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VitalSource Technologies Limited
Annual Report and Financial Statements
Year Ended 31 December 2024

Registration number: 07901489

VitalSource Technologies Limited

Contents

Balance Sheet | 1
Notes to the Financial Statements | 2 to 5

VitalSource Technologies Limited

Balance Sheet

31 December 2024

| Note | 2024 £ | 2023 £
Current assets |  |  |
Debtors | 4 | 584,777 | 838,662
Cash at bank and in hand |  | 765,647 | 229,721
|  | 1,350,424 | 1,068,383
Creditors: Amounts falling due within one year | 5 | (278,106) | (285,202)
Net assets |  | 1,072,318 | 783,181
Capital and reserves |  |  |
Called up share capital |  | 100,001 | 100,001
Share premium reserve |  | 1,756,579 | 1,756,579
Capital contribution reserve |  | 5,761,265 | 5,761,265
Profit and loss account |  | (6,545,527) | (6,834,664)
Shareholders' funds |  | 1,072,318 | 783,181

These financial statements have been prepared and delivered in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006 and the option not to file the Profit and Loss Account has been taken.

Approved and authorised by the Board on 15 September 2025 and signed on its behalf by:

......................................... Mr K Freeman Director

Company Registration Number: 07901489

VitalSource Technologies Limited

Notes to the Financial Statements

Year Ended 31 December 2024

1 | General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
5 New Street Square
London
EC4A 3TW

The principal place of business is:
Spaces
100 Avebury Boulevard
Milton Keynes
MK9 1FH

These financial statements were authorised for issue by the Board on 15 September 2025.

2 | Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

Basis of preparation

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Going concern

The ultimate parent company, Vital Topco LP, a company based in the USA, has provided financial support to the company during the year to ensure that it has been able to meet its liabilities. The parent company has confirmed that it will continue to offer this support for at least the next twelve months.
Furthermore, the directors have considered the company’s revenue streams and have reviewed the level of core overhead costs of the business, to determine if there is sufficient working capital to meet these requirements, for a period of at least twelve months from the date of approval of these financial statements. Following this review, based on the information available to date, and in light of the above parental support, the directors are satisfied that the company has sufficient working capital to meet these requirements and, accordingly, the directors continue to adopt the going concern basis of presentation.

VitalSource Technologies Limited

Notes to the Financial Statements

Year Ended 31 December 2024

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable in relation to sales and support commissions from the company's immediate parent undertaking, in respect of the sales and support of digital content in the UK, Europe, and Asia Pacific regions. Turnover is shown net of value added tax, returns, rebates and discounts and after eliminating sales within the company.
The company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the company's activities.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

Deferred tax is recognised on all timing differences at the balance sheet date unless indicated below. Timing differences are differences between taxable profits and the results as stated in the profit and loss account and other comprehensive income. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

VitalSource Technologies Limited

Notes to the Financial Statements

Year Ended 31 December 2024

Financial instruments

Classification
The company holds the following financial instruments:
• Short term trade and other debtors and creditors;
• Cash and bank balances.
All financial instruments are classified as basic.
Recognition and measurement
The company has chosen to apply the recognition and measurement principles in FRS102.
Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the company’s obligations are discharged, expire or are cancelled.
Such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of the cash or other consideration expected to be paid or received, after taking account of impairment adjustments.

3 | Staff numbers

The average number of persons employed by the company (including directors) during the year, was 18 (2023 - 17).

4 | Debtors

| 2024 £ | 2023 £
Amounts owed by group undertakings | 381,139 | 673,392
Prepayments | 3,306 | 50,653
Other debtors | 200,332 | 114,617
| 584,777 | 838,662

5 | Creditors

Creditors: amounts falling due within one year

| 2024 £ | 2023 £
Due within one year |  |
Other creditors | 278,106 | 275,345
Outstanding defined contribution pension costs | - | 9,857
| 278,106 | 285,202

VitalSource Technologies Limited

Notes to the Financial Statements

Year Ended 31 December 2024

6 | Obligations under leases and hire purchase contracts

Operating leases

The total of future minimum lease payments is as follows:

| 2024 £ | 2023 £
Not later than one year | 33,060 | 83,112
Later than one year and not later than five years | 33,060 | -
| 66,120 | 83,112

The amount of non-cancellable operating lease payments recognised as an expense during the year was £92,992 (2023 - £85,937).

7 | Audit report

The Independent Auditors' Report was unqualified. The name of the Senior Statutory Auditor who signed the audit report was Chloe Mills FCA, who signed for and on behalf of PKF Francis Clark on 16 September 2025.

8 | Parent and ultimate parent undertaking

The company's entire share capital is owned by VitalSource Technologies LLC, a company Incorporated in Delaware, USA.
The ultimate parent is Vital Topco, LP (a portfolio company of funds affiliated with Francisco Partners Management, L.P.), an entity incorporated in the USA.
The most senior parent entity producing publicly available financial statements is Vital Topco LP. These financial statements are available upon request from 227 Fayetteville Street, Suite 400, Raleigh, United States of America, North Carolina, 27601.