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REGISTERED NUMBER: 09667784 (England and Wales)

| Strategic Report, Report of the Directors and |

| Financial Statements |

| for the Year Ended 31 December 2025 |

| for |

| Oviva UK Limited |

| Oviva UK Limited (Registered number: 09667784) |

Contents of the Financial Statements

for the Year Ended 31 December 2025

Page |

| Company Information | 1 |

| Strategic Report | 2 |

| Report of the Directors | 3 |

| Report of the Independent Auditors | 5 |

| Statement of Income and Retained Earnings | 9 |

| Balance Sheet | 10 |

| Cash Flow Statement | 11 |

| Notes to the Cash Flow Statement | 12 |

| Notes to the Financial Statements | 13 |

| Oviva UK Limited |

Company Information

for the Year Ended 31 December 2025

| DIRECTORS: | K W Eberhardt

| L A Jones

| M N Fidock

| SECRETARIES: | R Edwards

| M Leister

| REGISTERED OFFICE: | Runway East

| 20 St Thomas Street

| London

| SE1 9RS

| REGISTERED NUMBER: | 09667784 (England and Wales)

| SENIOR STATUTORY AUDITOR: | Simon Hook FCCA

| AUDITORS: | Clive Owen LLP

| Chartered Accountants and Statutory Auditors

| Kepier House

| Belmont Business Park

| Durham

| DH1 1TW

| Oviva UK Limited (Registered number: 09667784) |

Strategic Report

for the Year Ended 31 December 2025

The directors present their strategic report for the year ended 31 December 2025.

REVIEW OF BUSINESS

During the year the company continued to expand the delivery of its digital healthcare services within the UK healthcare system. The company works closely with NHS partners to deliver evidence based behaviour change programmes designed to improve long term patient outcomes.

The company forms part of the wider Oviva Group and benefits from the operational, technological and strategic support of the group. The directors consider the financial position of the company at the year end to be satisfactory.

The company contributes to the ongoing development and enhancement of digital healthcare services and supporting technology. These activities are undertaken in collaboration with the wider Oviva Group, with UK-based employees supporting the development, testing and implementation of digital programmes and service improvements. The focus of these activities is to enhance patient outcomes, improve service delivery and support scalable digital healthcare solutions.

PRINCIPAL RISKS AND UNCERTAINTIES

The company operates within the UK healthcare system and is therefore exposed to risks associated with changes in healthcare commissioning arrangements and public sector funding priorities. Changes in funding structures or commissioning priorities could affect the availability and structure of future contracts. The company also relies on the successful delivery of contracts with NHS Integrated Care Boards and other healthcare partners. Performance against contractual requirements and the ability to deliver services at scale are therefore important operational considerations.

In addition, the company operates in a regulated healthcare environment and must ensure continued compliance with applicable clinical, regulatory and data protection requirements. The directors monitor these risks closely and work with the wider Oviva Group to manage and mitigate potential impacts.

FUTURE OUTLOOK

The directors expect the company to continue developing its digital healthcare offering and strengthening its relationships with NHS partners. Demand for scalable digital healthcare solutions continues to grow and the company remains well positioned to support healthcare systems in improving patient access to specialist care.

KEY PERFORMANCE INDICATORS

The directors monitor the performance of the company using a range of financial and operational indicators.

The principal financial indicators considered during the year include revenue growth and operating results. These measures allow the directors to assess the company's financial performance and its ability to deliver services efficiently. Please see below for the relevant figures.

| 2025 |  |  | 2024 |

| £ |  |  | £ |

Revenue |  |  | 39,959,001 |  |  | 11,320,390 |

Gross profit (%) |  |  | 79.3 |  |  | 75.4 |

Operating profit / (loss) |  |  | 10,733,447 |  |  | (2,044,394) |

EBITDA |  |  | 10,821,105 |  |  | (1,969,544) |

Operational performance is also monitored through programme delivery metrics and service performance against contractual commitments with NHS Integrated Care Boards.

