Registration number:
StackAdapt UK Limited
for the Year Ended 31 December 2025
StackAdapt UK Limited
Contents
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Company Information |
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Strategic Report |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Profit and Loss Account and Statement of Retained Earnings |
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Balance Sheet |
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Statement of Cash Flows |
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Notes to the Financial Statements |
StackAdapt UK Limited
Company Information
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Directors |
A J Rowland A J Manoukian A E Rose |
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Registered office |
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Auditors |
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StackAdapt UK Limited
Strategic Report for the Year Ended 31 December 2025
The Directors present their strategic report for the year ended 31 December 2025.
Principal activity
The principal activity of the Company is the provision of programmatic advertising services in Europe, Middle East and Africa.
Fair review of the business
FY 2025 was a year of strong performance for StackAdapt UK Limited, marked by growth across key performance indicators including turnover, gross profit, and net income. This growth was driven by several strategic and market factors:
Expansion of our Martech Capabilities
The digital marketing landscape is changing fast and the lines between adtech and martech are blurring. Advertisers are faced with increased pressure to prove return on investment and are looking to consolidate their advertising spend to platforms that offer synergy with competitive pricing without sacrificing performance. We believe our martech suite of solutions such as email marketing, data hub, dynamic creative optimization, and orchestration will help our customers to execute, optimize, and measure campaigns more effectively than ever, help us to attract new customers, and increase spending from existing customers.
Customer base expansion and increased spend
Our recent growth has been driven by adding new customers as well as expanding the usage of our platform by our existing customers. We continue to add and maintain functionality to our platform to encourage our customers to increase their usage of our platform. By providing solutions for the planning, buying, and measuring of their media spend across channels, we believe that we are well positioned to capture the increase in digital advertising budgets. Further, we intend to continue to grow our marketing efforts to increase awareness of our platform.
Development of International Markets
Advertising around the world is increasingly becoming digital, and the percentage of digital advertising that is programmatic is also increasing. We have plans to expand to new markets, and strengthen our existing global operations. We plan to continue expanding our international presence by making strategic investments in sales, marketing, and infrastructure to support our long-term growth. Growth in these new markets will depend on continued adoption of our platform by existing customers, as well as us acquiring new customers.
The Company's key financial and other performance indicators during the year were as follows:
|
Financial KPIs |
Unit |
2025 |
2024 |
|
Turnover |
$ |
44,033,695 |
31,981,675 |
|
Gross profit |
$ |
16,823,382 |
13,976,399 |
|
Gross profit margin |
% |
38.2 |
43.7 |
|
Operating profit/(loss) |
$ |
2,999,655 |
3,788,846 |
|
Operating profit margin |
% |
6.8 |
11.8 |
Principal risks and uncertainties
The Company is exposed to foreign currency risk arising from revenue and expenses denominated in currencies other than the U.S. Dollar. Exchange rate volatility, influenced by a range of unpredictable macroeconomic factors, presents a risk to the stability of our financial results. Consequently, we have experienced, and expect to continue experiencing, fluctuations in net income due to transaction gains and losses. These primarily relate to the translation of cash balances, credit card receivables, and trade receivables and payables denominated in foreign currencies.
Approved and authorised by the
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StackAdapt UK Limited
Directors' Report for the Year Ended 31 December 2025
The Directors present their report and the financial statements for the year ended 31 December 2025.
Directors of the Company
The Directors who held office during the year were as follows:
Financial instruments
Objectives and policies
The company utilises a range of basic financial instruments in the normal course of business. These include cash and cash equivalents, trade receivables, trade payables, and other short-term financial assets and liabilities that arise directly from its operational activities. The primary purpose of these financial instruments is to support the company's day-to-day operations and manage short-term funding requirements. Where appropriate, these instruments are also used to ensure effective cash flow management and to facilitate the efficient allocation of financial resources across the business.
Price risk, credit risk, liquidity risk and cash flow risk
The company's principal financial instruments primarily comprise bank balances held in multiple currencies. In order to mitigate foreign exchange risk, the company maintains operational bank accounts in British Pounds, Euros, and U.S. Dollars, aligned with the geographic profile of its revenues and expenditures.
