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REGISTERED NUMBER: 11947445 (England and Wales)















Report of the Directors and

Unaudited Financial Statements for the Year Ended 31 December 2023

for

Urban Air Port Limited

Urban Air Port Limited (Registered number: 11947445)






Contents of the Financial Statements
for the Year Ended 31 December 2023




Page

Company Information 1

Report of the Directors 2

Balance Sheet 7

Notes to the Financial Statements 9

Report of the Accountants 13

Urban Air Port Limited

Company Information
for the Year Ended 31 December 2023







DIRECTORS: H Sandhu
A Wu-Sandhu





REGISTERED OFFICE: c/o Canny & Associates
30 Moorgate
London
EC2R 6PJ





REGISTERED NUMBER: 11947445 (England and Wales)





ACCOUNTANTS: Canny & Associates Ltd
Chartered Certified Accountants
30 Moorgate
London
EC2R 6PJ

Urban Air Port Limited (Registered number: 11947445)

Report of the Directors
for the Year Ended 31 December 2023

The directors present their report with the financial statements of the company for the year ended 31 December 2023.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of providing innovative design and consultancy services for the aeronautical sector.

REVIEW OF BUSINESS
Urban-Air Port - Unrivalled In Advanced Air Mobility Infrastructure

Context
It's a privilege for me to present our latest annual statement for Urban-Air Port (UAP). 2023 saw UAP cement its reputation as the worlds most advanced vertiport infrastructure provider, proven by our quarter-on-quarter growth and profitability, positive EBITDA position throughout the year and commentary from regulators, customers and experts representing the worlds intelligence in respect to rotorcraft - from some of the most important markets in the world.

So what is it that UAP does?
UAP is the global leader in designing & supplying compact and scalable infrastructure solutions for the eVTOL market. UAP's vertiports are 90% smaller and 90% cheaper than competing vertiports and offer the best passenger experience. The technology-driven vertiport design that leverages AI and Robotics is protected by a global patent portfolio.

"Our mission is to build mobility solutions that enable fully electric air transportation that saves time, costs and emissions."
ANDREA WU
Urban-Air Port, CEO

What do the regulators think?
"Urban-Air Port's AirOne vertiport serves as a valuable, tangible technology to build stakeholder confidence and trust in emerging advanced mobility industries. Their ground-breaking deployment in downtown Coventry, UK was an important first step for Urban-Air Port but a giant leap for the Advanced Air Mobility & Aviation Industry globally - in reimagining how people across the world will move, connect and live. Industry & regulatory support of Urban-Air Port reinforces our collective beliefs in fusing technology and innovation to enable humanity and society to reach new levels of potential."
MICHAEL WHITAKER
United States of America Federal Aviation, Administrator, nominated by President Biden & appointed by the US Senate

What do the worlds leading experts think?
"We found Urban-Air Port's Vertical Airfield, an isolated & elevated landing platform, with its multi-patented (filed, pending & granted) design ameliorates - significantly - both the lateral extent & speed of the outwash below the aircraft making their technology extremely effective for passenger safety. The absence of any surrounding infrastructure at the height of the platform obviates almost entirely the problems associated with the aerodynamic interactions whilst not
increasing power consumed by the aircraft while hovering.


Urban Air Port Limited (Registered number: 11947445)

Report of the Directors
for the Year Ended 31 December 2023

I believe Urban-Air Port's technology offers distinct advantages over competitors. Their vertically-stacked arrangement is eminently safer than competing concepts."
DR RICHARD BROWN
Sophrodyne Aerospace, Aerodynamics Specialist & Chief Technology Officer


Safer. Better. Cheaper. Award Winning.
These endorsements support our beliefs that our product approach to vertiport infrastructure is the only viable and sustainable way for this industry to scale. To that end, I wanted to further surmise the breadth & extent of activity and successes of the year, below with some key highlights.

Marketing Awards and Recognition
UAP upheld a joint 2nd position in the landing AAM Infrastructure Readiness Index prepared by SMG Consulting and Aviation Week. Joint 2nd alongside EVTOL heavy-weight Beta Technologies and Airport Infrastructure titans Ferrovial was a great way to end Q1.

UAP was selected as 1 of the top 10 companies to watch in future aviation and the only company in the field of AAM Infrastructure in the Sifted (backed by the Financial Times FT) 'Starts-ups to Watch' "The Sky" Briefing. An excellent accolade only 9 months since our AirOne Launch.