ON BEHALF OF THE BOARD:

M N Fidock - Director

30 April 2026

| Oviva UK Limited (Registered number: 09667784) |

Report of the Directors

for the Year Ended 31 December 2025

The directors present their report with the financial statements of the company for the year ended 31 December 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the provision of digital healthcare services supporting patients with weight management, diabetes prevention and related metabolic health conditions. Services are delivered through digital platforms and multidisciplinary healthcare teams working in partnership with NHS Integrated Care Boards and other healthcare partners across the United Kingdom.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2025.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

K W Eberhardt

L A Jones

M N Fidock

ENGAGEMENT WITH EMPLOYEES

The company places importance on maintaining effective communication with employees. Employees are regularly provided with information about company developments and performance through internal communications and team meetings.

The company consults employees and their representatives where appropriate to ensure that employee views are taken into account in decisions affecting their interests.

The directors also encourage employee engagement with the company's performance through participation in group incentive and share based schemes where applicable.

During the year the directors maintained regular dialogue with employees and management teams to ensure that employee interests were considered in the company's decision making processes.

Disabled Employees

The company is committed to providing equal opportunities for all employees. Applications for employment by disabled persons are given full and fair consideration, having regard to the aptitudes and abilities of the applicant concerned.

In the event of employees becoming disabled during their employment, the company seeks to retain them in their existing roles wherever possible and provides appropriate support and adjustments where necessary. Opportunities for training, career development and promotion are available to disabled employees on the same basis as for other employees.

DISCLOSURE IN THE STRATEGIC REPORT

Future developments and financial risk management objectives and policies, which would otherwise be disclosed in the directors' report, are instead disclosed in the strategic report, as permitted by section 414C(11) of the Companies Act 2006.

| Oviva UK Limited (Registered number: 09667784) |

Report of the Directors

for the Year Ended 31 December 2025

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors 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:

- | select suitable accounting policies and then apply them consistently;

- | make judgements and accounting estimates that are reasonable and prudent;

- | 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Clive Owen LLP, are deemed to be reappointed under section 487(2) of the Companies Act 2006.

ON BEHALF OF THE BOARD:

M N Fidock - Director

30 April 2026

Report of the Independent Auditors to the Members of

Oviva UK Limited

Opinion

We have audited the financial statements of Oviva UK Limited (the 'company') for the year ended 31 December 2025 which comprise the Statement of Income and Retained Earnings, Balance Sheet, Cash Flow Statement and Notes to the Cash Flow Statement, 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 Auditors' 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.

Material uncertainty in relation to going concern

We draw attention to note 2 in the financial statements, which indicates that although a net profit has been achieved in the year ended 31 December 2025, the company's liabilities exceeded its total assets by £5,475,001. As stated in note 2, these events or conditions indicate that a material uncertainty exists that may cast significant doubt on the company's ability as a going concern. Our opinion is not modified in respect of this matter.

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.

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 in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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 this gives rise to a material misstatement in the financial statements themselves. 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

- | the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- | the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of

Oviva UK Limited

Matters on which we are required to report by exception

In the light of the 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 or the Report of the Directors.

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 four, 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 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.

Report of the Independent Auditors to the Members of

Oviva UK Limited

Auditors' 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 a Report of the Auditors 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:

- We have planned and performed the audit in accordance with auditing standards, however there always remains unavoidable risk that material misstatement may remain due to the inherent limitations of testing.

- The risk of not detecting instances of fraud is higher that that of not detecting errors, due to the fact fraud could involve concealment, collusion, misrepresentation or override of internal controls.

- The work undertaken during the audit reduces the risk of irregularities, including fraud, to an acceptable level. We are not responsible for preventing non-compliance and cannot be expected to detect all instances of non-compliance.

We undertake the following procedures to identify and respond to these risks of non-compliance:

- Understanding the key legal and regulatory frameworks that are applicable to the Company. We communicated identified laws and regulations throughout the audit team and remained alert to any indications of non-compliance throughout the audit. We determined the most significant of these to be financial reporting legislation, taxation legislation, GDPR, safeguard regulations and professional healthcare regulations.

- Enquiry of directors and management as to policies and procedures to ensure compliance and any known instances of non-compliance.

- Review of board minutes and correspondence with regulators.

- Enquiry of directors and management as to areas of the financial statements susceptible to fraud and how these risks are managed.

- Challenging management on key estimates, assumptions and judgements made in the preparation of the financial statements. These key areas of uncertainty are disclosed in the accounting policies.

- Identifying and testing unusual journal entries, with a particular focus on manual journal entries.

Through these procedures, we did not become aware of actual or suspected non-compliance.

