ACCOUNTS - Final Accounts preparation

The following is an analysis of the Group's revenue for the year from continuing operations:

Registered number: SC586664

SKYRORA VENTURES LIMITED

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

SKYRORA VENTURES LIMITED

COMPANY INFORMATION

Director	V Levykin


Registered number	SC586664


Registered office	7 Drum Mains Park
	Cumbernauld
	Glasgow
	G68 9LD


Independent auditor	MHA
	2 London Wall Place
	London
	EC2Y 5AU

SKYRORA VENTURES LIMITED

CONTENTS

	Page
Group strategic report	1 - 5
Director's report	6 - 7
Independent auditor's report	8 - 10
Consolidated statement of profit or loss and other comprehensive income	11
Consolidated statement of financial position	12 - 13
Company statement of financial position	14 - 15
Consolidated statement of changes in equity	16
Company statement of changes in equity	17
Consolidated statement of cash flows	18
Company statement of cash flows	19
Notes to the consolidated financial statements	20 - 52

SKYRORA VENTURES LIMITED

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction

This Strategic Report provides a concise overview of Skyrora Group’s business model and performance, our key performance indicators, and our approach to sustainability and risk. It forms part of the Group’s Annual Report and Accounts for 2024. Further information about Skyrora is available on our website at www.skyrora.com.

Business overview

Skyrora is a next-generation launch vehicle manufacturer enabling responsive, sovereign access to space for the small-satellite market. Skyrora Group combines in-house propulsion expertise with advanced additive manufacturing and modular vehicle design to shorten development cycles, enhance reliability and reduce cost.
Alongside its core aerospace activities, Skyrora also invests in innovative technologies with applications in adjacent industrial sectors, creating diversified revenue streams and a broader platform for long-term growth.
Operational and Technical Milestones
Operationally in 2024, Skyrora advanced the Skyrora XL vehicle towards orbital flight-demonstration readiness, completing the first contract-extension milestone under the European Space Agency (ESA) Commercial Space Transportation Services and Support (CSTS) programme and securing a further extension to integrate the telemetry system on the Skylark L vehicle ahead of the second demonstration launch. Propulsion progressed with more than fifty qualification tests across ten Skyforce-2 70 kN engines.
Manufacturing capability was strengthened through modular design and expanded additive processes, led by commissioning a state-of-the-art Aero Structures Assembly Factory to support new aerospace manufacturing contracts, alongside a dedicated Lean Manufacturing Centre to improve productivity, reduce waste and streamline production.
Infrastructure upgrades to vertical test sites and domestic launch support improved schedule resilience, safety and repeatability, while engineering systems including configuration control, quality assurance and test-data management were further matured, and ISO 9001 was implemented across operations. Further details are set out in the Technical Review section.
Commercial performance
Commercially, Skyrora secured multiple diversified contracts, broadening its client base across the aerospace and R&D sectors, exemplified by a large aerospace manufacturing contract (see Technical Review section). Skyrora also expanded strategic partnerships with ESA programmes, embedding Skyrora deeper into critical mission supply chains. Additionally, the company enhanced its competitive positioning by implementing responsive pricing models and tailored customer interface systems, driving stronger client retention and extending its market reach.
Environmental, Social and Governance
Skyrora continued to embed responsible innovation into its operational planning, with comprehensive assessments informing both launch preparation and recovery strategies. Internal governance protocols were refined to align with emerging UK and EU space policies, particularly in the areas of space sustainability and orbital debris stewardship. The company also maintained proactive stakeholder engagement through forums and sector working groups, helping shape regulatory dialogue and advance risk-responsive communications.
Financial performance
Financial performance improved modestly in 2024 compared with the prior year, supported by an incoming £35.5 million aerospace manufacturing contract and continued revenue contribution from non-aerospace business units. Investment was directed towards critical test infrastructure, vehicle qualification, capability build-out, and research, design and development activities. Further details are set out in the Financial Review section.

Page 1

SKYRORA VENTURES LIMITED

GROUP STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Post Year-End Events and Future Developments1
In August 2025 Skyrora became the first UK-based manufacturer to receive a launch licence for a commercial vehicle, granted by the UK Civil Aviation Authority (CAA). With this licence secured, Skyrora is preparing for a UK-based Skylark L launch and continues to work closely with regulators, spaceports, and partners to establish regular launch activity from British soil.
Looking ahead to 2025, Skyrora is focused on completing final qualification activities towards initial orbital flight demonstrations, scaling manufacturing and test capacity to support early commercial missions, expanding the commercial pipeline and partnerships that underpin sovereign launch capability, and maintaining disciplined investment, operational excellence and risk management.
In parallel, we will execute and expand our multi-year aerospace manufacturing contracts, providing revenue visibility, supporting high utilisation of the Aerostructures Assembly Facility, and reinforcing supply-chain partnerships. The Board believes the Group is well positioned to support the UK’s ambitions in assured space access and innovation.
Technical review
Skyrora achieved several significant technical milestones throughout 2024, reinforcing our strategic positioning and engineering advancement toward orbital launch capabilities.
We successfully completed CCN12, marking the formal milestone under the CSTS programme with ESA, validating the ground testing of the InRange telemetry relay system. This achievement enabled us to secure CCN23 approval from ESA, authorising the integration of the InRange system into the Skylark L suborbital vehicle ahead of the upcoming second demonstration launch of Skylark L.
Further demonstrating our industrial strength, Skyrora secured a £35.5 million aerospace manufacturing contract, leading to the establishment of a state-of-the-art Aerostructures Assembly Factory. This initiative already created more than 30 high-value skilled roles and featured a dedicated Lean Manufacturing Centre to optimise productivity, reduce waste, and streamline production processes for aerostructures.
On the engineering front, Skyrora continued rigorous qualification testing of our advanced Skyforce-2 70kN engine, completing over 50 qualification tests across 10 engines. Our Midlothian test facility is now preparing to transition from qualification to routine production acceptance testing, further enabling engine certification and consistent performance assurance.
Additionally, significant progress was made on the Skyrora XL orbital launch vehicle. The first-stage tanks were successfully subcontracted for manufacturing and testing, achieving a crucial sub-component milestone and unlocking subsequent integration phases.
Throughout 2024, Skyrora significantly enhanced its compliance framework, strengthening our business operations and governance. We invested in extensive team training programmes, increased security measures across all operational sites, and successfully implemented ISO 9001 quality management standards.
Collectively, these advancements have solidified Skyrora’s technical capabilities, regulatory compliance, and market readiness, positioning us confidently on the trajectory toward orbital launch operations.

1This Strategic Report contains forward-looking statements. These statements involve known and unknown risks and uncertainties that may cause actual results to differ materially from those expressed or implied. The forward-looking statements speak only as at the date of this report, and the Group undertakes no obligation to update them.

2Contract Change Notice 1.

3Contract Change Notice 2.

Page 2

SKYRORA VENTURES LIMITED

GROUP STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

We use a balanced set of financial and non-financial key performance indicators (KPI) to assess performance across three dimensions: delivery against our strategic priorities (excel at the fundamentals; deliver technical progress; invest in sustainable growth), our vision to provide an integrated service, and our purpose to make space more accessible, greener and more affordable. The Board and senior management review these measures regularly to ensure they remain appropriate and useful for decision making.
Technical KPIs

Page 3

SKYRORA VENTURES LIMITED

GROUP STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Financial review

Financial performance improved modestly in 2024 compared with the prior year, supported by the commencement and progression of aerospace manufacturing programmes, including the £35.5 million manufacturing contract, alongside continued revenue contribution from non-aerospace business units. Investment was directed towards critical test infrastructure, vehicle qualification, capability build-out, and research, design and development activities.
We applied disciplined capital allocation and maintained flexibility to preserve operational agility and balance sheet strength. Our priority remains reinvestment to accelerate innovation and capability and build capacity, with returns to shareholders considered when sustainable free cash flow exceeds business needs.
Further details are set out in the KPIs4 section below and in the Financial Statements.
Financial KPIs

4We monitor underlying performance using Alternative Performance Measures (APMs). These are not defined by IFRS and are therefore non-GAAP. We present the nearest IFRS measures alongside our APMs, with definitions and, where relevant, reconciliations. APMs support year-on-year performance and cash generation analysis, planning and resource allocation, and external guidance. They are supplementary to IFRS measures and may not be directly comparable with similarly titled measures used by other companies.

