Risk-free rate		0.84	%
Dividend yield		0.00	%
Volatility		15.00	%
Fair value of warrants	$	0.82

The following table provides the significant inputs to the Modified Black-Scholes Option Pricing Method for the fair value of the Private Placement Warrants:


	As of May 18,
	2021 (Initial
	Measurement)
Share price	$	9.78
Exercise price	$	11.50
Years to expiration		5.00
Volatility		15.00	%
Risk-free rate		0.84	%
Dividend yield		0.00	%
Fair value of warrants	$	0.85

The following table provides the significant inputs to the valuation for the forward purchase agreement asset as of May 18, 2021 (initial measurement):


	As of May 18,
	2021 (Initial
	Measurement)
Fair value of unit	$	9.93
Present value of forward purchase agreement unit price	$	10.00
Time to Business Combination (years)		0.68
Risk-free rate		0.05	%
Fair value of forward purchase agreement liability (asset)	$	(389,642)

The following table provides the significant inputs to the valuation for the forward purchase agreement liability as of the December 31, 2021:


	At December 31,
	2021
Fair value of unit	$	10.09
Unit forward price	$	10.00
Time to Business Combination (years)		0.25
Risk-free rate		0.09	%
Discount factor		99.98	%
Probability of Business Combination		90.00	%
Fair value of forward purchase agreement liability (asset)	$	484,643

The following table presents the changes in the fair value of the Company’s Level 3 financial instruments that are measured at fair value:


Fair value as of February 2, 2021 (inception)	$	—
Initial measurement as of May 18, 2021		12,343,691
Initial measurement of over-allotment warrants		1,521,237
Transfer of Public Warrants to Level 1 measurement		(12,895,010)
Transfer of Private Placement Warrants to Level 2 measurement		(6,795,162)
Change in fair value		6,309,887
Fair value as of December 31, 2021	$	484,643

The Company recognized losses in connection with changes in the fair value of warrant liabilities of $2,005,780 for the period from February 2, 2021 (inception) through December 31, 2021. The Company recognized losses in connection with changes in the fair value of the derivative liability for the forward purchase agreement of $874,285 within change in fair value of derivative liability - forward purchase agreement in the statement of operations for the period from February 2, 2021 (inception) through December 31, 2021.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

SUBSEQUENT EVENTS

11 Months Ended

Dec. 31, 2021

CIK 0001844840 Artisan Acquisition Corp

SUBSEQUENT EVENTS

NOTE 10. SUBSEQUENT EVENTS

The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the financial statements were issued. The Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) - CIK 0001844840 Artisan Acquisition Corp

11 Months Ended

Dec. 31, 2021

Basis of Presentation

Basis of Presentation

Emerging Growth Company

Emerging Growth Company

Use of Estimates

Use of Estimates

Cash and Cash Equivalents

Cash and Cash Equivalents

Investments Held in Trust Account

Investments Held in Trust Account

Class A Ordinary Shares Subject to Possible Redemption

Class A Ordinary Shares Subject to Possible Redemption

As of December 31, 2021, the Class A ordinary shares subject to possible redemption reflected in the balance sheet are reconciled in the following table:


Gross proceeds	$	339,342,350
Less:
Proceeds allocated to Public Warrants		(9,275,358)
Issuance costs allocated to Class A ordinary shares		(18,701,823)
Plus:
Remeasurement of Class A ordinary shares subject to possible redemption		27,977,181
Class A ordinary shares subject to possible redemption	$	339,342,350

Warrant Liabilities

Warrant Liabilities

Offering Costs associated with the Initial Public Offering

Offering Costs associated with the Initial Public Offering

Income Taxes

Income Taxes

Net Loss Per Ordinary Share

Net Loss Per Ordinary Share

The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts):


	For the Period from February 2, 2021
	(Inception) Through December 31, 2021
	Class A		Class B
Basic and diluted net loss per share:
Numerator:
Net loss	$	(2,337,177)	$	(970,244)
Denominator:
Basic and diluted weighted average shares outstanding		23,119,071		9,597,539
Basic and diluted net loss per share	$	(0.10)	$	(0.10)

Fair Value of Financial Instruments

Fair Value of Financial Instruments

The carrying amounts reflected in the balance sheet for current assets and current liabilities approximate fair value due to their short-term nature.