UAP was heavily featured and presented as a leading example in the AAM in Vancouver Report published by Vancouver Economic Commission and the Economic Transformation Lab.

UAP met the Chairman, Congressman Sam Graves, of the US House Transportation and Infrastructure Committee and many others inc Rick Larson and Garrett Graves to congratulate them on their efforts in the US on passing the US grant system for AAM and to brief them on UAP's AirOne event and technology.

Awards received in 2023 included:
SAFETY & INNOVATION PROJECT OF THE YEAR 2023, Institute of Highway Engineers

INTELLIGENT TRANSPORT SYSTEMS UK, PRESIDENTS AWARDS 2023, Better Environment Through Technology Award

North America Market Activity
The year began with us executing on our 1st major overseas vertiport order for Supernal in USA. An incredible way for the year to begin as this enabled the business to build its profile with supply chain partners in the US, something we believe will be critically important in the years ahead as we look to execute on the subsequent orders in our US LOIs. Important to note here, this was a multi-million pound revenue generating order for a vertiport that commenced in 2022. We are not aware of any other company to have had this kind of order-book at the start of 2023.

APAC Market Activity
We secured a further lucrative contract from Honda Motors in Japan to provide them AAM & Vertiport Strategic Advisory services to assist their business planning and eVTOL development paths. An exciting part of our business, where we help advance our clients AAM ambitions by building out their business and operational financial models using our proprietary tools and models.


Urban Air Port Limited (Registered number: 11947445)

Report of the Directors
for the Year Ended 31 December 2023

This was particularly interesting as Honda became our 2nd major automotive, global conglomerate to approach UAP for our world leading know-how and leadership in support of their AAM projects. A huge vote of confidence and endorsement for our team and technology by one of the biggest and most innovative mobility players in the world.

Middle East Market Activity
NEOM, a mega multi-billion project funded by the Public Investment Fund (PIF), the Sovereign Wealth Fund of the Kingdom of Saudi Arabia invited UAP to respond and submit costed proposals several RFPs for dozens of vertiports across their projects and region. This, again cemented UAP as the go-to place for the biggest names on Earth with real AAM ambitions. UAP assembled a titanic team including Supernal, Hyundai Motor Group and their construction subsidiaries inc. Hyundai Engineering & Construction and LG Electronics to name but a few. Our global partnerships now allow us to quickly mobilise for any project, for any number of vertiports, anywhere in the world.

During the year Dubai in the UAE was advancing its activity in AAM and the team were invited to advise several Governmental agencies including the RTA on our capability and technology that would be required by them on some of their most challenging sites across the Emirate. UAPs' Middle East activity throughout the year was very informative and foundational. We hope to progress our traction in the region strongly in the year ahead.

Governance
Andrea Wu was appointed to the Board of Directors as CEO. Andrea has been pivotal in the development of the business to date and her efforts were rightfully rewarded by this new position and strengthened the UAP Board and prepared it for growth with a sharpened focus. She is a great asset and we are lucky to have her stewardship.

Sophie Robinson, the Ex-Vertical Aerospace Flight Dynamics Engineer & Flying Quality Manager joined our growing suite of Advisory Board Members. Sophie built up the Flight Division at Vertical and brings invaluable insight to UAP's operational model, technical eVTOL analysis and leading OEM input when it comes to market intelligence.

Velis Eleftheriou, the Ex Volocopter Head of Vertiport Developments, joined UAP's Senior Management Team as Head of Regulatory Affairs. Velis brings 28 years of international & transverse airport operations experience (EUROCONTROL, EASA, IATA, Dubai Airports etc.). All of this combined with new offices, new IT systems, new patents, new projects, new clients and a growing team the year started and ended - ahead of projections.

Partnerships
Many new strategic partnerships were signed and many new ones seeded for the year ahead. Some of the biggest ones supporting the business long-term objectives are captured below;

Esther Kromhout, CEO at NACO, globally leading Aviation Consultants on our MoU with NACO;

"We are thrilled to be exploring the possibilities around electric flight such as eVTOL with Urban-Air Port®. The team has a huge amount of experience in developing facilities for this kind of technology - particularly with the launch of the world's first fully operational vertiport in Coventry in the UK - and we look forward to supporting Urban-Air Port by?bringing our global experience in airport masterplanning and urban mobility to help develop sustainable air transportation and intermodal solutions fit for the future."