5Skyrora Limited financial data, 7Y cumulative.

6Skyrora Limited financial data, 7Y cumulative.

7Skyrora Limited financial data.

Page 4

SKYRORA VENTURES LIMITED

GROUP STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Principal risks and uncertainties

Types of risk inherent to our business model include commercial, organisational, licencing and space regulations, technical and safety. Financial risks include liquidity risk, currency risk, and credit risk.
Our risk management framework embeds rigorous and consistent risk management across Skyrora. The processes we use to identify, measure, manage, monitor, and report risks are designed to enable dynamic risk-based decision-making and effective day-to-day risk management.

This report was approved by the board and signed on its behalf.

V Levykin

Director

Date: 9 December 2025

Page 5

SKYRORA VENTURES LIMITED

DIRECTOR'S REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

The director presents his report and the financial statements for the year ended 31 December 2024.

Director's responsibilities statement

The director is responsible for preparing the Group strategic report, Director's report and the consolidated financial statements, in accordance with applicable law.

Company law requires the director to prepare consolidated financial statements for each financial year. Under that law he has elected to prepare the consolidated financial statements in accordance with International Financial Reporting Standards (IFRS) as adopted by the UK.

Under company law the director must not approve the consolidated financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the Group and the Company and of the profit or loss of the Group for that period. In preparing the consolidated financial statements, the director is required to:

∙select suitable accounting policies and then apply them consistently;

∙make judgements and estimates that are reasonable and prudent;

∙state whether they have been prepared in accordance with IFRS as adopted by the UK, subject to any material departures disclosed and explained in the financial statements;

∙assess the Group and Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and

∙use the going concern basis of accounting unless he either intends to liquidate the Group or the Company or to cease operations, or has no realistic alternative but to do so.

The director is responsible for keeping adequate accounting records that are sufficient to show and explain the Parent Company's transactions and disclose with reasonable accuracy at any time the financial position of the Parent Company and enable them to ensure that the financial statements comply with the Companies Act 2006. He is responsible for such internal control as he determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and has general responsibility for taking such steps as are reasonably open to him to safeguard the assets of the Group and to prevent and detect fraud and other irregularities.

Principal activity

The principal activity of the Group is to be the leading UK launch company and to become the number one commercial provider of access to space.

Results and dividends

The profit for the year, after taxation, amounted to £7,271,700 (2023 -loss £3,391,683).

Director

The director who served during the year was:

V Levykin

Political contributions

During the year there were political contributions made of £Nil (2023: £Nil).

Financial instruments

The Group's operations expose it to financial risk that include credit and liquidity risk. The details of such risks can be found within the notes of the financial statements.

Page 6

SKYRORA VENTURES LIMITED

DIRECTOR'S REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Disclosure of information to auditor

The director at the time when this Director's report is approved has confirmed that:

∙so far as he is aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and

∙he has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditor is aware of that information.

Auditor

The auditor, MHA, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.

V Levykin

Director

Date: 9 December 2025

Page 7

SKYRORA VENTURES LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKYRORA VENTURES LIMITED

Opinion

We have audited the financial statements of Skyrora Ventures Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2024 which comprise the Consolidated statement of profit or loss and other comprehensive income, the Consolidated statement of financial position, the Company Statement of financial position, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity, the Consolidated statement of cash flows, the Company Statement of cash flows and notes to the financial statements, including material accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom adopted International Financial Reporting Standards ('UK adopted IFRS') .

In our opinion, the financial statements:

∙the 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;

∙the have been properly prepared in accordance with UK adopted IFRS; and

∙the 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. Ou 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 in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council'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.

Emphasis of matter - Significant estimation uncertainty in the assessment of investments in subsidiaries

We draw your attention to Note 16 of the Group financial statements on page 43, which describes the key source of estimation uncertainty used by management in assessing any potential impairment in the valuation of investments in subsidiary Skyrora Limited as at 31 December 2024.
As stated in Note 16, the valuation relies on ability of the subsidiary to transition from the development to the operational phase, which is expected to generate furture income. Management recognises that the commercial and technological success of the orbital launches project depends on many factors and events in the future, creating a significant level of uncertainty regarding the ability of the subsidiary to generate sufficient income in comparison to the investment made.
Our opinion is not modified in respect of this matter.

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.

Page 8

SKYRORA VENTURES LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKYRORA VENTURES LIMITED (CONTINUED)

Opinion 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 directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the Group strategic report and the directors' report has been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the or the directors' report.

Matters on which we are required to report by exception

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, 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 director's 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 director's 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 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 and the Parent Company or to cease operations, or have no realistic alternative but to do so.

Page 9

SKYRORA VENTURES LIMITED

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKYRORA VENTURES LIMITED (CONTINUED)

Auditor's 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 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud is detailed below:

∙Enquiry of management, those charged with governance and the entity’s solicitors (or in-house legal team) around actual and potential litigation and claims;

∙Enquiry of staff in tax and compliance functions to identify any instances of non-compliance with laws and regulations;

∙Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;

∙Reviewing minutes of meetings of those charged with governance; and

∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the FRC's website at: 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.

Andrew Moyser FCA FCCA
(Senior statutory auditor)

for and on behalf of

MHA, Statutory Auditor

London, United Kingdom

Date:9 December 2025
MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales (registered number OC455542).

Page 10

SKYRORA VENTURES LIMITED

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2024

				2024	2023
			Note	£	£


Revenue	6	36,051,610	30,846,675
Cost of sales		(20,614,194)	(22,267,437)
Gross profit		15,437,416	8,579,238

Other operating income	7	921,362	194,356
Administrative expenses		(11,411,854)	(11,732,152)
Profit/(loss) from operations		4,946,924	(2,958,558)

Finance income		14,969	7,972
Other finance income		175,333	73,753
Income from other participating interests		16,671	(16,055)
Profit/(loss) before tax		5,153,897	(2,892,888)

Tax credit/(expense)	13	2,117,803	(498,795)

Profit/(loss) for the year

7,271,700

(3,391,683)

Other comprehensive income:
Items that will or may be reclassified to profit or loss:
Exchange gains arising on translation on foreign operations	23	(155,498)	(164,879)


Total comprehensive income		7,116,202	(3,556,562)

Profit/(loss) for the year attributable to:
Owners of the parent	7,271,700	(3,391,683)
	7,271,700	(3,391,683)

Total comprehensive income attributable to:
Owners of the parent	7,116,202	(3,556,562)
	7,116,202	(3,556,562)

The notes on pages 21 to 52 form part of these financial statements.

Page 11

SKYRORA VENTURES LIMITED

REGISTERED NUMBER: SC586664

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2024

	2024	As Restated 2023
Note	£	£

Assets
Non-current assets
Property, plant and equipment	14	2,964,684	2,833,349
Intangible assets	15	112,531	119,752
Other non-current investments	16	45,905	29,234
Trade and other receivables	18	150,000	-
		3,273,120	2,982,335
Current assets
Inventories	17	3,874,700	1,004,102
Trade and other receivables	18	10,036,531	12,487,663
Deferred tax	13	3,438,075	-
Cash and cash equivalents	27	11,275,867	13,919,017
		28,625,173	27,410,782

Total assets		31,898,293	30,393,117

Liabilities
Non-current liabilities
Trade and other liabilities	19	25,769	1,659,568
		25,769	1,659,568
Current liabilities
Bank overdraft	27	343	105
Trade and other liabilities	19	3,763,005	2,863,239
		3,763,348	2,863,344

Total liabilities		3,789,117	4,522,912


Net assets		28,109,176	25,870,205

Page 12

SKYRORA VENTURES LIMITED

REGISTERED NUMBER: SC586664

CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)

AS AT 31 DECEMBER 2024

	2024	As Restated 2023
Note	£	£

Issued capital and reserves attributable to owners of the parent	22
Share capital	21	28,064,010	35,000,001
Capital contribution reserve		9,090,000	9,090,000
Foreign exchange reserve		(288,282)	(132,784)
Retained earnings		(8,756,552)	(18,087,012)
		28,109,176	25,870,205

TOTAL EQUITY		28,109,176	25,870,205

The financial statements on pages 11 to 52 were approved and authorised for issue by the board of director and were signed on its behalf by:

V Levykin

Director

Date: 9 December 2025

The notes on pages 21 to 52 form part of these financial statements.

