| REGISTERED NUMBER: 13573516 (England and Wales) |
| REPORT OF THE DIRECTORS AND |
| CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| ELECTRIFY VIDEO PARTNERS LIMITED |
| REGISTERED NUMBER: 13573516 (England and Wales) |
| REPORT OF THE DIRECTORS AND |
| CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| ELECTRIFY VIDEO PARTNERS LIMITED |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Page |
| Company Information | 1 |
| Report of the Directors | 2 |
| Report of the Independent Auditors | 4 |
| Consolidated Income Statement | 7 |
| Consolidated Balance Sheet | 8 |
| Company Balance Sheet | 9 |
| Consolidated Cash Flow Statement | 10 |
| Notes to the Consolidated Cash Flow Statement | 11 |
| Notes to the Consolidated Financial Statements | 12 |
| ELECTRIFY VIDEO PARTNERS LIMITED |
| COMPANY INFORMATION |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Certified Accountants |
| 2 Manor Farm Court |
| Old Wolverton Road |
| Old Wolverton |
| Milton Keynes |
| Buckinghamshire |
| MK12 5NN |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| REPORT OF THE DIRECTORS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| The directors present their report with the financial statements of the company and the group for the year ended 31 December 2024. |
| PRINCIPAL ACTIVITY |
| The principal activity of the company in the year under review was that of video distribution activities. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 December 2024. |
| EVENTS SINCE THE END OF THE YEAR |
| Information relating to events since the end of the year is given in the notes to the financial statements. |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report. |
| Other changes in directors holding office are as follows: |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
| Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to: |
| - | select suitable accounting policies and then apply them consistently; |
| - | make judgements and accounting estimates that are reasonable and prudent; |
| - | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
| The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| REPORT OF THE DIRECTORS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| AUDITORS |
| The auditors, Ad Valorem Audit Services Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ELECTRIFY VIDEO PARTNERS LIMITED |
| Opinion |
| We have audited the financial statements of Electrify Video Partners Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Income Statement, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
| In our opinion the financial statements: |
| - | give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2024 and of the group's loss for the year then ended; |
| - | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
| - | have been prepared in accordance with the requirements of the Companies Act 2006. |
| Basis for opinion |
| We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
| Conclusions relating to going concern |
| In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
| Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
| Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
| Other information |
| The directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
| Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
| In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
| Opinions on other matters prescribed by the Companies Act 2006 |
| In our opinion, based on the work undertaken in the course of the audit: |
| - | the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Report of the Directors has been prepared in accordance with applicable legal requirements. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ELECTRIFY VIDEO PARTNERS LIMITED |
| Matters on which we are required to report by exception |
| In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Directors. |
| We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
| - | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
| - | the parent company financial statements are not in agreement with the accounting records and returns; or |
| - | certain disclosures of directors' remuneration specified by law are not made; or |
| - | we have not received all the information and explanations we require for our audit; or |
| - | the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Group Strategic Report. |
| Responsibilities of directors |
| As explained more fully in the Statement of Directors' Responsibilities set out on page two, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
| In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so. |
| Auditors' responsibilities for the audit of the financial statements |
| Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. |
| The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
| In our process of identifying fraud risks we assessed events or conditions that indicate an incentive or |
