The directors present the Strategic Report for the company (registered number 07392646), registered in England, in the United Kingdom, together with the audited financial statements for year ended 31 December 2024.

The Company’s mission is to build healthcare that is accessible, dependable and at a fraction of today’s cost. To capture this opportunity, we will continue to build and launch new services, and continue to iterate upon existing services.

2024 was a very successful year for the business, with strong revenue growth and a return to profitability. A key driver in that success is the continued expansion of our GLP1 weight loss service. This momentum has continued into 2025.

The management of the Company and the execution of the Company’s strategy are subject to a number of risks. These risks are constantly monitored by the board and appropriate processes have been put in place to monitor and mitigate these risks. The key business risks identified by management are as follows:

- Competition: The Company operates in a highly competitive. As the Company continues to have success, we have seen more competitors enter the market with similar offerings. The Company intends to leverage its in-depth knowledge and years of experience in the industry to outperform these competitors. We will continue to innovate, provide new services and optimise the patient experience.

- Regulation: Healthcare is a heavily regulated sector and there are multiple regulatory requirements that apply to our service and operations. Our base of operations is in the UK and therefore we are primarily subject to the UK regulatory frameworks. This includes the regulatory frameworks that govern our clinical staff (General Medical Council for Doctors), our pharmacists (General Pharmaceutical Council), and the services we provide generally (Care Quality Commission regulations). We mitigate regulation risks by maintaining a strong clinical governance framework and working with regulators to develop practice standards.

- Data and IT security: The Company deals with sensitive patient data. The introduction of the General Data Protection Regulation means that there is greater public awareness of Data Privacy and there are increased consequences in case of a breach. Management is committed to protect the privacy of our patients and data security is a cornerstone of the company mission. Processes are in place to monitor incidents and to log and respond to any customers queries reactively. Legal and Infrastructure teams support operational teams to embed data privacy in all facets of the business and to ensure compliance with the regulation and relevant security standards.

Financial Risk Management

The Company’s financial instruments consist of cash, trade receivables and trade payables. The carrying values of these instruments have various contractual maturities. Historically, the Company has been financed by external sources (Venture Capital and Venture Debt). Given strong financial performance over the last 18 months, the Company is now able to rely on operational cash flows to fund business operations.

Credit Risk - As the majority of the Company’s sales are to individuals by credit or debit card, credit risk is to a large extent a minor short-term risk only. There are processes in place to reduce the risk of credit card fraud. Corporate customers and payment service providers are vetted for creditworthiness and any outstanding balances are regularly reviewed and chased.

Liquidity Risk - Due to the structuring of payment arrangements the Company maintains a strong cash flow position, allowing it to pay all debts as they fall due. The Company also has a demonstrable history of capital efficiency and cost control.

The directors monitor Company financial performance with reference to the following KPIs:

Turnover increased by 97% from 2023. A key driver of this growth was the success of our GLP1 weight loss business, along with a number of other optimisations for patient acquisition and retention. Operating margin also significantly increased as a result of scale, and efficiency improvements.

The directors also use a number of non-financial KPIs to monitor business performance. These include:

• Patient treatments per day;

• Customer Trustpilot reviews and net promoter score;

• Number of clinical incidents and other clinical governance-related metrics.

The status of all of these metrics was considered satisfactory in 2024.

The strength and sustainability of the Company's position is underpinned by its in-depth knowledge of the digital healthcare sector, our approach to clinical excellence, the size and loyalty of our existing patient base, and the exceptional patient experience that we provide. Along with substantial revenue growth in 2024, we have seen a return to profitability, which will allow the Company to continue to fund growth initiatives and be successful in 2025.

Cash settled share-based payments

The Company operates a cash settled share-based payment scheme which is open to nominated members of staff. Under the scheme, eligible employees could receive cash payments based on the increase in Zava Global GmbH's share value, in the event of an exit event, subject to service conditions.

The fair value of the awards has been measured using the Black-Scholes option pricing model. The total expense recognised in profit or loss for the year ended 31st December 2024 in respect of this scheme was £864,451 (2023: £nil). The corresponding liability at 31st December 2024 is £864,451 (2023: £nil). No awards have been settled as at the reporting date.

