ACCOUNTS - Final Accounts preparation

Company registration number: 15483696

	FINANCIAL STATEMENTS
	FOR THE PERIOD ENDED 31 DECEMBER 2024

	EAS TECHNOLOGIES HOLDINGS LIMITED


EAS TECHNOLOGIES HOLDINGS LIMITED

COMPANY INFORMATION

Directors	P B Berg (appointed 11 April 2024)
	M Charpentier (appointed 1 May 2025)
	N V Fuller (appointed 11 April 2024)
	M S Mead (appointed 11 April 2024)
	R Taylor (appointed 27 June 2024)
	G D Blin (appointed 12 February 2024, resigned 11 April 2024)


Registered number	15483696


Registered office	Unit 1 Walton Lodge
	374 Coldharbour Lane
	London
	SW9 8PL


Independent auditor	Menzies LLP
	Chartered Accountants & Statutory Auditor
	3000a Parkway
	Whiteley
	Hampshire
	PO15 7FX


EAS TECHNOLOGIES HOLDINGS LIMITED

CONTENTS

	Page
Consolidated balance sheet	1 - 2
Company balance sheet	3
Consolidated statement of changes in equity	4 - 5
Company statement of changes in equity	5
Notes to the financial statements	6 - 17


EAS TECHNOLOGIES HOLDINGS LIMITED REGISTERED NUMBER:15483696

CONSOLIDATED BALANCE SHEET

AS AT 31 DECEMBER 2024

		2024
Note		£

Fixed assets
Intangible assets	4		11,966,938
Tangible assets	5		99,885
			12,066,823
Current assets
Debtors: amounts falling due within one year	7	666,569
Cash at bank and in hand		2,677,646
		3,344,215
Creditors: amounts falling due within one year	8	(1,713,191)
Net current assets			1,631,024
Total assets less current liabilities			13,697,847
Creditors: amounts falling due after more than one year	9		(17,225,104)
Provisions for liabilities
Deferred tax		(19,523)
Other provisions		(25,268)
			(44,791)
Net (liabilities)/assets			(3,572,048)

Page 1


EAS TECHNOLOGIES HOLDINGS LIMITED REGISTERED NUMBER:15483696

CONSOLIDATED BALANCE SHEET (CONTINUED)

AS AT 31 DECEMBER 2024

		2024
Note		£

Capital and reserves
Called up share capital			965
Share premium account			151,662
Foreign exchange reserve			(822)
Profit and loss account			(3,723,853)
			(3,572,048)

The Group's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

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

The Company has opted not to file the consolidated statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

P B Berg

Director

Date: 16 September 2025

The notes on pages 6 to 17 form part of these financial statements.

Page 2


EAS TECHNOLOGIES HOLDINGS LIMITED REGISTERED NUMBER:15483696

COMPANY BALANCE SHEET

AS AT 31 DECEMBER 2024

		2024
Note		£

Fixed assets
Investments	6		1
			1
Current assets
Debtors: amounts falling due within one year	7	152,626
		152,626
Total assets less current liabilities			152,627


Net assets			152,627

Capital and reserves
Called up share capital			965
Share premium account			151,662
			152,627

The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

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

The Company has opted not to file the consolidated statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

P B Berg

Director

Date: 16 September 2025

The notes on pages 6 to 17 form part of these financial statements.

Page 3


EAS TECHNOLOGIES HOLDINGS LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDED 31 DECEMBER 2024

	Called up share capital	Share premium account	Foreign exchange reserve	Profit and loss account	Total equity
	£	£	£	£	£

Loss for the period	-	-	-	(3,723,853)	(3,723,853)
Shares issued during the period	965	151,662	-	-	152,627
Movement on re-translation of foreign subsidiaries	-	-	(822)	-	(822)
At 31 December 2024	965	151,662	(822)	(3,723,853)	(3,572,048)

The notes on pages 6 to 17 form part of these financial statements.

Page 4


EAS TECHNOLOGIES HOLDINGS LIMITED

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDED 31 DECEMBER 2024

	Called up share capital	Share premium account	Total equity
	£	£	£
Shares issued during the period	965	151,662	152,627
At 31 December 2024	965	151,662	152,627

The notes on pages 6 to 17 form part of these financial statements.

Page 5


EAS TECHNOLOGIES HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

1.	General information

EAS Technologies Holdings 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.
The presentation currency of the financial statements is the Pound Sterling (£) which is the functional currency of the company.
These financial statements are rounded to the nearest £1.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies.

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102.

Page 6


EAS TECHNOLOGIES HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.3

Going concern

These financial statements have been prepared on the going concern basis. The directors have reviewed the Group’s going concern position, taking account of the Group’s net liability position of £3.6m, whilst considering the year-end positive cash position of £2.7m. The directors have considered the performance against budget and taken into account other factors likely to affect its future development, objectives, policies and processes for managing its working capital, its financial risk management objectives and its exposure to credit and liquidity risks. This includes financial and cash flow forecasts, and sales pipeline.
The directors intend that the Group will continue to pursue its strategy and focus its operational plans on the importance of achieving sustained positive cash flow generation.
Based upon the above, the directors have a reasonable expectation that the Group has the ability to continue in operation and meet its liabilities as they fall due for the foreseeable future being at least 12 months from the date of signing of these financial statements and considers it appropriate to adopt a going concern basis of preparation.