| pressure to commit fraud or provide an opportunity to commit fraud ("fraud risk factors") to determine how |
| fraud risks are relevant to our audit. Based on the auditing standards we addressed two fraud risks that were relevant to our audit, in relation to revenue recognition and management override of controls. Based upon our analysis of fraud risk factors, we have not identified any additional fraud risks. |
| Our audit procedures included an evaluation of the design, implementation as well as the operative |
| effectiveness of internal controls relevant to mitigate these risks. We also performed substantive audit |
| procedures, including detailed testing of high risk journal entries and procedures to satisfy ourselves that |
| revenue has been properly recognised in the financial statements in accordance with financial reporting |
| standards and the Company's accounting policies. Through these procedures, we did not identify any material actual or suspected incidences of fraud. |
| We have evaluated facts and circumstances in order to assess laws and regulations relevant to the |
| Company. We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general and sector experience, through discussion with the Directors and other management (as required by auditing standards) and discussed with the Directors and other management the policies and procedures regarding compliance with laws and regulations. We |
| communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ELECTRIFY VIDEO PARTNERS LIMITED |
| The potential effect of these laws and regulations on the financial statements varies considerably. |
| Firstly, the Company is subject to laws and regulations that directly affect the financial statements including |
| taxation and financial reporting (including related company legislation) and we assessed the extent of |
| compliance with these laws and regulations as part of our procedures on the related financial statement |
| items. |
| Secondly, the Company is subject to many other laws and regulations where the consequences of |
| non-compliance could have a material effect on amounts or disclosures in the financial statements, for |
| instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: |
| - Employment legislation, reflecting the Company's workforce |
| - Health and safety regulation, reflecting the Company's production, distribution and operating processes - Data privacy, reflecting the Company's management of personal and corporate data. |
| Auditing standards limit the required audit procedures to identify non-compliance with these regulations to |
| enquiry of the Directors and other management and inspection of regulatory and legal correspondence, if |
| any.Through these procedures we did not identify any material actual or suspected on-compliance in any of the above areas. |
| We note that our audit is not primarily designed to detect non-compliance with laws and regulations and the Directors and other management are responsible for such internal control as the Directors and other management of the Company determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to errors or fraud, including compliance with laws and |
| regulations. Additionally, owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations. |
| A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
| Other matters which we are required to address |
| The comparative figures for the year ended 31 December 2023 were unaudited. |
| Use of our report |
| This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
| for and on behalf of |
| Chartered Certified Accountants |
| 2 Manor Farm Court |
| Old Wolverton Road |
| Old Wolverton |
| Milton Keynes |
| Buckinghamshire |
| MK12 5NN |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| CONSOLIDATED INCOME STATEMENT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2024 | 2023 |
| (Unaudited) |
| Notes | $ | $ |
| TURNOVER | 11,742,803 | 5,852,169 |
| Cost of sales | 3,426,595 | 1,080,652 |
| GROSS PROFIT | 8,316,208 | 4,771,517 |
| Administrative expenses | 8,937,432 | 3,868,544 |
| (621,224 | ) | 902,973 |
| Other operating income | - | 31,242 |
| OPERATING (LOSS)/PROFIT | 4 | (621,224 | ) | 934,215 |
| Interest receivable and similar income | 113,220 | 34,555 |
| (508,004 | ) | 968,770 |
| Interest payable and similar expenses | 2,855,293 | 1,750,697 |
| LOSS BEFORE TAXATION | (3,363,297 | ) | (781,927 | ) |
| Tax on loss | (2,025,084 | ) | - |
| LOSS FOR THE FINANCIAL YEAR | ( |
) | ( |
) |
| Loss attributable to: |
| Owners of the parent | (1,338,213 | ) | (781,927 | ) |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| CONSOLIDATED BALANCE SHEET |
| 31 DECEMBER 2024 |
| 2024 | 2023 | 2023 |
| (Unaudited) |
| Notes | $ | $ | $ |
| FIXED ASSETS |
| Intangible assets | 7 | 51,207,280 | 18,711,135 | 3,216,972 |
| Tangible assets | 8 | 109,953 | 9,266 | - |