We planned and performed our audit in accordance with auditing standards but owing to the inherent limitations of procedures required in these areas, there is an unavoidable risk that we may not have detected a material misstatement in the accounts. The further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve concealment, collusion, forgery, misrepresentations, or override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Report of the Independent Auditors to the Members of

Oviva UK Limited

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.

Simon Hook FCCA (Senior Statutory Auditor)

for and on behalf of Clive Owen LLP

Chartered Accountants and Statutory Auditors

Kepier House

Belmont Business Park

Durham

DH1 1TW

30 April 2026

| Oviva UK Limited (Registered number: 09667784) |

Statement of Income and

Retained Earnings

for the Year Ended 31 December 2025

| 2025 |  | 2024

| Notes | £ | £ |

TURNOVER | 3 | 39,959,001 |  | 11,320,390 |  |

Cost of sales | (8,282,514 | ) | (2,785,886 | ) |

GROSS PROFIT | 31,676,487 |  | 8,534,504 |  |

Administrative expenses | (21,071,097 | ) | (10,705,363 | ) |

10,605,390 |  | (2,170,859 | ) |

Other operating income | 128,057 |  | 126,465 |  |

OPERATING PROFIT/(LOSS) | 5 | 10,733,447 |  | (2,044,394 | ) |

Interest payable and similar expenses | 6 | (932,262 | ) | (750,128 | ) |

PROFIT/(LOSS) BEFORE TAXATION | 9,801,185 |  | (2,794,522 | ) |

Tax on profit/(loss) | 7 | (451,233 | ) | 300,104 |  |

PROFIT/(LOSS) FOR THE FINANCIAL YEAR | 9,349,952 |  | (2,494,418 | ) |

Retained earnings at beginning of year | (14,865,517 | ) | (12,371,099 | ) |

RETAINED EARNINGS AT END OF YEAR | (5,515,565 | ) | (14,865,517 | ) |

| Oviva UK Limited (Registered number: 09667784) |

Balance Sheet

31 December 2025

| 2025 |  | 2024

| Notes | £ | £ |

FIXED ASSETS

Tangible assets | 8 | 299,520 |  | 81,172 |  |

CURRENT ASSETS

Stocks | 9 | - |  | 36,117 |  |

Debtors | 10 | 14,631,636 |  | 3,422,911 |  |

Cash at bank | 6,791,432 |  | 895,957 |  |

21,423,068 |  | 4,354,985 |  |

CREDITORS

Amounts falling due within one year | 11 | (11,435,883 | ) | (19,231,725 | ) |

NET CURRENT ASSETS/(LIABILITIES) | 9,987,185 |  | (14,876,740 | ) |

TOTAL ASSETS LESS CURRENT LIABILITIES | 10,286,705 |  | (14,795,568 | ) |

CREDITORS

Amounts falling due after more than one year | 12 | (15,732,321 | ) | - |  |

NET LIABILITIES | (5,445,616 | ) | (14,795,568 | ) |

CAPITAL AND RESERVES

Called up share capital | 14 | 10 |  | 10 |  |

Capital redemption reserve | 15 | 69,939 |  | 69,939 |  |

Retained earnings | 15 | (5,515,565 | ) | (14,865,517 | ) |

SHAREHOLDERS' FUNDS | (5,445,616 | ) | (14,795,568 | ) |

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:

M N Fidock - Director

| Oviva UK Limited (Registered number: 09667784) |

Cash Flow Statement

for the Year Ended 31 December 2025

| 2025 |  | 2024

| Notes | £ | £ |

Cash flows from operating activities

Cash generated from operations | 1 | 7,065,130 |  | 681,012 |  |

Interest paid | (932,262 | ) | (750,128 | ) |

Tax paid | 70,262 |  | 300,104 |  |

Net cash from operating activities | 6,203,130 |  | 230,988 |  |

Cash flows from investing activities

Purchase of tangible fixed assets | (310,853 | ) | (50,984 | ) |

Sale of tangible fixed assets | 3,198 |  | - |  |

Net cash from investing activities | (307,655 | ) | (50,984 | ) |

Increase in cash and cash equivalents | 5,895,475 |  | 180,004 |  |

Cash and cash equivalents at beginning of year | 2 | 895,957 |  | 715,953 |  |

Cash and cash equivalents at end of year | 2 | 6,791,432 |  | 895,957 |  |

| Oviva UK Limited (Registered number: 09667784) |

Notes to the Cash Flow Statement

for the Year Ended 31 December 2025

1. | RECONCILIATION OF PROFIT/(LOSS) BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