Credit risk is managed through the careful assessment of customer creditworthiness. Trade receivables are subject to credit terms that are determined based on the individual risk profile of each customer. The company actively monitors outstanding balances to ensure timely collection and to minimise exposure to potential bad debts.
Liquidity and cash flow risk are managed by closely monitoring the timing of cash inflows from trade receivables and aligning them with the settlement of trade payables and other operational obligations. This disciplined approach to working capital management supports the company’s ability to meet its short-term financial commitments and maintain a stable cash position.
Future developments
The company is committed to investing in long-term, sustainable growth. We anticipate that operating expenses will continue to rise in the foreseeable future as we execute our global expansion strategy, enhance the functionality and scalability of our platform, and continue to invest in innovation to remain at the forefront of our industry.
A key focus will be on expanding our international footprint, particularly in high-growth markets, and strengthening our presence in existing regions. In parallel, we will continue to develop and refine our product offering to meet the evolving needs of our clients and maintain our competitive advantage.
Additionally, we are focused on growing our client base while deepening relationships with existing customers through increased engagement, tailored solutions, and a greater share of their advertising spend. These strategic investments are expected to support sustained revenue growth and market leadership over the long term.
Disclosure of information to the auditors
Each Director has taken steps that they ought to have taken as a Director in order to make themselves aware of any relevant audit information and to establish that the Company's auditors are aware of that information. The Directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.
StackAdapt UK Limited
Directors' Report for the Year Ended 31 December 2025
Approved and authorised by the
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StackAdapt UK Limited
Statement of Directors' Responsibilities
The Directors acknowledge their responsibilities 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:
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select suitable accounting policies and apply them consistently; |
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make judgements and accounting estimates that are reasonable and prudent; |
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state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and |
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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.
StackAdapt UK Limited
Independent Auditor's Report to the Members of StackAdapt UK Limited
Opinion
We have audited the financial statements of StackAdapt UK Limited (the 'Company') for the year ended 31 December 2025, which comprise the Profit and Loss Account and Statement of Retained Earnings, Balance Sheet, Statement of Cash Flows, and 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 Company's affairs as at 31 December 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. |
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 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 original financial statements were 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 included in the annual report, other than the financial statements and our auditor’s report 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
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the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
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the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements. |
StackAdapt UK Limited
Independent Auditor's Report to the Members of StackAdapt UK Limited
Matters on which we are required to report by exception
In the light of our 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 and the Directors' Report.
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, 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. |
Responsibilities of Directors
As explained more fully in the Statement of Directors' Responsibilities [set out on page 5], 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.
Auditor Responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
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Discussions with management held, including consideration of known or suspected instances of non-compliance. |
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Enquiries of management and the internal legal counsel of actual and potential litigation claims. |
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Challenging assumptions and judgements made within significant accounting estimates and judgements. |
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Identification of key laws and regulations central to the Company's operations and review of compliance with such laws and correspondence to identify any disciplinary action or ongoing issues. |
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Testing of journal entries and potential override of systems. |
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. The 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 concealement, forgery collusion, omission or misrepresentation.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of our report
This report is made solely to the Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
StackAdapt UK Limited
Independent Auditor's Report to the Members of StackAdapt UK Limited
......................................
