Company registration number SC443891 (Scotland)
OPTIMA PARTNERS LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
PAGES FOR FILING WITH REGISTRAR
OPTIMA PARTNERS LIMITED
COMPANY INFORMATION
Directors
Mr A F Crawley
Mr C Foley
Mr E Baxter
(Appointed 1 January 2026)
Company number
SC443891
Registered office
Quay 2
139 Fountainbridge
Edinburgh
EH3 9QG
Auditor
Azets Audit Services
Quay 2
139 Fountainbridge
Edinburgh
EH3 9QG
OPTIMA PARTNERS LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 10
OPTIMA PARTNERS LIMITED
BALANCE SHEET
AS AT
30 JUNE 2025
30 June 2025
- 1 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
4
930,922
707,468
Tangible assets
5
96,480
67,533
Investments
6
100
100
1,027,502
775,101
Current assets
Debtors
7
2,996,800
2,094,423
Cash at bank and in hand
707,939
859,102
3,704,739
2,953,525
Creditors: amounts falling due within one year
8
(1,954,381)
(1,705,954)
Net current assets
1,750,358
1,247,571
Total assets less current liabilities
2,777,860
2,022,672
Creditors: amounts falling due after more than one year
9
(1,000,000)
(1,000,000)
Provisions for liabilities
(140,660)
(78,427)
Net assets
1,637,200
944,245
Capital and reserves
Called up share capital
10
1,008
1,008
Share premium account
39,498
39,498
Share option reserves
60,192
38,057
Profit and loss reserves
1,536,502
865,682
Total equity
1,637,200
944,245

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

These financial statements have been prepared and delivered 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 3 March 2026 and are signed on its behalf by:
Mr A F Crawley
Director
Company Registration No. SC443891
OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
- 2 -
1
Accounting policies
Company information

Optima Partners Limited is a private company limited by shares incorporated in Scotland. The registered office is Quay 2, 139 Fountainbridge, Edinburgh, EH3 9QG.

1.1
Accounting convention

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts 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.

The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.

1.2
Going concern

The directors have considered a period of at least twelve months from the date on which these financial statements have been signed and having considered all information available to them, believe it appropriate to prepare the financial statements on a going concern basis.true

The directors are satisfied that the company has adequate resources to continue to operate for the foreseeable future.

1.3
Turnover

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.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recover able.

1.4
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.5
Intangible fixed assets other than goodwill

Development costs are amortised over their estimated useful life of seven years.

1.6
Tangible fixed assets

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

OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 3 -

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:

Office equipment
50% - 100% on cost
Fixtures and fittings
15% - 25% on cost
Computers
25% on cost

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.

1.7
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.8
Cash and cash equivalents

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.

1.9
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.

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

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.

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.

OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 4 -
Basic financial 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 paymen ts 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. A m ounts 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.

1.10
Equity instruments

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

1.11
Taxation

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

Current 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

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.

1.12
Retirement benefits

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

OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 5 -
1.13
Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each Statement of Financial Position date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.

The fair value of the award also takes in account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the company keeping the scheme open or the employee maintaining any contributions required by the scheme).

Where the terms and conditions of the options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit and loss over the remaining vesting period.

Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.

1.14
Leases

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 lease s asset are consumed.

1.15
Foreign exchange

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.

1.16

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the company but are presented separately due to their size or incidence.

2
Judgements and key sources of estimation uncertainty

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

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

The directors are of the opinion that there are no significant estimates or judgements that would have a material impact on the financial statements

OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 6 -
3
Employees

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

2025
2024
Number
Number
Total
70
51
4
Intangible fixed assets
Other
£
Cost
At 1 July 2024
818,671
Additions
370,275
At 30 June 2025
1,188,946
Amortisation and impairment
At 1 July 2024
111,203
Amortisation charged for the year
146,821
At 30 June 2025
258,024
Carrying amount
At 30 June 2025
930,922
At 30 June 2024
707,468
OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 7 -
5
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 July 2024
146,144
Additions
65,753
Disposals
(1,242)
At 30 June 2025
210,655
Depreciation and impairment
At 1 July 2024
78,611
Depreciation charged in the year
36,806
Eliminated in respect of disposals
(1,242)
At 30 June 2025
114,175
Carrying amount
At 30 June 2025
96,480
At 30 June 2024
67,533
6
Fixed asset investments
2025
2024
£
£
Shares in group undertakings and participating interests
100
100
7
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
2,692,223
1,849,141
Other debtors
11,555
16,849
Prepayments and accrued income
293,022
228,433
2,996,800
2,094,423
OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 8 -
8
Creditors: amounts falling due within one year
2025
2024
£
£
Trade creditors
409,744
544,686
Corporation tax
66,196
193,832
Other taxation and social security
653,706
390,961
Other creditors
53,278
29,695
Accruals and deferred income
771,457
546,780
1,954,381
1,705,954

Any bank overdrafts or credit card debts are secured by a bond and floating charge over all of the company's assets.

9
Creditors: amounts falling due after more than one year
2025
2024
£
£
Loan notes
1,000,000
1,000,000

The loan is unsecured and interest is charged at a rate of 9%. The balance is repayable by instalments from 20 March 2027.

10
Called up share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary £1 shares of £1 each
1,008
1,008
1,008
1,008
11
Share-based payment transactions

EMI share options

Under the terms of the company's EMI scheme, the Board may offer employees and directors options to purchase ordinary shares in the company. The options are exercisable once the company has achieved a listing, or via a share or asset sale as per the terms of the agreement. The options shall lapse at the earlier of the following:

1. any attempt to transfer or assign; or have any charge or other security interest created over the option;

2. 90 days after the date upon which the holder ceases to be a director, consultant or employee of the company:

3. bankruptcy of the option holder;

4. on a compulsory winding up of the company: and

5. the option holder ceases to be resident in the UK for tax purposes.

At the Board's discretion, lapse conditions may be waived by way of a Board resolution.

The share options granted and outstanding at the beginning and end of the year are held by 2 directors to acquire shares and are as follows:

OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
11
Share-based payment transactions
(Continued)
- 9 -
Number of share options
Weighted average exercise price
2025
2024
2025
2024
Number
Number
£
£
Outstanding at 1 July 2024
80
80
2,676
2,676
Granted
20
-
0
1,470
-
0
Outstanding at 30 June 2025
100
80
2,435
2,676
Exercisable at 30 June 2025
-
0
-
0
-
0
-
0
12
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

Opinion

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 30 June 2025 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.

Senior Statutory Auditor:
Jennifer Alexander
Statutory Auditor:
Azets Audit Services
Date of audit report:
3 March 2026
13
Operating lease commitments

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

2025
2024
£
£
Total commitments
81,489
47,817

OPTIMA PARTNERS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 10 -
14
Events after the reporting date

On 22nd November 2025 the Company was acquired by Prometheus Bidco Limited as part of a transaction to facilitate investment by funds managed by Growth Capital Partners LLP. The immediate parent company is Prometheus Bidco Limited. The ultimate controlling party is Prometheus Topco Limited.

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