| 2025 |  | 2024

£ | £ |

| Profit/(loss) before taxation | 9,801,185 |  | (2,794,522 | ) |

| Depreciation charges | 87,658 |  | 74,850 |  |

| Loss on disposal of fixed assets | 1,649 |  | - |  |

| Finance costs | 932,262 |  | 750,128 |  |

10,822,754 |  | (1,969,544 | ) |

| Decrease in stocks | 36,117 |  | 46,251 |  |

| (Increase)/decrease in trade and other debtors | (11,208,725 | ) | 353,154 |  |

| Increase in trade and other creditors | 7,414,984 |  | 2,251,151 |  |

| Cash generated from operations | 7,065,130 |  | 681,012 |  |

2. | CASH AND CASH EQUIVALENTS

| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

| Year ended 31 December 2025

| 31.12.25 |  | 1.1.25

£ | £ |

| Cash and cash equivalents | 6,791,432 |  | 895,957 |  |

| Year ended 31 December 2024

| 31.12.24 |  | 1.1.24

£ | £ |

| Cash and cash equivalents | 895,957 |  | 715,953 |  |

3. | ANALYSIS OF CHANGES IN NET FUNDS

| At 1.1.25 | Cash flow | At 31.12.25

£ | £ | £ |

| Net cash |

| Cash at bank | 895,957 |  | 5,895,475 |  | 6,791,432 |  |

895,957 |  | 5,895,475 |  | 6,791,432 |  |

| Total | 895,957 |  | 5,895,475 |  | 6,791,432 |  |

| Oviva UK Limited (Registered number: 09667784) |

Notes to the Financial Statements

for the Year Ended 31 December 2025

1. | STATUTORY INFORMATION

| Oviva UK Limited 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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

| There were no material departures from that standard.

| The principal accounting policies adopted in the preparation of the financial statements are set out below and have remained unchanged from the previous year, and also have been consistently applied within the same accounts.

| Going concern

| The directors assess whether the use of going concern is appropriate i.e. whether there are any material uncertainties related to events or conditions that may cast significant doubt on the ability of the company to continue as a going concern. The directors make this assessment in respect of a period of at least one year from the date the financial statements are approved.

| Although a net profit has been achieved in the year to 31 December 2025, the company's liabilities exceed its assets by £5,475,001. Therefore the Company does still require the support of its parent company Oviva AG. The Parent Company has signed a letter of support to state that they will not demand the intercompany loan to be repaid within 12 months of the signing date of these accounts.

| The directors believe that due to the support of the parent company, it is appropriate to continue to adopt the going concern basis of accounting in preparing the financial statements.

| The financial statements are prepared on the going concern basis which assumes that the company will continue to trade. If the company is unable to continue to trade, adjustments would be required to reduce the value of assets to their recoverable amounts, to provide for any further liabilities that might arise and to analyse long term liabilities as current liabilities.

| Significant judgements and estimates

| In the application of the group'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 the 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 when 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.

| Key sources of estimation uncertainty

| Estimates included within these financial statements include depreciation and asset impairments such as provisions against debtors and stock. None of these estimates are considered to be carry significant estimation uncertainty, or to bear significant risk of causing a material misstatement to the carrying amounts of assets and liabilities within the next financial year.

| Oviva UK Limited (Registered number: 09667784) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2025

2. | ACCOUNTING POLICIES - continued

| Turnover

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

| Income recognition

| Turnover comprises the Company's revenue in respect of providing alternative human health services.

| Revenue is recognised to the extent that it is probable that the economic benefit will flow to the Company and the revenue can be reliably measured. For sales contracts, this is when certain performance milestones have been met.

| Government Grants

| Revenue based grants have been credited to the profit and loss account in the period to which they relate.

| Tangible fixed assets

| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

| Fixtures and fittings | - | 25% on cost

| Computer equipment | - | 33% on cost

| Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment.

| Stocks

| Stocks are valued at the lower of cost and selling price less estimated costs to sell, after making allowance for obsolete and slow moving items.

| Financial instruments

| The company only enters into basic financial assets and liabilities, including trade and other debtors and creditors, debtors and creditors due from fellow group companies and cash and bank balances. These are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction or debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Such assets and liabilities are subsequently carried at amortised cost using the effective interest method.

| 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.

| Oviva UK Limited (Registered number: 09667784) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2025

2. | ACCOUNTING POLICIES - continued

| Research and development

| In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future benefits and that its cost can reliably measured.