Urban Air Port Limited (Registered number: 11947445)

Report of the Directors
for the Year Ended 31 December 2023

At the Paris Airshow UAP signed an MOU with the Egis Group. Egis design, own and operate a variety of aviation and non-aviation infrastructure and their global portfolio and access provides UAP a great platform. Also at the Paris Airshow UAP signed a 3-way LOI with Hanwha Systems and Korea Airports Corporation, supporting growth in the APAC markets and leveraging KAC's airport operations portfolio that spans 14 airports. A new Collaboration Agreement was signed with Micronav one of the biggest pilot and airport ATM staff training simulator providers in the world for vertiport simulation and integration into aviation infrastructure.

Business Model
Vertiports remain the most under-invested area of Advanced Air Mobility but yet are one of the most critical pieces of infrastructure to make this industry a success. It is not as simple as just building a smaller airport but instead requires a new type of infrastructure.

Global TAM for Vertiports is forecast to be worth £17.8B (by 2040); £37.4B (by 2050). UAP anticipates a 30Pc market share and with our growing patent portfolio, know-know and real-world vertiport development experience & expertise we are confident in capturing this as the industry matures and our position emboldens. Our main business income from technology design & supply is not contingent on aeronautical landing charges (eVTOL flights). Our solutions enable those clients who do wish to operate vertiports and make revenues from eVTOL take-off and landing fees, to operate the most profitable version - that being an Urban-Air Port. And we can prove this to them before they place their orders for our system.

Our vertiport technology is the only commercially viable solution and perfect for scaling up a global eVTOL network. We are confident to take a 30% market share by 2040.

Valuation
As we approached the end of a busy, pivotal year, on behalf of our Investors inc Supernal, a part Hyundai Motor Group the Board commissioned an independent business valuation. The conclusion of the valuation undertaken by a renowned UK financial advisory firm is surmised below:

"We consider that UAP is uniquely placed in the UAM space as a result of:
- The experience and expertise of its senior management team
- The strength and influence of its Board and Advisors
- The clients that include Airbus, HMG and Honda
- Its formal arrangements with the likes of LG Group, NACO, Hanwah, and KAC
- Its proven technology developed with dedicated focus from 2017
- Its technology with safety enhancement features as mentioned in the report by Sophrodyne Aerospace
- Its powerful bank of patents
- Its unique record of current revenue and operating profit generation

We consider that UAP has the proven expertise to resolve any remaining technological issues around UAM infrastructure. The only hurdle outside the Company's control is regulation but the industry is collaborating to push regulation forward to align with the speed of technological developments.

Progress has been such in the last couple of years that the uncertainties around UAM and vertiports in particular have moved from the fundamental question of whether they will be built, to when. This reduction in the speculative nature of the industry has lowered its risk profile substantially.


Urban Air Port Limited (Registered number: 11947445)

Report of the Directors
for the Year Ended 31 December 2023

In accordance with the calculations set out above, we conclude that the indicative Enterprise Value for Urban-Air Port Limited may reasonably be taken to be £97.0 million."

With huge thanks to our clients, partners and investors for a successful 2023 - we are looking forward to the most exciting year in AAM yet, 2024.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

H Sandhu
A Wu-Sandhu

Other changes in directors holding office are as follows:

A Slepian ceased to be a director after 31 December 2023 but prior to the date of this report.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:





H Sandhu - Director


23 September 2024

Urban Air Port Limited (Registered number: 11947445)

Balance Sheet
31 December 2023

31.12.23 31.12.22
Notes £    £    £    £   
FIXED ASSETS
Tangible assets 4 16,390 23,993
Investments 5 1 1
16,391 23,994

CURRENT ASSETS
Debtors 6 192,987 308,601
Cash at bank 711,306 44,928
904,293 353,529
CREDITORS
Amounts falling due within one year 7 1,987,042 2,227,940
NET CURRENT LIABILITIES (1,082,749 ) (1,874,411 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

(1,066,358

)

(1,850,417

)

CAPITAL AND RESERVES
Called up share capital 5 5
Share premium 654,997 654,997
Retained earnings (1,721,360 ) (2,505,419 )
(1,066,358 ) (1,850,417 )

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2023.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2023 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:
(a)ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and
(b)preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

Urban Air Port Limited (Registered number: 11947445)

Balance Sheet - continued
31 December 2023


The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 23 September 2024 and were signed on its behalf by:





H Sandhu - Director


Urban Air Port Limited (Registered number: 11947445)

