GH Research PLC Files 20-F for Fiscal Year Ended December 31, 2023

TL;DR

<b>GH Research PLC has submitted its annual 20-F filing for the fiscal year ending December 31, 2023.</b>

AI Summary

GH Research PLC (GHRS) filed a Foreign Annual Report (20-F) with the SEC on March 7, 2024. GH Research PLC filed its annual report on Form 20-F for the fiscal year ending December 31, 2023. The company is incorporated in L2 and its fiscal year ends on December 31. Its principal business address is Joshua Dawson House, Dawson Street, Dublin 2, L2, D02 RY95. The SIC code for GH Research PLC is 2834 (Pharmaceutical Preparations). The filing was made on March 7, 2024.

Why It Matters

For investors and stakeholders tracking GH Research PLC, this filing contains several important signals. This filing provides a comprehensive overview of the company's financial performance, business operations, and risk factors for the past fiscal year. Investors and stakeholders can use this report to assess the company's financial health, strategic direction, and potential investment opportunities.

Risk Assessment

Risk Level: low — GH Research PLC shows low risk based on this filing. The filing is a standard annual report (20-F) and does not contain immediate, significant new financial data or strategic shifts that would indicate high risk.

Analyst Insight

Review the detailed financial statements and risk factors within the 20-F filing to understand GH Research PLC's performance and outlook for the upcoming year.

Key Numbers

• 2023-12-31 — Fiscal Year End (Conformed Period of Report)
• 2024-03-07 — Filing Date (Filed as of Date)
• 001-40530 — SEC File Number (SEC File Number for GH Research PLC)
• 0001855129 — Central Index Key (Central Index Key for GH Research PLC)

Key Players & Entities

• GH Research PLC (company) — Filer of the 20-F
• Joshua Dawson House (company) — Street address of GH Research PLC
• Dawson Street (company) — Street address of GH Research PLC
• Dublin 2 (company) — City of GH Research PLC's address
• L2 (company) — State/Region of GH Research PLC's address
• D02 RY95 (company) — ZIP code of GH Research PLC's address
• 0001140361-24-011866 (other) — Accession Number for the filing
• 2834 (other) — Standard Industrial Classification code

FAQ

Industry Context

GH Research PLC operates within the Pharmaceutical Preparations industry, as indicated by its SIC code 2834.

Regulatory Implications

As a foreign private issuer, GH Research PLC files an annual report on Form 20-F with the SEC, which is a comprehensive disclosure document.

What Investors Should Do

1. Analyze the financial statements and management discussion within the 20-F for detailed performance metrics.
2. Review the risk factors section to understand potential challenges and uncertainties facing GH Research PLC.
3. Compare the 2023 results with previous years to identify trends and assess growth.

Key Dates

• 2024-03-07: Filing Date — Submission of the annual 20-F report for the fiscal year 2023.
• 2023-12-31: Fiscal Year End — The period covered by the financial statements in the 20-F filing.

Year-Over-Year Comparison

This is the initial 20-F filing for the fiscal year 2023, providing a baseline for future comparisons.

Key Financial Figures

• $0.025 — stered Ordinary shares, nominal value $0.025 per share GHRS The Nasdaq Stock Mar

Filing Documents

• ef20015369_20f.htm (20-F) — 2891KB
• ef20015369_ex2-1.htm (EX-2.1) — 176KB
• ef20015369_ex12-1.htm (EX-12.1) — 12KB
• ef20015369_ex12-2.htm (EX-12.2) — 12KB
• ef20015369_ex13-1.htm (EX-13.1) — 5KB
• ef20015369_ex13-2.htm (EX-13.2) — 5KB
• ef20015369_ex15-1.htm (EX-15.1) — 2KB
• ef20015369_ex97-1.htm (EX-97.1) — 31KB
• image00001.jpg (GRAPHIC) — 57KB
• image00002.jpg (GRAPHIC) — 65KB
• image00003.jpg (GRAPHIC) — 123KB
• image00004.jpg (GRAPHIC) — 110KB
• image00005.jpg (GRAPHIC) — 103KB
• image00006.jpg (GRAPHIC) — 109KB
• image00007.jpg (GRAPHIC) — 133KB
• 0001140361-24-011866.txt (&nbsp;) — 11237KB
• ghrs-20231231.xsd (EX-101.SCH) — 69KB
• ghrs-20231231_cal.xml (EX-101.CAL) — 65KB
• ghrs-20231231_def.xml (EX-101.DEF) — 219KB
• ghrs-20231231_lab.xml (EX-101.LAB) — 730KB
• ghrs-20231231_pre.xml (EX-101.PRE) — 409KB
• ef20015369_20f_htm.xml (XML) — 1399KB

Item 18

Item 17 Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No TABLE OF CONTENTS Presentation of Financial and Other Information iii Cautionary Statement Regarding Forward-Looking Statements iii Service of Process and Enforcement of Liabilities vi PART I 1 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISORS 1 A. Directors and Senior Management 1 B. Advisors 1 C. Auditors 1 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 1 A. Offer Statistics 1 B. Method And Expected Timetable 1 ITEM 3. KEY INFORMATION 1 A. [Reserved] 1 B. Capitalization and Indebtedness 1 C. Reasons for the Offer and Use of Proceeds 1 D.

