Registration number: 13890036

Vewd Software Holdings Limited

Contents

Company Information	1
Strategic Report	2
Directors' Report	3
Statement of Directors' Responsibilities	4
Independent Auditor's Report	5 to 7
Profit and Loss Account	8
Statement of Comprehensive Income	9
Balance Sheet	10
Statement of Changes in Equity	11
Notes to the Financial Statements	12 to 20

Vewd Software Holdings Limited

Company Information

Directors

G C Whelan P S Merkadeau

Registered office

6th Floor One London Wall London EC2Y 5EB

Auditors

Bourner Bullock Chartered Accountants 114 St Martin's Lane Covent Garden London WC2N 4BE

Vewd Software Holdings Limited

Strategic Report for the Year Ended 31 December 2024

The directors present their strategic report for the year ended 31 December 2024.

Fair review of the business

The principal activity of Vewd Software Holdings Limited (“VSHL”)is that of a holding company for the Vewd Group of companies within the Xperi Inc group structure. Xperi’s TiVo product offerings, when integrated with Vewd’s suite of streaming platform solutions, will help accelerate and scale the deployment of TiVo OS for connected TVs and expand Xperi’s video-over-broadband offerings. The Vewd group primarily conducts business under the brand Xperi since Xperi acquired VSHL in 2022.

The directors are satisfied with the results for the financial year. The company recorded a profit/(loss) of $5,096,668 (2023: ($70,170,656)) after tax. The company’s profit for the current year is primarily attributed to the reversal of previously recorded impairments of investment, following independent third-party valuations of several subsidiaries carried out during the financial period.

During the financial year, the Company entered into an intercompany receivable assignment and set-off agreement with related parties, resulting in no intercompany balances outstanding at year end. The Company also completed a reduction of capital by reducing the share capital and cancelling the entire share premium and capital contribution balances within equity, with the corresponding amounts credited to the profit and loss reserve.

In addition, during the 2024 financial year, Vewd Software AS, a wholly owned subsidiary of the Company, disposed of its subsidiary Vewd Software Poland Sp. z o.o., and liquidated both Beijing Vewd Information Technology Consulting Ltd and Vewd Software Japan G.K.

Events after the balance sheet date
Xperi Consulting Poland Sp z.o.o and Vewd Software Sweden AB were both sold post year end in 2025. Following these disposals, it is intention of the directors to liquidate Vewd Software AS during 2025.

Key performance indicators

Key performance indicators that are focused on by management include subsidiary revenue levels, new contracts obtained in the period and working capital management. Each of these indicators are monitored by management against targets and prior financial years of each individual subsidiary of VSHL. The directors are satisfied with the performance of the company during the financial year with regard to these indicators.

Principal risks and uncertainties

The principal risk and uncertainties facing the business are its exposure to technological advances in the industry that would result in the Vewd OTT software technology becoming obsolete. The Vewd Group constantly invest resources into research and development to pre-empt consumer preferences and behaviour around media consumption to ensure that the Vewd technologies enhance user experiences into the future.

Approved by the Board on 4 September 2025 and signed on its behalf by:

G C Whelan Director

Vewd Software Holdings Limited

Directors' Report for the Year Ended 31 December 2024

The directors present their report and the financial statements for the year ended 31 December 2024.

Directors of the Company

The directors who held office during the year were as follows:

J M Patterson (resigned 15 April 2024)

G C Whelan

M C Spillner (appointed 15 April 2024 and resigned 4 October 2024)

P S Merkadeau (appointed 4 October 2024)

Results and Dividends

The results for the financial year are set out in the profit and loss account. The Directors did not recommend paying a dividend for the period ended 31 December 2024.

Objectives and policies

The company’s activities are exposed to different types of financial risks as set out below.

Credit risk, liquidity risk and exchange rate risk

Credit risk
The company does not have a significant concentration of credit risk.

Liquidity risk
The company is not significantly exposed to liquidity risk due to the maintenance of sufficient cash balances and the support of the ultimate parent company.

Exchange rate risk
The company transactions primarily in USD and any exchange rate risk is not considered material to the ongoing operations and performance of the company.

