Company No: 14946145 (England and Wales)

Contents

• Balance Sheet
• Notes to the Financial Statements

	Note	31.12.2024		30.06.2024
		£		£
Fixed assets
Intangible assets	5	9,051		0
Tangible assets	6	10,418		10,563
		19,469		10,563
Current assets
Debtors	7	315,624		22,225
Cash at bank and in hand		8,233,485		2,013,582
		8,549,109		2,035,807
Creditors: amounts falling due within one year	8	( 394,681)		( 33,086)
Net current assets		8,154,428		2,002,721
Total assets less current liabilities		8,173,897		2,013,284
Net assets		8,173,897		2,013,284
Capital and reserves
Called-up share capital	9	23		15
Share premium account		9,844,094		2,999,995
Profit and loss account		( 1,670,220 )		( 986,726 )
Total shareholders' funds		8,173,897		2,013,284

For the financial period ending 31 December 2024 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

• The members have not required the Company to obtain an audit of its financial statements for the financial period in accordance with section 476;
• The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
• These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Profit and Loss Account has not been delivered.

The financial statements of Snowfox Discovery Ltd (registered number: 14946145) were approved and authorised for issue by the Board of Directors on 05 November 2025. They were signed on its behalf by:

Daniel McMahon Director

Mark Gainsborough Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial period and to the preceding financial period, unless otherwise stated.

General information and basis of accounting

Snowfox Discovery Ltd (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is 46 Woodstock Road, Oxford, OX2 6HT, United Kingdom.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

Going concern

The directors have assessed the Balance Sheet and likely future cash flows at the date of approving these financial statements. The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence and to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Reporting period length

The reporting period is from the 1st July 2024 to 31st December 2024 due to the company wanting to align the year end to the industry standard. Therefore the comparative period is not entirely comparable.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.

Employee benefits

Defined contribution schemes
The Company operates a defined contribution scheme. The amount charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits is the contributions payable in the financial period. Differences between contributions payable in the financial period and contributions actually paid are included as either accruals or prepayments in the Balance Sheet.

Share-based payment

Equity-settled share-based payment transactions are measured at fair value at the date of grant. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Company’s estimate of shares that will eventually vest and adjusted for the effect of non-market-based vesting conditions.

Fair value is measured by use of the Black-Scholes model which is considered by management to be the most appropriate method of valuation. The expected life used in the model has been reviewed, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations. No adjustment to this expected life was deemed necessary compared to when the options originally vested.

Cancellations or settlements (including those resulting from employee redundancies - if applicable) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

Taxation

Current tax
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Where applicable, current or deferred 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.

Intangible assets

Intangible assets are stated at cost or valuation, net of amortisation and any provision for impairment. Amortisation is provided on all intangible assets at rates to write off the cost or valuation of each asset over its expected useful life as follows:

Other intangible assets

5 years straight line

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Plant and machinery etc.

4 years straight line

Depreciation methods, useful lives and residual values are reviewed at each balance sheet date. The selection of these residual values and estimated lives requires the exercise of judgement. The directors are required to assess whether there is an indication of impairment to the carrying value of assets. In making that assessment, judgements are made in estimating value in use. The directors consider that the individual carrying values of assets are supportable by their value in use.

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 credited or charged to profit or loss.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

Cash and cash equivalents

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. If applicable, bank overdrafts are shown within borrowings in creditors: amounts falling due within one year.

Trade and other creditors

Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest rate method, unless the effect of discounting would be immaterial, in which case they are stated at cost.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

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 Company after deducting all of its liabilities.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Basic financial assets
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.

Basic financial 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.

Equity instruments
Equity instruments issued by the Company are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company.

2. Critical accounting judgements and key sources of estimation uncertainty

The preparation of financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the company accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed within the individual accounting policies below.

Going Concern
During the year, the company received significant investment which enabled the directors to come to the conclusion that the company is a going concern. The company also received significant investments post year end, please refer to note 11 for further details.

Share options
The directors have factored externally agreed valuations for the company and share option restrictions to determine the values entered into the Black-Scholes model in order to derive the fair value of the share options at the year end.

3. Employees

	Period from 01.07.2024 to 31.12.2024		Period from 19.06.2023 to 30.06.2024
	Number		Number
Monthly average number of persons employed by the Company during the period, including directors	8		3

4. Share-based payments

Equity-settled share-based payment schemes

The Company has a share option scheme for all employees.