For and on behalf of
Grimsby
North East Lincolnshire
DN31 1LW
StackAdapt UK Limited
Profit and Loss Account and Statement of Retained Earnings for the Year Ended 31 December 2025
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Note |
2025 |
2024 |
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Turnover |
|
|
|
|
Cost of sales |
( |
( |
|
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Gross profit |
|
|
|
|
Administrative expenses |
( |
( |
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Operating profit |
|
|
|
|
Other interest receivable and similar income |
|
|
|
|
Interest payable and similar charges |
( |
( |
|
|
699,167 |
(201,914) |
||
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Profit before tax |
|
|
|
|
Taxation |
( |
( |
|
|
Profit for the financial year |
|
|
|
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Retained earnings brought forward |
2,215,274 |
(471,184) |
|
|
Retained earnings carried forward |
4,892,823 |
2,215,273 |
StackAdapt UK Limited
(Registration number: 12946782)
Balance Sheet as at 31 December 2025
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Note |
2025 |
2024 |
|
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Fixed assets |
|||
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Tangible assets |
- |
|
|
|
Right of use assets |
1,474,806 |
- |
|
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Investments |
|
|
|
|
|
|
||
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Current assets |
|||
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Debtors |
|
|
|
|
Cash at bank and in hand |
|
|
|
|
|
|
||
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Creditors: Amounts falling due within one year |
( |
( |
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Net current assets |
|
|
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Total assets less current liabilities |
|
|
|
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Creditors: Amounts falling due after more than one year |
( |
- |
|
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Provisions for liabilities |
- |
( |
|
|
Net assets |
|
|
|
|
Capital and reserves |
|||
|
Called up share capital |
|
|
|
|
Other reserves |
|
- |
|
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Retained earnings |
|
|
|
|
Shareholders' funds |
|
|
Approved and authorised by the
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StackAdapt UK Limited
Statement of Cash Flows for the Year Ended 31 December 2025
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Note |
2025 |
2024 |
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Cash flows from operating activities |
|||
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Profit for the year |
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|
|
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Adjustments to cash flows from non-cash items |
|||
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Depreciation |
|
|
|
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Loss on disposal of tangible assets |
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- |
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Finance income |
( |
( |
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Finance costs |
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Share based payment transactions |
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- |
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Income tax expense |
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||
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Working capital adjustments |
|||
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Increase in trade debtors |
( |
( |
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Increase/(decrease) in trade creditors |
|
( |
|
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Cash generated from operations |
|
( |
|
|
Income taxes paid |
( |
- |
|
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Net cash flow from operating activities |
( |
( |
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Cash flows from investing activities |
|||
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Interest received |
|
|
|
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Acquisitions of tangible assets |
- |
( |
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Net cash flows from investing activities |
|
|
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Cash flows from financing activities |
|||
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Interest paid |
( |
( |
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|
Payments to lease liabilities for right of use assets |
( |
- |
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Net cash flows from financing activities |
( |
( |
|
|
Net decrease in cash and cash equivalents |
( |
( |
|
|
Cash and cash equivalents at 1 January |
|
|
|
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Cash and cash equivalents at 31 December |
8,369,111 |
9,044,992 |
|
StackAdapt UK Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
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General information |
The Company is a private company limited by share capital, incorporated in United Kingdom.
The address of its registered office is:
England
These financial statements were authorised for issue by the
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Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements have been prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006.
Basis of preparation
These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.
The company has early adopted the amendments to FRS 102 arising from the Periodic Review 2024, effective for accounting periods beginning on or after 1 January 2026.
The financial statements have been prepared in US dollars which is the functional currency of the company and are rounded to the nearest dollar.
The financial statements cover the activity of StackAdapt UK Limited as an individual entity and not of any wider Group that the Company is part of.
Exemption from preparing group accounts
The Company is exempt from the requirement to prepare Group accounts on the basis that under section 405 of the Companies Act 2006 all of its subsidiaries can be excluded from consolidation in Companies Act Group accounts.
StackAdapt UK Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
Revenue recognition
The Company determines and recognises its revenue through the following steps:
1. Identification of a contract with a customer;
2. Identification of the performance obligations in the contract;
3. Determination of the transaction price;
4. Allocation of the transaction price to the performance obligations in the contract; and
5. Recognition of revenue when or as the performance obligations are satisfied.
We derive substantially all of our revenue from arrangements with customers to provide them the right to access and use the Company's hosted programmatic advertising platform ("the platform"), related services and updates as needed.
The Company maintains various agreements with customers which set forth the terms of the relationship and access to StackAdapt's platform, related services and updates.