Level 3 — Inputs to the fair value measurement are unobservable inputs, such as estimates, assumptions, and valuation techniques when little or no market data exists for the assets or liabilities.

See Note 9 for additional information on assets and liabilities measured at fair value.

Concentration of Credit Risk

Concentrations of Credit Risk

Recent Accounting Standards

Recent Accounting Standards

Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) - CIK 0001844840 Artisan Acquisition Corp

11 Months Ended

Dec. 31, 2021

Schedule of Class A ordinary shares subject to possible redemption

As of December 31, 2021, the Class A ordinary shares subject to possible redemption reflected in the balance sheet are reconciled in the following table:


Gross proceeds	$	339,342,350
Less:
Proceeds allocated to Public Warrants		(9,275,358)
Issuance costs allocated to Class A ordinary shares		(18,701,823)
Plus:
Remeasurement of Class A ordinary shares subject to possible redemption		27,977,181
Class A ordinary shares subject to possible redemption	$	339,342,350

Reconciliation of net loss per common share

The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts):


	For the Period from February 2, 2021
	(Inception) Through December 31, 2021
	Class A		Class B
Basic and diluted net loss per share:
Numerator:
Net loss	$	(2,337,177)	$	(970,244)
Denominator:
Basic and diluted weighted average shares outstanding		23,119,071		9,597,539
Basic and diluted net loss per share	$	(0.10)	$	(0.10)

- Definition

Tabular disclosure of the nature and terms of the financial instruments and the rights and obligations embodied in those instruments, information about settlement alternatives, if any, in the contract and identification of the entity that controls the settlement alternatives including: a. The amount that would be paid, or the number of shares that would be issued and their fair value, determined under the conditions specified in the contract if the settlement were to occur at the reporting date b. How changes in the fair value of the issuer's equity shares would affect those settlement amounts (for example, "the issuer is obligated to issue an additional x shares or pay an additional y dollars in cash for each $1 decrease in the fair value of one share") c. The maximum amount that the issuer could be required to pay to redeem the instrument by physical settlement, if applicable d. The maximum number of shares that could be required to be issued, if applicable e. That a contract does not limit the amount that the issuer could be required to pay or the number of shares that the issuer could be required to issue, if applicable f. For a forward contract or an option indexed to the issuer's equity shares, the forward price or option strike price, the number of issuer's shares to which the contract is indexed, and the settlement date or dates of the contract, as applicable. g. The components of the liability that would otherwise be related to shareholders' interest and other comprehensive income (if any) subject to the redemption feature (for example, par value and other paid in amounts of mandatorily redeemable instruments are disclosed separately from the amount of retained earnings or accumulated deficit).

+ References + Details

FAIR VALUE MEASUREMENTS (Tables) - CIK 0001844840 Artisan Acquisition Corp

11 Months Ended

Dec. 31, 2021

Subsidiary, Sale of Stock [Line Items]

Schedule of Company's assets that are measured at fair value on a recurring basis


	Amount at
Description	Fair Value		Level 1		Level 2		Level 3
December 31, 2021
Assets
Investments held in Trust Account	$	339,380,717	$	339,380,717	$	—	$	—
Liabilities
Derivative liability - forward purchase agreement	$	484,643	$	—	$	—	$	484,643
Warrant liability – Public Warrants	$	8,031,103	$	8,031,103	$	—	$	—
Warrant liability – Private Placement Warrants		4,217,687		—		4,217,687		—
Total warrant liabilities	$	12,248,790	$	8,031,103	$	4,217,687	$	—


	As of May 18,
	2021 (Initial
	Measurement)
Fair value of unit	$	9.93
Present value of forward purchase agreement unit price	$	10.00
Time to Business Combination (years)		0.68
Risk-free rate		0.05	%
Fair value of forward purchase agreement liability (asset)	$	(389,642)

Schedule of change in the fair value of the warrant liabilities


Fair value as of February 2, 2021 (inception)	$	—
Initial measurement as of May 18, 2021		12,343,691
Initial measurement of over-allotment warrants		1,521,237
Transfer of Public Warrants to Level 1 measurement		(12,895,010)
Transfer of Private Placement Warrants to Level 2 measurement		(6,795,162)
Change in fair value		6,309,887
Fair value as of December 31, 2021	$	484,643

Public Warrants

Subsidiary, Sale of Stock [Line Items]

Schedule of quantitative information regarding Level 3 fair value measurements inputs


