REGISTERED NUMBER: 14506684 (England and Wales)

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

DSCOUT UK LTD

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

D Hardt

G Idehen

REGISTERED OFFICE:

Herschel House

58 Herschel Street

Slough

SL1 1PG

REGISTERED NUMBER:

14506684 (England and Wales)

AUDITORS:

Oury Clark Chartered Accountants

Statutory Auditors

Herschel House

58 Herschel Street

Slough

Berkshire

SL1 1PG

CURRENT ASSETS

Debtors

4

455,270

195,454

Cash at bank

202,408

270,129

657,678

465,583

CREDITORS

Amounts falling due within one year

5

4,571,311

3,084,801

NET CURRENT LIABILITIES

(3,913,633

)

(2,619,218

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(3,913,633

)

(2,619,218

)

CAPITAL AND RESERVES

Called up share capital

6

1,000

1,000

Capital contribution

7

169,051

143,179

Retained earnings

7

(4,083,684

)

(2,763,397

)

SHAREHOLDERS' FUNDS

(3,913,633

)

(2,619,218

)

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 30 April 2026 and were signed on its behalf by:

D Hardt - Director

1.	STATUTORY INFORMATION

Dscout UK Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company will have adequate support from its parent company for a period of at least 12 months and one day from the date the audit report on these financial statements is signed. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Turnover is recognised on a straight line over the life of the contract. Amounts invoiced in advance of services are deferred.

Financial instruments

Basic Financial Instruments, as covered by Section 11 of FRS 102, are measured at amortised cost. The company does not have any Other Financial Instruments, as covered by Section 12 of FRS 102.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Share based payments

Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the rendering of services.

The cost of equity-settled transactions is measured at fair value on grant date. Fair value is independently determined using the Black-Scholes option pricing model that takes into account the exercise price, the term of the options, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine whether the Company receives the services that entitle the employees to receive payment. No account is taken of any other vesting conditions.

The cost of equity-settled transactions is recognised as an expense with a corresponding increase in equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods.

The share-based payment expense is recognised on the basis of a reasonable allocation of the group expense.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 6 (2024 - 4 ) .

4.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

£

Trade debtors

386,471

119,298

Other debtors

68,799

76,156

455,270

195,454

5.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

£

Trade creditors

5,638

10,509

Amounts owed to group undertakings

3,227,318

2,236,489

Taxation and social security

138,285

112,291

Other creditors & accruals

1,200,070

725,512

4,571,311

3,084,801

6.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.25

31.12.24

value:

£

£

1,000

Ordinary

£1

1,000

1,000

7.

RESERVES

Retained

Capital

earnings

contribution

Totals

£

£

£

At 1 January 2025

(2,763,397

)

143,179

(2,620,218

)

Deficit for the year

(1,320,287

)

(1,320,287

)

Capital contribution

-

25,872

25,872

At 31 December 2025

(4,083,684

)

169,051

(3,914,633

)

8.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Hayden Sym (Senior Statutory Auditor)

for and on behalf of Oury Clark Chartered Accountants

We would like to draw your attention to the following statement contained within our audit report as included within the full financial statements:-

"Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed."

9.	ULTIMATE PARENT & CONTROLLING PARTY

The immediate and ultimate parent company is Dscout, Inc., a company incorporated in the United States of America.

The smallest and largest group to consolidate the results and financial position of the company is Dscout, Inc.. Copies of the Dscout, Inc. financial statements can be obtained from the registered office at 222 North LaSalle Street, Suite 650, Chicago, IL 60601, USA.

There is no ultimate controlling party.

10.	SHARE-BASED PAYMENT TRANSACTIONS

At the period end the company has equity settled share options with its employees. The equity offered is that of the parent company, Dscout, Inc..

Options under the plan are generally exercisable when vested and subject to such terms, conditions, performance criteria, and restrictions as determined by the Board of Directors and set forth in the related option agreements.

The options vest over a period ranging from upon grant to four years. The options are equity settled and the fair value of the share option is determined using the Black-Scholes option pricing model that takes into account various factors as discussed in note 2.

The following table summarises the equity settled share options with employees in the period:

Item

Number

Weighted average exercise price ($

)

Outstanding at the beginning of the year

212,000

3.28

Granted during the year

47,000

3.99

Transferred during the year

2,000

1.97

Forfeited during the year

(91,250

)

3.28

Exercised during the year

(10,000

)

3.28

Expired during the year

(78,750

)

3.28

Outstanding at the end of the year

81,000

3.66

Exercisable at the end of the year

19,250

3.28

The share-based payment expense is recognised on the basis of a reasonable allocation of the group expense. During the year, a share options expense of £25,872 (2024: £68,124) was recognised. The total cumulative charge recognised to date is £169,051 (2024: £143,179).