Customers can use the platform to bid on and purchase advertising inventory, data and other add-ons ("third-party inventory"). Data and add-ons can be used for audience segmentation and management as well as advanced reporting during the campaign. The Company earns platform fees, representing the transaction price, from its customers based on purchases through the platform. These fees are variable and are determined as a percentage of the auction clearing price when ad inventory is purchased. In addition, the Company provides customers with discounts and incentives which reduce its fees. The Company recognizes the platform fees, net of estimated discounts and incentives, as revenue when an ad impression is purchased. Discounts and incentives earned but not issued to the customer are estimated and accrued based on actual spend-to-date and expected qualifying discount tier during the contract period.
The Company recognises revenue net of amounts incurred and payable to suppliers for the cost of third-party inventory. Determining whether revenue is recognized gross or net requires judgment. In making this assessment, the Company considers whether it obtains control of the third-party inventory before it is transferred to the client. The Company does not have the substantive ability to direct the use of or obtain all the benefits from the third-party inventory before it is transferred to the customer and therefore, does not have control over the third-party inventory. The Company also does not have discretion in establishing the price the customer ultimately pays in an auction. Considering these factors, the Company determined that it is acting as an agent.
The Company generally invoices its customers monthly, for the gross value of third-party inventory purchased through the platform, inclusive of platform fees net of discounts and incentives. Typically, invoices are due and payable within 30 to 60 days of the invoice date. The Company’s trade debtors are recorded at the amount billed to clients, which is the amount the Company is responsible to collect inclusive of amounts collected on behalf of third-party vendors for the third-party inventory, net of allowances for credit losses. Net amounts payable to our suppliers are recorded as trade creditors.
Foreign currency transactions and balances
StackAdapt UK Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
Tax
The tax expense for the period comprises current tax. Tax is recognised in the profit and loss account and statement of retained earnings, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.
Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the Company. Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.
Tangible assets
Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses. The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.
At the commencement date of a right of use lease, the company recognises a right-of-use asset, representing the right to use the underlying asset.
The right-of-use asset is initially measured at cost, comprising:
• the amount of the initial measurement of the lease liability;
• any lease payments made at or before commencement date;
• any initial direct costs; and
• an estimate of costs to dismantle or restore the asset, where applicable
Depreciation
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
|
Asset class |
Depreciation method and rate |
|
Computer equipment |
4 years straight line |
|
Right of use assets |
Over the length of the lease period |
Investments
Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
StackAdapt UK Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
Trade debtors
Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.
Trade debtors are presented net of an allowance for credit losses, which is an estimate of amounts that may not be collectible. The allowance for credit losses is the best estimate of the amount of probable credit losses in the existing trade debtor balance. An allowance for credit loss is established when it is probable a credit loss has been incurred based on historical collection information, a review of major customer trade debtor balances, and an assessment of current economic conditions. The Company writes off trade debtor against the allowance when it determines a balance is uncollectible and no longer actively pursues collection of the amount due.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the Company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price.
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Leases
Leases are classified as right of use leases at the commencement date, aside from low value and short term leases, and liabilities recognised at the present value of the lease payments that are not paid at that date. The lease payments are discounted using the Company's obtainable borrowing rate.
Subsequently as payments are made amounts are recognised to reduce the lease liability with corresponding interest reflecting the periodic rate of interest on the remaining balance of the lease laibility. Modifications to the lease and any other changes in assessment of the lease liability are reflected periodically or as a modification is made to the underlying lease.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
StackAdapt UK Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
Share based payments
The Group operates an equity-settled, share-based compensation plan, under which the Company receives services from employees as consideration for equity instruments (options) of the Parent Company.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.
