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

FY2024 was a transformative year for Blank Street UK, marked by both financial and operational milestones. The Group delivered a significant step-change in performance: increasing turnover threefold year-over-year to £35.8 million while achieving profitability across the UK business for the first time.

This growth was powered by three levers: continued product innovation and matcha category leadership; growing cultural resonance and brand popularity, particularly among Gen Z and Millennial customers; and selective expansion into high-quality real estate, with 10 net new stores opened across London, Manchester, and Birmingham

On profitability, we improved leverage and operational discipline across the portfolio, delivering best-in-class 4-Wall Unit-Level economics. For FY2024, profit before tax reached £1.3 million, compared to (£4.2 million) in 2023.

With a proven model, strengthened financial foundations, and a growing presence across London and regional UK markets, Blank Street enters 2025 well-positioned to continue investing in product quality and innovation, elevating the retail experience, and deepening its brand presence in the UK.

Matcha Category Leadership: In 2024, Blank Street cemented its leadership in the UK matcha category. We launched a standalone Matcha Menu, built around the highest-quality matcha on the high street, and continued to drive innovation through unique seasonal offerings such as the Banana Bread Matcha. These offerings not only boosted afternoon traffic and increased average order value, but also drove matcha sales to nearly triple year-over-year in 2024.

Growing Cultural Resonance & Brand Popularity: In 2024, Blank Street experienced a material increase in cultural resonance and brand popularity in the UK market. We invested in distinctive product launches, seasonal campaigns, and creative marketing activations that drove meaningful new customer growth. We emphasized the core brand elements that make us stand out on the high street - from our store design to our creative visual identity. This growth in brand traction was especially evident among Gen Z and Millennial customers, who now represent the majority of our customer base.

Strategic Expansion: In 2024, we increased store count by 7, including 2 in Manchester and 2 in Birmingham, cementing our entry into key UK markets. We focused on real estate quality - choosing higher-profile locations, elevating store design, and strengthening operations. This approach was successful, with both cities quickly becoming leaders in both turnover and unit-level profitability. Our expansion strategy remains selective: building Blank Street’s presence through iconic, design-led locations that drive both brand and performance.

Macroeconomic Trends and Industry Outlook

The UK coffee market continues to expand despite economic pressures, increasingly rewarding operators with clear value propositions and differentiated experiences. Blank Street UK’s focus on premium products, menu innovation, and distinctive store designs positions us to capture this shift vs our larger competitors.

As exemplified by our turnover growth and profitability, Blank Street UK built upon its success from 2023:

• Total Stores: 38 [2023: 31]

• Turnover: £35.8M [2023: £11.4M]

• Gross Profit: £15.8M [2023: £4.5M]

• Unit-Level Profitability: Achieved store-level profitability across all stores, with best-in-class average Company-Wide Operating EBITDA across the portfolio.

• Payback Periods: 2024 openings are on track to deliver sub-two-year payback; all 2023 openings have already repaid their initial investment

• Net Income: £1.3M [2023: (£4.2M)]

• Fixed Assets: £10.9M (2023: £7.9M)

• Competitive Intensity: The UK coffee and matcha categories are becoming increasingly competitive, with established players stepping up investment in product innovation and retail experience. We differentiate by investing in product quality, a strong pipeline of new beverages, and continuous improvements in the retail experience

• Cost of Sales: Coffee and matcha commodity markets remain at all-time highs, requiring disciplined procurement and agility to manage volatility. Our strong supplier relationships and diversified sourcing help us navigate these pressures effectively

• Operational Complexity: As our footprint and store traffic grow, operational complexity increases. We continue to invest in scalable systems, processes, and teams - to support sustainable growth and maintain the highest standards of quality and consistency

• Menu Innovation: Elevate product quality through unique drinks made with premium ingredients and bold new flavours, reinforcing Blank Street’s position as a category leader.

• Retail Experience Innovation: Enhance in-store operations to increase beverage throughput, while allowing baristas to focus on hospitality and deliver more immersive retail experiences.

• Strategic Expansion: Selective expansion across our existing UK cities - London, Manchester, and Birmingham - and into carefully chosen new markets, raising the bar on real estate quality, design and retail experience with every opening.

Conclusion and Future Outlook

FY2024 marked Blank Street UK’s transition to profitability, driven by strong demand, matcha category leadership, and disciplined expansion. With a proven, scalable model, a growing national presence, and a focus on quality in both product and retail experience, we are well-positioned to expand selectively and continue our trajectory of sustainable growth in 2025 and beyond.

