Company registration number 10220472 (England and Wales)
BRILL POWER LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
PAGES FOR FILING WITH REGISTRAR
BRILL POWER LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 11
BRILL POWER LIMITED
BALANCE SHEET
AS AT
30 JUNE 2025
30 June 2025
- 1 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
4
816,416
676,214
Tangible assets
5
145,959
251,984
962,375
928,198
Current assets
Stocks
457,970
1,310,394
Debtors
6
1,056,668
1,176,773
Cash at bank and in hand
660,602
2,232,174
2,175,240
4,719,341
Creditors: amounts falling due within one year
7
(2,097,515)
(538,363)
Net current assets
77,725
4,180,978
Total assets less current liabilities
1,040,100
5,109,176
Capital and reserves
Called up share capital
10
3,478
3,478
Share premium account
13,923,273
14,057,273
Profit and loss reserves
(12,886,651)
(8,951,575)
Total equity
1,040,100
5,109,176

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

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

The financial statements were approved by the board of directors and authorised for issue on 17 November 2025 and are signed on its behalf by:
C Birkl
Director
Company Registration No. 10220472
BRILL POWER LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
- 2 -
1
Accounting policies
Company information

Brill Power Limited is a private company limited by shares incorporated in England and Wales. The registered office is 30 Upper High Street, Thame, Oxfordshire, OX9 3EZ.

1.1
Accounting convention

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Going concern

These financial statements have been prepared on a going concern basis. The Directors have a reasonable expectation that the company will continue in operational existence for the foreseeable future, supported by its strategic plans, operational momentum, and funding initiatives.

At the end of the financial year, the company was engaged in negotiations for a potential sale. This transaction was successfully completed on 28 August 2025, and the company continues to operate under new ownership.

The company has received a formal letter of support from the acquiring company confirming its intention to provide financial and strategic backing as required.

Having considered these factors, the Directors are satisfied that the company has adequate resources to continue in business for the foreseeable future. Accordingly, the financial statements have been prepared on a going concern basis.

1.3
Turnover

Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.

When cash inflows are deferred and represent a financing arrangement, the promised consideration is adjusted for the effects of the time value of money, which is recognised as interest income.

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 on dispatch of the goods), 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.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recover able.

BRILL POWER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 3 -
1.4
Research and development expenditure

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.

1.5
Intangible fixed assets other than goodwill

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.

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:

Development costs
2 - 5 years straight line
1.6
Tangible fixed assets

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:

Leasehold land and buildings
5 years straight line
Lab equipment
2 - 5 years straight line
Office equipment
2 - 5 years straight line

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.

1.7
Impairment of fixed assets

At each reporting period end date, the company 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.

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.

BRILL POWER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 4 -

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.

1.8
Stocks

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.

1.9
Cash at bank and in hand

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.

1.10
Financial instruments

The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with 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

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.

Classification of financial liabilities

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.

BRILL POWER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 5 -
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 paymen ts 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. A m ounts 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.

1.11
Equity instruments

Equity instruments issued by the company 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 company.

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

1.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

BRILL POWER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 6 -
1.13
Employee benefits

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.

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.

1.14
Retirement benefits

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

1.15
Share-based payments

Equity-settled share-based payments 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.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

1.16
Government grants

Government grants are recognised at the fair value of the asset receive d or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

1.17
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

BRILL POWER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 7 -
2
Judgements and key sources of estimation uncertainty

In the application of the company’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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Capitalisation of Development Costs

The business incurs a significant amount of research and development cost. The point in time at which the business begins capitalisation of any project is a critical accounting judgement. D evelopment costs are only capitalised where an intellectual property meets each of the capitalisation criteria listed in FRS102. Management has reviewed the facts and circumstances of each project in relation to the criteria for capitalisation and have determined that one of the projects met the requirements for capitalisation. Accordingly, £425,166 (2024: £489,061) development costs have been capitalised for the year ended 3 0 June 202 5.

Key sources of estimation uncertainty

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.

Share Based Payments

The Company measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. Estimating fair value for share-based payment transactions requires determining the most appropriate valuation model, which management has deemed to be Black Scholes. This estimate also requires determining the most appropriate inputs to the valuation model including the fair value of the underlying share, expected life of the share option, volatility and dividend yield, and making assumptions about them.