2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Page 7


EAS TECHNOLOGIES HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.5

Revenue

Revenue is measured at the fair value of the consideration received or receivable, net of discounts, VAT, and other sales-related taxes.
Revenue is measured based on the consideration specified in a contract with a customer.
Further details on revenue recognition are detailed by revenue stream below:
Licence and hosting fees: Accredit Solutions grants to the Customer a non-exclusive, non-transferrable right to use the Accredit platform. When the right is transferred, the company recognised the revenue over the term of the service contract. For example, if the software is provided on a subscription basis, the revenue is recognised on a straight-line basis over the contract period.
Accreditations fees: the company invoice quarterly some of their clients for any overage of accreditation based on their allowance in their contract. Revenue is recognised when the usage occurs.
Hardware and materials : Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer.
Development and set up fees: In situations where the software require development work or customisation to a customer’s specific requirements (e.g., bespoke software), revenue recognition depends on the stage of completion or contract milestones, and could follow the percentage-of-completion method if there are reliable estimates of progress.
Consultancy: Consultancy services generally involve providing professional expertise or services for a specific event. The revenue recognition for consultancy services depends on the nature of the contract and whether the service is completed over time or at a specific point. Where projects are medium to long term, revenue is recognised based on the achievement of milestones laid out in the agreement. Where projects are for short periods, revenue may be recognised only at completion of the project.

2.6

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

2.7

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

2.8

Interest income

Interest income is recognised in profit or loss using the effective interest method.

2.9

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 8


EAS TECHNOLOGIES HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.10

Borrowing costs

All borrowing costs are recognised in profit or loss in the period in which they are incurred.

2.11

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Group in independently administered funds.

2.12

Current and deferred taxation

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and

∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Page 9


EAS TECHNOLOGIES HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.13

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

The estimated useful lives range as follows:

				Development expenditure	-	7	years
				Goodwill	-	5	years

2.14

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Leasehold improvement	-	20%
Office equipment	-	33%
Computer equipment	-	33%

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Page 10


EAS TECHNOLOGIES HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.15

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Consolidated statement of comprehensive income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

Investments in listed company shares are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in profit or loss for the period.

2.16

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.17

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

2.18

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

2.19

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.

Increases in provisions are generally charged as an expense to profit or loss.

Employees

The average monthly number of employees, including the directors, during the period was as follows:

			12 February 2024 to 31 December
			2024
			No.

		Employees and Directors	35

Page 11


EAS TECHNOLOGIES HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

4.	Intangible assets
	Group

	Development expenditure	Goodwill	Total
	£	£	£
Cost
Additions	-	13,951,210	13,951,210
On acquisition of subsidiaries	542,737	-	542,737
At 31 December 2024	542,737	13,951,210	14,493,947
Amortisation
Charge for the period	54,779	2,018,148	2,072,927
On acquisition of subsidiaries	454,082	-	454,082
At 31 December 2024	508,861	2,018,148	2,527,009
Net book value
At 31 December 2024	33,876	11,933,062	11,966,938

Page 12


EAS TECHNOLOGIES HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

5.	Tangible fixed assets
	Group

	Long-term leasehold property	Office equipment	Computer equipment	Total
	£	£	£	£
Cost or valuation
At 12 February 2024	-	-	-	-
Additions	62,434	10,445	33,974	106,853
Acquisition of subsidiary	-	-	73,457	73,457
Exchange adjustments	-	-	85	85
At 31 December 2024	62,434	10,445	107,516	180,395
Depreciation
At 12 February 2024	-	-	-	-
Charge for the period	15,721	2,658	22,834	41,213
On acquisition of subsidiary	-	-	39,259	39,259
Exchange adjustments	-	-	38	38
At 31 December 2024	15,721	2,658	62,131	80,510
Net book value
At 31 December 2024	46,713	7,787	45,385	99,885

6.	Fixed asset investments

	Company

		Investments in subsidiary companies
		£
	Cost or valuation
	Additions	1
	At 31 December 2024	1

Page 13


EAS TECHNOLOGIES HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

Subsidiary undertakings
The following were subsidiary undertakings of the Company:
Name	Registered office	Class of shares	Holding

EAS Technologies Bidco Limited	Unit 1 Walton Lodge, 374 Coldharbour Lane, London, United Kingdom, SW9 8PL	Ordinary	100%
EAS Technologies Limited	Unit 1 Walton Lodge, 374 Coldharbour Lane, London, United Kingdom, SW9 8PL	Ordinary	100%
Accredit Solutions Inc	800 North State Street, Suite 402, Dover, Kent, Delaware 19901, United States	Ordinary	100%
Accredit Solutions Pty	Suite 101, Level 1, 441 Docklands Drive, Docklands VIC 3006, Australia	Ordinary	100%

