REGISTERED NUMBER: 11403730 (England and Wales)

GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

NIANTIC INTERNATIONAL HOLDINGS LIMITED

Page

Company information

1

Group strategic report

2

Report of the directors

6

Statement of directors' responsibilities

7

Report of the independent auditors

8

Consolidated income statement

12

Consolidated other comprehensive income

13

Consolidated balance sheet

14

Company balance sheet

15

Consolidated statement of changes in equity

16

Company statement of changes in equity

17

Consolidated cash flow statement

18

Notes to the consolidated financial statements

19

Directors:

M M H Kim

S R Rosenthal

Registered office:

Suite 2 First Floor

10 Temple Back

Bristol

United Kingdom

BS1 6FL

Registered number:

11403730 (England and Wales)

Auditors:

Zome Audit Limited (Statutory Auditor)

5th Floor

111 Charterhouse Street

London

EC1M 6AW

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

REVIEW OF BUSINESS

The Niantic International Holding Group (UK) comprised: Niantic International Holding Limited, Niantic International Limited, Niantic International Technology Limited, Niantic Switzerland Gmbh, Niantic Aoteaora New Zealand Limited, Niantic Germany Gmbh and Guanzhou Niantic Labs Limited.

The Niantic International Holdings Limited is the parent of the Niantic International Holding Group (UK). The principal activity of the Company is that of a holding company of the Niantic International Holding Group.

As permitted under s405 Companies Act 2006 the following wholly owned subsidiaries have been excluded from the consolidated financial statements on the basis that their inclusion is not material for the purpose of showing a true and fair view -

Niantic Switzerland Gmbh;

Niantic Aoteaora New Zealand Limited;

Niantic Germany Gmbh;

Guanzhou Niantic Labs Limited.

2024

2023

Change

$

$

Turnover

698,128,173

600,013,297

+16%

Operating profit/ (loss)

83,291,551

20,456,615

+307%

Profit after tax

76,508,008

18,311,936

+318%

Profit and loss reserve

(160,991,410

)

(237,499,418

)

+32%

Average number of employees

46

50

4

During this year, the group had turnover of $698.1 million an increase of 16% in comparison with 2023 due to the increased level of bookings. The company had operating profit of $83.3 million, an increase of 307% in comparison with 2023.

Total assets at the end of the year were $102.4 million, primarily consisting of amounts receivable from group undertakings for its services as a worldwide distributor (excluding the United States). Total liabilities of $222.5 million consisted primarily of deferred revenues resulting from the same.

Net liabilities $73,536,219 (2023: $150,013,230) relate mostly to the deferred income and intercompany balance, both have significanlty decrease due to repayment of the interco balance and decrease of deferred income. Group expect positive assets in the next few years as the group continue growing and profitability increase.

The profit and loss reserve increased by $76.5 million to $161.0 million (2023: $237.5 million) due to the profit after tax and represents an increase of 318%.

KEY PERFORMANCE INDICATORS

Bookings

Bookings represents the total value of products and services sold during the reporting period. It is calculated as the revenue recognised from in-app purchases and sponsorship arrangements during the period, adjusted for the net change in deferred revenue over the same timeframe.

Unaffected by changing user lives over time, we believe that Group Bookings is an important measure of sales during the period and provides a comparable metric for measuring the company's performance over time.

Bookings for the period were $694.1million (2023 - $575.7 million) resulting to increase in sales by 16%.

Principal risks and uncertainties

The company is dependent on the continued success of the Niantic Inc group as a whole. The principal risks and uncertainties facing the group include the following:

- The market for mobile gaming, augmented reality offerings and in-game sales is competitive, and if we do not compete effectively, our operating results could be harmed.

- Our business may suffer if user activity decreases. Additionally, if the market does not adopt our new products and services, we will be unable to grow our business.

- Any significant disruption in our services or in our information technology systems could result in a loss of users or harm our business.

- Regulators, consumers and game developers may require us to change our data collection and privacy practices and policies.

- Our ability to acquire and maintain licenses to intellectual property may affect our revenue and profitability. These licenses may become more expensive and increase our costs.

- Fluctuations in currency exchange rates could harm our operating results and financial condition.

- We may be party to future intellectual property rights claims and other litigation which are expensive to support and could have a significant impact on us and our stockholders.

Future developments

The group continues to develop its products and this will have a positive impact on the future results of the company.

Niantic Inc and therefore its subsidiary group Niantic International Holding Limited was acquired by Scopely, Inc in May 2025.

FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

Cash flow risk

The Group's activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. The Group uses foreign exchange forward contracts and interest rate swap contracts to hedge these exposures.

Interest bearing assets and liabilities are held at fixed rate to ensure certainty of cash flows.

Credit risk

The Group's principal financial assets are bank balances and cash, trade and other receivables, and investments. The Group's credit risk is primarily attributable to its trade receivables. The amounts presented in the balance sheet are net of allowances for doubtful receivables. An allowance for impairment is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows.

The credit risk on liquid funds and derivative financial instruments is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies.The Group has no significant concentration of credit risk, with exposure spread over a large number of counterparties and customers.

Liquidity risk

In order to maintain liquidity to ensure that sufficient funds are available for ongoing operations and future developments, the company uses a mixture of long-term and short-term debt finance.

Section 172(1) statement

Section 172 of the Companies Act 2006 requires all directors of a group to perform in the interests of the group to promote the success of the group for the benefit of all its shareholders. In order to fulfil these obligations, the directors are required to consider:

- The likely consequences of any decisions in the long-term;

- The interests of the Group's employees;

- The need to foster the Company's business relationships with suppliers, customers and others;

- The impact of the Company's operations on the community and environment;

- The desirability of the Company maintaining a reputation for high standards of business conduct; and

- The need to act fairly as between shareholders of the Group.

The following paragraphs summarise how the Directors fulfil these duties;

During the year the Board of Directors met several times to review the Group's operating performance and discuss the long-term strategy. The directors are supplied with the relevant working files which highlight relevant stakeholders' considerations and other factors considered relevant to the matter under consideration. The directors are in close contact with the senior management team allowing good communication and feedback on a timely manner.

The Group's policies on a wide range of business and ethics related practices are regularly reviewed and updated as necessary to ensure compliance with legal and regulatory requirements. The Board of Directors monitor the Group's policies in the ordinary course of business.

Employees

The company's operations are based in London, United Kingdom. The management team employed is small and the company recognises the importance of this resource. As such it reviews its remuneration and recruitment policies on a regular basis, in order to ensure the company continues to retain and attract the best possible management.

Product quality

Maintaining a high level of quality in our products is key to the company. The business is exposed to warranty, product recall and liability claims in the event that our products fail to perform as expected. In order to mitigate this risk, the company has extensive quality assurance checks embedded in all parts of the business, from design development, delivery to the customers. This role is performed by a dedicated quality control team, who report to management on a regular basis.

Customer and supplier relationships

Strongly dependent on meeting company objectives is the need for strong and mutually beneficial relationships with suppliers and customers. Customers are kept up to date with business achievements, future strategy and ongoing business activities and development with a view to creating and nurturing long term partnerships. Supplier relationships are managed regularly with continuous engagement and sharing of information. The activities carried out in development of these partnerships are reported regularly to the management team.

Environmental liabilities

The company conducts its operations in such a manner as to ensure compliance with environmental laws and regulations. If events occur where actions are necessary to maintain compliance, the company will devote suitable resources to the issue in order to remedy the situation.

High Standards of business conduct

The management team recognise the need to conduct business in a way that is ethical, compliant and to a high standard. The business is governed around a higher framework, with appropriate training on a business conduct where required. The business is governed around key values, of which integrity and transparency are key.

Streamlined energy and carbon reporting

The Company estimated consumption of energy was 116,324 kWh (2023 : 84,279 kWh).

On behalf of the board:

M M H Kim - Director

4 December 2025

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2024.

Principal activities

The principal activity of the group is the development and distribution of augmented reality products.

Dividends

No dividends will be distributed for the year ended 31 December 2024.

Future developments

The Group continues to operate in line with those plans discussed in the Strategic Report.

Directors

The directors who have held office during the period from 1 January 2024 to the date of this report are as follows:

M M H Kim - appointed 9 May 2025

S R Rosenthal - appointed 9 May 2025

E T Schaefer - resigned 9 May 2025

J I Shouger - resigned 15 July 2025

Charitable donations and expenditure

During the year the company made a charitable contribution of Nil (2023 : $189,878) to University College London.

Going concern

Management has determined that the Group/Company is a going concern, based on strong financial performance and favorable industry trends. The Group's forecast projects continued growth, and with positive cash flow and sufficient reserves, the group is well-positioned to sustain operations for the foreseeable future.

Disclosure in the strategic report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of engagement with employees, suppliers, customers and others, future developments, and risk management.