| Investments | 9 | - | - | - |
| 51,317,233 | 18,720,401 | 3,216,972 |
| CURRENT ASSETS |
| Stocks | 82,679 | 88,453 | - |
| Debtors | 10 | 5,679,486 | 2,465,653 | 733,319 |
| Cash at bank | 4,240,329 | 10,909,480 | 1,106,480 |
| 10,002,494 | 13,463,586 | 1,839,799 |
| CREDITORS |
| Amounts falling due within one year | 11 | (14,672,036 | ) | (5,806,631 | ) | (483,721 | ) |
| NET CURRENT (LIABILITIES)/ASSETS | (4,669,542 | ) | 7,656,955 | 1,356,078 |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
46,647,691 |
26,377,356 |
4,573,050 |
| CREDITORS |
| Amounts falling due after more than one year |
12 |
(22,672,429 |
) |
(9,846,725 |
) |
(1,596,628 |
) |
| NET ASSETS | 23,975,262 | 16,530,631 | 2,976,422 |
| CAPITAL AND RESERVES |
| Called up share capital | 15 | 1,798 | 1,613 | 1,212 |
| Share premium | 16 | 22,962,857 | 18,219,619 | 3,235,063 |
| Retained earnings | 16 | (3,739,393 | ) | (1,690,601 | ) | (259,853 | ) |
| SHAREHOLDERS' FUNDS | 19,225,262 | 16,530,631 | 2,976,422 |
| NON-CONTROLLING INTERESTS | 17 | 4,750,000 | - | - |
| 23,975,262 | 16,530,631 | 2,976,422 |
| The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime. |
| The financial statements were approved by the Board of Directors and authorised for issue on 12 December 2025 and were signed on its behalf by: |
| O J C Maher - Director |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| COMPANY BALANCE SHEET |
| 31 DECEMBER 2024 |
| 2024 | 2023 | 2023 |
| as restated |
| (Unaudited) |
| Notes | $ | $ | $ |
| FIXED ASSETS |
| Intangible assets | 7 |
| Tangible assets | 8 |
| Investments | 9 |
| CURRENT ASSETS |
| Debtors | 10 | 295,297 |
| Cash at bank |
| 1,078,502 |
| CREDITORS |
| Amounts falling due within one year | 11 | ( |
) | ( |
) | ( |
) |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| NET ASSETS |
| CAPITAL AND RESERVES |
| Called up share capital | 15 |
| Share premium |
| Retained earnings | ( |
) | ( |
) | ( |
) |
| SHAREHOLDERS' FUNDS |
| Company's loss for the financial year | (1,939,750 | ) | (1,950,744 | ) |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| CONSOLIDATED CASH FLOW STATEMENT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2024 | 2023 |
| (Unaudited) |
| Notes | $ | $ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | 9,044,379 | 843,462 |
| Interest paid | (2,855,293 | ) | (1,750,697 | ) |
| Tax paid | 228,406 | (36,899 | ) |
| Net cash from operating activities | 6,417,492 | (944,134 | ) |
| Cash flows from investing activities |
| Purchase of intangible fixed assets | (35,740,876 | ) | (20,085,405 | ) |
| Purchase of tangible fixed assets | (113,556 | ) | (9,947 | ) |
| Reclassification of intangible assets | - | 3,323,163 |
| Non controlling interest | 4,750,000 | - |
| Interest received | 113,220 | 34,555 |
| Net cash from investing activities | (30,991,212 | ) | (16,737,634 | ) |
| Cash flows from financing activities |
| New loans in year | 14,699,900 | 14,645,000 |
| Loan repayments in year | (828,173 | ) | (1,496,368 | ) |
| Share issue | 4,743,423 | 14,984,957 |
| Share options | 196,915 | - |
| Equity dividends paid | (907,496 | ) | (648,821 | ) |
| Net cash from financing activities | 17,904,569 | 27,484,768 |
| (Decrease)/increase in cash and cash equivalents | (6,669,151 | ) | 9,803,000 |
| Cash and cash equivalents at beginning of year |
2 |
10,909,480 |
1,106,480 |
| Cash and cash equivalents at end of year |
2 |
4,240,329 |
10,909,480 |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 1. | RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| 2024 | 2023 |
| (Unaudited) |
| $ | $ |
| Loss before taxation | (3,363,297 | ) | (781,927 | ) |
| Depreciation charges | 3,257,600 | 1,268,760 |
| Finance costs | 2,855,293 | 1,750,697 |
| Finance income | (113,220 | ) | (34,555 | ) |
| 2,636,376 | 2,202,975 |
| Decrease/(increase) in stocks | 5,774 | (88,453 | ) |
| Increase in trade and other debtors | (1,059,335 | ) | (1,732,334 | ) |
| Increase in trade and other creditors | 7,461,564 | 461,274 |
| Cash generated from operations | 9,044,379 | 843,462 |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
| Year ended 31 December 2024 |
| 31/12/24 | 1/1/24 |
| $ | $ |
| Cash and cash equivalents | 4,240,329 | 10,909,480 |
| Year ended 31 December 2023 |
| 31/12/23 | 1/1/23 |
| (Unaudited) |
| $ | $ |
| Cash and cash equivalents | 10,909,480 | 1,106,480 |
| 3. | ANALYSIS OF CHANGES IN NET DEBT |
| At 1/1/24 | Cash flow | At 31/12/24 |
| $ | $ | $ |
| Net cash |
| Cash at bank | 10,909,480 | (6,669,151 | ) | 4,240,329 |
| 10,909,480 | (6,669,151 | ) | 4,240,329 |
| Debt |
| Debts falling due within 1 year | (4,898,535 | ) | (1,046,023 | ) | (5,944,558 | ) |
| Debts falling due after 1 year | (9,846,725 | ) | (12,825,704 | ) | (22,672,429 | ) |
| (14,745,260 | ) | (13,871,727 | ) | (28,616,987 | ) |
| Total | (3,835,780 | ) | (20,540,878 | ) | (24,376,658 | ) |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 1. | STATUTORY INFORMATION |