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

| 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.

| Defined contribution pension plan

| The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

| The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

| Operating leases

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

| Cash and cash equivalents

| Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less and bank overdrafts. Bank overdrafts, when applicable, are shown within borrowings in current liabilities.

3. | TURNOVER

| The turnover and profit (2024 - loss) before taxation are attributable to the one principal activity of the company.

| An analysis of turnover by geographical market is given below:

| 2025 |  | 2024

£ | £ |

| United Kingdom | 39,959,001 |  | 11,320,390 |  |

39,959,001 |  | 11,320,390 |  |

4. | EMPLOYEES AND DIRECTORS

| 2025 |  | 2024

£ | £ |

| Wages and salaries | 16,949,270 |  | 9,156,629 |  |

| Social security costs | 1,917,086 |  | 902,573 |  |

| Other pension costs | 418,064 |  | 180,646 |  |

19,284,420 |  | 10,239,848 |  |

| Oviva UK Limited (Registered number: 09667784) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2025

4. | EMPLOYEES AND DIRECTORS - continued

| The average number of employees during the year was as follows:

| 2025 |  | 2024

| Healthcare Professionals | 242 |  | 77 |  |

| Healthcare & Operations Leadership | 11 |  | 17 |  |

| Management | 5 |  | 5 |  |

| Operations | 33 |  | 74 |  |

| Research & Development | 32 |  | - |  |

| Sales & Marketing | 101 |  | 13 |  |

| Support Functions | 28 |  | 40 |  |

452 |  | 226 |  |

| 2025 |  | 2024

£ | £ |

| Directors' remuneration | 571,106 |  | 531,179 |  |

| Directors' pension contributions to money purchase schemes | 4,402 |  | 4,402 |  |

| The number of directors to whom retirement benefits were accruing was as follows:

| Money purchase schemes | 2 |  | 2 |  |

| Information regarding the highest paid director is as follows:

| 2025 |  | 2024

£ | £ |

| Emoluments etc | 314,580 |  | 281,829 |  |

| Pension contributions to money purchase schemes | 2,201 |  | 2,201 |  |

5. | OPERATING PROFIT/(LOSS)

| The operating profit (2024 - operating loss) is stated after charging:

| 2025 |  | 2024

£ | £ |

| Depreciation - owned assets | 87,658 |  | 74,850 |  |

| Loss on disposal of fixed assets | 1,649 |  | - |  |

| Auditors' remuneration | 20,000 |  | 11,000 |  |

| Foreign exchange differences | 18,519 |  | 6,273 |  |

| Operating lease payments | 151,016 |  | - |  |

6. | INTEREST PAYABLE AND SIMILAR EXPENSES |

| 2025 |  | 2024

£ | £ |

| Group interest payable | 932,262 |  | 750,128 |  |

| Oviva UK Limited (Registered number: 09667784) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2025

7. | TAXATION

| Analysis of the tax charge/(credit)

| The tax charge/(credit) on the profit for the year was as follows:

| 2025 |  | 2024

£ | £ |

| Current tax:

| UK corporation tax | 521,495 |  | - |  |

| Prior year underprovision of R&D tax credit | (70,262 | ) | (300,104 | ) |

| Tax on profit/(loss) | 451,233 |  | (300,104 | ) |

| Reconciliation of total tax charge/(credit) included in profit and loss

| The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

| 2025 |  | 2024

£ | £ |

| Profit/(loss) before tax | 9,801,185 |  | (2,794,522 | ) |

| Profit/(loss) multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 0%) | 2,450,296 |  | - |  |

| Effects of:

| Expenses not deductible for tax purposes | (59,083 | ) | - |  |

| Utilisation of tax losses | (1,816,912 | ) | - |  |

| Research and development tax credit | (123,068 | ) | (300,104 | ) |

| Total tax charge/(credit) | 451,233 |  | (300,104 | ) |

8. | TANGIBLE FIXED ASSETS

| Fixtures |

| and |  | Computer |

| fittings |  | equipment |  | Totals

£ | £ | £ |

| COST

| At 1 January 2025 | 1,265 |  | 363,312 |  | 364,577 |  |

| Additions | - |  | 310,853 |  | 310,853 |  |

| Disposals | (1,265 | ) | (280,605 | ) | (281,870 | ) |

| At 31 December 2025 | - |  | 393,560 |  | 393,560 |  |

| DEPRECIATION

| At 1 January 2025 | 1,013 |  | 282,392 |  | 283,405 |  |

| Charge for year | 252 |  | 87,406 |  | 87,658 |  |

| Eliminated on disposal | (1,265 | ) | (275,758 | ) | (277,023 | ) |

| At 31 December 2025 | - |  | 94,040 |  | 94,040 |  |

| NET BOOK VALUE

| At 31 December 2025 | - |  | 299,520 |  | 299,520 |  |

| At 31 December 2024 | 252 |  | 80,920 |  | 81,172 |  |

| Oviva UK Limited (Registered number: 09667784) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2025

9. | STOCKS

2025 | 2024 |

£ | £ |

| Stocks | - |  | 36,117 |  |

10. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

2025 | 2024 |

£ | £ |

| Trade debtors | 13,042,482 |  | 1,890,462 |  |

| Amounts owed by group undertakings | 393,054 |  | 393,054 |  |

| Other debtors | 269,633 |  | 28,413 |  |

| Prepayments and accrued income | 926,467 |  | 1,110,982 |  |

14,631,636 |  | 3,422,911 |  |

11. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

2025 | 2024 |

£ | £ |

| Trade creditors | 4,028,904 |  | 600,622 |  |

| Amounts owed to group undertakings | 100,726 |  | 16,859,351 |  |

| Corporation tax | 521,495 |  | - |  |

| Taxation and social security | 619,944 |  | 257,070 |  |

| Other creditors | 4,413,371 |  | 33,849 |  |

| Accruals and deferred income | 1,751,443 |  | 1,480,833 |  |

11,435,883 |  | 19,231,725 |  |

| Amounts owed to group undertakings are unsecured and have no fixed date of repayment.

| Interest is charged at 5%.

12. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

2025 | 2024 |

£ | £ |

| Amounts owed to group undertakings | 15,732,321 |  | - |  |

13. | LEASING AGREEMENTS

| Minimum lease payments under non-cancellable operating leases fall due as follows:

2025 | 2024 |

£ | £ |

| Within one year | 143,410 |  | 99,000 |  |

14. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 2025 | 2024 |

| value: | £ | £ |

| 10 | Ordinary | £1 | 10 |  | 10 |  |

| Called up share capital represents the nominal value of shares that have been issued.

| The Ordinary shares have the right to receive dividends and have the right to vote.

| Oviva UK Limited (Registered number: 09667784) |

Notes to the Financial Statements - continued

for the Year Ended 31 December 2025

15. | RESERVES

| Capital |

| Retained |  | redemption |

| earnings |  | reserve |  | Totals

£ | £ | £ |

| At 1 January 2025 | (14,865,517 | ) | 69,939 |  | (14,795,578 | ) |

| Profit for the year | 9,349,952 |  | 9,349,952 |  |

| At 31 December 2025 | (5,515,565 | ) | 69,939 |  | (5,445,626 | ) |

| Retained earnings includes all current and prior period retained profits and losses less any distributions made. Capital redemption reserve includes amounts held when there has been a purchase of own shares.

16. | PENSION COMMITMENTS

| The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £418,064 (2024: £180,646). Contributions totalling £74,021 (2024: £31,216) were payable to the fund at the balance sheet date and are included in creditors.

17. | FINANCIAL COMMITMENTS, GUARANTEES AND CONTINGENT LIABILITIES

| There is a guarantee for Oviva AG in respect of its loan with Kreos Capital VII (UK) Limited dated 10 May 2024.

18. | RELATED PARTY DISCLOSURES

| 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, or those conducted under normal market conditions.

| During the year, a total of key management personnel compensation of £ 656,971 (2024 - £ 604,712 ) was paid.

| This includes the directors remuneration as disclosed in note 4.

19. | ULTIMATE PARENT COMPANY

| The ultimate parent company is Oviva AG.

| The registered address of the ultimate parent company is: Zürcherstrasse 64, 8852 Altendorf, Switzerland.