Page 13

SKYRORA VENTURES LIMITED

REGISTERED NUMBER: SC586664

COMPANY STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2024

	2024	As Restated 2023
Note	£	£

Assets
Non-current assets
Other non-current investments	16	47,960,814	34,046,821
Trade and other receivables	18	1,807,022	-
		49,767,836	34,046,821
Current assets
Trade and other receivables	18	252,117	10,077,247
Cash and cash equivalents	27	1,128,763	3,916,410
		1,380,880	13,993,657

Total assets		51,148,716	48,040,478

Liabilities
Non-current liabilities
Deferred tax liability	13	(256,220)	(269,914)
		(256,220)	(269,914)
Current liabilities
Trade and other liabilities	19	3,932,284	191,041
		3,932,284	191,041

Total liabilities		3,676,064	(78,873)


Net assets		47,472,652	48,119,351

Page 14

SKYRORA VENTURES LIMITED

REGISTERED NUMBER: SC586664

COMPANY STATEMENT OF FINANCIAL POSITION (CONTINUED)

AS AT 31 DECEMBER 2024

	2024	As Restated 2023
Note	£	£

Issued capital and reserves attributable to owners of the parent	22
Share capital	21	28,064,010	35,000,001
Capital contribution reserve		9,090,000	9,090,000
Retained earnings		10,318,642	4,029,350
TOTAL EQUITY		47,472,652	48,119,351

The Company's profit for the year was £4,230,532 (2023 - £7,065,509).

The financial statements on pages 11 to 52 were approved and authorised for issue by the board of director and were signed on its behalf by:

V Levykin

Director

The notes on pages 21 to 52 form part of these financial statements.

Page 15

SKYRORA VENTURES LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

	Share capital	Capital contribution reserve	Foreign exchange reserve	Retained earnings	Total attributable to equity holders of parent	Total equity
	£	£	£	£	£	£
At 1 January 2023	35,000,001	3,000,000	32,095	(14,695,329)	23,336,767	23,336,767
Profit for the year
Other comprehensive income	-	-	-	(3,391,683)	(3,391,683)	(3,391,683)
Other comprehensive income	-	-	(164,879)	-	(164,879)	(164,879)
Total comprehensive income for the year	-	-	(164,879)	(3,391,683)	(3,556,562)	(3,556,562)
Contributions by and distributions to owners
Capital contribution	-	6,090,000	-	-	6,090,000	6,090,000
	-	6,090,000	-	-	6,090,000	6,090,000
At 31 December 2023	35,000,001	9,090,000	(132,784)	(18,087,012)	25,870,205	25,870,205

At 1 January 2024	35,000,001	9,090,000	(132,784)	(18,087,012)	25,870,205	25,870,205
Loss for the year
Profit for the year	-	-	-	7,271,700	7,271,700	7,271,700
Other comprehensive income	-	-	(155,498)	-	(155,498)	(155,498)
Total comprehensive income for the year	-	-	(155,498)	7,271,700	7,116,202	7,116,202
Contributions by and distributions to owners
Purchase of own shares	-	-	-	2,058,760	2,058,760	2,058,760
Shares redeemed during the year	(6,935,991)	-	-	-	(6,935,991)	(6,935,991)
Total contributions by and distributions to owners	(6,935,991)	-	-	2,058,760	(4,877,231)	(4,877,231)
At 31 December 2024	28,064,010	9,090,000	(288,282)	(8,756,552)	28,109,176	28,109,176

The notes on pages 21 to 52 form part of these financial statements.

Page 16

SKYRORA VENTURES LIMITED

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

	Share capital	Capital contribution reserve	Retained earnings	Total equity
	£	£	£	£
At 1 January 2023	35,000,001	3,000,000	(3,036,159)	34,963,842
Loss for the year
Loss for the year	-	-	7,065,509	7,065,509
Total comprehensive income for the year	-	-	7,065,509	7,065,509
Contributions by and distributions to owners
Capital contribution	-	6,090,000	-	6,090,000
	-	6,090,000	-	6,090,000
At 31 December 2023	35,000,001	9,090,000	4,029,350	48,119,351

At 1 January 2024	35,000,001	9,090,000	4,029,350	48,119,351
Profit for the year
Profit for the year	-	-	4,230,532	4,230,532
Total comprehensive income for the year	-	-	4,230,532	4,230,532
Contributions by and distributions to owners
Purchase of own shares	-	-	2,058,760	2,058,760
Shares redeemed during the year	(6,935,991)	-	-	(6,935,991)
Total contributions by and distributions to owners	(6,935,991)	-	2,058,760	(4,877,231)
At 31 December 2024	28,064,010	9,090,000	10,318,642	47,472,652

The notes on pages 21 to 52 form part of these financial statements.

Page 17

SKYRORA VENTURES LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2024

		As restated
	2024	2023
Note	£	£

Cash flows from operating activities
Profit/(loss) for the year		7,271,700	(3,391,683)
Depreciation of property, plant and equipment	14	648,264	528,277
Impairment of property, plant and equipment	14	105,856	-
Amortisation of intangible fixed assets	15	7,172	11,035
Finance income		(190,302)	(81,725)
(Profit)/loss on investment in associates		(16,671)	16,055
Net foreign exchange loss/(gain)		13,346	(224,099)
Income tax expense	13	(2,117,803)	498,795
		5,721,562	(2,643,345)
Movements in working capital:
(Increase)/decrease in trade and other receivables		(6,197,237)	1,019,577
(Increase)/decrease in inventories		(2,870,598)	823,889
Increase in trade and other payables		950,536	1,360,099
Cash generated from operations		(2,395,737)	560,220

Income taxes received		632,699	1,514,098
Net cash (used in)/from operating activities		(1,763,038)	2,074,318
Cash flows from investing activities
Purchases of property, plant and equipment		(1,067,031)	(1,418,262)
Proceeds from disposal of property, plant and equipment		13,050	14,943
Purchase of investments		(16,671)	(29,234)
Interest received		190,302	81,725
Net cash used in investing activities		(880,350)	(1,350,828)
Cash flows from financing activities
Capital contribution reserve		-	6,090,000
Net cash from financing activities		-	6,090,000
Net (decrease)/increase in cash and cash equivalents		(2,643,388)	6,813,490

Cash and cash equivalents at the beginning of year		13,918,912	7,105,422
Cash and cash equivalents at the end of the year	27	11,275,524	13,918,912

The notes on pages 21 to 52 form part of these financial statements.

Page 18

SKYRORA VENTURES LIMITED

COMPANY STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2024

		As restated
	2024	2023
Note	£	£

Cash flows from operating activities
Profit for the year		4,230,532	7,065,509
Adjustments for
Profit/(loss) on investment in associates		(16,055)	16,055
Impairment on fixed asset investment		3,232,023	-
Income tax expense	13	13,694	(36,709)
		7,460,194	7,044,855
Movements in working capital:
Decrease/(increase) in trade and other receivables		3,157,547	(3,232,052)
Increase/(decrease) in trade and other payables		3,741,243	(4,597,408)
Cash generated from operations		14,358,984	(784,605)

Net cash from/(used in) operating activities		14,358,984	(784,605)
Cash flows from investing activities
Purchase of share capital in subsidiaries		(17,146,631)	(2,012,274)
Net cash used in investing activities		(17,146,631)	(2,012,274)
Cash flows from financing activities
Capital contribution reserve		-	6,090,000
Net cash from financing activities		-	6,090,000
Net (decrease)/increase in cash and cash equivalents		(2,787,647)	3,293,121

Cash and cash equivalents at the beginning of year		3,916,410	623,289
Cash and cash equivalents at the end of the year	27	1,128,763	3,916,410

The notes on pages 21 to 52 form part of these financial statements.

Page 19

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	General information

Skyrora Ventures Limited (the 'Company') is a private company limited by shares, incorporated and domiciled in Scotland. The Company's registered office, which is also its principal place of business, can be found on the company information page of the financial statements.
These consolidated financial statements comprise the Company and its subsidiaries (collectively the 'Group' and individually 'Group companies'). The nature of the Group's operation and its principal activities are set in the strategic report.

2.	Basis of preparation

The Group's consolidated and the Company's individual financial statements have been prepared in accordance with International Financial Reporting Standards, International Accounting Standards and Interpretations as adopted by the UK (collectively IFRSs). They were authorised for issue by the Company's board of directors on 09 December 2025.

Details of the Group's accounting policies, including changes during the year, are included in note 3.