| Electrify Video Partners Limited is a |
| The presentation currency of the financial statements is the US Dollar ($). |
| 2. | ACCOUNTING POLICIES |
| BASIS OF PREPARATION |
| BASIS OF CONSOLIDATION |
| The directors have elected to prepare consolidated financial statements on a voluntary basis, as the parent company qualifies for exemption from consolidation under section 400 of the Companies Act 2006. The decision to consolidate has been made to provide a more comprehensive view of the financial position and performance of the Group for the benefit of stakeholders. |
| The consolidated group financial statements consist of the financial statement of the parent company Electrify Video Partners Limited together with all entities controlled by the parent company (Its Subsidiaries). |
| All financial elements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of the subsidiaries to bring the accounting policies used into line with those used by other members of the group.All intra group transactions, balances and unrealised gains on transaction between group companies are eliminated on consolidation, unrealised losses are also eliminated unless the transaction provides evidence of an impairment of asset transferred. |
| Subsidiaries are consolidated in the group financial statements from the date that control commences until the date control ceases. |
| TURNOVER |
| Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
| GOODWILL |
| Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an assets at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years. |
| For the purpose of impairment testing, goodwill is allocated to the cash generating units expected to benefit from the acquisition. Cash generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amounts of any goodwill allocated to the unit and then to other assets of the unit pro-rata on the basis of the carrying amount of each assets in the unit. |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| OTHER INTANGIBLE ASSETS |
| Other intangible asset represents the cost of acquisition of channels. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Intangible assets are considered to have a finite useful life and is amortised on a systematic basis over their expected life, which is ten years. |
| Patents / Patent Applications |
| Patents relate to the proprietary technology, including aspects of content production tools developed by or for the channels that provide a competitive advantage or enhance content delivery. |
| Copyrights |
| Copyrights provide protection for original works of authorship, including literary, musical, and audiovisual creations. Copyright encompasses all video content, scripts, voiceovers, animations, sound effects, music, and other creative works produced by the channels. |
| Design Rights |
| Design rights protect the visual appearance of a product or creation, including shape, configuration, pattern, or ornamentation. Design rights include the visual style of animations, characters, graphics, thumbnails, set layouts, and user interface elements. |
| Customer Databases |
| Customer databases consist of structured collections of data relating to subscribers, viewers, or other audiences that have commercial value. These databases are valuable IP assets as they support targeted marketing, sponsorships, content development strategies. |
| Brands / Trademarks |
| Brands and trademarks comprise distinctive names, logos, slogans, and visual identifiers that differentiate the channels in the market. These include channel, on-screen branding elements. |
| CONTENT PRODUCTION |
| Costs incurred during the development and production of video content are capitalised as intangible assets. Content production is measured at cost less accumulative amortisation and any cumulative impairment losses. Video production costs incurred on content for children are recognised as an intangible asset and amortised over two years. |
| TANGIBLE FIXED ASSETS |
| Plant and machinery | - |
| Computer equipment | - |
| The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the assets, and is recognised in the profit and loss account. |
| STOCKS |
| Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| FINANCIAL INSTRUMENTS |
| The group has elected to apply the provisions of section 11 'Basics Financial Instruments' and section |
| 12 'Other Financial Instrument Issues' of FRS102 to all of its financial instruments. |
| Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provision of the instruments. |
| Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. |
| Basic financial assets |
| Basic financial assets which include debtors and cash and bank balances are initially measured at |
| transactions price including transactions costs and are subsequently carried at amortised cost using |
| the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised. |