	As of May 18,
	2021 (Initial
	Measurement)
Public Unit price	$	10.00
Years to maturity		5.00
Redemption trigger price	$	18.00
Exercise price	$	11.50
Risk-free rate		0.84	%
Dividend yield		0.00	%
Volatility		15.00	%
Fair value of warrants	$	0.82

Private Placement Warrants

Subsidiary, Sale of Stock [Line Items]

Schedule of quantitative information regarding Level 3 fair value measurements inputs


	As of May 18,
	2021 (Initial
	Measurement)
Share price	$	9.78
Exercise price	$	11.50
Years to expiration		5.00
Volatility		15.00	%
Risk-free rate		0.84	%
Dividend yield		0.00	%
Fair value of warrants	$	0.85

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN (Details) - CIK 0001844840 Artisan Acquisition Corp - USD ($)			11 Months Ended
	May 25, 2021	May 18, 2021	Dec. 31, 2021
Description of organization and business operations and liquidity
Proceeds from sale of warrants			$ 8,786,847
Payments for investment of cash in Trust Account			$ 339,342,350
Condition for future business combination use of proceeds percentage			80.00%
Condition for future business combination threshold Percentage Ownership			50.00%
Condition for future business combination threshold Net Tangible Assets			$ 5,000,001
Redemption limit percentage without prior consent			15
Obligation to redeem Public Shares if entity does not complete a Business Combination (as a percent)			100.00%
Months to complete acquisition			24 months
Redemption period upon closure			10 days
Maximum allowed dissolution expenses			$ 100,000
IPO, Private Placement, and Over-Allotment Option
Description of organization and business operations and liquidity
Purchase price, per unit	$ 10.00
Payments for investment of cash in Trust Account	$ 339,342,350
Initial Public Offering
Description of organization and business operations and liquidity
Number of units sold		30,000,000	33,934,235
Purchase price, per unit		$ 10.00	$ 10.00
Proceeds from issuance initial public offering		$ 300,000,000
Per share price of units			$ 10.00
Private Placement \| Private Placement Warrants \| Sponsor
Description of organization and business operations and liquidity
Number of warrants issued	524,565	5,333,333
Purchase price of warrants in debt conversion transaction	$ 1.50	$ 1.50
Proceeds from sale of warrants	$ 786,847	$ 8,000,000
Over-allotment option
Description of organization and business operations and liquidity
Underwriters option term		45 days
Maximum number of shares which may be purchased in over-allotment option		4,500,000
Number of units sold	3,934,235		4,500,000
Proceeds from issuance initial public offering	$ 39,342,350

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN - Business Combination Agreement (Details) - Business combination agreement - CIK 0001844840 Artisan Acquisition Corp	Sep. 15, 2021 USD ($) $ / shares shares
Business Combination Agreement
Aggregate equity interest \| $	$ 1,150,000,000
PubCo
Business Combination Agreement
Conversion ratio of Class A and Class B shares held by Sponsor into PubCo Class A shares in a business combination	1
Conversion ratio of warrants held by Sponsor into PubCo warrants in a business combination	1
Exchange price per share \| $ / shares	$ 10

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN - PIPE Financing (Details) - PIPE Subscription Agreement - CIK 0001844840 Artisan Acquisition Corp - USD ($)	Sep. 15, 2021	Jul. 17, 2021
Description of organization and business operations and liquidity
Price per share	$ 10.00
Aggregate proceeds from sale of stock	$ 60,000,000	$ 900,000

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN - Forward Purchase Agreements (Details) - Class A ordinary shares - Private Placement - CIK 0001844840 Artisan Acquisition Corp	Mar. 01, 2021 USD ($) $ / shares shares
Forward Purchase Agreements \| Anchor Investors
Description of organization and business operations and liquidity
Number of shares subscribed	6,000,000
Number of redeemable warrants subscribed	1,500,000
Number of shares issuable per warrant	1
Exercise price of warrants \| $ / shares	$ 11.50
Aggregate value of shares subscription \| $	$ 60,000,000
Price per share \| $ / shares	$ 10.00
PubCo \| Deed of Novation and Amendment
Description of organization and business operations and liquidity
Number of redeemable warrants subscribed	1,500,000
PubCo \| Deed of Novation and Amendment \| Anchor Investors
Description of organization and business operations and liquidity
Number of shares subscribed	6,000,000
Aggregate value of shares subscription \| $	$ 60,000,000
Price per share \| $ / shares	$ 10.00