The Company has taken advantage of the exemption available under section 408 of the Companies Act 2006 and elected not to present its own Statement of comprehensive income in these financial statements.

In preparing these financial statements, management has made judgements, estimates and assumptions that affect the application of the Group accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised prospectively.

The areas where judgements and estimates have been made in preparing the consolidated financial statements and their effects are disclosed in note 5.

2.1 Basis of measurement

The financial statements have been prepared on the historical cost basis except for the following items, which are measured on an alternative basis on each reporting date.

	Items	Measurement basis
	Right of use assets	Historical cost less accumulated amortisation and accumulated impairment loss adjusted to the revaluation of the lease liabilities.

2.2 Changes in accounting policies

i) New standards, interpretations and amendments effective from 1 January 2024

The Group has adopted all the new or amended Accounting Standards and Interpretations issued by the International Accounting Standards Board ('IASB') that are mandatory for the current reporting period.

ii)

New standards, interpretations and amendments not yet effective

The following new standards, interpretations and amendments, which are not yet effective and have not been adopted early in these financial statements, will or may have an effect on the Company's future financial statements:

IAS 21 - Lack of Exchangeability – Amendments - 1 January 2025
IFRS 9 & 7 - Amendments to the Classification and Measurements of Financial Instruments - 1 January 2026
IFRS 18 - Presentation and Disclosure in Financial Statements - 1 January 2027
IFRS 19 - Subsidiaries without Public Accountability: Disclosures - 1 January 2027

Page 20

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Basis of preparation (continued)

ii) New standards, interpretations and amendments not yet effective (continued)

The director anticipates that the adoption of these Standards and interpretations that are not yet effective in future periods only have an impact on the results and net assets of the Company, however, it is too early to quantify this.

3.Material accounting policies

3.1

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and entities (including structured entities) controlled by the Company and its subsidiaries. Control is achieved when the Company:

∙has power over the investee;

∙is exposed, or has rights, to variable returns from its involvement with the investee; and

∙has the ability to use its power to affect its returns.

The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.

When the Company has less than a majority of the voting rights of an investee, it has power over the investee when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally. The Company considers all relevant facts and circumstances in assessing whether or not the Company's voting rights in an investee are sufficient to give it power, including:

∙the size of the Company's holding of voting rights relative to the size and dispersion of holdings of the other vote holders;

∙potential voting rights held by the Company, other vote holders or other parties;

∙rights arising from other contractual arrangements; and

∙any additional facts and circumstances that indicate that the Company has, or does not have, the current ability to direct the relevant activities at this time that decisions need to be made, including voting patterns at previous shareholders' meetings.

Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated statement of profit or loss and other comprehensive income from the date the Company gains control until the date when the Company ceases to control the subsidiary.

Profit or loss and each component of other comprehensive income are attributed to the owners of the Company and to the non-controlling interests. Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with the Group's accounting policies.

All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.

Page 21

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

3.Material accounting policies (continued)

3.2

Going concern

The financial statements have been prepared on a going concern basis, which the directors consider appropriate.
At the date of signing the balance sheet, the global economy continues to experience the impact of increasing inflation, rising interest rates and the effects of global conflicts. The directors continuously monitor these factors, mitigated, where possible, with proactive planning, supply chain and cost management.
Events arising from the Russian Federation’s invasion of Ukraine on 24 February 2022 have created uncertainty for Skyrora Limited’s Ukrainian subsidiary, Skyrora UA LLC. The ongoing war means the subsidiary may be unable to realise its assets and discharge its liabilities in the normal course of business. These events and conditions indicate the existence of a material uncertainty that may cast significant doubt on Skyrora UA LLC’s ability to continue as a going concern. Since 2022 the Group has materially reduced the subsidiary’s role in core R&D and production and implemented continuity measures, including transferring activities outside Ukraine and relocating and supporting staff, to minimise disruption. Accordingly, while disruption at Skyrora UA LLC may have temporary effects, it is not expected to interrupt the Group’s operations or alter the directors’ going-concern assessment for the Group as a whole.
In the 2024 financial year, Skyrora Limited strategically capitalised on its established aerospace manufacturing capabilities to deliver on a key a commercial contract. Following its initial success, the contract was extended beyond the year end through to 2026. This multi-year engagement will deliver substantial revenue growth, reinforcing Skyrora’s financial stability and enabling continued innovation and progress across its core operations and R&D initiatives. This strategic initiative has also demonstrated management’s ability to proactively manage geopolitical risks and maintain operational resilience in the face of challenges stemming from the war in Ukraine and its impact on the company’s subsidiary.
Therefore, whilst these uncertainties continue to exist and challenge the Company’s ability to continue as a going concern, the directors believe that the Company’s existing financial resources, together with the proactive actions taken by management, will enable the Company to continue to operate for at least twelve months from the date of approval of these financial statements.

3.3

Goodwill

Goodwill arising on an acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment losses, if any.

For the purposes of impairment testing, goodwill is allocated to each of the Group's cash-generating units (or groups of cash-generating units) that is expected to benefit from the synergies of the combination.

A cash-generating unit to which goodwill has been allocated is tested for impairment 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 its carrying amount, 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 based on the carrying amount of each asset in the unit. Any impairment loss for goodwill is recognised directly in profit or loss. An impairment loss recognised for goodwill is not reversed in subsequent periods.

On disposal of the relevant cash-generating unit, the attributable amount of goodwill is included in the determination of the profit or loss on disposal.

Page 22

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

3.Material accounting policies (continued)

3.4

Revenue

Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. The Group recognises revenue when it transfers control over a product or service to a customer.

The Group does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the Group does not adjust any of the transaction prices for the time value of money.

Services revenue for the year comprises commission from the resale of marketing traffic to advertisers through a third party platform. Revenue is recognised as it is sold to advertisers on a cost per lead basis.
Products revenue relates to the sale of manufactured items and is recognised at a point in time, being when control of the item transfers to the customer.

3.5

Leasing

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee and recognised as a right-of-use asset, as detailed below. All other leases are classified as operating leases.

The Group as a lessee

The Group assesses whether a contract is or contains a lease, at inception of a contract. The Group recognises a right-of-use asset and a corresponding lease liability with respect to all lease agreements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low-value assets. For these leases, the Group recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date. The Group uses the rate of raising additional borrowed funds on the lease commencement date, if the interest rate provided for the lease in agreement cannot be easily determined.

Lease payments included in the measurement of the lease liability comprise:

∙fixed lease payments (including in-substance fixed payments), less any lease incentives;

The lease liability is included in the 'trade and other payables' line in the Consolidated statement of financial position.

The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.

The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses.

Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Group expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease.

The right-of-use assets are included in the 'Property, Plant and Equipment' and 'Investment Property' lines, as applicable, in the Consolidated statement of financial position.

Page 23

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

3.Material accounting policies (continued)

3.5

Leasing (continued)

The Group as a lessee (continued)

The Group applies IAS 36 to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described in note 3.10.

As a practical expedient, IFRS 16 permits a lessee not to separate non-lease components, and instead account for any lease and associated non-lease components as a single arrangement. The Group has used this practical expedient.

3.6

Foreign currency

In preparing the financial statements of each individual group entity, transactions in currencies other than the entity's functional currency (foreign currencies) are recognised at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

Exchange differences on monetary items are recognised in profit or loss in the period in which they arise except for:

∙exchange differences on foreign currency borrowings relating to assets under construction for future productive use, which are included in the cost of those assets when they are regarded as an adjustment to interest costs on those foreign currency borrowings;

∙exchange differences on transactions entered into in order to hedge certain foreign currency risks (see for hedging accounting policies); and

∙exchange differences on monetary items receivable from or payable to foreign operation for which settlement is neither planned nor likely to occur (therefore forming part of the net investment in the foreign operation), which are recognised initially in other comprehensive income and reclassified from equity to profit or loss on repayment of the monetary items.

For the purposes of presenting these consolidated financial statements, the assets and liabilities of the Group's foreign operations are translated into pounds using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period, unless exchange rates fluctuate significantly during that period, in which case the exchange rates at the dates of the transactions are used. Exchange differences arising, if any, are recognised in other comprehensive income and accumulated in equity (and attributed to non-controlling interests as appropriate).