Statement as to disclosure of information to auditors

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

Auditors

The auditors, Zome Audit Limited (Statutory Auditor), will be proposed for re-appointment at the forthcoming Annual General Meeting.

On behalf of the board:

M M H Kim - Director

4 December 2025

The directors are responsible for preparing the Group strategic report, the Report of the directors 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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 company and the group 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 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 company will continue in business.

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

On behalf of the board:

M M H Kim - Director

Date: 4 December 2025

Opinion

We have audited the financial statements of Niantic International Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated income statement, Consolidated other comprehensive income, Consolidated balance sheet, Company balance sheet, Consolidated statement of changes in equity, Company statement of changes in equity, Consolidated cash flow statement and Notes to the financial statements, including a summary of 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 of the parent company 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 the 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 directors are responsible for the other information. The other information comprises the information in the Group strategic report, the Report of the directors and the Statement of directors' responsibilities, but does not include the financial statements and our Report of the auditors thereon.

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.

In connection with our audit of the financial statements, 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 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 the audit:

- the information given in the Group strategic report and the Report of the directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the Group strategic report and the Report of the directors have not been prepared in accordance with applicable requirement as the Streamlined Energy and Carbon Reporting analysis, as required by the Streamlined Energy and Carbon Reporting Regulation, has been omitted.

Matters on which we are required to report by exception

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

We have nothing to report in respect of the following matters where 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.

Responsibilities of directors

As explained more fully in the Statement of directors' responsibilities set out on page seven, 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 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 group's and 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

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 a Report of the auditors 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:

Irregularities are instances of non-compliance with laws and regulations. The objectives of our audit are to obtain sufficient appropriate audit evidence regarding compliance with laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements, to perform audit procedures to help identify instances of non-compliance with other laws and regulations that may have a material effect on the financial statements, and to respond appropriately to identified or suspected non-compliance with laws and regulations identified during the audit.

In relation to fraud, the objectives of our audit are to identify and assess the risk of material misstatement of the financial statements due to fraud, to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud through designing and implementing appropriate responses and to respond appropriately to fraud or suspected fraud identified during the audit.

However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the audit engagement team:

- obtained an understanding of the nature of the industry and sector, including the legal and regulatory framework that the company operates in and how the company is complying with the legal and regulatory framework;

- inquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;

- discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud.

As a result of these procedures we consider the most significant laws and regulations that have a direct impact on the financial statements are FRS 102, the Companies Act 2006 and tax compliance regulations. We performed audit procedures to detect non-compliances which may have a material impact on the financial statements which included reviewing financial statement disclosures, inspecting correspondence with local tax authorities and evaluating advice received from external tax advisors.

The most significant laws and regulations that have an indirect impact on the financial statements are those in relation to employment laws and regulations. We performed audit procedures to inquire of management and those charged with governance whether the company is in compliance with these laws and regulations and inspected correspondence with regulatory authorities.

The audit engagement team identified the risks of management override of controls and timing of revenue recognition as the area where the financial statements were most susceptible to material misstatement due to fraud. Audit procedures performed included but were not limited to testing manual journal entries and other adjustments and evaluating the business rationale in relation to significant, unusual transactions and transactions entered into outside the

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the auditors.

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 a Report of the auditors 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.

Roy Davis (Senior Statutory Auditor)

for and on behalf of Zome Audit Limited (Statutory Auditor)

5th Floor

111 Charterhouse Street

London

EC1M 6AW

5 December 2025

TURNOVER

3

698,128,173

600,013,297

Cost of sales

(395,079,838

)

(347,546,134

)

GROSS PROFIT

303,048,335

252,467,163

Administrative expenses

(219,756,784

)

(232,010,548

)

OPERATING PROFIT

5

83,291,551

20,456,615

Interest receivable and similar income

540,519

446,686

83,832,070

20,903,301

Interest payable and similar expenses

6

(40,605

)

(46,341

)

PROFIT BEFORE TAXATION

83,791,465

20,856,960

Tax on profit

7

(7,283,457

)

(2,545,024

)

PROFIT FOR THE FINANCIAL YEAR

76,508,008

18,311,936

Profit attributable to:

Owners of the parent

76,508,008

18,311,936

PROFIT FOR THE YEAR

76,508,008

18,311,936

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

76,508,008

18,311,936

Total comprehensive income attributable to:

Owners of the parent

76,508,008

18,311,936

FIXED ASSETS

Intangible assets

9

-

-

Tangible assets

10

24,246

230,365

Investments

11

1,260,710

1,260,710

1,284,956

1,491,075

CURRENT ASSETS

Stocks

12

190,758

119,270

Debtors

13

22,700,549

18,873,072

Cash at bank

33,240,833

46,096,171

56,132,140

65,088,513

CREDITORS

Amounts falling due within one year

14

(129,668,359

)

(215,101,743

)

NET CURRENT LIABILITIES

(73,536,219

)

(150,013,230

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(72,251,263

)

(148,522,155

)

CREDITORS

Amounts falling due after more than one year

15

(47,828,726

)

(47,715,768

)

NET LIABILITIES

(120,079,989

)

(196,237,923

)

CAPITAL AND RESERVES

Called up share capital

17

40,000,003

40,000,003

Other reserves

18

911,418

1,261,492

Retained earnings

18

(160,991,410

)

(237,499,418

)

SHAREHOLDERS' FUNDS

(120,079,989

)

(196,237,923

)

The financial statements were approved by the Board of Directors and authorised for issue on 4 December 2025 and were signed on its behalf by:

M M H Kim - Director

FIXED ASSETS

Intangible assets

9

-

-

Tangible assets

10

-

-

Investments

11

1,260,712

1,260,712

1,260,712

1,260,712

CURRENT ASSETS

Debtors

13

52,515,362

48,965,030

Cash at bank

654,227

669,749

53,169,589

49,634,779

CREDITORS

Amounts falling due within one year

14

(45,472

)

(5,554

)

NET CURRENT ASSETS

53,124,117

49,629,225

TOTAL ASSETS LESS CURRENT LIABILITIES

54,384,829

50,889,937

CAPITAL AND RESERVES

Called up share capital

17

40,000,003

40,000,003

Retained earnings

18

14,384,826

10,889,934

SHAREHOLDERS' FUNDS

54,384,829

50,889,937

Company's profit for the financial year

3,494,892

3,589,084

The financial statements were approved by, and authorised for issue by the Board of Directors and authorised for issue on 4 December 2025 and were signed on its behalf by:

M M H Kim - Director

Called up

share

Retained

Other

Total

capital

earnings

reserves

equity

$

$

$

$

Balance at 1 January 2023

40,000,003

(255,811,354

)

928,819

(214,882,532

)

Changes in equity

Total comprehensive income

-

18,311,936

-

18,311,936

Share based payment

-

-

332,673

332,673

Balance at 31 December 2023

40,000,003

(237,499,418

)

1,261,492

(196,237,923

)

Changes in equity

Total comprehensive income

-

76,508,008

-

76,508,008

Share based payment

-

-

351,684

351,684

Share based payment

additional funding

-

-

(701,758

)

(701,758

)

Balance at 31 December 2024

40,000,003

(160,991,410

)

911,418

(120,079,989

)

Called up

share

Retained

Total

capital

earnings

equity

$

$

$

Balance at 1 January 2023

40,000,003

7,300,850

47,300,853

Changes in equity

Total comprehensive income

-

3,589,084

3,589,084

Balance at 31 December 2023

40,000,003

10,889,934

50,889,937

Changes in equity

Total comprehensive income

-

3,494,892

3,494,892

Balance at 31 December 2024

40,000,003

14,384,826

54,384,829

Cash flows from operating activities

Cash generated from operations

23

(2,632,685

)

7,242,800

Interest paid

(40,605

)

(46,341

)

Tax paid

(8,427,817

)

(2,545,024

)

Taxation refund

1,375,803

-

Prior Tax adjustment

(231,443

)

-

Net cash from operating activities

(9,956,747

)

4,651,435

Cash flows from investing activities

Purchase of tangible fixed assets

-

(161,866

)

Sale of tangible fixed assets

-

57,974

Share based additional funding

(701,758

)

-

Interest received

540,519

446,686

Net cash from investing activities

(161,239

)

342,794

(Decrease)/increase in cash and cash equivalents

(10,117,986

)

4,994,229

Cash and cash equivalents at beginning of year

24

46,096,171

39,261,148

Effect of foreign exchange rate changes

(2,737,352

)

1,840,794

Cash and cash equivalents at end of year

24

33,240,833

46,096,171

1.	STATUTORY INFORMATION

Niantic International Holdings Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

The financial statements are prepared in US Dollars (USD), which is the functional and presentational currency of the company and the group. Monetary amounts in these financial statements are rounded to the nearest USD ($).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006, including the provisions of the large Companies and Groups (Accounts and Reports) Regulations 2008.