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN - Going concern (Details) - CIK 0001844840 Artisan Acquisition Corp	Dec. 31, 2021 USD ($)
Liquidity
Cash held outside the Trust Account	$ 102,212
Working capital (deficit)	$ (2,667,944)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - CIK 0001844840 Artisan Acquisition Corp	11 Months Ended
	Dec. 31, 2021 USD ($) shares
Summary of Significant Accounting Policies
Cash held outside the Trust Account	$ 102,212
Class A ordinary shares subject to possible redemption reflected on the condensed balance sheet
Gross proceeds	339,342,350
Less:
Proceeds allocated to public warrants	(9,275,358)
Issuance costs allocated to Class A ordinary shares	(18,701,823)
Plus:
Remeasurement of Class A ordinary shares subject to possible redemption	27,977,181
Class A ordinary shares subject to possible redemption	339,342,350
Offering Costs associated with the Initial Public Offering
Expensed offering costs	534,056
Income Taxes
Unrecognized tax benefits	0
Unrecognized tax benefits accrued for interest and penalties	$ 0
Class A ordinary shares
Summary of Significant Accounting Policies
Shares subject to possible redemption \| shares	33,934,235
Initial Public Offering
Offering Costs associated with the Initial Public Offering
Offering costs	$ 19,235,879
Underwriting fees	6,786,847
Deferred underwriting fees	11,876,982
Other offering costs	572,050
Offering costs recorded as a reduction of temporary equity	18,701,823
Expensed offering costs	534,056
U.S. Treasury Securities
Summary of Significant Accounting Policies
Cash held outside the Trust Account	$ 339,380,717

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Net Loss Per Ordinary Share (Details) - CIK 0001844840 Artisan Acquisition Corp	11 Months Ended
	Dec. 31, 2021 USD ($) $ / shares shares
Numerator:
Net loss \| $	$ (3,307,421)
Class A ordinary shares
Numerator:
Net loss \| $	$ (2,337,177)
Denominator:
Basic weighted average shares outstanding	23,119,071
Diluted weighted average shares outstanding	23,119,071
Basic net loss per ordinary share \| $ / shares	$ (0.10)
Diluted net loss per ordinary share \| $ / shares	$ (0.10)
Class B ordinary shares
Numerator:
Net loss \| $	$ (970,244)
Denominator:
Basic weighted average shares outstanding	9,597,539
Diluted weighted average shares outstanding	9,597,539
Basic net loss per ordinary share \| $ / shares	$ (0.10)
Diluted net loss per ordinary share \| $ / shares	$ (0.10)
Warrants
Net Loss Per Ordinary Share
Shares excluded from calculation of diluted loss per share	17,169,310

INITIAL PUBLIC OFFERING (Details) - CIK 0001844840 Artisan Acquisition Corp - USD ($)			11 Months Ended
	May 25, 2021	May 18, 2021	Dec. 31, 2021
Class A ordinary shares
Initial public offering
Common shares, par value, (per share)			$ 0.0001
Initial Public Offering
Initial public offering
Number of units sold		30,000,000	33,934,235
Purchase price, per unit		$ 10.00	$ 10.00
Proceeds from issuance initial public offering		$ 300,000,000
Initial Public Offering \| Class A ordinary shares
Initial public offering
Number of shares in a unit		1
Common shares, par value, (per share)		$ 0.0001
Initial Public Offering \| Public Warrants
Initial public offering
Number of warrants in a unit		0.3333
Number of shares issuable per warrant		1
Exercise price of warrants		$ 11.50
Over-allotment option
Initial public offering
Number of units sold	3,934,235		4,500,000
Proceeds from issuance initial public offering	$ 39,342,350

PRIVATE PLACEMENT (Details) - CIK 0001844840 Artisan Acquisition Corp - USD ($)			11 Months Ended
	May 25, 2021	May 18, 2021	Dec. 31, 2021
Private Placement
Proceeds from sale of warrants			$ 8,786,847
Private Placement \| Private Placement Warrants \| Sponsor
Private Placement
Number of warrants issued	524,565	5,333,333
Purchase price of warrants in debt conversion transaction	$ 1.50	$ 1.50
Proceeds from sale of warrants	$ 786,847	$ 8,000,000
Private Placement \| Private Placement Warrants \| Class A ordinary shares
Private Placement
Exercise price of warrant		$ 11.50
Number of shares issuable per warrant		1