On the disposal of a foreign operation (i.e. a disposal of the Group's entire interest in a foreign operation, a disposal involving loss of control over a subsidiary that includes a foreign operation, or a partial disposal of an interest in a joint arrangement or an associate that includes a foreign operation of which the retained interest becomes a financial asset), all of the exchange differences accumulated in equity in respect of that operation attributable to the owners of the Company are reclassified to profit or loss.

In addition, in relation to a partial disposal of a subsidiary that includes a foreign operation that does not result in the Group losing control over the subsidiary, the proportionate share of accumulated exchange differences are re-attributed to non-controlling interests and are not recognised in profit or loss. For all other partial disposals (i.e. partial disposals of associates or joint arrangements that do not result in the Group losing significant influence or joint control), the proportionate share of the accumulated exchange differences is reclassified to profit or loss.

Page 24

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

3.Material accounting policies (continued)

3.6

Foreign currency (continued)

Goodwill and fair value adjustments to identifiable assets acquired and liabilities assumed through acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and translated at the rate of exchange prevailing at the end of each reporting period. Exchange differences arising are recognised in other comprehensive income.

3.7

Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.

All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

3.8

Government grants

Government grants are not recognised until there is reasonable assurance that the Group will comply with the conditions attaching to them and that the grants will be received.

Government grants are recognised in profit or loss on a systematic basis over the periods in which the Group recognises as expenses the related costs for which the grants are intended to compensate.

Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs are recognised in profit or loss in the period in which they become receivable.

3.9

Taxation

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

(i) Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from ‘profit before tax’ as reported in the consolidated Consolidated statement of profit or loss and other comprehensive income because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The Group's current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

Page 25

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

3.Material accounting policies (continued)

3.9

Taxation (continued)

(ii) Deferred tax

Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such deferred tax assets and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. In addition, deferred tax liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill.

Deferred tax liabilities are recognised for taxable temporary differences associated with investments in subsidiaries and associates, and interests in joint ventures, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognised to the extent that it is probable that there will be sufficient taxable profits against which to utilise the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period 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 liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

3.10

Property, plant and equipment

Items of property, plant and equipment are measured at cost less accumulated depreciation and any accumulated impairment losses.

If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as separate items (major components) of property, plant and equipment. Any gain or loss on disposal of an item of property, plant and equipment is recognised in profit or loss. Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the expenditure will flow to the Group.

Depreciation is provided on all other items of property, plant and equipment so as to write off their carrying value over their expected useful economic lives. It is provided at the following range:

		Freehold property	4 years straight line
		Construction in progress	4 years straight line
		Right of use asset	Over the life of the lease
		Plant and machinery	10 years straight line
		Motor vehicles	3 years straight line
		Fixtures and fittings	4 -10 years straight line
		Office equipment	3 years straight line
		Production Equipment	4 - 10 years straight line

Page 26

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

3.Material accounting policies (continued)

3.11

Intangible assets

(i) Intangible assets acquired separately

Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortisation and accumulated impairment losses. Amortisation is recognised on a straight-line basis over their estimated useful lives and is included within administrative expenses in profit or loss. The estimated useful life and amortisation method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis. Intangible assets with indefinite useful lives that are acquired separately are carried at cost less accumulated impairment losses.

		Development expenditure	10 - 20 years on a straight line basis
		Computer software	10 years on a straight line basis

The Goodwill is deemed to have a infinite useful life under accounting standard IFRS 3, and will be tested annually for impairment.

(ii) Internally-generated intangible assets

Expenditure on research activities is recognised as an expense in the period in which it is incurred.

An internally-generated intangible asset arising from development (or from the development phase of an internal project) is recognised if, and only if, all of the following have been demonstrated:

∙the technical feasibility of completing the intangible asset so that it will be available for use or sale;

∙the intention to complete the intangible asset and use or sell it;

∙the ability to use or sell the intangible asset;

∙how the intangible asset will generate probable future economic benefits;

∙the availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset; and

∙the ability to measure reliably the expenditure attributable to the intangible asset during its development.

The amount initially recognised for internally-generated intangible assets is the sum of the expenditure incurred from the date when the intangible asset first meets the recognition criteria listed above. Where no internally-generated intangible asset can be recognised, development expenditure is recognised in profit or loss in the period in which it is incurred.

Subsequent to initial recognition, internally-generated intangible assets are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately.

3.12

Inventories

Inventories are stated at the lower of cost and net realisable value. Costs of inventories are determined on a weighted average basis. Net realisable value represents the estimated selling price for inventories less all estimated costs of completion and costs necessary to make the sale.

3.13

Financial instruments

Financial assets and financial liabilities are recognised when a Group entity becomes a party to the contractual provisions of the instruments.

Page 27

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

3.Material accounting policies (continued)

3.13

Financial instruments (continued)

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or loss.
Expected credit losses policy
The Group and Company apply the IFRS 9 simplified approach to measuring expected credit losses (ECLs) using a lifetime expected credit loss provision for trade receivables. ECLs are calculated on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Company expects to receive, discounted at an approximation of the original effective interest rate. The Company does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. Expected Credit Losses on all other assets with a financing element are recognised when the credit risk on a financial instrument is considered to have increased significantly since the initial recognition, with reference to the risk of default and changes in the macroeconomic environment. Management reviews the methodology annually to ensure that the inputs and assumptions are still applicable.

3.14

Defined contribution schemes

Contributions to defined contribution pension schemes are charged to the consolidated statement of comprehensive income in the year to which they relate.

3.15

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

3.16

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

4.	Functional and presentation currency

These consolidated financial statements are presented in pound sterling, which is the primary economic environment in which the Group operates. All amounts have been rounded to the nearest pound, unless otherwise indicated.

Page 28

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

5.	Accounting estimates and judgements

5.1 Judgement

In the application of the company's accounting policies, management are required to make judgements, estimates and assumptions about the carrying amount of asses and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historic 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.
Management are satisfied that the accounting policies are appropriate and applied consistently. Key sources of accounting estimation have been applied to potential impairments of investments in subsidiaries.

5.2 Estimates and assumptions

Impairment of investments

The recoverable amount of investments in subsidiaries is based on value-in-use calculations using cash flow projections that are sensitive to the timing of licences and growth in commercial revenues. See note 16 for futher details.


Sale of services	24,421,610	30,846,675
Sale of products	11,630,000	-
	36,051,610	30,846,675

Analysis of revenue by country of source:
	2024	2023
	£	£


United Kingdom	13,702,061	2,561,753
Rest of Europe	21,217,974	27,664,237
Rest of the world	1,131,575	620,685
	36,051,610	30,846,675

Services revenue relates to the resale of marketing traffic and is recognised at a point in time, being at the point the lead is generated for advertisers.
Products revenue relates to the sale of manufactured items and is recognised at a point in time, being when control of the item transfers to the customer.

Page 29

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

7.	Other operating income
		2024	2023
		£	£


Other operating income	286,875	31,862
Government grants receivable	634,487	157,595
Sundry income	-	4,899
	921,362	194,356

The government grant income relates to UK Innovate and the European Space Agency Grant monies received in 2024.

8.	Expenses by nature
		2024	2023
		£	£


Depreciation of property, plant and equipment	648,264	531,592
Amortisation of intangible assets	6,675	11,035
Impairment of property, plant and equipment	105,856	-
Research and development costs	3,081,349	3,122,770

Fees payable to the 's auditor and its associates for the audit of the consolidated and parent Company's financial statements

71,000

59,800

Employee benefit expenses (including director) comprise:
Wages and salaries	2,176,143	1,528,436
National insurance	203,660	206,752
Defined contribution pension cost	36,532	29,253
	2,416,335	1,764,441

Page 30

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

10.Employee benefit expenses (continued)

Key management personnel compensation Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Group, and comprises the director of the Company listed on page .
	2024	2023
	£	£


Salary	75,630	73,705
	75,630	73,705

The monthly average number of persons, including the director, employed by the Group during the year was as follows:
	2024	2023
	No.	No.

Administration	19	8
Production	56	-
Technical and R&D	63	36
Directors	5	6
	143	50

The monthly average number of persons, including the directors, employed by the Company during the year was 1, (2023: 1).