StackAdapt UK Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
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Turnover |
The analysis of the Company's turnover for the year from continuing operations is as follows:
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2025 |
2024 |
|
|
Rendering of services |
|
|
The analysis of the Company's turnover for the year by market is as follows:
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2025 |
2024 |
|
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UK |
|
|
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Europe |
|
|
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Other |
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|
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Other gains and losses |
The analysis of the Company's other gains and losses for the year is as follows:
|
2025 |
2024 |
|
|
Loss on disposal of tangible assets |
( |
- |
|
Operating profit |
Arrived at after charging
|
2025 |
2024 |
|
|
Depreciation expense |
|
|
|
Loss on disposal of property, plant and equipment |
|
- |
|
Other interest receivable and similar income |
|
2025 |
2024 |
|
|
Interest income on bank deposits |
|
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Foreign exchange gains |
|
- |
|
|
|
|
Interest payable and similar expenses |
|
2025 |
2024 |
|
|
Interest on lease obligations for right of use assets |
|
- |
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Interest expense on other finance liabilities |
|
|
|
Foreign exchange losses |
- |
|
|
|
|
StackAdapt UK Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Staff costs |
The aggregate payroll costs (including Directors' remuneration) were as follows:
|
2025 |
2024 |
|
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Wages and salaries |
|
|
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Social security costs |
|
|
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Pension costs, defined contribution scheme |
|
|
|
|
|
The average number of persons employed by the Company (including Directors) during the year, analysed by category was as follows:
|
2025 |
2024 |
|
|
Administration and support |
|
|
|
Sales |
|
|
|
|
|
|
Directors' remuneration |
The Directors' remuneration for the year was as follows:
|
2025 |
2024 |
|
|
Remuneration |
|
|
|
Contributions paid to money purchase schemes |
|
|
|
503,959 |
434,775 |
During the year the number of Directors who were receiving benefits and share incentives was as follows:
|
2025 |
2024 |
|
|
Received or were entitled to receive shares under long term incentive schemes |
|
|
|
Accruing benefits under money purchase pension scheme |
|
|
In respect of the highest paid Director:
|
2025 |
2024 |
|
|
Remuneration |
|
|
|
Company contributions to money purchase pension schemes |
|
|
During the year the highest paid Director received or was entitled to receive shares under a long term incentive scheme.
|
Auditors' remuneration |
|
2025 |
2024 |
|
|
Audit of the financial statements |
|
|
StackAdapt UK Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Taxation |
Tax charged/(credited) in the profit and loss account
|
2025 |
2024 |
|
|
Current taxation |
||
|
UK corporation tax |
|
|
|
Deferred taxation |
||
|
Arising from changes in tax rates and laws |
( |
|
|
Tax expense in the income statement |
|
|
The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2024 - higher than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
|
2025 |
2024 |
|
|
Profit before tax |
|
|
|
Corporation tax at standard rate |
|
|
|
Effect of expense not deductible in determining taxable profit (tax loss) |
|
|
|
Effect of tax losses |
- |
( |
|
Effect of foreign tax rates |
( |
( |
|
Deferred tax (credit)/expense relating to changes in tax rates or laws |
( |
|
|
Total tax charge |
|
|
Deferred tax
StackAdapt UK Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
Deferred tax assets and liabilities
|
2025 |
Asset |
Liability |
|
Difference between accumulated depreciation and amortisation and capital allowances |
|
- |
|
|
- |
|
2024 |
Asset |
Liability |
|
Difference between accumulated depreciation and amortisation and capital allowances |
- |
|
|
- |
|
|
Tangible assets |
|
Computer equipment |
Total |
|
|
Cost or valuation |
||
|
At 1 January 2025 |
|
|
|
Disposals |
( |
( |
|
At 31 December 2025 |
- |
- |
|
Depreciation |
||
|
At 1 January 2025 |
|
|
|
Eliminated on disposal |
( |
( |
|
At 31 December 2025 |
- |
- |
|
Carrying amount |
||
|
At 31 December 2025 |
- |
- |
|
At 31 December 2024 |