RELATED PARTY TRANSACTIONS - Founder Shares (Details) - CIK 0001844840 Artisan Acquisition Corp							11 Months Ended
	Nov. 08, 2021 USD ($)	Sep. 14, 2021 shares	May 25, 2021 shares	Mar. 08, 2021 director $ / shares shares	Mar. 01, 2021 USD ($) $ / shares shares	Feb. 04, 2021 USD ($) shares	Dec. 31, 2021 D $ / shares shares
Over-allotment option
Related party transactions
Number of units sold			3,934,235				4,500,000
Class A ordinary shares
Related party transactions
Common shares, shares outstanding							0
Class B ordinary shares
Related party transactions
Common shares, shares outstanding							9,983,558
Number of shares forfeited			141,441
Class B ordinary shares \| Over-allotment option
Related party transactions
Number of units sold			3,934,235
Sponsor \| Class B ordinary shares
Related party transactions
Number of shares surrendered for no consideration		1
Anchor Investors \| Class B ordinary shares
Related party transactions
Aggregate proceeds from sale of stock \| $					$ 0
Number of shares transferred to each investor by Sponsor					375,000
Aggregate number of shares transferred by Sponsor					750,000
Founder Shares \| Sponsor
Related party transactions
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences							150 days
Founder Shares \| Sponsor \| Class B ordinary shares
Related party transactions
Aggregate proceeds from sale of stock \| $					$ 0	$ 25,000
Number of shares issued						8,625,000
Share capitalization, shares issued					1,500,000
Common shares, shares outstanding					10,125,000
Number of shares subject to forfeiture					1,125,000
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders					20.00%		20.00%
Restrictions on transfer period of time after business combination completion							1 year
Stock price trigger to transfer, assign or sell any shares or warrants of the company, after the completion of the initial business combination (in dollars per share) \| $ / shares							$ 12.00
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination \| D							20
Threshold consecutive trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination \| D							30
Sponsor Sale of Shares to Directors \| Director \| Class B ordinary shares
Related party transactions
Number of shares transferred to each investor by Sponsor				25,000
Number of directors \| director				4
Aggregate number of shares transferred by Sponsor				100,000
Price per share \| $ / shares				$ 0.002
Forward Purchase Agreements
Related party transactions
Aggregate proceeds from sale of stock \| $	$ 2,100,000
Forward Purchase Agreements \| Anchor Investors \| Class A ordinary shares \| Private Placement
Related party transactions
Number of shares subscribed					6,000,000
Price per share \| $ / shares					$ 10.00

RELATED PARTY TRANSACTIONS - Other disclosures (Details) - CIK 0001844840 Artisan Acquisition Corp - USD ($)			1 Months Ended		9 Months Ended	11 Months Ended
	Jul. 26, 2021	May 13, 2021	Mar. 31, 2021	Feb. 28, 2021	Dec. 31, 2021	Dec. 31, 2021	Aug. 16, 2021	Feb. 04, 2021
Related party transactions
Repayment of promissory note - related party						$ 1,150
Aggregate expenses incurred						80,000
Accrued expenses - related party					$ 80,000	80,000
Affiliate of Sponsor
Related party transactions
Reimbursement payments made to affiliate						124,740
Promissory Note
Related party transactions
Maximum borrowing capacity								$ 300,000
Repayment of promissory note - related party	$ 1,150
Second Promissory Note
Related party transactions
Maximum borrowing capacity							$ 300,000
Administrative Services Agreement
Related party transactions
Monthly expenses for office space, utilities, secretarial and administrative support services		$ 10,000
Aggregate expenses incurred			$ 80,000	$ 80,000	80,000
Related Party Loans
Related party transactions
Maximum amount of loans eligible for conversion to private placement warrants					$ 1,500,000	$ 1,500,000
Purchase price of warrants in debt conversion transaction					$ 1.50	$ 1.50
Working Capital Loans
Related party transactions
Outstanding balance of related party note					$ 0	$ 0