11.	Director's remuneration
		2024	2023
		£	£


Director's emoluments	75,630	73,705
	75,630	73,705

Page 31

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Finance income
	Interest on:
	- Bank deposits	14,969	7,779
	Total interest income arising from financial assets measured at amortised cost	14,969	7,779

	Other finance income	175,333	73,753
	Other interest receivable	-	193

Current tax
Current tax on profits for the year	344,269	(1,125,302)
Adjustments in respect of prior years	976,595	-
Total current tax	1,320,864	(1,125,302)
Deferred tax expense
Origination and reversal of timing differences	(3,438,667)	1,624,097
Total deferred tax	(3,438,667)	1,624,097

	(2,117,803)	498,795

Total tax expense
Tax expense excluding tax on sale of discontinued operation and share of tax of equity accounted associates and joint ventures	(2,117,803)	498,795
	(2,117,803)	498,795

Page 32

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

13.Tax expense (continued)

13.1 Income tax recognised in profit or loss (continued)

The reasons for the difference between the actual tax charge for the year and the standard rate of corporation tax in the United Kingdom applied to profits for the year are as follows:
	2024	2023
	£	£


Profit/(loss) for the year	7,271,700	(3,391,683)
Income tax expense (including income tax on associate, joint venture and discontinued operations)	(2,117,803)	498,795
Profit/(loss) before income taxes	5,153,897	(2,892,888)

Tax using the Company's domestic tax rate of 25% (2023:23.52%)	1,288,474	(680,407)
Expenses not deductible for tax purposes, other than goodwill, amortisation and impairment	22,479	1,114,268
Capital allowances for the year in excess of depreciation	-	(6,710)
Utilisation of tax losses	-	(21,566)
Income not deductible for tax purposes	(4,014)	-
Movement in deferred tax not recognised	(3,461,620)	-
Adjustments to tax charge in respect of prior periods	976,595	-
Adjustment in research and development tax credit leading to an increase/(decrease) in the tax charge	(819,471)	62,794
Difference between UK tax rate and local tax rate charged	(120,246)	4,762
Transfer pricing adjustments	-	25,654
Total tax expense	(2,117,803)	498,795

13.2 Current tax assets and liabilities
	2024	2023
	£	£

Current tax asset
Tax recoverable	396,216	2,093,039
	396,216	2,093,039

Page 33

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

13.Tax expense (continued)

Deductible temporary differences, unused tax losses and unused tax credits for which deferred tax assets have been recognised are attributable to the following:
Fixed asset timing differences	401,920	419,835
Losses and other deductions	(3,839,287)	(419,835)
Deductible temporary differences	(708)	-
	(3,438,075)	-


Short term timing differences	-	(23,274)
Losses and other deductions	-	(1,168,120)
	-	(1,191,394)

Page 34


		SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

14.	Property, plant and equipment
	Group

	Freehold property	Construction in progress	Plant and machinery	Motor vehicles	Fixtures and fittings	Office equipment	Production Equipment	Right of use assets	Total
	£	£	£	£	£	£	£	£	£
Cost or valuation
At 1 January 2023	731	18,600	440,010	24,435	403,155	1,372,443	750,634	172,676	3,182,684
Additions	-	661,749	194,939	-	64,638	445,862	-	54,389	1,421,577
Disposals	-	-	-	(4,490)	(1,281)	(9,844)	(12,141)	-	(27,756)
Transfers between classes	-	(662,069)	-	-	47,100	416	613,961	-	(592)
Foreign exchange movements	(63)	118,987	-	-	(8,835)	(554)	(87,054)	(11,721)	10,760
At 31 December 2023	668	137,267	634,949	19,945	504,777	1,808,323	1,265,400	215,344	4,586,673
Additions	-	579,676	163,616	27,965	53,060	137,149	-	105,565	1,067,031
Disposals	-	-	-	(16,115)	(1,148)	-	(2,450)	-	(19,713)
Transfers between classes	-	(534,747)	-	-	35,643	-	499,104	-	-
Foreign exchange movements	(54)	(123,051)	-	-	(10,531)	(490)	(114,017)	-	(248,143)
At 31 December 2024	614	59,145	798,565	31,795	581,801	1,944,982	1,648,037	320,909	5,385,848

Page 35


		SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

14.Property, plant and equipment (continued)

	Freehold property	Construction in progress	Plant and machinery	Motor vehicles	Fixtures and fittings	Office equipment	Production Equipment	Right of use assets	Total
	£	£	£	£	£	£	£	£	£
Accumulated depreciation and impairment
At 1 January 2023	138	-	74,422	20,788	144,785	588,536	284,530	169,871	1,283,070
Charge owned for the year	46	-	53,912	1,571	58,365	274,569	115,539	27,590	531,592
Disposals	-	-	-	(2,414)	(555)	(9,844)	-	-	(12,813)
Exchange adjustments	(13)	-	-	-	(7,883)	(428)	(29,716)	(10,485)	(48,525)
At 31 December 2023	171	-	128,334	19,945	194,712	852,833	370,353	186,976	1,753,324
Charge owned for the year	42	-	111,977	2,330	75,740	290,857	105,768	61,550	648,264
Disposals	-	-	-	(3,263)	(1,148)	-	(2,252)	-	(6,663)
Impairment charge	-	-	-	-	-	-	105,856	-	105,856
Exchange adjustments	(15)	-	-	-	(8,661)	(392)	(73,934)	3,385	(79,617)
At 31 December 2024	198	-	240,311	19,012	260,643	1,143,298	505,791	251,911	2,421,164
Net book value
At 1 January 2023	593	18,600	365,588	3,647	258,370	783,907	466,104	2,805	1,899,614
At 31 December 2023	497	137,267	506,615	-	310,065	955,490	895,047	28,368	2,833,349
At 31 December 2024	416	59,145	558,254	12,783	321,158	801,684	1,142,246	68,998	2,964,684

Page 36

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

14.Property, plant and equipment (continued)

14.1. Assets held under leases
The net book value of owned and leased assets included as "Property, plant and equipment" in the Consolidated statement of financial position is as follows:
	31 December 2024	31 December 2023
	£	£


Property, plant and equipment owned	2,895,686	2,804,981
Right-of-use assets, excluding investment property	68,998	28,368
	2,964,684	2,833,349

Information about right-of-use assets is summarised below: Net book value of right of use assets
	31 December 2024	31 December 2023
	£	£

Premises and equipment

68,998

28,368

Additions to right-of-use assets
	31 December 2024	31 December 2023
	£	£

Premises and equipment

105,565

54,389

Page 37

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024


Less than one year	42,080	27,963
One to five years	25,769	2,546
More than five years	-	-
	67,849	30,509

Included in current liabilities is £42,080 (2023: £27,963).
Included in non current liabilities is £25,769 (2023: £2,546) .

Amounts recognised in the profit or loss
	2024	2023
	£	£


Interest on lease liabilities	10,223	7,015
	10,223	7,015

Amounts recognised in the statement of cash flows

The total cash outflow for leases included in the statement of cashflows is £74,972 (2023: £33,951)

Page 38

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

15.	Intangible assets
	Group

	Goodwill	Development expenditure	Computer software	Total
	£	£	£	£
Cost
At 1 January 2023	98,954	23,695	33,633	156,282
Additions - internal	-	592	-	592
Foreign exchange movement	-	(2,066)	-	(2,066)
At 31 December 2023	98,954	22,221	33,633	154,808
Additions - internal	-	(1,782)	-	(1,782)
At 31 December 2024	98,954	20,439	33,633	153,026

	Goodwill	Development expenditure	Computer software	Total
	£	£	£	£
Accumulated amortisation and impairment
At 1 January 2023	-	18,874	6,936	25,810
Charge for the year - owned	-	4,361	6,674	11,035
Foreign exchange movement	-	(1,789)	-	(1,789)
At 31 December 2023	-	21,446	13,610	35,056
Charge for the year - owned	-	497	6,675	7,172
Foreign exchange movement	-	(1,733)	-	(1,733)
At 31 December 2024	-	20,210	20,285	40,495
Net book value
At 1 January 2023	98,954	4,821	26,697	130,472
At 31 December 2023	98,954	775	20,023	119,752
At 31 December 2024	98,954	229	13,348	112,531

Page 39

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024


Brought forward	34,046,821	32,063,781
Additions	17,146,015	1,983,040
Impairment	(3,232,022)	-
Carried forward	47,960,814	34,046,821

Details of the Company's subsidiaries at the end of the reporting period as as follows;