The options outstanding at the period end had an exercise price of £0.00001. 123,600 options had a remaining contractual life of eight years and 104,520 had a remaining contractual life of ten years.

Details of the share options outstanding during the financial year are as follows:

	31.12.2024			30.06.2024
	Weighted Average			Weighted Average
	Number of share options	Average exercise price (£)		Number of share options	Average exercise price (£)
Outstanding at beginning of period	123,600	0		0	0
Granted during the period	104,520	0.00001		123,600	0.00001
Outstanding at the end of the period	228,120	0		123,600	0
Exercisable at the end of the period	0	0		0	0

Equity-settled share options are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

5. Intangible assets

	Other intangible assets		Total
	£		£
Cost
At 01 July 2024	0		0
Additions	9,527		9,527
At 31 December 2024	9,527		9,527
Accumulated amortisation
At 01 July 2024	0		0
Charge for the financial period	476		476
At 31 December 2024	476		476
Net book value
At 31 December 2024	9,051		9,051
At 30 June 2024	0		0

6. Tangible assets

	Plant and machinery etc.		Total
	£		£
Cost
At 01 July 2024	12,158		12,158
Additions	1,500		1,500
At 31 December 2024	13,658		13,658
Accumulated depreciation
At 01 July 2024	1,595		1,595
Charge for the financial period	1,645		1,645
At 31 December 2024	3,240		3,240
Net book value
At 31 December 2024	10,418		10,418
At 30 June 2024	10,563		10,563

7. Debtors

	31.12.2024		30.06.2024
	£		£
Prepayments	205,013		1,001
Corporation tax	69,735		0
Other debtors	40,876		21,224
	315,624		22,225

8. Creditors: amounts falling due within one year

	31.12.2024		30.06.2024
	£		£
Trade creditors	258,332		16,102
Accruals	110,464		8,548
Other taxation and social security	9,010		0
Other creditors	16,875		8,436
	394,681		33,086

9. Called-up share capital

	31.12.2024		30.06.2024
	£		£
Allotted, called-up and fully-paid
1,000,000 Ordinary £0.00001 shares of £ 0.00001 each	10		10
500,000 Seed Preference £0.00001 shares of £ 0.00001 each	5		5
809,091 Series A £0.00001 preference shares of £ 0.00001 each (30.06.2024: nil shares)	8		0
	13		5
	23		15

The ordinary shares in the company have full rights in the company with respect to voting and dividend rights and are non-redeemable. In respect of distributions, ordinary shares rank below the seed preference shares such that the holders of which shall receive the balance of the surplus assets (if any) on a pro rata basis after a distribution to the holders of the seed preference shares.

The seed preference shares have full rights in the company with respect to voting and dividend rights. In respect of distributions, the seed preferred shares rank in priority to any other class such that the holders receive an amount equal to the greater of: (i) the preference amount of such seed preferred share, and (ii) the amount that would be received if each of the seed preferred shares were converted into ordinary shares.

During the year, the company issued an additional 809,091 Series A £0.00001 shares with a nominal value of £0.00001, for total consideration of £8.58 per share. These Series A shares have full rights in the company with respect to voting and dividend rights. In respect of distributions, the Series A shares rank in priority to any other class such that the holders receive an amount equal to the greater of: (i) the preference amount of such Series A share, and (ii) the amount that would be received if each of the Series A shares were converted into ordinary shares.


The company also holds a share premium account representing the net of transaction costs. The balance at the year end is £9,844,094.

10. Related party transactions

Transactions with the entity's directors

	31.12.2024		30.06.2024
	£		£
Consultancy Services	54,125		57,855

In the year two directors invoiced for consultancy services rendered. A balance of £NIL was owed to them at year end.

11. Events after the Balance Sheet date

Since the balance sheet date 553,026 Series A Shares were allotted on the 30th July 2025 and 30,303 Series A Shares were allotted on the 31st July 2025. The shares were issued at a value of £8.58 for a nominal share price of £0.00001.

Since the balance sheet date, a Master Hire Agreement has been signed with Octopus Electric Vehicles Limited with a credit limit of £150,000, to facilitate company staff to purchase an electric vehicle via salary sacrifice.