COMMITMENTS AND CONTINGENCIES (Details) - CIK 0001844840 Artisan Acquisition Corp - USD ($)						11 Months Ended
	Nov. 08, 2021	Sep. 15, 2021	Jul. 20, 2021	Jul. 17, 2021	May 25, 2021	Dec. 31, 2021
Subsidiary, Sale of Stock [Line Items]
Maximum number of demands for registration of securities						three demands
Deferred fee per unit					$ 10.00
Deferred underwriting fee payable					$ 39,342,350	$ 11,876,982
Underwriting cash discount per unit						$ 0.20
Underwriter cash discount						$ 6,786,847
PIPE Subscription Agreement
Subsidiary, Sale of Stock [Line Items]
Percentage of contingent fee				1.50%
Aggregate proceeds from sale of stock		$ 60,000,000		$ 900,000
Forward Purchase Agreements
Subsidiary, Sale of Stock [Line Items]
Percentage of contingent fee	3.50%
Aggregate proceeds from sale of stock	$ 2,100,000
Merger and Acquisition Advisory Agreement
Subsidiary, Sale of Stock [Line Items]
Business combination contingent fee			$ 3,000,000
Over-allotment option
Subsidiary, Sale of Stock [Line Items]
Number of days granted to options to underwriters						45 days
Number of units sold					3,934,235	4,500,000
Deferred fee per unit						$ 0.35
Deferred underwriting fee payable						$ 11,876,982

WARRANTS (Details) - CIK 0001844840 Artisan Acquisition Corp	11 Months Ended
	Dec. 31, 2021 D $ / shares shares
Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $18.00 \| Class A ordinary shares
Class of Warrant or Right [Line Items]
Warrant redemption condition minimum share price	$ 18.00
Redemption period	30 days
Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $10.00 \| Class A ordinary shares
Class of Warrant or Right [Line Items]
Warrant redemption condition minimum share price	$ 10.00
Threshold trading days for redemption of public warrants	20 days
Threshold consecutive trading days for redemption of public warrants	10 days
Class of warrants or rights redemption of warrants or rights stock price trigger	$ 0.361
Warrants
Class of Warrant or Right [Line Items]
Maximum period after business combination in which to file registration statement	20 days
Period of time within which registration statement is expected to become effective	60 days
Private Placement Warrants
Class of Warrant or Right [Line Items]
Warrants outstanding \| shares	5,857,898
Public Warrants
Class of Warrant or Right [Line Items]
Warrant exercise period condition one	30 days
Warrant exercise period condition two	1 year
Public Warrants expiration term	5 years
Share price trigger used to measure dilution of warrant	$ 9.20
Percentage of gross new proceeds to total equity proceeds used to measure dilution of warrant	60
Trading period after business combination used to measure dilution of warrant	20 days
Warrant exercise price adjustment multiple	115
Warrant redemption price adjustment multiple	180
Restrictions on transfer period of time after business combination completion	30 days
Warrants outstanding \| shares	11,311,412
Public Warrants \| Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $18.00
Class of Warrant or Right [Line Items]
Warrant redemption condition minimum share price	$ 18.00
Redemption price per public warrant (in dollars per share)	$ 0.01
Threshold trading days for redemption of public warrants	20 days
Threshold consecutive trading days for redemption of public warrants	30 days
Threshold number of business days before sending notice of redemption to warrant holders	three
Redemption period	30 days
Class of warrants or rights redemption of warrants or rights stock price trigger	$ 18.00
Public Warrants \| Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $10.00
Class of Warrant or Right [Line Items]
Number of trading days on which fair market value of shares is reported \| D	30
Warrant redemption condition minimum share price	$ 10.00
Warrant redemption condition minimum share price scenario two	18.00
Redemption price per public warrant (in dollars per share)	$ 0.10
Threshold trading days for redemption of public warrants	20 days
Threshold consecutive trading days for redemption of public warrants	30 days
Threshold number of business days before sending notice of redemption to warrant holders	three
Redemption period	30 days
Class of warrants or rights redemption of warrants or rights stock price trigger	$ 10.00

STOCKHOLDERS' EQUITY - Preferred Stock Shares (Details) - CIK 0001844840 Artisan Acquisition Corp	Dec. 31, 2021 $ / shares shares
Preferred shares, shares authorized	3,000,000
Preferred stock, par value, (per share) \| $ / shares	$ 0.0001
Preferred shares, shares issued	0
Preferred shares, shares outstanding	0