Footnotes

1: Gross Profit refers to the difference between Turnover and Cost of Sales. Cost of Sales is the sum of purchases of goods held for resale, direct product costs, adjustments for opening and closing stock counts and direct (store-level) labour costs.

2: 4-Wall EBITDA refers to the earnings before interest, taxes, depreciation, and amortization generated by operating stores, calculated from operations within its "four walls" - meaning it only considers the financial performance directly related to physical stores. It focuses on site-level profitability and provides insight into the performance of individual locations, independent of corporate financial structures or broader capital expenditures. 4- Wall EBITDA is calculated as turnover minus cost of goods and other operating expenses, excluding nonoperating costs which are defined as depreciation, amortization, interest and taxes.

3: Company-Wide Operating EBITDA refers to a sum of 4-Wall EBITDA for all operating stores. This metric gives a clear picture of all operating stores’ profitability without considering costs associated with corporate structure or nonoperating items.

4: Unit-Level Profitability refers to positive 4-Wall EBITDA performance at all operating stores.

On behalf of the board

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

The principal activity of the company and group continued to be that of production of coffee and coffee substitutes in restaurants and cafes.

The results for the year are set out on page 10.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

The group's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.

Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

There is no employee share scheme at present, but the directors are considering the introduction of such a scheme as a means of further encouraging the involvement of employees in the company's performance.

The directors are responsible 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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

• select suitable accounting policies and then apply them consistently;

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

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

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

We have audited the financial statements of Blank Street UK Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including 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 group's and the parent company's affairs as at 31 December 2024 and of the group's 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's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 directors' 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 group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are 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 other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of 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 this gives rise to a material misstatement in the financial statements themselves. 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.

Opinions on other matters prescribed by the Companies Act 2006

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

• The information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

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

• adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

• the parent company 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.

As explained more fully in the directors' responsibilities statement, 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 parent 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 parent company or to cease operations, or have no realistic alternative but to do so.

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.

We ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations. The laws and regulations applicable to the group were identified through discussions with directors and other management, and from our commercial knowledge and experience of the restaurant and café business. Of these laws and regulations, we focused on those that we considered may have a direct material effect on the financial statements or the operations of the group, including all standard UK café and restaurant licences, food safety regulations and other council specific laws, Companies Act 2006, taxation legislation, data protection, anti-bribery, anti-money-laundering, employment, environmental and health and safety legislation. The extent of compliance with these laws and regulations identified above was assessed through making enquiries of management and inspecting legal correspondence. The identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. 

We assessed the susceptibility of the group’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: 

• making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; 

• considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and 

• understanding the design of the company’s remuneration policies. 

To address the risk of fraud through management bias and override of controls, we: 

• performed analytical procedures to identify any unusual or unexpected relationships; 

• tested journal entries to identify unusual transactions; 

• assessed whether judgements and assumptions made in determining the accounting estimates set out in note 2 were indicative of potential bias; and 

• investigated the rationale behind significant or unusual transactions. 

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: 

• agreeing financial statement disclosures to underlying supporting documentation; 

• enquiring of management as to actual and potential litigation and claims; and 

• reviewing correspondence with HMRC, relevant regulators including the Food Standards Agency and the company’s legal advisors. 

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. 

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://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.

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company's loss for the year was £78,077 (2023: £3,411,967).

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

Blank Street UK Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 5 New Street Square, London, EC4A 3TW.

The group consists of Blank Street UK Limited and all of its subsidiaries.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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 £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated group financial statements consist of the financial statements of the parent company Blank Street UK Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements. The group will continue to be supported by its parent company where additional funding may be needed.

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates. For Blank Street UK this is at the point of sale of coffee or other food items to the customer for the consideration received.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually at point of sale), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 5 years.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Intangible assets are not amortised in the period they are purchased. Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Depreciation and amortisation are provided at rates calculated to write off the cost less estimated residual value of each asset over its expected useful life, using industry standards.

Deferred tax represents the future tax consequences of transactions and events recognised in the financial statements of the current and previous periods. Deferred tax shall be recognised in respect of timing differences at the reporting date. A deferred tax asset in respect of losses carried forward will only be recognised when it is probable that they will be recovered against future taxable profits.

