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REGISTERED NUMBER: 14506684 (England and Wales)













FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

DSCOUT UK LTD

DSCOUT UK LTD (REGISTERED NUMBER: 14506684)






CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024




Page

Company Information 1

Balance Sheet 2

Notes to the Financial Statements 3


DSCOUT UK LTD

COMPANY INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2024







DIRECTORS: D Hardt
W Talkington
G Idehen





REGISTERED OFFICE: Herschel House
58 Herschel Street
Slough
SL1 1PG





REGISTERED NUMBER: 14506684 (England and Wales)





AUDITORS: Oury Clark Chartered Accountants
Statutory Auditors
Herschel House
58 Herschel Street
Slough
Berkshire
SL1 1PG

DSCOUT UK LTD (REGISTERED NUMBER: 14506684)

BALANCE SHEET
31 DECEMBER 2024

31.12.24 31.12.23
Notes £    £   
CURRENT ASSETS
Debtors 4 195,454 86,202
Cash at bank 270,129 346,246
465,583 432,448
CREDITORS
Amounts falling due within one year 5 3,084,801 1,499,659
NET CURRENT LIABILITIES (2,619,218 ) (1,067,211 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

(2,619,218

)

(1,067,211

)

CAPITAL AND RESERVES
Called up share capital 6 1,000 1,000
Capital contribution 7 143,179 75,056
Retained earnings 7 (2,763,397 ) (1,143,267 )
SHAREHOLDERS' FUNDS (2,619,218 ) (1,067,211 )

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 10 June 2025 and were signed on its behalf by:





W Talkington - Director


DSCOUT UK LTD (REGISTERED NUMBER: 14506684)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1. STATUTORY INFORMATION

dscout UK Ltd 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.

Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate support of the parent company, such support being pledged for a period of at least 12 months and 1 day from the date the financial statements are signed. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

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

Turnover is recognised on a straight line over the life of the contract. Amounts invoiced in advance of services are deferred.

Financial instruments
Basic Financial Instruments, as covered by Section 11 of FRS 102, are measured at amortised cost. The company does not have any Other Financial Instruments, as covered by Section 12 of FRS 102.

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.


DSCOUT UK LTD (REGISTERED NUMBER: 14506684)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

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.

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

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.

Share based payments
Equity-settled share-based compensation benefits are provided to employees.

Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for services.

The cost of equity-settled transactions is measured at fair value on grant date. Fair value is independently determined using the Black Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine whether the Group receives the services that entitle the employees to receive payment. No account is taken of any other vesting conditions.

The cost of equity-settled transactions is recognised as an expense with a corresponding increase in equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods.

The share based payment expense is recognised on a reasonable allocation of the group expense.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 4 (2023 - 2 ) .

DSCOUT UK LTD (REGISTERED NUMBER: 14506684)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

4. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.24 31.12.23
£    £   
Trade debtors 119,298 70,533
Other debtors 76,156 15,669
195,454 86,202

5. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.24 31.12.23
£    £   
Trade creditors 10,509 2,081
Amounts owed to group undertakings 2,236,489 1,258,218
Taxation and social security 112,291 31,675
Other creditors & accruals 725,512 207,685
3,084,801 1,499,659

6. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.12.24 31.12.23
value: £    £   
1,000 Ordinary £1 1,000 1,000

7. RESERVES
Retained Capital
earnings contribution Totals
£    £    £   

At 1 January 2024 (1,143,267 ) 75,056 (1,068,211 )
Deficit for the year (1,620,130 ) (1,620,130 )
Capital contribution - 68,123 68,123
At 31 December 2024 (2,763,397 ) 143,179 (2,620,218 )

8. DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Amy Enslin (Senior Statutory Auditor)
for and on behalf of Oury Clark Chartered Accountants

DSCOUT UK LTD (REGISTERED NUMBER: 14506684)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

8. DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 - continued

We would like to draw your attention to the following statement contained within our audit report as included within the full financial statements:-
"Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed."

9. ULTIMATE PARENT & CONTROLLING PARTY

The immediate and ultimate parent company is dscout Inc., a company incorporated in the United States of America.

The smallest and largest group to consolidate the results and financial position of the company is dscout Inc. Copies of the dscout Inc. financial statements can be obtained from the registered office at 222 North LaSalle Street, Suite 650, Chicago, IL 60601, USA.

10. SHARE-BASED PAYMENT TRANSACTIONS

At the period end the company has equity settled share options with its employees. The equity offered is that of the parent company, dscout Inc.

There were share options granted during the year. Options under the Plan are generally exercisable when vested and subject to such terms, conditions, performance criteria, and restrictions as determined by the Board of Directors and set forth in the related option agreements.

The options are valued using the Black Scholes method of valuation and vest over four years.

During the financial period no new share options were granted. In the prior financial period 212,000 share options were granted at a weighted average exercise price of $3.28.

No share options were exercised during the year, but 101,250 share options have vested to date.

As at 31 December 2024, there were 212,000 share options outstanding, of which 114,500 were exercisable.

During the year, a share option expense was recognised of £68,123 (2023: £75,056).

The share based payment expense is recognised on a reasonable allocation of the group expense.

The Company will only be liable to employer's national insurance contributions should the options be exercised in the future. The timing and value of this is currently not known.

As per the share option agreements there is a clause transferring the national insurance liability to the employee. The timing and value of this is not currently known.