3
Employees

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

2025
2024
Number
Number
Total
38
43
BRILL POWER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 8 -
4
Intangible fixed assets
Development costs
£
Cost
At 1 July 2024
869,747
Additions - internally developed
425,166
Disposals
(63,816)
At 30 June 2025
1,231,097
Amortisation and impairment
At 1 July 2024
193,533
Amortisation charged for the year
269,010
Disposals
(47,862)
At 30 June 2025
414,681
Carrying amount
At 30 June 2025
816,416
At 30 June 2024
676,214
5
Tangible fixed assets
Leasehold land and buildings
Lab equipment
Office equipment
Total
£
£
£
£
Cost
At 1 July 2024
141,858
215,153
155,019
512,030
Additions
-
0
4,844
-
0
4,844
Disposals
-
0
(3,576)
(23,728)
(27,304)
At 30 June 2025
141,858
216,421
131,291
489,570
Depreciation and impairment
At 1 July 2024
29,011
130,104
100,931
260,046
Depreciation charged in the year
28,371
45,054
37,305
110,730
Eliminated in respect of disposals
-
0
(4,599)
(22,566)
(27,165)
At 30 June 2025
57,382
170,559
115,670
343,611
Carrying amount
At 30 June 2025
84,476
45,862
15,621
145,959
At 30 June 2024
112,847
85,049
54,088
251,984
BRILL POWER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 9 -
6
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
147,335
20,045
Corporation tax recoverable
638,716
781,715
Other debtors
121,386
225,782
907,437
1,027,542
2025
2024
Amounts falling due after more than one year:
£
£
Corporation tax recoverable
36,868
36,868
Other debtors
112,363
112,363
149,231
149,231
Total debtors
1,056,668
1,176,773
7
Creditors: amounts falling due within one year
2025
2024
£
£
Trade creditors
89,724
334,654
Taxation and social security
-
0
96,141
Other creditors
2,007,791
107,568
2,097,515
538,363
8
Deferred Taxation

At 30 June 2025 there existed a potential net deferred tax asset of £2,026,260 (2024: £1,483,848). Comprised of an asset i n respect of unrelieved trading losses £2,062,750 (2024: £1,546,844 ) and a liability in respect of accelerated capital allowances £36,490 (2024: £62,996). This has not been reflected as an asset given t he uncertainty of future revenue streams and the company's commitment to significant continued investment in research and development.

BRILL POWER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 10 -
9
Share-based payment transactions
Number of share options
Weighted average exercise price
2025
2024
2025
2024
Number
Number
£
£
Outstanding at 1 July 2024
340,205
136,100
0.53
0.21
Granted
-
0
222,105
-
0
0.72
Expired
-
0
(18,000)
0
-
0
0.21
Outstanding at 30 June 2025
340,205
376,205
0.53
0.53
Exercisable at 30 June 2025
294,491
240,045
0.51
0.46

The options outstanding at 30 June 2025 had an exercise price of £21.27, and a remaining contractual life of 7 to 10 years.

Liabilities and expenses

During the year, the company recognised total share-based payment expenses of £299,920 (2024 - £760,778) which related to equity settled share based payment transactions.

10
Called up share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.1p each
940,000
940,000
940
940
A Ordinary of 0.1p each
771,600
771,600
771
771
Series A1 of 0.1p each
141,569
168,699
142
169
Series A2 of 0.1p each
285,093
1,597,779
285
1,598
Series A3 of 0.1p each
1,339,816
0
1,340
-
0
3,478,078
3,478,078
3,478
3,478
11
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

Opinion

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 30 June 2025 and of its loss 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.

BRILL POWER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
11
Audit report information
(Continued)
- 11 -
Senior Statutory Auditor:
Jemima King
Statutory Auditor:
Richardsons
Date of audit report:
17 November 2025
12
Financial commitments, guarantees and contingent liabilities

At the reporting period end date, the company had entered into a non-cancellable purchase order with a supplier for goods totalling £588,000. This order represented a firm commitment to acquire inventory under agreed contractual terms.

Subsequent to the year end, the company reached agreement with the supplier to terminate the contract. As part of the settlement, the supplier retained the undelivered goods and the company made a payment of £183,000 to discharge its obligations under the order.

This event does not adjust the financial position at the reporting date but is disclosed to provide clarity over the company’s contractual arrangements and subsequent resolution.

13
Operating lease commitments

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

2025
2024
£
£
Total commitments
998,781
655,450
14
Events after the reporting date

Acquisition

Subsequent to the year end, on 28 August 2025, 99.76% of the company's share capital was acquired by Palmer Energy Technology Limited through a share-for-share exchange.

At the balance sheet date, the transaction was still under negotiation and had not been finalised. Accordingly, this event is classified as a non-adjusting post balance sheet event under FRS 102 Section 32.

No adjustments have been made to the financial statements as at 30 June 2025 as a result of this transaction. The directors have disclosed this event due to its material nature.

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