The group considers whether intangible assets and goodwill are impaired. Where indication of impairment is identified the estimation of recoverable value requires estimate of the recoverable value of the asset. This requires estimation of the future cash flows from the assets and also selection of appropriate discount rates in order to calculate the net present value of those cash flows.

The recoverable amount of the assets is a source of significant estimation uncertainty and determining this involves the use of significant assumptions. The calculations use cash flow projections based on financial budgets approved by the directors covering a five-year period discounted at a pre-tax discount rate of 15.5%. Cash flows beyond the five-year period are extrapolated using no estimated growth. If actual cash flows are not in line with budgeted cash flows, an additional impairment of the asset may result.

The group has lease deposits due over one year which have been measured at the present value of the future payments, discounted at a market rate of interest for a similar debt instrument. The discount rate used by the group is 8.75% which reflects the base rate for the bank. The recognition of interest expense related to the discounted future lease payments has been accounted for in accordance with applicable UK GAAP standards.

All turnover derives from the Company's principal activities in the UK.

The Group recognises impairment on intangibles based on the recoverable amounts of the CGUs of the asset and have impaired goodwill as at year end by £649,193. Please refer to note 12 for more details on this.

The average monthly number of persons (including directors) employed by the group and company during the year was:

Their aggregate remuneration comprised:

The actual charge for the year can be reconciled to the expected charge/(credit) for the year based on the profit or loss and the standard rate of tax as follows:

Deferred tax assets are recognised when it is probable that taxable profit will be available against which the carry forward losses/credits can be utilised. The Group and company have losses carried forward of £9,077,228 and £8,102,367, and unrecognised deferred tax assets of £2,269,307 and £2,205,592, respectively. Accordingly, the Directors of the Group and company have not recognised deferred tax assets on the basis that the future timing of taxable profits is uncertain and the utilisation of the tax losses is unknown.

Goodwill

Key assumptions used in value in use calculations.

The recoverable amounts of the CGUs of the asset have been determined based on a value in use calculation, using net present values of the cash flow projections based on business plans approved by the board for 5 years discounted at pre-tax discount rate of 15.5% which reflect the rate used in the original investment valuation.

The terminal value estimates the net cash flows for 5 years beyond the forecasted period with no assumed growth rate. Management has taken an assumption that the CGUs in testing will operate its business for the period until the lease end. The growth rate used represents the constant rate at which the company's expected free cash flows are assumed to grow to the lease end period.

Weighted average cost of capital (WACC) has been assumed as same as Discount rate which is a general market practice for impairment calculations.

These assumptions are considered by management to be reasonable. The calculation of value in use for both the CGUs does not lead to any indication of impairment.

Assuming growth rate of nil, the sensitised scenario demonstrates there is headroom between the adjusted value in use and carrying amount of the CGUs.

Details of the company's subsidiaries at 31 December 2024 are as follows:

The following subsidiary is exempt from the requirements of the Act relating to the audit of individual

accounts by the virtue of s479A:

· Over Under Coffee Limited (Company number 10392769)

Blank Street UK Limited the Parent Company provides the parent guarantee for the audit exemption of the individual accounts of Over Under Coffee Limited.

The Group provided guarantees to the above subsidiary for all outstanding liabilities to which the

subsidiary is subject at the end of the financial year, until they are satisfied in full. The total amount

guaranteed was £375,881 (2023: £1,143,809).

JPMorgan Chase Bank hold a debenture including fixed and floating charge on all property or undertaking of the company property dated 08 July 2022.

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

The company's UK subsidiary, Over Under Coffee Limited, is exempt from the requirements to audit their financial statements under section 479A of the Companies Act 2006, Under section 479C of the Companies Act 2006, Blank Street UK Limited, being the parent undertaking of the above named company, has given a statutory guarantee of all the outstanding liabilities to which Over Under Coffee Limited are subject at 31 December 2024.

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

On April 8, 2025, the Company sold 100% of the shareholding of it's subsidiary, Over Under Coffee Limited, to a related party for a value of £100,000.

The remuneration of key management personnel is as follows.

The Company's parent company is Blank Street Inc. The registered office is 1209 Orange Street, New Castle County, Wilmington 19801, DE, United States of America.

Blank Street UK Limited is the largest and smallest group in which this company's results are consolidated.

Over Under Coffee Limited is a subsidiary controlled and consolidated by the group, where the Directors have taken the exemption from having an audit of its financial statements for the year ended 31 December 2024. This exemption is taken in accordance with the UK Companies Act, S479A.