| Other financial assets |
| Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in the profit and loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment. |
| Impairment of financial assets |
| Financial assets other than those held at fair value through profit and loss are assessed for indicators |
| of impairment at each reporting date. |
| Financial assets are impaired where there is objective evidence that as a result of one or more events |
| that occurred after the initial recognition of the financial asset, the estimated future cash flow have been affected. If an asset is impaired, the impairment loss is the difference between carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in profit and loss. |
| If there is a decrease in the impairment loss arising from an event occurring after the impairment was |
| recognised, the impairment is reversed. The reversal is such that the current carrying amount does not |
| exceed what the carrying amount would have been, had the impairment not previously been |
| recognised, The impairment reversal is recognised in profit and loss. |
| TAXATION |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| DEFERRED TAX |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| FOREIGN CURRENCIES |
| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
| PENSION COSTS AND OTHER POST-RETIREMENT BENEFITS |
| The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate. |
| 3. | EMPLOYEES AND DIRECTORS |
| 2024 | 2023 |
| (Unaudited) |
| $ | $ |
| Wages and salaries | 2,549,927 | 1,190,379 |
| Social security costs | 249,130 | 119,857 |
| Other pension costs | 167,507 | 57,142 |
| 2,966,564 | 1,367,378 |
| The average number of employees during the year was as follows: |
| 2024 | 2023 |
| (Unaudited) |
| Employees and directors |
| 4. | OPERATING (LOSS)/PROFIT |
| The operating loss (2023 - operating profit) is stated after charging: |
| 2024 | 2023 |
| (Unaudited) |
| $ | $ |
| Depreciation - owned assets | 12,869 | 681 |
| Goodwill amortisation | 607,298 | 62,210 |
| Patents, copyrights and design rights amortisation | 2,337,407 | 1,094,434 |
| Customer databases and trademarks amortisation | 116,264 | 34,948 |
| Content production amortisation | 183,762 | 76,487 |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 5. | INDIVIDUAL INCOME STATEMENT |
| As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
| 6. | PRIOR YEAR ADJUSTMENT |
| During the current financial year, management undertook valuation of all acquired channels. This exercise identified that certain acquisitions previously classified entirely under Goodwill were more appropriately allocated across Goodwill, Patent, Copyrights, Design Rights, Customer Databases and Trademarks. |
| Accordingly, a prior year adjustment has been made to reclassify these intangible assets to reflect their correct categorisation. This adjustment has no impact on the net book value of intangible assets, total ssets, or the reported profit for the prior year. It has been made solely to present a more accurate and transparent composition of the company's intangible asset composition. |
| 7. | INTANGIBLE FIXED ASSETS |
| Group |
| Patents, | Customer |
| copyrights | databases |
| and design | and | Content |
| Goodwill | rights | trademarks | production | Totals |
| $ | $ | $ | $ | $ |
| COST |
| At 1 January 2024 | 610,240 | 18,847,311 | 356,241 | 264,898 | 20,078,690 |
| Additions | 18,676,027 | 15,764,990 | 1,121,956 | 177,903 | 35,740,876 |
| At 31 December 2024 | 19,286,267 | 34,612,301 | 1,478,197 | 442,801 | 55,819,566 |
| AMORTISATION |
| At 1 January 2024 | 117,886 | 1,094,434 | 34,948 | 120,287 | 1,367,555 |
| Amortisation for year | 607,298 | 2,337,407 | 116,264 | 183,762 | 3,244,731 |
| At 31 December 2024 | 725,184 | 3,431,841 | 151,212 | 304,049 | 4,612,286 |
| NET BOOK VALUE |
| At 31 December 2024 | 18,561,083 | 31,180,460 | 1,326,985 | 138,752 | 51,207,280 |
| At 31 December 2023 | 492,354 | 17,752,877 | 321,293 | 144,611 | 18,711,135 |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 7. | INTANGIBLE FIXED ASSETS - continued |
| Group |
| The directors have carried out an impairment review of the goodwill and other intangible assets in the consolidated statement of financial position (note 10) relating to the subsidiaries. The recoverable amount of the goodwill and other intangible assets and the investment has been determined based on value in use calculations, using cash flow projections established by the directors and by applying a discount rate and growth rate comparable to market rates for other assets of a similar nature and risk. |
| As a result of the impairment testing, the directors are confident that the carrying value of goodwill and other intangible assets in the consolidated statement of financial position and the investment in the company statement of financial position (note 10) is not impaired as the value in use exceeded the carrying value. |