|
|
|
Right of use assets |
|
Property |
Total |
|
|
Cost or valuation |
||
|
Additions |
1,692,732 |
1,692,732 |
|
At 31 December 2025 |
1,692,732 |
1,692,732 |
|
Depreciation |
||
|
At 1 January 2025 |
- |
- |
|
Charge for the year |
217,926 |
217,926 |
|
At 31 December 2025 |
217,926 |
217,926 |
|
Carrying amount |
||
|
At 31 December 2025 |
1,474,806 |
1,474,806 |
StackAdapt UK Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Investments |
|
2025 |
2024 |
|
|
Investments in subsidiaries |
|
|
|
Subsidiaries |
$ |
|
Cost or valuation |
|
|
At 1 January 2025 |
|
|
At 31 December 2025 |
|
|
Carrying amount |
|
|
At 31 December 2025 |
|
|
At 31 December 2024 |
|
Details of undertakings
Details of the investments (including principal place of business of unincorporated entities) in which the Company holds 20% or more of the nominal value of any class of share capital are as follows:
|
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
|
2025 |
2024 |
|||
|
Subsidiary undertakings |
||||
|
|
1-2 Victoria Buildings
Ireland |
|
|
|
|
Debtors |
|
Note |
2025 |
2024 |
|
|
Trade debtors |
|
|
|
|
Amounts owed by related parties |
- |
|
|
|
Other debtors |
|
|
|
|
Prepayments |
|
|
|
|
Accrued income |
- |
|
|
|
Credit card receivables |
|
|
|
|
Deferred tax assets |
|
- |
|
|
Corporation tax asset |
|
- |
|
|
|
|
|
Cash and cash equivalents |
|
2025 |
2024 |
|
|
Cash at bank |
|
|
StackAdapt UK Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Creditors |
|
Note |
2025 |
2024 |
|
|
Due within one year |
|||
|
Short term lease liability |
|
- |
|
|
Trade creditors |
|
|
|
|
Amounts due to related parties |
|
|
|
|
Social security and other taxes |
|
|
|
|
Other payables |
|
|
|
|
Accruals |
|
|
|
|
Corporation tax liability |
- |
696,512 |
|
|
|
|
||
|
Due after one year |
|||
|
Long term lease liability |
|
- |
|
Provisions for liabilities |
|
Deferred tax |
Total |
|
|
At 1 January 2025 |
|
|
|
Increase (decrease) in existing provisions |
( |
( |
|
At 31 December 2025 |
- |
- |
|
|
||
|
Pension and other schemes |
Defined contribution pension scheme
The Company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the Company to the scheme and amounted to $
|
Share capital |
Allotted, called up and fully paid shares
|
2025 |
2024 |
|||
|
No. |
$ |
No. |
$ |
|
|
Ordinary Shares of $1 each |
1 |
1 |
1 |
1 |
Rights, preferences and restrictions
|
Ordinary shares have the following rights, preferences and restrictions: |
StackAdapt UK Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
|
Reserves |
Called up share capital
Share capital comprises of the value of issued share capital at par.
Retained earnings
Retained earnings consists of profits made by the company.
Other reserves
Other reserves represents the equity settled share based payment reserve.
|
Lease |
Long term lease liability
|
2025 |
2024 |
|
|
Lease liabilities for right of use assets |
|
- |
Short term lease liability
|
2025 |
2024 |
|
|
Lease liabilities for right of use assets |
|
- |
|
Share-based payments |
Scheme details and movements
related to equity settled share based payment transactions.
The fair value expense relates to share options granted to employees of the company but are for issue of shares in StackAdapt Inc., the company's immediate and ultimate parent.
The movements in the number of share options during the year were as follows:
|
2025 |
2024 |
|
|
Outstanding, start of period |
|
|
|
Granted during the period |
|
|
|
Forfeited during the period |
( |
- |
|
Exercised during the period |
( |
- |
|
Outstanding, end of period |
|
|
|
|
||
StackAdapt UK Limited
Notes to the Financial Statements for the Year Ended 31 December 2025
The movements in the weighted average exercise price of share options during the year were as follows:
|
2025 |
2024 |
|
|
Outstanding, start of period |
|
|
|
Granted during the period |
|
|
|
Forfeited during the period |
|
- |
|
Expired during the period |
|
- |
|
Outstanding, end of period |
|
|
|
|
||
|
Related party transactions |
The company has taken advantage of the exemption in FRS102 (section 33) 'related party disclosure' not to disclose transactions with group companies.
Key management compensation
|
2025 |
2024 |
|
|
Salaries and other short term employee benefits |
|
|
|
Other long-term benefits |
|
|
|
|
|
|
Relationship between entity and parents |
The parent of the largest group in which these financial statements are consolidated is
StackAdapt Inc. is the Company's controlling party by virtue of its 100% shareholding interest in the parent company