Company registration number 05288859 (England and Wales)
ADLENS LTD
T/A OXFORD OPTICAL LABS
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
PAGES FOR FILING WITH REGISTRAR
ADLENS LTD
T/A OXFORD OPTICAL LABS
CONTENTS
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 9
ADLENS LTD
T/A OXFORD OPTICAL LABS
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 1 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
4
449,950
409,912
Current assets
Stocks
72,062
45,212
Debtors
6
464,999
251,027
Cash at bank and in hand
480,967
351,938
1,018,028
648,177
Creditors: amounts falling due within one year
7
(376,456)
(175,018,917)
Net current assets/(liabilities)
641,572
(174,370,740)
Total assets less current liabilities
1,091,522
(173,960,828)
Creditors: amounts falling due after more than one year
8
(53,333)
(53,333)
Net assets/(liabilities)
1,038,189
(174,014,161)
Capital and reserves
Called up share capital
10
192
192
Share premium account
11
4,999,808
4,999,808
Other reserves
48,544
48,544
Profit and loss reserves
(4,010,355)
(179,062,705)
Total equity
1,038,189
(174,014,161)

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

For the financial year ended 31 December 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

T he member has not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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

ADLENS LTD
T/A OXFORD OPTICAL LABS
BALANCE SHEET (CONTINUED)
AS AT
31 DECEMBER 2025
31 December 2025
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 30 April 2026 and are signed on its behalf by:
Mr. J. Kennedy
Director
Company registration number 05288859 (England and Wales)
ADLENS LTD
T/A OXFORD OPTICAL LABS
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
1
Accounting policies
Company information

Adlens Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Chilbrook House, 1 Oasis Park, Stanton Harcourt Road, Eynsham, Oxfordshire, OX29 4TP.

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. The principal accounting policies adopted are set out below.

1.2
Going concern

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 foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

The company is supported by its parent company Adlens Group Limited. The directors confirm that intercompany loan accounts of £181,503,238 have been written off in 2025 and will not be recalled.

The financial statements do not include any adjustments that would result should the going concern basis of preparation be no longer appropriate.

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 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.

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
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.

ADLENS LTD
T/A OXFORD OPTICAL LABS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 4 -

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:

Leasehold improvements
25% straight line
Plant and equipment
20% - 33% straight line

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.

1.6
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.

1.7
Impairment of fixed assets

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.

1.8
Stocks

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

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

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

1.9
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.

1.10
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.

ADLENS LTD
T/A OXFORD OPTICAL LABS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 5 -
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.

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.

1.11
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.

1.12
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.

ADLENS LTD
T/A OXFORD OPTICAL LABS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 6 -
1.13
Employee benefits

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.

1.14
Retirement benefits

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

1.15
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.

1.16
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.

1.17

Research and development tax credits

Amounts receivable in respect of research and development tax credits are recognised in the financial statements in the year in which the related expenditure was inured, provided there is sufficient evidence that the amounts are recoverable.

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.

Critical judgements in applying the Company's accounting policies

Going concern

The critical judgement made with regard to going concern is disclosed fully as per the accounting policy.

Critical judgement

Research and development tax credit

Determining the likely rebate from HMRC has been made in accordance with the accounting policy relating to research and development tax credits. The key judgement concerns the eligibility of staff and their costs which have been reviewed both internally by a competent professional and externally by an independence source.

ADLENS LTD
T/A OXFORD OPTICAL LABS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 7 -
3
Employees

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

2025
2024
Number
Number
Total
12
10
4
Tangible fixed assets
Land and buildings
Plant and machinery etc
Total
£
£
£
Cost
At 1 January 2024 as restated
105,979
2,116,645
2,222,624
Additions
64,586
30,401
94,987
At 31 December 2025
170,565
2,147,046
2,317,611
Depreciation and impairment
At 1 January 2024 as restated
62,964
1,749,748
1,812,712
Depreciation charged in the year
26,716
28,233
54,949
At 31 December 2025
89,680
1,777,981
1,867,661
Carrying amount
At 31 December 2025
80,885
369,065
449,950
At 31 December 2024
43,015
366,897
409,912

During the prior year £333,343 of depreciation was reversed as a result of a residual values review. No such adjustment has been made in the current year.

5
Investments

As at 31 December 2025, the company held ordinary share capital of the following companies:

- Adlens Beacon Inc., 24.3% of shares owned, which is registered in the state of Delaware in the United States of America

The opening balance and closing balance of investments in the current year is £Nil (2024: £Nil).

ADLENS LTD
T/A OXFORD OPTICAL LABS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
6
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
142,030
50,674
Corporation tax recoverable
183,115
112,684
Other debtors
139,854
87,669
464,999
251,027
7
Creditors: amounts falling due within one year
2025
2024
£
£
Trade creditors
274,079
106,067
Amounts owed to group undertakings
-
0
174,842,696
Taxation and social security
52,423
30,802
Other creditors
49,954
39,352
376,456
175,018,917

The group's finance was restructured during the financial year, and as a result it was agreed by the members to formally release the intercompany loan of £181,503,238 owed by the Company to its parent company Adlens Group Limited. The Borrower (Adlens Limited) has no further liablity in relation to this loan.

8
Creditors: amounts falling due after more than one year
2025
2024
£
£
Other creditors
53,333
53,333
9
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
42,727
35,486

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.

Included in the balance sheet are unpaid pension contributions of £2,786 (2024: £581).

10
Called up share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
19,200 of 1p each
19,200
19,200
192
192
ADLENS LTD
T/A OXFORD OPTICAL LABS
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
10
Called up share capital
(Continued)
- 9 -

The company has one class of ordinary share which carry no right to fixed income.

11
Share premium account

The share premium reserve includes the premium arising on the issue of equity shares, net of issue expenses.

As at the balance sheet date share premium is £4,999,808 (2024: £4,999,808).

12
Capital contibution reserve
2025
2024
£
£
At the beginning and end of the year
48,544
48,544

The capital contribution reserve constitutes contributions received by other group undertakings.

13
Operating lease commitments
As lessee

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
91,126
69,138
14
Related party transactions

The company is a wholly-owned subsidiary of Adlens Group Limited and is therefore exempt from the disclosure of transactions with the parent company and any wholly owned subsidiary of the group.

15
Parent company

The 100% parent company is Adlens Group Limited, a company incorporated in England and Wales. The consolidated financial statements are available from Chilbrook House, 1 Oasis Park. Stanton Harcourt Road, Eynsham, OX29 4TP.

The ultimate controlling party is OnPrime Developments Limited, a company registered in the British Virgin Islands, by virtue of its majority shareholding in Adlens Group Limited.

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