Risk Factors

Risk Factors 1 ITEM 4. INFORMATION ON THE COMPANY 85 ITEM 4A. UNRESOLVED STAFF COMMENTS 127 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 127 A. Operating Results 128 B. Liquidity and Capital Resources 135 C. Research and Development, Patents and Licenses, etc. 138 D. Trend Information 138 E. Critical Accounting Estimates 138 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 138 A. Directors and Senior Management 138 B. Compensation 140 C. Board Practices 142 D. Employees 144 E. Share Ownership 145 F. Disclosure of a Registrant's Action to Recover Erroneously Awarded Compensation 145 ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 145 A. Major Shareholders 145 B. Related Party Transactions 147 C. Interests of Experts and Counsel 148 ITEM 8. FINANCIAL INFORMATION 148 A. Consolidated Statements and Other Financial Information 148 B. Significant Changes 148 ITEM 9. THE OFFER AND LISTING 148 A. Offer and Listing Details 148 B. Plan of Distribution 149 C. Markets 149 D. Selling Shareholders 149 E.

Dilution

Dilution 149 F. Expenses of the Issue 149 ITEM 10. ADDITIONAL INFORMATION 149 A. Share Capital 149 B. Memorandum and Articles of Association 149 C. Material Contracts 149 D. Exchange Controls 149 E. Taxation 150 F. Dividends and Paying Agents 157 G. 157 H. Documents on Display 157 I. Subsidiary Information 158 J. Annual Report to Security Holders 158 i ITEM 11.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 158 ITEM 12.

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 159 A. Debt Securities 159 B. Warrants and Rights 159 C. Other Securities 159 D. American Depositary Shares 159 PART II 159 ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 159 ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 159 ITEM 15.

CONTROLS AND PROCEDURES

CONTROLS AND PROCEDURES 159 A. Disclosure Controls and Procedures 159 B. Management's Annual Report on Internal Control Over Financial Reporting 160 C. Attestation Report of the Registered Public Accounting Firm 161 D. Changes in Internal Control Over Financial Reporting 161 ITEM 16. [RESERVED] 161 A. Audit Committee Financial Expert 161 B. Code of Ethics 161 C. Principal Accountant Fees and Services 161 D. Exemptions from the Listing Standards for Audit Committees 162 E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers 162 F. Change in Registrant's Certifying Accountant 162 G. Corporate Governance 162 H. Mine Safety Disclosure 163 I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 163 J. Insider Trading Policies 163 K. Cybersecurity 163 PART III 164 ITEM 17.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 164 ITEM 18.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 164 ITEM 19. EXHIBITS 164

Signatures

Signatures 166 Index to Financial Statements F-1 ii Table of Contents PRESENTATION OF FINANCIAL AND OTHER INFORMATION Unless otherwise indicated or the context otherwise requires, all references in this Annual Report to the terms "the Company," "we", "us" and "our" refer to (i) GH Research Ireland Limited prior to the completion of the Corporate Reorganization (as defined herein) and (ii) GH Research PLC (and, where the context requires, its subsidiary) following the completion of the Corporate Reorganization. For information on our Corporate Reorganization, see "Item 4. Information on the Company—A. History and Development of the Company."

Financial Statements

Financial Statements Our financial information is presented in U.S. dollars. We prepare our consolidated financial statements in accordance with the International Financial Reporting Standards, or IFRS, as issued by the International Accounting Standards Board, or IASB. The terms "dollar," "USD" or "$" refer to U.S. dollars and all references to "" are to euro. Prior to our initial public offering and the related Corporate Reorganization, we conducted our business through GH Research Ireland Limited, and therefore certain historical financial statements present the results of operations of GH Research Ireland Limited. Our subsidiary, GH Research Ireland Limited, historically maintained, and as our subsidiary continues to maintain, books and records in euro, and as a result those certain historical financial statements for any periods prior to our initial public offering and the related Corporate Reorganization present financial information which had been converted to U.S. dollars. For any periods subsequent to our initial public offering and the related Corporate Reorganization, our financial statements are prepared on a consolidated basis and present the consolidated results of operations of GH Research PLC and our subsidiary, GH Research Ireland Limited. Market and Industry Data This Annual Report contains industry, market and competitive position data that are based on general and industry publications, surveys and studies conducted by third parties, some of which may not be publicly available, and our own internal estimates and research. Third-party publications, surveys and studies generally state that they have obtained information from sources believed to be reliable, but do not guarantee the accuracy and completeness of such information. These data involve a number of assumptions and limitations and contain projections and estimates of the future performance of the industries in which we operate that are subject to a high degree of uncertainty. We cautio

Risk Factors

Risk Factors Our business is subject to a number of risks. You should carefully consider all of the information set forth in this Annual Report and in other documents we file with or furnish to the U.S. Securities and Exchange Commission, or SEC, including the following risk factors, before deciding to invest in or to maintain an investment in our securities. Our business, as well as our reputation, financial condition, results of operations, and share price, could be materially adversely affected by any of these risks, as well as other risks and uncertainties not currently known to us or not currently considered material. Risk Factors Summary Our ability to implement our business strategy is subject to numerous risks, as more fully described in this section. These risks include, among others: We are a clinical-stage biopharmaceutical company and we have incurred significant losses since our inception. We expect that we will continue to incur significant losses for the foreseeable future; We will need substantial additional funding, which may not be available on acceptable terms, or at all. If we are unable to raise capital when needed, we could be forced to delay, reduce or eliminate our product discovery and development programs or commercialization efforts; 1 Table of Contents It may take considerable time and expense to resolve the clinical hold that has been placed by the FDA on the study we proposed in our IND for GH001, and no assurance can be given that the FDA will remove the clinical hold, which could have a material adverse effect on our clinical development efforts or could otherwise harm our business, financial condition, results of operation and prospects; Drug and drug-device combination product development is a highly uncertain undertaking and involves a substantial degree of risk; GH001, GH002 and GH003 are investigational mebufotenin (5-methoxy-N,N-dimethyltryptamine, or 5-MeO-DMT) therapies based on a novel technology, which makes it

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View this 20-F filing on SEC EDGAR