| During the current financial year, management undertook valuation of all acquired channels. This exercise identified that certain acquisitions previously classified entirely under Goodwill were more appropriately allocated across Goodwill, Patents, Copyrights, Customer Databases and Trademarks. |
| Accordingly, a prior year adjustment has been made to reclassify these intangible assets to reflect their correct categorisation. This adjustment has no impact on the net book value of intangible assets, total assets, or the reported profit for the prior year. It has been made solely to present a more accurate and transparent composition of the company's intangible asset composition. |
| The comparative figures have been restated to reflect this reclassification in accordance with FRS 102 accordingly: |
| Electrify Video Partners Ops Limited |
| Carrying Amounts |
| Before Reclassification: |
| Goodwill - Cost $1,491,966 Net book value $1,291,895. |
| After Reclassification: |
| Goodwill - Cost $375,937 Net book value $281,485. |
| Patents, Copyrights and Design Rights - Cost $981,662 Net book value $888,800. |
| Customer Databases and Trademarks - Cost $134,367 Net book value $121,610. |
| EVP OPS 1 Ltd |
| Carrying Amounts |
| Before Reclassification: |
| Other intangible assets - Cost $2,841,995Net book value $2,532,789. |
| After Reclassification: |
| Goodwill - Cost $234,303 Net book value $210,868. |
| Patents, Copyrights and Design Rights - Cost $2,197,407 Net book value $1,977,627. |
| Customer Databases and Trademarks - Cost $221,874 Net book value $199,683. |
| The company's accounting policy was updated to reflect the reclassification. The revised policy is disclosed in note 2. |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 8. | TANGIBLE FIXED ASSETS |
| Group |
| Improvements | Plant and | Computer |
| to property | machinery | equipment | Totals |
| $ | $ | $ | $ |
| COST |
| At 1 January 2024 | - | - | 9,947 | 9,947 |
| Additions | 38,707 | 4,427 | 70,422 | 113,556 |
| At 31 December 2024 | 38,707 | 4,427 | 80,369 | 123,503 |
| DEPRECIATION |
| At 1 January 2024 | - | - | 681 | 681 |
| Charge for year | - | 443 | 12,426 | 12,869 |
| At 31 December 2024 | - | 443 | 13,107 | 13,550 |
| NET BOOK VALUE |
| At 31 December 2024 | 38,707 | 3,984 | 67,262 | 109,953 |
| At 31 December 2023 | - | - | 9,266 | 9,266 |
| Company |
| Computer |
| equipment |
| $ |
| COST |
| At 1 January 2024 |
| Additions |
| At 31 December 2024 |
| DEPRECIATION |
| At 1 January 2024 |
| Charge for year |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 9. | FIXED ASSET INVESTMENTS |
| Company |
| Shares in |
| group |
| undertakings |
| $ |
| COST |
| At 1 January 2024 |
| and 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
| Subsidiaries |
| Electrify Video Partners OPS Limited |
| Registered office: 3rd Floor, 86-90 Paul Street, London, EC2A 4NE |
| Nature of business: Video distribution activities |
| % |
| Class of shares: | holding |
| Ordinary | 100.00 |
| EVP OPS 1 Limited |
| Registered office: 86-90 Paul Street, London, England, EC2A 4NE |
| Nature of business: Video distribution activities |
| % |
| Class of shares: | holding |
| Ordinary | 100.00 |
| The company is a wholly owned subsidiary of Electrify Video Partners Ops Limited, a subsidiary of Electrify Video Partners Limited. |
| Electrify US HoldCo, Inc |
| Registered office: 5940 S Rainbow Blvd, Suite 400, PMB 24788, Las Vegas, Nevada, 89118-2507 |
| Nature of business: Video distribution activities |
| % |
| Class of shares: | holding |
| Ordinary | 100.00 |
| The parent company, Electrify Video Partners Limited, indirectly owns 100% of the share capital of Electrify US HoldCo, Inc. The financial year end for US HoldCo, Inc. is 31 January 2025, however for the purpose of this consolidation the figures are drawn up to 31 December 2024. |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 9. | FIXED ASSET INVESTMENTS - continued |
| Electrify US LLC |
| Registered office: 5940 S Rainbow Blvd, Suite 400 Las Vegas, Nevada |
| Nature of business: Video distribution activities |
| % |
| Class of shares: | holding |
| Ordinary | 80.00 |
| The parent company, Electrify Video Partners Limited, indirectly owns 80% of the share capital of Electrify US LL. The other 20% is owned by Veritasium Inc., a Delaware corporation (file number 5769459) registered at 11425 Bermuda Road, Unit 1064, Henderson, Nevada, 89052. |
| The financial year end for Electrify US LLC is 31 January 2025, however for the purpose of this consolidation the figures are drawn up to 31 December 2024. |
| Simple History Ltd |
| Registered office: International House, Admirals Way, London, Greater London, England, E14 9XL |
| Nature of business: Video distribution activities |
| % |
| Class of shares: | holding |
| Ordinary | 100.00 |