STOCKHOLDERS' EQUITY - Common Stock Shares (Details) - CIK 0001844840 Artisan Acquisition Corp - $ / shares		11 Months Ended
	Mar. 01, 2021	Dec. 31, 2021
Class of Stock [Line Items]
Ratio to be applied to the stock in the conversion		1
Class A ordinary shares
Class of Stock [Line Items]
Common shares, shares authorized (in shares)		300,000,000
Common shares, par value (in dollars per share)		$ 0.0001
Common shares, votes per share		one
Common shares, shares issued (in shares)		33,934,235
Common shares, shares outstanding (in shares)		0
Shares subject to possible redemption		33,934,235
Class B ordinary shares
Class of Stock [Line Items]
Common shares, shares authorized (in shares)		30,000,000
Common shares, par value (in dollars per share)		$ 0.0001
Common shares, votes per share		one
Common shares, shares issued (in shares)		9,983,558
Common shares, shares outstanding (in shares)		9,983,558
Class B ordinary shares \| Founder Shares \| Sponsor
Class of Stock [Line Items]
Common shares, shares outstanding (in shares)	10,125,000
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders	20.00%	20.00%

FAIR VALUE MEASUREMENTS (Details) - CIK 0001844840 Artisan Acquisition Corp	Dec. 31, 2021 USD ($) item
Assets
Investments held in Trust Account	$ 339,380,717
Derivative liability \| Forward Purchase Agreement
Liabilities
Liabilities	484,643
Warrant Liability
Liabilities
Liabilities	12,248,790
Warrant Liability \| Public Warrants
Liabilities
Liabilities	8,031,103
Warrant Liability \| Private Placement Warrants
Liabilities
Liabilities	4,217,687
Level 1
Assets
Investments held in Trust Account	339,380,717
Level 1 \| Warrant Liability
Liabilities
Liabilities	8,031,103
Level 1 \| Warrant Liability \| Public Warrants
Liabilities
Liabilities	$ 8,031,103
Warrants, measurement input \| item	0.71
Level 2 \| Warrant Liability
Liabilities
Liabilities	$ 4,217,687
Level 2 \| Warrant Liability \| Private Placement Warrants
Liabilities
Liabilities	4,217,687
Level 3 \| Derivative liability \| Forward Purchase Agreement
Liabilities
Liabilities	$ 484,643

FAIR VALUE MEASUREMENTS - Level 3 Fair Value Measurements Inputs (Details) - CIK 0001844840 Artisan Acquisition Corp	Dec. 31, 2021 USD ($)	May 18, 2021 USD ($) item Y
Forward Purchase Agreements
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of forward purchase agreement liability (asset) \| $	$ 484,643	$ (389,642)
Share price \| Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		10.00
Share price \| Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		9.78
Exercise Price \| Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		11.50
Exercise Price \| Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		11.50
Years to maturity \| Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input \| Y		5.00
Years to maturity \| Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input \| Y		5.00
Redemption trigger price \| Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		18.00
Risk-free rate \| Forward Purchase Agreements
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	0.09	0.05
Risk-free rate \| Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		0.0084
Risk-free rate \| Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		0.84
Dividend yield \| Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		0.0000
Dividend yield \| Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		0.0000
Volatility \| Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		0.1500
Volatility \| Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		0.1500
Probability of Business Combination \| Forward Purchase Agreements
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	90.00
Fair value of warrants \| Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		0.82
Fair value of warrants \| Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		0.85
Fair value of unit \| Forward Purchase Agreements
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	10.09	9.93
Present value of forward purchase agreement unit price \| Forward Purchase Agreements
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		10.00
Unit forward price \| Forward Purchase Agreements
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	10.00
Time to Business Combination (years) \| Forward Purchase Agreements
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	0.25	0.68
Discount factor \| Forward Purchase Agreements
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	99.98

FAIR VALUE MEASUREMENTS - Change in the Fair Value of the Warrant Liabilities (Details) - CIK 0001844840 Artisan Acquisition Corp	11 Months Ended
	Dec. 31, 2021 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Losses from changes in fair value of warrants	$ (2,005,780)
Losses from changes in fair value of derivative liability - forward purchase agreement	874,285
Level 3
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value at (inception)	0
Initial measurement at May 18, 2021	12,343,691
Initial measurement of over-allotment warrants	1,521,237
Change in fair value	6,309,887
Fair value at end of period	484,643
Level 3 \| Public Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Transfer of Warrants out of Level 3 measurement	(12,895,010)
Level 3 \| Private Placement Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Transfer of Warrants out of Level 3 measurement	$ (6,795,162)