Name of subsidiary

Principal activity

Proportion of ownership interest and voting power held by the Group

Skyrora Limited	Professional, scientific and technical services	100%
Enatech Ltd	Research and development into composite manufacturing	100%
Ecosene Ltd	Development of an eco friendly fuel production method	100%
Responsive Access Limited	Professional, scientific and technical services	100%
Orbitalytics Services Ltd	Information for the space exploration industry	100%
HTP Chemical Ltd	Plant based distillation	100%
Saltire Connect Limited	Professional, scientific and technical services	100%
Orbitonix Ltd	New orbits of mobile development	100%
Gorfion Digital Ltd	Creation of liquid-propelled engines	100%
Blue Trident Holdings Limited	Professional, scientific and technical services	100%
Skyrora UA LLC *	Research and development in the field of space technology	100%
Skyrora s.r.o *	Professional, scientific and technical services	100%
Softhetic Development Limited Skyrora GmbH *	Software development Research and development of 3D printing technologies for the aerospace industry	100% 100%

Page 40

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024


16.	Non-current investments (continued)

Orbitonix Limited, Blue Trident Holdings Limited, Saltire Connect Limited and Softhetic Development Limited have a registered office of 5 South Charlotte Street, Edinburgh, Scotland, EH2 4AN. All other UK based entities have a registered office of 7 Drum Mains Park, Cumbernauld, Glasgow, Scotland, G68 9LD.
All entities are all direct subsidiaries other than those marked with an ' * ' which are indirect subsidiaries. Their parent company is Skyrora Limited. Skyrora UA LLC's registered address is 61 Baykova str. Dnipro. Skyrora s.r.o's registered address is Cintorinska 7, 881 08, Bratislava, Slovakia. Skyrora GmbH's registered office is Niels-Stensen-Strasse 5, 33100, Paderborn, Deutschland.
During the year, on 14 May 2024, Gorfion Digital Ltd was liquidated.

Management applied significant judgement in estimating future income from the diversified revenue streams. Estimates for orbital launch services are based on letters of intent from potential customers and the expected timeline to become operational; although the subsidiary obtained a launch licence from the UK CAA1 in 2025, this model is not expected to generate cash inflows until late 2026. Management recognises that the commercial and technological success of the orbital launch project depends on many factors and future events, creating uncertainty over the timing and scale of cash inflows from this model. Notwithstanding this, in late 2024 the Group introduced an aerostructure manufacturing unit whose revenue model is based on signed client contracts (and extensions) and is consistent with deliveries completed to date. This model has generated substantial operating cash flows up to the date these financial statements were authorised for issue and is subsequently expected to support steady growth in future income. This near-term contracted manufacturing income supports the recoverability of the Company’s investment in the subsidiary as at 31 December 2024.
Management performed an impairment assessment in accordance with IAS 36 over the relevant cash-generating units and the investment in the subsidiary. Discounted cash flow models were prepared for (i) orbital launch services (based on letters of intent, expected operating costs and timing) and (ii) the manufacturing unit (based on signed contracts and delivery profile). Key assumptions include discount rates, margins and operating cost run-rates, with sensitivity analysis applied.

16.	Non-current investments (continued)
	Group & company
		2024	As Restated 2023
		£	£

	Investments in unlisted companies	45,905	29,234
		45,905	29,234

Page 41

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024


Raw materials	3,448,935	1,004,102
Work in progress	425,765	-
	3,874,700	1,004,102

	The amount of inventories recognised as an expense during 2024 was £1,095,396 (2023 - £Nil).
	The cost of inventories recognised as an expense includes £90,413 in respect of write-downs of inventory to net realisable value (2023 - £Nil).

Page 42

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024


18.	Trade and other receivables

	Group
		2024	2023
		£	£


Trade receivables	2,998,707	2,659,661
Less: provision for impairment of trade receivables	-	-
Trade receivables - net	2,998,707	2,659,661
Receivables from related parties	-	1,657,022
Receivables from participating interests	8,026	160,925
Loans to participating interests	150,000	-
Total financial assets other than cash and cash equivalents classified as loans and receivables	3,156,733	4,477,608
Prepayments and accrued income	5,457,926	291,403
Unpaid share capital	-	4,877,232
Tax recoverable	396,216	2,093,039
Other receivables	1,175,656	748,381
Total trade and other receivables	10,186,531	12,487,663
Less: current portion - trade receivables	(2,998,707)	(2,659,661)
Less: current portion - prepayments and accrued income	(5,457,926)	(291,403)
Less: current portion - other receivables	(1,175,656)	(748,381)
Less: current portion - receivables from related parties	-	(1,657,022)
Less: current portion - receivables from participating interests	(8,026)	(160,925)
Less: current portion - taxation recoverable	(396,216)	(2,093,039)
Less: current portion - unpaid share capital	-	(4,877,232)
Total current portion	(10,036,531)	(12,487,663)

The carrying value of trade and other receivables classified as loans and receivables approximates fair value.

Page 43

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024


Company
	2024	2023
	£	£


Receivables from related parties	-	3,005,098
Loans to related parties	1,657,022	-
Receivables from participating interests	-	150,000
Loans to participating interests	150,000	-
Total financial assets other than cash and cash equivalents classified as loans and receivables	1,807,022	3,155,098
Unpaid share capital	-	4,877,232
Other receivables	252,117	2,044,917
Total trade and other receivables	2,059,139	10,077,247
Less: current portion - other receivables	(252,117)	(2,044,917)
Less: current portion - receivables from related parties	-	(3,005,098)
Less: current portion - receivables from participating interests	-	(150,000)
Less: current portion - unpaid share capital	-	(4,877,232)
Total current portion	(252,117)	(10,077,247)
Total non-current portion	1,807,022	-

The carrying value of trade and other receivables classified as loans and receivables approximates fair value.

The Group and Company do not hold any collateral as security.
No expected credit losses (ECLs) have been recognised for trade receivables in the current year following a review of expected cash flows and historical loss rates. While the policy is to assess ECL's within the lifetime of the instrument, all receivables balances are expected to be settled within 12 months and are classified as current assets. The calculation of ECL's is therefore straight forward and requires less judgment.
No ECLs have been recognised on other assets as management determined there has been no change in credit risk from the prior year.
The Group and Company have no past due but not impaired trade accounts receivable (2023: £Nil).

Page 44

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

19.	Trade and other payables

	Group
		2024	2023
		£	£


Trade payables	2,263,445	1,605,398
Payables to related parties	-	1,657,022
Other payables	403,444	75,043
Accruals	1,054,565	1,132,555
Total financial liabilities, excluding loans and borrowings, classified as financial liabilities measured at amortised cost	3,721,454	4,470,018
Other payables - tax and social security payments	67,320	52,789
Total trade and other payables	3,788,774	4,522,807
Less: current portion - trade payables	(2,263,445)	(1,605,398)
Less: current portion - other payables	(444,995)	(125,286)
Less: current portion - accruals	(1,054,565)	(1,132,555)
Total current portion	(3,763,005)	(2,863,239)
Total non-current position	25,769	1,659,568

	The carrying value of trade and other payables classified as financial liabilities measured at amortised cost approximates fair value.
	Non-current payables comprise lease liabilities on right of use assets.

Company
	2024	2023
	£	£


Payables to related parties	3,786,359	119,489
Other payables	-	30,722
Accruals	145,925	40,830
Total financial liabilities, excluding loans and borrowings, classified as financial liabilities measured at amortised cost	3,932,284	191,041
Total current portion	(3,932,284)	(191,041)

	The carrying value of trade and other payables classified as financial liabilities measured at amortised cost approximates fair value.
	Trade payables and accruals principally comprise amounts outstanding for trade purchases and on-going costs. The average credit period taken for trade purchases is 30 days (2023: 30 days). For most suppliers no interest is charged on trade payables. The Company has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.

Page 45

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

20.	Loans and borrowings
	Group
		2024	2023
		£	£

Non-current
Current
Overdrafts	343	105
	343	105
Total loans and borrowings	343	105

The carrying value of loans and borrowings classified as financial liabilities measured at amortised cost approximates fair value.