Disclosure of information to the auditors

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the Company's auditors are aware of that information. The directors confirm that there is no relevant information (as defined by section 418(3) of the Companies Act 2006) that they know of and of which they know the auditors are unaware.

Approved by the Board on 4 September 2025 and signed on its behalf by:

G C Whelan Director

Vewd Software Holdings Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the directors are required to:

•	select suitable accounting policies and apply them consistently;

•	make judgements and accounting estimates that are reasonable and prudent;

•	state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

•	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Vewd Software Holdings Limited

Independent Auditor's Report to the Members of Vewd Software Holdings Limited

Opinion

We have audited the financial statements of Vewd Software Holdings Limited (the 'Company') for the year ended 31 December 2024, which comprise the Profit and Loss Account, Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

•	give a true and fair view of the state of the Company's affairs as at 31 December 2024 and of its profit for the year then ended;
•	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
•	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Vewd Software Holdings Limited

Independent Auditor's Report to the Members of Vewd Software Holdings Limited

Opinion on other matter prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

•	the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

•	the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

•	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
•	the financial statements are not in agreement with the accounting records and returns; or
•	certain disclosures of directors' remuneration specified by law are not made; or
•	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities [set out on page 4], the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Auditor Responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Vewd Software Holdings Limited

Independent Auditor's Report to the Members of Vewd Software Holdings Limited

Discussions with and enquiries of management and those charged with governance were held with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions an enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.

The following laws and regulations were identified as being of significance to the entity:

• Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting regulations, Company Law, Tax legislation, and distributable profits legislation.

Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: enquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; review of board minutes; testing the appropriateness of journal entries; and the performance of analytical review to identify unexpected movements in account balances which may be indicative of fraud.

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

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 an auditor’s report 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.

......................................
Russell Joseph (Senior Statutory Auditor)
For and on behalf of Bourner Bullock, Statutory Auditor
 Chartered Accountants
114 St Martin's Lane
Covent Garden
London
WC2N 4BE

4 September 2025

Vewd Software Holdings Limited

Profit and Loss Account for the Year Ended 31 December 2024

	Note	2024 $	2023 $
Turnover		-	-
Gross profit/(loss)		-	-
Administrative expenses		(22,397)	(335,717)
Other operating income	4	43,595	-
Operating profit/(loss)	5	21,198	(335,717)
Other interest receivable and similar income	6	1,016,670	1,220,987
Impairment reversal / (loss)		5,209,588	(69,682,881)
Interest payable and similar expenses	7	(1,150,789)	(1,373,045)
		5,075,469	(69,834,939)
Profit/(loss) before tax		5,096,667	(70,170,656)
Profit/(loss) for the financial year		5,096,667	(70,170,656)

Vewd Software Holdings Limited

Statement of Comprehensive Income for the Year Ended 31 December 2024

	2024 $	2023 $
Profit/(loss) for the year	5,096,667	(70,170,656)
Total comprehensive income for the year	5,096,667	(70,170,656)

Vewd Software Holdings Limited

(Registration number: 13890036)
Balance Sheet as at 31 December 2024

	Note	2024 $	2023 $
Fixed assets
Investments	11	38,439,708	33,230,119
Current assets
Debtors	12	-	25,933,905
Cash at bank and in hand		2	19,626
		2	25,953,531
Creditors: Amounts falling due within one year	13	(1,163,479)	(1,902,614)
Net current (liabilities)/assets		(1,163,477)	24,050,917
Total assets less current liabilities		37,276,231	57,281,036
Creditors: Amounts falling due after more than one year	13	(8,000,000)	(33,117,093)
Net assets		29,276,231	24,163,943
Capital and reserves
Called up share capital		1	100,000
Share premium reserve	16	-	84,284,721
Other reserves	16	-	29,648,222
Retained earnings	16	29,276,230	(89,869,000)
Shareholders' funds		29,276,231	24,163,943

Approved and authorised by the Board on 4 September 2025 and signed on its behalf by:
 

G C Whelan Director