| The company is a wholly owned subsidiary of Electrify Video Partners Ops Limited, a subsidiary of Electrify Video Partners Limited. |
| Electrify Video Partners Ops Limited acquired 100% of the equity share capital on 21 March 2024. Simple History Ltd was dissolved on 5 August 2025. |
| A&E Enterprises B.V. |
| Registered office: Weteringschans 126, 1017 XV AMSTERDAM |
| Nature of business: Video distribution activities |
| % |
| Class of shares: | holding |
| Ordinary | 100.00 |
| Warenhaus B.V. |
| Registered office: Weteringschans 126, 1017 XV AMSTERDAM |
| Nature of business: Video distribution activities |
| % |
| Class of shares: | holding |
| Ordinary | 100.00 |
| The company purchased 100% of the equity share capital of A&E Enterprises B.V. a company with |
| limited liability, incorporated under Dutch law. A&E Enterprises B.V. holds all the issued share capital of Warenhaus B.V. a private company with limited liability incorporated under Dutch law. |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 10. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| Group | Company |
| 2024 | 2023 | 2024 | 2023 |
| as restated |
| (Unaudited) | (Unaudited) |
| $ | $ | $ | $ |
| Trade debtors | 1,721,953 | 573,333 |
| Amounts owed by group undertakings | - | - |
| Other debtors | 794,877 | 1,661,169 |
| Tax | 53,412 | - |
| VAT | 136,419 | 120,839 |
| Deferred tax asset | 2,101,084 | - | 2,039,166 | - |
| Accrued income | 325,690 | 26,446 |
| Prepayments | 546,051 | 83,866 |
| 5,679,486 | 2,465,653 |
| 11. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| Group | Company |
| 2024 | 2023 | 2024 | 2023 |
| as restated |
| (Unaudited) | (Unaudited) |
| $ | $ | $ | $ |
| Other loans (see note 13) | 5,944,558 | 4,898,535 |
| Trade creditors | 648,293 | 55,827 |
| Amounts owed to group undertakings | - | - |
| Tax | 396,041 | 38,223 |
| Social security and other taxes | 99,458 | 46,496 |
| VAT | - | - | 736 | - |
| Other creditors | 47,781 | 503,682 |
| Accruals and deferred income | 571,580 | 263,868 |
| Deferred consideration | 6,791,817 | - |
| Income in advance | 172,508 | - | - | - |
| 14,672,036 | 5,806,631 |
| 12. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| Group |
| 2024 | 2023 |
| (Unaudited) |
| $ | $ |
| Other loans (see note 13) | 22,672,429 | 9,846,725 |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 13. | LOANS |
| An analysis of the maturity of loans is given below: |
| Group |
| 2024 | 2023 |
| (Unaudited) |
| $ | $ |
| Amounts falling due within one year or | on demand: |
| Other loans | 5,944,558 | 4,898,535 |
| Amounts falling due between two and | five years: |
| Other loans - 2-5 years | 22,672,429 | 9,846,725 |
| Electrify Video Partners Ops Limited and EVP OPS 1 Limited entered into loan agreement with MEP Capital Holdings III, L.P. for long term debts to finance the acquisition of channels. As of 31December 2024, the balance due to MEP Capital Holdings III L.P. is $28,616,987. |
| During the current financial year, loan balances of $4,898,535 previously classified under Creditors: Amounts falling due after more than one year have been reclassified to Creditors: Amounts falling due within one year in the prior year. |
| The reclassification has no impact on total liabilities, net assets, or the reported profit for the year. Comparative figures have been restated where necessary to ensure consistency and compliance with Financial Reporting Standard 102. |
| 14. | SECURED DEBTS |
| The following secured debts are included within creditors: |
| Group |
| 2024 | 2023 |
| (Unaudited) |
| $ | $ |
| Other loans | 28,616,987 | 14,745,260 |
| Electrify Video Partners Ops Limited, a company incorporated under the laws of England and Wales and EVP OPS 1 Limited have both provided guarantee for the loan. MEP Capital Holdings III, L.P has secured the debt with debenture. |
| 15. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2024 | 2023 |
| value: | $ | $ |
| Ordinary | 0.001 | 1,798 | 1,613 |
| 185 Ordinary shares of 0.001 each were allotted and fully paid for |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 15. | CALLED UP SHARE CAPITAL - continued |
| On 8 August 2024, the company issued 12,713 Ordinary Shares @ $0.001 per share at par. |
| On 20 November 2024 the company issued 172,414 Ordinary Shares @ $0.001 per share at a premium of $27.55 per share. |
| On 14 September 2023, the 'Series A Shares' were redesignated and changed to 'The Ordinary |
| Shares'. |
| On 20 November 2024, the pre-emption rights attached to the Ordinary Shares were waived and disapplied and the directors be generally empowered to allot, or grant rights over ordinary shares contained in Article 10 of the Articles. |
| 16. | RESERVES |
| Group |
| Retained | Share |
| earnings | premium | Totals |
| $ | $ | $ |
| At 1 January 2024 | (1,630,058 | ) | 18,219,619 | 16,589,561 |
| Prior year adjustment | (60,543 | ) | (60,543 | ) |