Basis of consolidation

The consolidated financial statements present the results of the Company and its wholly owned subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.

The consolidated financial statements comprise the results and financial position of Niantic International Holding Limited (the parent company) and its subsidiaries, Niantic International Limited and Niantic International Technology Limited.

In accordance with the exemption permitted under section 405 of the Companies Act 2006, the subsidiaries Guangzhou Niantic Lab, Niantic Aotearoa New Zealand, Niantic Germany GmbH and Niantic Switzerland GmbH have not been included in the consolidation on the grounds that their inclusion is not material for the purpose of giving a true and fair view.

Going concern

Management has determined that the Company is a going concern, based on strong financial performance and favorable industry trends. The Company's forecast projects continued growth, and with positive cash flow and sufficient reserves, the company is well-positioned to sustain operations for the foreseeable future.

Critical accounting 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.

Significant items subject to estimates include, but are not limited to, the estimated lives of paying players that the group uses for revenue recognition, useful lives of property and equipment and intangible assets, income taxes, stock-based compensation, the fair value of marketable securities, private company investments, tangible and intangible assets acquired and liabilities assumed from its acquisitions, the fair value of common stock, tangible and intangible assets for impairment. These estimates and assumptions are based on management's best estimates and judgment. Management regularly evaluates its estimates and assumptions using historical experience and other factors; however, actual results could differ significantly from these estimates.

The period over which deferred income is recognised is based on management’s estimate of the average life of the players. This estimate requires the use of assumptions regarding player retention, historical participation trends. Actual player lives may differ from the estimated period, which could result in material adjustments to the deferred income balance in future periods. Management reviews the estimated average life of the players annually and updates the estimate where necessary.

Turnover

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

Revenue is recognised immediately for consumable in game items as they are consumed by the player. Durable in game items are recognised by reference to the estimated average playing period of paying players.

Intangible assets

Intangible assets are initially measured at cost. Intellectual property is being amortised evenly over the estimated useful life of five years, on a 20% straight line basis.

Tangible fixed assets

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

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

Leasehold improvement : Shorter of 5 years or remianing lease term

Furniture and fittings : 3 years straight line method

Computer equipment : 3 years straight line method

Plant and machinery : 3 years straight line method

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

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

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.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Financial instruments

The company has chosen to adopt the Sections 11 and 12 of FRS 102 in respect of financial instruments.

Financial assets

Basic financial assets, including trade and other receivables, cash and bank balances, and balances with fellow group companies, are initially recognised at transaction price, 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.

Such assets are subsequently carried at amortised cost using the effective interest method.

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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 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 when (a) the contractual rights to the cashflows from the asset expire or are settled or, (b) substantially all the risks and rewards of ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

Financial liabilities

Basic financial liabilities, including trade and other payables, and loans from fellow group companies, 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 receipts discounted at a market rate of interest.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors 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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into US dollars at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into US dollars at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits

The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

Operating leases: the group as leasee

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

Taxation

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

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.

The company establishes provisions based on reasonable estimates, for possible consequences of audits by the tax authorities of the respective countries in which it operates. The amount of such provisions is based on various factors, such as experience with previous tax audits and differing interpretations of tax regulations by the taxable entity and the responsible tax authority. Management estimation is required to determine the amount of deferred tax assets that can be recognised based upon likely timing and level of future taxable profits together with an assessment of the effect of future tax planning strategies.

Share-based payments

The company participates in a group equity settled share based payment arrangement granted to its employees. The group has elected to recognise and measure its share-based payment expense by specifically calculating the expense at a subsidiary level. The calculation is based on the number of employee options which have vested during the period.

3.

TURNOVER

The turnover and profit before taxation are attributable to the principal activities of the group.

An analysis of turnover by geographical market is given below:

31/12/24

31/12/23

$

$

United Kingdom

41,560,568

38,218,173

Europe

136,268,627

132,584,186

South America

61,360,237

53,163,317

Africa

908,015

857,967

Australia

28,383,488

23,616,957

China

635,638

191,960

Japan

305,036,433

256,339,274

Other Asian market

114,031,076

78,804,022

Other

9,944,091

16,237,441

698,128,173

600,013,297

The turnover and profit before taxation are attributable to the one principal activity of the company. Substantially all turnover and profit generated in 2024 and 2023 was generated from Pokémon GO and other mobile games worldwide excluding the United States of America.