Notes to the Financial Statements
for the Year Ended 31 December 2023

1. STATUTORY INFORMATION

Urban Air Port Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Office equipment - 25% on cost
Fixtures and fittings - 25% on cost
Computer equipment - 25% on cost

Investments in subsidiaries
Investments in subsidiary undertakings are recognised at cost.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


Urban Air Port Limited (Registered number: 11947445)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

2. ACCOUNTING POLICIES - continued
Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 7 (2022 - 8 ) .

4. TANGIBLE FIXED ASSETS
Fixtures
Office and Computer
equipment fittings equipment Totals
£    £    £    £   
COST
At 1 January 2023
and 31 December 2023 960 27,501 1,946 30,407
DEPRECIATION
At 1 January 2023 280 5,729 405 6,414
Charge for year 240 6,876 487 7,603
At 31 December 2023 520 12,605 892 14,017
NET BOOK VALUE
At 31 December 2023 440 14,896 1,054 16,390
At 31 December 2022 680 21,772 1,541 23,993

Urban Air Port Limited (Registered number: 11947445)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

5. FIXED ASSET INVESTMENTS
Shares in
group
undertakings
£   
COST
At 1 January 2023
and 31 December 2023 1
NET BOOK VALUE
At 31 December 2023 1
At 31 December 2022 1

6. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.23 31.12.22
£    £   
Trade debtors 40,000 300,000
Amounts owed by group undertakings 19,338 -
Other debtors 117,942 -
VAT 15,707 8,601
192,987 308,601

7. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.23 31.12.22
£    £   
Other loans (see note 8) 1,766,711 1,630,521
Trade creditors 87,631 121,637
Amounts owed to group undertakings 1 46,403
Social security and other taxes 55,832 201,566
Other creditors 25,151 94,491
Accrued expenses 51,716 133,322
1,987,042 2,227,940

8. LOANS

Included in Creditors: Amounts Falling Due Within One Year is an amount of £1,766,711 (2022 - £1,630,521 in respect of a convertible loan note. The £1,766,711 includes accrued interest to the balance sheet date. The loan and accrued interest was converted to equity shares during 2024 and accordingly this liability no longer exists at the date of signing of these accounts..

Urban Air Port Limited (Registered number: 11947445)

Notes to the Financial Statements - continued
for the Year Ended 31 December 2023

9. RELATED PARTY DISCLOSURES

Included in administrative expenses are management and consultancy fees and expenses of £663 (2022 - £41,000) charged by it's parent company, Six Miles Across London Limited.

10. ULTIMATE CONTROLLING PARTY

The company's immediate parent company is Six Miles Across London Limited and it's ultimate controlling party is Mr H Sandhu, a company director.

11. SHARE CAPITAL AND SHARE PREMIUM

During 2022 the company received investments totalling £505,000 for equity in the form of Advance Subscription Agreements. The directors consider these investments to be equity but as at the balance sheet date shares had not been issued in respect of these investments and accordingly all of the £505,000 investment is reported in the share premium account. Equity shares were issued in 2024 in respect of the £505,000 Advance Subscription Agreements.

12. GOING CONCERN

Although there is a negative net asset position at the balance sheet date, included in Creditors: Amounts Falling Due within One Year, is a convertible loan note, including accrued interest, totalling £1,766,711 (2022 - £1,630,521). This loan, together with interest due was converted to equity shares during 2024 and is no longer a liability at the date of signing of these accounts.

The directors have reviewed the position for the next twelve months and are of the opinion the company will have sufficient liquid resources to meet it's liabilities as and when they fall due and accordingly the accounts are prepared on the going concern basis.

Urban Air Port Limited

Report of the Accountants to the Directors of
Urban Air Port Limited

The following reproduces the text of the report prepared for the directors in respect of the company's annual unaudited financial statements. In accordance with the Companies Act 2006, the company is only required to file a Balance Sheet. Readers are cautioned that the Income Statement and certain other primary statements and the Report of the Directors are not required to be filed with the Registrar of Companies.

As described on the Balance Sheet you are responsible for the preparation of the financial statements for the year ended 31 December 2023 set out on pages seven to thirteen and you consider that the company is exempt from an audit.

In accordance with your instructions, we have compiled these unaudited financial statements in order to assist you to fulfil your statutory responsibilities, from the accounting records and information and explanations supplied to us.






Canny & Associates Ltd
Chartered Certified Accountants
30 Moorgate
London
EC2R 6PJ


23 September 2024