REGISTERED NUMBER: SC600922 (Scotland)

Unaudited Financial Statements

for the period

1 July 2023 to 31 December 2024

for

CONTINUUM INDUSTRIES LTD

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

Directors:

A Anyszewski

J E Hansen

G P Marecki

C D G Smith

H J J Tilloy

Registered office:

Continuum Industries

Codebase Edinburgh Argyle House

3 Lady Lawson Street

Edinburgh

EH3 9DR

Registered number:

SC600922 (Scotland)

Accountants:

Cooper Parry Advisory Limited

New Derwent House

69-73 Theobalds Road

London

WC1X 8TA

Fixed assets

Tangible assets

4

58,415

60,513

Investments

5

81

81

58,496

60,594

Current assets

Debtors

6

1,353,044

685,425

Investments

7

2,038,878

-

Cash at bank

2,507,554

1,233,284

5,899,476

1,918,709

Creditors

Amounts falling due within one year

8

422,644

368,234

Net current assets

5,476,832

1,550,475

Total assets less current liabilities

5,535,328

1,611,069

Capital and reserves

Called up share capital

9

69

52

Share premium

12,150,904

4,245,924

Other reserves

359,662

165,762

Retained earnings

(6,975,307

)

(2,800,669

)

5,535,328

1,611,069

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the period ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the period ended 31 December 2024 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.

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 Profit and Loss Account has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 29 September 2025 and were signed on its behalf by:

G P Marecki - Director

1.	Statutory information

Continuum Industries Ltd is a private company, limited by shares , registered in Scotland. 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 (£).

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

The financial statements have been prepared on the going concern basis. The company incurred a loss during the period, however the directors believe that the company has sufficient financial resources to be able to meet its obligations, if and when, they become due and that the company can continue in operational existence for a period of at least 12 months from the statement of financial position date. On this basis, the directors are of the opinion that they should continue to adopt the going concern basis in preparing the annual financial statements.

Critical estimates and judgements

The preparation of financial statements in conformity with generally accepted accounting practice requires management to make estimates and judgement that affect the reported amounts of assets and liabilities as well as the disclosure of contingent assets and liabilities at the balance sheet date and the reported amounts of revenues and expenses during the reporting period.

There is estimation uncertainty in calculating depreciation. A full line by line review of fixed assets is carried out by management regularly. Whilst every attempt is made to ensure that the depreciation policy is as accurate as possible, there remains a risk that the policy does not match the useful life of the assets.

Share based payments have been made to employees of the company. The fair value of any vested share options is recognised in the income statement. The fair value of share options is estimated using the Black-Scholes model. The fair value of the ordinary shares in issue at the date of granting the options is used as an input to the model.

Turnover

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

Revenue recognition

Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have transferred to the buyer. Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs.

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 - 3 year straight line

Fixtures and fittings - 5 years straight line

Government grants

Government grants are recognised in the income statement on an accrual basis. Government grants are comprised of amounts received under the Offshore Wind Growth Partnership Scheme.

Investments in subsidiaries

Investments in subsidiaries are measured at cost less any accumulated impairment losses.

Financial instruments

Financial assets and financial liabilities are recognised in the balance sheet when the company becomes a party to the contractual provisions of the instrument.

Trade and other debtors, current asset investments and creditors are classified as basic financial instruments and measured at initial recognition at transaction price. Debtors and creditors are subsequently measured at amortised cost using the effective interest rate method. A provision is established when there is objective evidence that the company will not be able to collect all amounts due.

Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank and bank overdrafts.

Financial liabilities and equity instruments issued by the company are classified in accordance with the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs.

Taxation

Taxation for the period comprises of current tax. Tax is recognised in the Profit and Loss Account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current 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.

Tax credits shown on the income statement represent tax credits received or receivable from HMRC as a result of claims made under HMRC’s R&D tax relief schemes.

Research and development

Expenditure on research and development is written off in the year in which it is incurred.

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

The company operates an equity-settled compensation plan. The fair value of the services received in exchange for the grant of the options is recognised as an expense in the income statement. The total amount to be expensed over the vesting period is determined by reference to the fair value of the options granted, excluding the impact of any non-market vesting conditions (for example, profitability and sales growth targets). Non-market vesting conditions are included in assumptions about the number of options that are expected to vest. At each statement of position date, the entity revises its estimates of the number of options that are expected to vest. It recognises the impact of the revision to original estimates, if any, in the income statement. The credit entry is taken to reserves because the share options are equity-settled.

3.	Employees and directors

The average number of employees during the period was 44 (2023 - 27 ) .

4.	Tangible fixed assets

Fixtures

and

Computer

fittings

equipment

Totals

£

£

£

Cost

At 1 July 2023

16,127

85,486

101,613

Additions

6,075

51,559

57,634

Disposals

(256

)

(8,566

)

(8,822

)

At 31 December 2024

21,946

128,479

150,425

Depreciation

At 1 July 2023

8,028

33,072

41,100

Charge for period

5,710

53,962

59,672

Eliminated on disposal

(196

)

(8,566

)

(8,762

)

At 31 December 2024

13,542

78,468

92,010

Net book value

At 31 December 2024

8,404

50,011

58,415

At 30 June 2023

8,099

52,414

60,513

5.	Fixed asset investments

Shares in

group

undertakings

£

Cost

At 1 July 2023

and 31 December 2024

81

Net book value

At 31 December 2024

81

At 30 June 2023

81

6.

Debtors: amounts falling due within one year

2024

2023

£

£

Trade debtors

259,845

617,962

Amounts owed by group undertakings

854,511

417

Other debtors

238,688

67,046

1,353,044

685,425

Amounts owed by group undertakings are unsecured, non-interest bearing and repayable on demand.

7.	Current asset investments

2024

2023

£

£

Short term investments

2,038,878

-

8.

Creditors: amounts falling due within one year

2024

2023

£

£

Trade creditors

37,256

45,285

Taxation and social security

13,213

199,712

Other creditors

372,175

123,237

422,644

368,234

9.	Called up share capital

Number:

Class:

Nominal value:

2024

2023

474,616 (2023: 522,254)

Ordinary

0.0001

48

52

212,785

Series A

0.0001

21

-

69

52

In the period the company issued 175,477 Series A shares with a nominal value @ 0.0001 for a net consideration of £7,904,980.

In the period the company converted 37,308 Ordinary shares into Series A shares.

In the period the company cancelled 10,330 Ordinary shares with a nominal value @ 0.0001.

All shares rank pari passu.

10.	Share-based payment transactions

The company operates an EMI qualifying share option scheme and during the year the company granted 14,300 (2023: 11,000) EMI qualifying share options to employees at an average weighted exercise price of £0.900 per share (2023: £1.284). During the year 16,205 share options vested (2023: 7,633), 703 lapsed (2023: 0) and 0 options were exercised (2023: 0). At the statement of financial position date, 37,143 vested share options remained exercisable (2023: 21,426) and 9,681 options had yet to vest (2023: 11,801). An amount of £193,901 has been charged to the income statement in respect of the EMI qualifying share options (2023: £80,378).

The share options generally vest over a 4 year period with a 1 year cliff and are exercisable over the company's Ordinary shares.