21.	Share capital
	Authorised
		2024	2024	2023	2023
		Number	£	Number	£

Shares treated as equity
Ordinary shares of £1 each	28,064,010	28,064,010	1	1
Preference shares of £1,000 each	-	-	35,000	35,000,000
	28,064,010	28,064,010	35,001	35,000,001

At the year end £Nil (2023: £4,877,232) of preference share capital remains unpaid and is included in trade and other receivables. This balance is due on demand and therefore this balance has not been discounted.
On 16 December 2024, there was a cancellation of 6,936 £1000 preference shares for a consideration of £6,935,991. The cancellation of shares cleared the unpaid preference share capital.
On 16 December 2024, 950 £0.001 ordinary shares were issued for consideration of £0.95.
On 16 December 2024, 8 £1 ordinary shares were issued for consideration of £8.
On 19 December 2024 there was a sub-division of 28,064 £1,000 preference shares into 28,064,000 £1.000 Ordinary shares. This share reduction resulted in an increase in profit and loss reserves by £2,058,768.
On 19 December 2024 2,000 £0.001 ordinary shares were consolidated into 2 £1 ordinary shares.
The ordinary shares are classified as equity shares and entitle the shareholder to the following rights:
Ordinary shares hold full voting rights, one share classifies as one vote and on a poll each member has one vote per share held. Ordinary shares are entitled to dividend on a winding up basis.

Page 46

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

21.Share capital (continued)

Issued and fully paid
	2024	2024	2023	2023
	Number	£	Number	£

Ordinary shares of £1 each
At 1 January	1	1	1	1
Shares issued	9	9	-	-
Shares redesignated	28,064,000	28,064,000	-	-
At 31 December	28,064,010	28,064,010	1	1

2024	2024	2023	2023
Number	£	Number	£

Preference shares of £1,000 each
At 1 January	35,000	35,000,000	35,000	35,000,000
Shares redesignated	(28,064)	(28,064,000)	-	-
Shares cancelled	(6,936)	(6,936,000)	-	-
At 31 December	-	-	35,000	35,000,000

22.

Reserves

Capital contribution reserve

This reserve represents funds contributed without the issuing of additional shares.

Foreign exchange reserve

The Foreign exchange reserve records the affect of the translation of foreign subsidiaries into Pound Sterling.

Profit and loss account

This reserve records retained earnings and accumulated losses.

Page 47

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

23.	Analysis of amounts recognised in other comprehensive income

		Foreign exchange reserve
		£
	Year to 31 December 2024
	Items that are or may be reclassified subsequently to profit or loss:
	Other:
	Exchange differences arising on translation of foreign operations	(155,498)
		(155,498)

		Foreign exchange reserve
		£
	Year to 31 December 2023
	Items that are or may be reclassified subsequently to profit or loss:
	Exchange differences arising on translation of foreign operations	(164,879)
		(164,879)

Page 48

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

24.

Financial instruments - fair values and risk management

24.1 Financial risk management objectives

The management monitors and manages the financial risk relating to the operations of the Group on a periodic basis and analyses exposures by degree and magnitude of risks. These risks include market risk (including foreign currency risk, price risk and interest rate risk), credit risk and liquidity risk.

		24.2 Value at Risk (VaR) analysis
		The VaR measure estimates the potential loss in pre-taxation profit over a given holding period for a specified confidence level. The VaR methodology is a statistically defined, probability-based approach that takes into account market volatilities as well as risk diversification by recognising offsetting positions and correlations between products and markets. Risks can be measured consistently across all markets and products, and risk measures can be aggregated to arrive at a single risk number. The one-day 99% VaR number used by the Group reflects the 99% probability that the daily loss will not exceed the reported VaR. VaR methodologies employed to calculate daily risk numbers include the historical and variance-covariance approaches. In addition to these two methodologies, Monte Carlo simulations are applied to the various portfolios on a monthly basis to determine potential future exposure.

While VaR captures the Group's daily exposure to currency and interest rate risk, sensitivity an evaluates the impact of a reasonably possible change in interest or foreign currency rates over a year. The longer time frame of sensitivity analysis complements VaR and helps the Group to assess its market risk exposures. Details of sensitivity analysis for foreign currency risk are set out in note 24.3 below and for interest rate risk in note 24.4 below.

24.3 Foreign currency risk management
The Group undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy parameters utilising forward foreign exchange contracts. The carrying amounts of the Group's foreign currency denominated monetary assets and monetary liabilities at the end of the reporting period are as follows:
	Liabilities		Assets
	2024	2023	2024	2023
	£	£	£	£

US Dollar	121,777	72,647	1,092,133	468,202
Euro	351,456	294,572	4,374,762	7,767,016
	473,233	367,219	5,466,895	8,235,218

Page 49

SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

24.Financial instruments - fair values and risk management (continued)

24.3 Foreign currency risk management (continued)

Foreign currency sensitivity analysis
The Group is mainly exposed to the US Dollar and the Euro. The following table details the Group's sensitivity to a 5% increase and decrease in the pound sterling against the US Dollar, as well as the Group's sensitivity to a 2% increase and decrease in the pound sterling against the Euro. 5% and 2% are the sensitivity rates used when reporting foreign currency risk internally to key management personnel and represents management's assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 5% and 2% change in foreign currency rates. The sensitivity analysis includes external loans as well as loans to foreign operations within the Group where the denomination of the loan is in a currency other than the functional currency of the lender or the borrower. A positive number below indicates an increase in profit or equity where the pound sterling strengthens 5% against the US Dollar and 2% against the Euro. For a 5% weakening of the pound sterling against the US dollar and a 2% weakening of the pound sterling against the Euro, there would be a comparable impact on the profit or equity, and the balances below would be negative.
	US Dollar impact		Euro impact
	2024	2023	2024	2023
	£	£	£	£

	Profit or loss	48,518	19,778	80,466	149,449
	Equity	(48,518)	(19,778)	(80,466)	(149,449)

The rates used in the sensitivity analysis represent the movements in the average USD and EUR rates experienced in 2024.

24.4 Interest rate risk management

The Group is exposed to interest rate risk because the entities in the Group borrow funds at both fixed and floating interest rates. The risk is managed by the Group by maintaining an appropriate mix between fixed and floating rate borrowings, and by the use of interest rate swap contracts and forward interest rate contracts. Hedging activities are evaluated regularly to align with interest rate views and defined risk appetite, ensuring the most cost-effective hedging strategies are applied.

24.5 Capital risk management

The Group manages its capital to ensure that it will be able to continue as a going concern.
The capital structure of the Group consists of debt, which includes cash and cash equivalents and equity attributable to equity holders of the parent, comprising issued capital, reserves and retained earnings.
The Group is not subject to any externally imposed capital requirements.

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SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

24.Financial instruments - fair values and risk management (continued)

24.6 Credit risk management

Credit risk predominantly arises from trade receivables, cash and cash equivalents and deposits with banks. The likely credit quality of each customer is assessed internally before accepting any terms of trade. Internal procedures take into account the customer's financial position, their reputation in the industry and past trading experience. As a result the Group's exposure to bad debts is not significant. Cash and cash equivalents are held with banks with a minimum rating of 'A'.

24.6 Liquidity risk management
Ultimate responsibility for liquidity risk management rests with the board of directors, which has established an appropriate liquidity risk management framework for the management of the Group's short, medium and long-term funding and liquidity management requirements. The Group manages liquidity risk by maintaining adequate reserves and banking facilities, by continuously monitoring forecast and actual cash flows, and by matching maturity profiles of financial assets and liabilities.

25.	Related party transactions

Balances and transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note. Details of transactions between the Group and other related parties are disclosed below.

25.1 Loans to related parties
	2024	2023
	£	£


Related party due to common directorship	-	45,289
Amounts owed by participating interests	8,026	10,925
	8,026	56,214

26.	Controlling party

Mr Maxym Polyakov is considered to be the ultimate controlling party.

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SKYRORA VENTURES LIMITED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024


Cash at bank available on demand	8,725,867	10,169,017
Short-term deposits	2,550,000	3,750,000
Cash and cash equivalents in the statement of financial position	11,275,867	13,919,017

Bank overdrafts used for cash management purposes	(343)	(105)
Cash and cash equivalents in the statement of cash flows	11,275,524	13,918,912

Company
	2024	2023
	£	£


Cash at bank available on demand	1,128,763	3,916,410
Cash and cash equivalents in the statement of financial position	1,128,763	3,916,410

Cash and cash equivalents in the statement of cash flows	1,128,763	3,916,410

28.	Prior period adjustment

During the current financial year, it was identified by the directors, that the financial statements for the year ended 31 December 2023 where misstated, in connection to the reporting of investments in subsidiaries, which had been reported elsewhere in the statement of financial position.
As a result of this, an adjustment has been made in the comparatives of these financial statements, to increase the fixed asset investments by £29,234, and subsequently reduce other debtors by the same amount.
There has been no impact to retained earnings, current or deferred tax as a result of this adjustment.

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