Ravio Technologies Ltd

	Page
Balance Sheet	1—2
Notes to the Financial Statements	3—6

1. General Information

Ravio Technologies Ltd is a private company, limited by shares, incorporated in England & Wales, registered number 13864162 . The registered office is 71-75 Shelton Street, London, WC2H 9JQ.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 section 1A Small Entities "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and 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 £.

2.2. Going Concern Disclosure

The directors have not identified any material uncertainties related to events or conditions that may cast significant doubt about the company's ability to continue as a going concern. Therefore the financial statements have been prepared on a going concern basis which assumes the Company will continue in operational existence for the foreseeable future.

The Company is involved in research and development activities and is working towards achieving a sustainable revenue generating activity. The directors have considered the basis of the financial statements and are satisfied that a combination of business growth and further investment commitments will enable the Company to meet its liabilities as they fall due.

2.3. Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

2.4. Tangible Fixed Assets and Depreciation

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

Fixtures & Fittings	25% straight line
Computer Equipment	33% straight line

2.5. Cash and Cash Equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks, other short-term highly liquid investments that mature in no more than three months from the date of acquisition and are readily convertible to a known amount of cash with insignificant risk of change in value, and bank overdrafts.

2.6. Financial Instruments

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

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

Basic financial assets

Basic financial assets, which include debtors and bank balances, are measured at transaction price including transaction costs.

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors, are recognised at transaction price including transaction costs.

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.

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Ravio Technologies Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

2.7. Foreign Currencies

Monetary 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 ruling on the date of the transaction. Exchange differences are taken into account in arriving at the profit / loss before taxation.

2.8. Taxation

Tax is recognised in profit or loss except that a charge is attributable to an item of income and expense recognised as other comphrehensive income or to an item recognised directly in equity is also recognised in other comphrehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the company operates and generates income.

2.9. Pensions

The company operates a defined pension contribution scheme. Contributions are charged to the profit and loss account as they become payable in accordance with the rules of the scheme.

2.10. Research and Development

In the research phase of an internal project, it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives.

If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

2.11. Share Based Payments

The company operates an equity-settled, share-based compensation plan, under which the entity received services from employees as consideration for equity instruments (options) of the entity. The fair value of the employee services received is measured by reference to the estimated fair value at the grant date of equity instruments granted and is recognised as an expense over the vesting period. The estimated fair value of the option granted is calculated using the Black Scholes option pricing model. The total amount expensed is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied.

The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium when the options are exercised.

2.12. Convertible Debt

Compound financial instruments issued by the Company comprise convertible loan notes that can be converted to share capital at the option of the holder. The interest on the loan notes is compounding annually and as such the number of shares to be issued will vary with changes in the fair value.

Due to the varying number of shares to be issued the loan notes are treated as liabilities and not split between equity and liabilities. The liability is initially and subsequently measured at fair value, with the fair value movements recognised in the Statement of Comprehensive Income.

Transaction costs that relate to the issue of the instrument are expensed to the Statement of Comprehensive Income.

3. Average Number of Employees

Average number of employees, including directors, during the year was: 37 (2023: 32)

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Ravio Technologies Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

4. Tangible Assets

	Fixtures & Fittings	Computer Equipment	Total
	£	£	£
Cost
As at 1 January 2024	44,738	78,977	123,715
Additions	-	8,511	8,511

As at 31 December 2024	44,738	87,488	132,226

Depreciation
As at 1 January 2024	13,171	23,550	36,721
Provided during the period	11,591	22,961	34,552

As at 31 December 2024	24,762	46,511	71,273

Net Book Value
As at 31 December 2024	19,976	40,977	60,953

As at 1 January 2024	31,567	55,427	86,994

5. Debtors

	2024	2023 as restated
	£	£
Due within one year
Trade debtors	402,182	85,081
Prepayments and accrued income	86,763	89,444
Other debtors	41,639	48,138
Corporation tax recoverable assets	157,039	104,945
VAT	-	1,278

	687,623	328,886

6. Creditors: Amounts Falling Due Within One Year

	2024	2023 as restated
	£	£
Trade creditors	81,114	28,509
Bank loans and overdrafts	1,001,465	-
Other taxes and social security	116,909	-
VAT	21,936	-
Other creditors	33,541	57,813
Accruals and deferred income	1,090,218	311,959

	2,345,183	398,281

7. Creditors: Amounts Falling Due After More Than One Year

	2024	2023 as restated
	£	£
Other creditors	4,000,000	4,000,000

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Ravio Technologies Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2024

8. Loans

An analysis of the maturity of loans is given below:

	2024	2023 as restated
	£	£
Amounts falling due within one year or on demand:
Bank loans	1,001,465	-

9. Share Capital

	2024	2023 as restated
Allotted, called up and fully paid	£	£
8,825,188 Ordinary Shares of £ 0.0001 each	883	883
1,174,812 Founder preferred shares of £ 0.0001 each	117	117
41,710 Ordinary B shares of £ 0.0001 each	4	2
2,926,812 Seed preferred shares of £ 0.0001 each	293	293

	1,297	1,295


Shares issued during the period:	£
19,670 Ordinary B shares of £ 0.0001 each	2

On 1st January 2024, 2,000 B Ordinary shares of £0.0001 each were allotted and fully paid at a price of £0.0001 on the exercise of share options.

On 28th February 2024, 5,292 B Ordinary shares of £0.0001 each were allotted and paid at a price of £0.0001 per share.

On 1st May 2024, 10,409 B Ordinary shares of £0.0001 each were allotted and paid at a price of £0.0001 per share.

On 1st September 2024, 3,969 B Ordinary shares of £0.0001 each were allotted and paid at a price of £0.0001 per share.

10. Other Commitments

The total of future minimum lease payments under non-cancellable operating leases are as following:

	2024	2023 as restated
	£	£
Not later than one year	79,640	-
Later than one year and not later than five years	132,733	-

	212,373	-

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		2024		2023 as restated
	Notes	£	£	£	£
FIXED ASSETS
Tangible Assets	4		60,953		86,994

			60,953		86,994
CURRENT ASSETS
Debtors	5	687,623		328,886
Cash at bank and in hand		2,232,447		4,817,769

		2,920,070		5,146,655
Creditors: Amounts Falling Due Within One Year	6	(2,345,183 )		(398,281 )

NET CURRENT ASSETS (LIABILITIES)			574,887		4,748,374

TOTAL ASSETS LESS CURRENT LIABILITIES			635,840		4,835,368

Creditors: Amounts Falling Due After More Than One Year	7		(4,000,000 )		(4,000,000 )

NET (LIABILITIES)/ASSETS			(3,364,160 )		835,368

CAPITAL AND RESERVES
Called up share capital	9		1,297		1,295
Share premium account			7,637,057		7,637,057
Fair value reserve			588,757		311,332
Profit and Loss Account			(11,591,271 )		(7,114,316 )

SHAREHOLDERS' FUNDS			(3,364,160)		835,368