Future Developments

As explained in note 23, on 1st of July 2025 the Company’s parent company, Zava Global GmbH, was acquired by H&H Germany GmbH, a company ultimately owned by Hims & Hers Health, Inc., and Hims & Hers Health, Inc. are now the ultimate controlling party of the Health Bridge Limited.

On behalf of the board

The directors present their annual report and financial statements for the year ended 31 December 2024.

The principal activity of the company continued to be that of the provision of online health services to customers in the UK and Ireland.

The results for the year are set out on page 10.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Burgis & Bullock were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

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

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

The directors are responsible for preparing the annual report 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 of the profit or loss of the company 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; and

• 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 transactions and disclose with reasonable accuracy at any time the financial position of the company 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

We have audited the financial statements of Health Bridge Limited (the 'company') for the year ended 31 December 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including 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 company's affairs as at 31 December 2024 and of its profit for the year then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

• have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company 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 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 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

• the information given in the 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 strategic report and the directors' report have 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 strategic report or the directors' report.

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 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.

As explained more fully in the directors' 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 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 company or to cease operations, or have no realistic alternative but to do so.

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 extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates and assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

Based on our understanding of the company and the industry it which it operates, we identified that the principal risk of non-compliance with laws and regulations related to breaches of Companies Act 2006, UK Tax Legislation, Data Protection Act 2018, General Data Protection Regulation, Bribery Act 2010, Employment Act 2008, EU VAT Directive 2006, Health and Safety at Work Act 1987, Care Quality Commission Regulations 2009, Health and Social Care Act 2008, Medical Act 1983, The Human Medicines Regulations 2012, Standards for Registered Pharmacies and Pharmacy Professionals and Codes and Guidance for GMC Registered Doctors. We also evaluated management incentive and opportunities for fraudulent manipulations of the financial statements.

Audit procedures performed included:

• Reviewing returns made to Companies House and HMRC;

• Discussions with management, including consideration of known or suspected incidences of non-compliance  with laws and regulation and fraud;

• Identifying and assessing the design effectiveness of controls in management have in place to prevent and detect fraud;

• Challenging assumptions and judgments made by management in their significant accounting estimates and assessing if these indicate evidence of management bias;

• Reviewing the accounting records for large and unusual journal entries and testing any identified and in particular the rationale for any transactions outside the company’s normal course of business;

• Reviewing the accounting records for large and unusual bank payments and testing any identified and in particular the rationale for any transactions outside the company’s normal course of business; and

• Testing a sample of debit entries in the profit and loss account to check they are bona-fide costs of the business.

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 is available on the Financial Reporting Council’s website at: https://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.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

Health Bridge Limited is a private company limited by shares incorporated in England and Wales. The registered office is 46 Essex Road, London, N1 8LN.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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

The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the forseeable future, despite the negative profit and loss reserves at the year end. The company was profitable in 2024 and is profitable in 2025. In 2025 the company repaid all external debt, achieving a net assets position, and is now in a position to sustain its own operations and growth. On 1st July 2025 the company’s parent company, Zava Global GmbH, was acquired by trueH&H Germany GmbH, a company ultimately owned by Hims & Hers Health, Inc., and Hims & Hers Health, Inc. are now the ultimate controlling party of the Health Bridge Limited. Hims & Hers Health Inc. have expressed to the directors their continued support and commitment to the company. The directors continue to adopt the going concern basis of accounting in preparing the financial statements as they consider the cash balances and performance over the next 12 months in addition to the support, financial or otherwise, from the wider group, will be sufficient to pay its liabilities as they fall due and to continue to trade for the foreseeable future.

Turnover represents amounts receivable for consultations and prescriptions, dispensation of medicines and clinic management, stated net of VAT.

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and those overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

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 profit or 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.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end 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 flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is 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 or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

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

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

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

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

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

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

For cash-settled share-based payments, a liability is recognised for the goods and services acquired, measured initially at the fair value of the liability. At each succeeding financial reporting period end and at the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognised in profit or loss for the period.

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

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

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

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

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

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

The annual depreciation charge for property plant and equipment is sensitive to changes in the estimated useful life and residual values of the assets. The useful economic lives and residual values are amended when necessary to reflect current estimates based on economic utilisation and the physical condition of the assets. The depreciation charge for the year was £28,330 (2023: £253,677) and the carrying amount of fixed assets at the reporting date are £112,491 (2023: £40,326).