The following are direct subsidiary undertakings of the Company:
EAS Technologies Bidco Limited (company number: 15578611)
The following are indirect subsidiary undertakings of the Company:
EAS Technologies Limited (company number: 10757752)
Accredit Solutions Inc (EIN: 61-194053)
Accredit Solutions Pty (ACN 680 760 472)
EAS Technologies Limited was acquired by EAS Technologies Bidco Limited on 11 April 2024 and the profit and loss from the period of acquisition of EAS Technologies Limited, Accredit Solutions Inc and Accredit Solutions Pty have been included in the consolidation.
The following company is exempt from Audit under the provisions of s479a of the Companies Act 2006:
EAS Technologies Bidco Limited (company number: 15578611)

Page 14


EAS TECHNOLOGIES HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

Subsidiary undertakings (continued)


	The aggregate of the share capital and reserves as at 31 December 2024 and the profit or loss for the period ended on that date for the subsidiary undertakings was as follows:
	Name	Net Assets / (Liabilities)
		£

	EAS Technologies Bidco Limited	(706,501)
	EAS Technologies Limited	(125,981)
	Accredit Solutions Inc	(363,468)
	Accredit Solutions Pty	-

Debtors

		Group	Company
		2024	2024
		£	£


Trade debtors	370,813	-
Amounts owed by group undertakings	-	152,626
Other debtors	64,059	-
Prepayments and accrued income	114,355	-
Tax recoverable	117,342	-
	666,569	152,626

8.	Creditors: Amounts falling due within one year
		Group	Company
		2024	2024
		£	£

Trade creditors	153,255	-
Other taxation and social security	127,617	-
Other creditors	13,605	-
Accruals and deferred income	1,418,714	-
	1,713,191	-

Page 15


EAS TECHNOLOGIES HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

9.	Creditors: Amounts falling due after more than one year
		Group	Company
		2024	2024
		£	£

Management loan notes	6,702,090	-
Private equity loan notes	10,523,014	-
	17,225,104	-

In April 2024, EAS Technologies Bidco Limited entered into two loans that respectively carry an interest rate of 7% and 10% per annum.
Interest on the Private Equity Loan notes accrues from the date of issue of such Loan Stock and shall be calculated on the basis of a 365-day year for the Private Equity Loan notes. Interest on the Management Loan note accrues from the first anniversary of the issue date and shall be calculated on the basis of a 365-day year.
Interest in respect of both loans has been recognised in the profit and loss statement at £706,441.
The loan repayment is scheduled to commence on 30 June 2026. The repayment terms require quarterly payments of the interests amounts accrued.

10.	Charges and security

The Group has entered into a composite guarantee and debenture with Gresham House Private Equity Release ILP which creates comprehensive security over the company's assets as continuing security for all secured obligations. Under this arrangement, the charging companies provide joint and several guarantees for all amounts due, with each company guaranteeing not only its own obligations but also cross-guaranteeing the obligations of other charging companies within the group.
The debenture creates fixed charges over the company's computers, and equipment, group shares and investments, intellectual property rights, bank accounts, insurance policies and proceeds, business licences and authorisations, and goodwill and uncalled capital. Additionally, a floating charge is created over all other assets and undertaking not effectively subject to fixed charges, including all present and future assets wheresoever situated.
The agreement includes provisions allowing the charge to convert the floating charge into a fixed charge upon the occurrence of an event of default or where assets are considered to be in jeopardy. Automatic conversion also occurs if the company creates unauthorized encumbrances or if legal processes are levied against floating charge assets. The company has given a negative pledge undertaking not to create further encumbrances without consent (except permitted encumbrances) and not to dispose of charged assets outside the ordinary course of business.
Certain assets are excluded from the charges until third-party consents are obtained, specifically leasehold properties where lease terms prohibit charging and intellectual property rights subject to licensing agreements that restrict the creation of security. The company undertakes to seek the necessary consents and such assets will become subject to the charges upon receipt of appropriate third-party consent.
The security created is continuing and remains in full force until the charge certifies in writing that all secured obligations have been discharged in full. Any amounts not paid when due bear interest at the default rate from the due date until unconditional payment.
At the period end, total secured borrowings amounted to £17,225,104.
The composite guarantee and debenture is registered at Companies House under charge number 1548 3696 0001 dated 11th of April 2024.

Page 16


EAS TECHNOLOGIES HOLDINGS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2024

11.	Pension commitments

The Group operates a defined contribution pension scheme for the benefit of its employees. The assets of the scheme are held separately from those of the company in an independently administered fund. Contributions totalling £147 were payable to the fund at the reporting date and are included within creditors.

12.

Related party transactions

The Group has taken advantage of exemption, under the terms of Financial Reporting Standard 102 Section 1A 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with group companies where any party to the transaction with wholly owned subsidiaries within the group or where transactions have been undertaken under normal market conditions.

13.	Controlling party

In the opinion of the directors there is no single ultimate controlling party.

14.	Auditor's information

The auditor's report on the financial statements for the period ended 31 December 2024 was unqualified.

The audit report was signed on 16 September 2025 by Andrew Galliers FCA (Senior statutory auditor) on behalf of Menzies LLP.

Page 17