| (1,690,601 | ) | 16,529,018 |
| Deficit for the year | (1,338,213 | ) | (1,338,213 | ) |
| Dividends | (907,496 | ) | (907,496 | ) |
| Cash share issue | - | 4,743,238 | 4,743,238 |
| Share options | 196,917 | - | 196,917 |
| At 31 December 2024 | (3,739,393 | ) | 22,962,857 | 19,223,464 |
| Although the UK entity is currently loss-making, dividends have been declared due to its relationship with the American subsidiary, Electrify US LLC. The American subsidiary has generated profits during the reporting period, and under the terms of its ownership structure, Veritassium Inc., which holds a 20% equity stake, is entitled to a 20% share of the subsidiary’s profits. |
| 17. | NON-CONTROLLING INTERESTS |
| Veritasium Inc. a Delaware corporation (file number 5769459) registered at 11425 Bermuda Road, Unit 1064, Henderson, Nevada, 89052 owns 20% of Electrify US LLC. |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 18. | POST BALANCE SHEET EVENTS |
| Subsequent to the reporting date, on 22 September 2025, the Company entered into a new financing arrangement with GLAS Trust Corporation Limited. The facility is secured by a fixed and floating charge over the Company's assets. The charge was registered at Companies House on 24 September 2025. |
| The facility provides additional liquidity to support the Company's ongoing operations and strategic initiatives. |
| The Company also satisfied and released certain previously registered charges that had been held by Mep Capital Holdings Iii, L.P. The satisfactions were recorded at Companies House on 25 September 2025, releasing the Company's obligations under those security arrangements. |
| As these transactions, were completed after the reporting date 31 December 2024, it is disclosed as a non-adjusting post-balance-sheet event in accordance with FRS102 Section 32/ IAS 10. |
| 19. | ULTIMATE CONTROLLING PARTY |
| Electrify Video Partners Limited is the parent. |
| 20. | SHARE-BASED PAYMENT TRANSACTIONS |
| The Group operates share option schemes for employees, including the Enterprise Management Incentive (EMI) Scheme, Unapproved Option Scheme, and Ordinary Share Scheme. |
| Measurement and Recognition |
| Share options granted during the year have been accounted for in accordance with FRS 102 Section 26 - Share-Based Payment. The fair value of each option at the grant date was estimated using the Black-Scholes valuation model, which incorporates the following key assumptions: |
| Exercise price and market value of shares at grant date |
| Expected term of the option |
| Risk-free interest rate |
| Expected share price volatility |
| Dividend yield (if applicable) |
| The calculated fair value is recognised as an expense in the profit and loss account over the vesting period. A corresponding credit is recognised in equity reserves, which will be reclassified upon exercise of the options. |
| For the year ended 31 December 2024, the total share-based payment expense recognised was $196,916, allocated across the relevant vesting periods and individual recipients. A deferred tax asset of $1,021,259 has been recognised in respect of temporary differences between the cumulative accounting expense recognised under FRS 102 and the expected future tax deduction available when the options are exercised. This is in accordance with FRS 102 Section 29 - Income Tax. |
| 21. | FOREIGN CURRENCIES |
| Effective 1 January 2023 the company's functional currency was converted from GBP to USD and as a result future financial statements will be presented in USD. This change was made to reflect the growth in transactions denominated in USD and transactions with businesses based in the US. |
| ELECTRIFY VIDEO PARTNERS LIMITED (REGISTERED NUMBER: 13573516) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 22. | WARRANT FOR THE PURCHASE OF SERIES A SHARES |
| In 2023, the company issued warrants to MEP as part of its financing arrangements. These warrants provide MEP with the right to acquire equity in the company at a predetermined price. During the year ended 31 December 2024, the Company also issued additional MEP Warrants under the Initial Commitment and First Increase arrangements, as summarised below: |
Type |
Number of Warrants |
% of Total Securities |
Year issued |
| MEP Warrants - Initial Commitment (Capped) | 25,212 | 1.2% | 2024 |
| MEP Warrants - Initial Commitment (Uncapped) | 6,303 | 0.3% | 2023 |
| MEP Warrants - First Increase (Capped | 26,540 | 1.3% | 2024 |
| MEP Warrants - First Increase (Uncapped) | 6,635 | 0.3% | 2024 |
| All warrants remain outstanding at the year end. None had been exercised as at 31 December 2024. |
| 23. | STOCK PURCHASE AGREEMENT |
| On 23 October 2024, the company's subsidiary, Electrify US Holdco Inc., entered into a stock purchase agreement to purchase all the issued share capital of UI Dev, Inc., a Delaware corporation. The purchase was completed on 31 March 2025. |