Financial assets, such as receivables are subject to impairment reviews based on whether the current or future events and circumstances suggest that their recoverable amount may be less than their carrying value.

The value of the provision for potentially or actually irrecoverable receivables at the reporting date are £23,361 (2023: £Nil).

A leased property dilapidation provision is based on managements' current best analysis of future obligations.

The value of the dilapidation provision at the reporting date is £nil (2023: £180,000) and was shown within accruals.

Management have made certain judgements and estimates in using the Black-Scholes model including the risk free rate of return, volatility and dividend yield. The risk free rate of return was calculated using an average of two year UK government bond rates. Volatility has been estimated using share price movements of comparable listed companies. The dividend yield was deemed to be nil due to no history of dividend payment and no expectation to make dividend payments within the vesting period.

Management have used their best estimate of the retention rate of employees based on past experience.

The value of the credit to equity on share-based payments is £25,291 (2023: £28,381). The value of cash settled share based payment transactions recognised as an expense in the financial year amounts to £864,451 (2023: £nil).

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

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2023 - 2).

The number of directors who exercised share options during the year was 0 (2023 - 0).

The number of directors who are entitled to receive shares under long term incentive schemes during the year was 2 (2023 - 2).

The actual credit for the year can be reconciled to the expected charge/(credit) for the year based on the profit or loss and the standard rate of tax as follows:

Tangible fixed assets with a carrying amount of £112,471 (2023 - £40,326) have been pledged to secure borrowings of the company.

The above loan is secured by way of a fixed and floating charge over all of the assets of the company.

The loan was initially interest only for the first 12 months. In September 2023 the company was granted an extension to the interest only period. Two capital repayments were made in 2023 and following a further interest only period, capital payments recommenced in November 2024 with the loan fully repaid by June 2025. The loan attracts an interest rate of 10.39%.

Deferred tax is not recognised in respect of accumulated tax losses of £29,224,947 (2024: £32,235,223 as it is not probable that they will be recovered against the reversal of deferred tax liabilities or future taxable profits.

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

Health Bridge Limited set up a share option scheme on 11th May 2012 which is open to nominated members of staff. The options may only be exercised in the event of an exit event or at such a time as the Board determines. If the option holder ceases employment the options will lapse and will be forfeited.

The EMI scheme is held within ZAVA Global GmbH, the company's parent company.

During the year, the company recognised total share-based payment expenses of £25,291 (2023 - £28,381) which related to equity settled share based payment transactions.

During the year, the company recognised total expenses of £864,451 (2023 - £-) which related to 10,028 cash settled share options. At the 31st December 2024, the carrying amount of the liability arising from share based payment transactions amounted to £864,451 (2023 - £-).

The shares were valued using the Black-Scholes option pricing model for both the equity settled and cash settled schemes. This valuation method calculates the fair value of options issued on unquoted shares with a variable exercise date, a number of the formula inputs must be estimated or imputed from market data.

The company is subject to a debenture which includes a fixed and floating charge over all of the assets of the company.

The amounts stated below relate to the non-cancellable period of a 2 year property lease.

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

The operating leases represent leases of office space to third parties. The leases are negotiated over terms of two years and rentals are fixed for two years. There are no options in place for either party to extend the lease terms.

The remuneration of key management personnel is as follows.

During the year the company entered into the following transactions with related parties:

The company has taken advantage of the exemption in paragraph 33.1A of FRS 102 not to disclose transactions with wholly owned subsidiaries within the group.

The company is under the immediate control of its parent company, Zava Global GmbH, a company incorporated in Germany. During the year and up until 30th of June 2025 the ultimate controlling parties were the majority shareholders, Mr D Meinertz, Mr A Khutti, Juviqu GmbH and HPE ZavaCo BV. On the 1st of July 2025, Zava Global GmbH was acquired by H&H Germany GmbH, a company ultimately owned by Hims & Hers Health, Inc., a company listed on the New York Stock Exchange, and Hims & Hers Health, Inc. are now the ultimate controlling party of the Health Bridge Limited.