FOR THE YEAR ENDED 31 DECEMBER 2025
DYNISMA LTD.
COMPANY INFORMATION
DYNISMA LTD.
CONTENTS
DYNISMA LTD.
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their strategic report for the year ended 31 December 2025.
The Company's principal activity is the design, manufacture and installation of high-performance driving simulators for the motorsport and automotive sectors.
Founded in 2017, Dynisma has progressed through a series of distinct phases - from initial development and technology proving, through early contract awards and delivery to a number of high-profile automotive and motorsport customers, to the expansion phase the business now occupies. This trajectory reflects the strength of the Company's reputation and the depth of its proven track record in a demanding and competitive market, and is evidenced by both the historic trading performance and the quality of the forward pipeline.
Throughout this period, the Company has maintained a consistent commitment to research and development, encompassing both the continued technological advancement of its existing product range and the introduction of new products designed to broaden its market reach.
The Company offers a broad and growing portfolio, comprising the DMG1, DMGX and DMG360XY alongside the DMGS, launched to customers in 2025. The revenue profile reflects the increasing diversity of this range, as newer products begin to gain commercial traction and contribute alongside the Company's established simulator offering.
FINANCIAL SUMMARY
The year ended 31 December 2025 represents another strong period of financial performance for Dynisma, with revenues increasing by 68% to £33.2m (2024: £19.7m). This growth reflects both the continued maturation of the Company's established product lines and the more diversified product mix through the launch of the high-volume, lower priced products. The Company sold products to a wider variety of countries in 2025, with international sales growing from £7.7m to £23.6m and now representing 71% of total turnover (2024: 39%), reflecting the Company's increasing penetration of global automotive and motorsport markets.
Other operating income of £0.5m (2024: £0.02m) represents a credit arising from the Company's claim under the merged R&D tax relief scheme, introduced for accounting periods beginning on or after 1 April 2024. Under the merged scheme, qualifying R&D expenditure generates an above-the-line credit recognised in operating profit, replacing the previous SME regime under which relief was delivered via a reduction in the tax charge.
Gross profit increased to £16.3m (2024: £9.8m). Gross margin remained broadly stable at 49.0% (2024: 49.5%).
Administrative expenses increased to £11.6m (2024: £6.4m), reflecting deliberate investment in the business across all functions.
Bank charges increased to £0.1m (2024: £0.04m), reflecting arrangement fees and ongoing facility costs associated with the financial instruments maintained by the Company in support of its customer contract obligations. As the business has scaled and the volume and value of contracted projects has grown, the Company has put in place a range of surety instruments including advance payment guarantees and letters of credit, issued through its banking facilities and supported by the UK Export Finance General Export Facility. The costs associated with establishing and maintaining these instruments are recognised as incurred and have increased in line with the growth of the contracted order book. These costs are operational in nature and are expected to continue at a broadly similar or higher level as the pipeline of contracted activity develops further.
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DYNISMA LTD.
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Operating profit grew to £5.2m (2024: £3.3m), representing an operating margin of 15.5% (2024: 16.9%). The modest reduction in reported margin is attributable to the exceptional items, and the step-up in fixed overhead costs ahead of the revenue scale-up anticipated in the near term and is consistent with the Company's investment-led growth strategy. The directors consider the exceptional items to be material and non-recurring in nature, outside the normal trading activity of the business, and have therefore presented them separately within the detailed overhead analysis to provide a clearer view of the underlying trading performance. Excluding exceptional items, the underlying administrative expense base was £10.6m, and underlying operating profit was £6.2m, representing an underlying operating margin of 18.6%.
Amortisation of intangible assets was £1.2m (2024: £0.9m) and depreciation of tangible fixed assets was £0.8m (2024: £0.3m), both reflecting the ongoing investment in development expenditure and production infrastructure.
Net finance costs increased to £0.4m (2024: £0.04m), reflecting the interest charge on the £3.0m shareholder loan drawn in Q2 2025 at 15% per annum, partially offset by interest receivable of £0.05m on cash balances. Profit before tax was £4.7m (2024: £3.3m).
The tax charge for the year was £1.4m (2024: £0.5m), comprising entirely deferred tax. No current tax liability arose in the year, reflecting the utilisation of brought-forward tax losses. The deferred tax position moved from an asset of £0.6m to a liability of £0.8m, principally driven by the reversal of losses previously recognised as a deferred tax asset as these have now been utilised against taxable profits, augmented by accelerated capital allowances on the growing fixed asset base. Profit after tax was £3.3m (2024: £2.8m).
The balance sheet strengthened materially during the year, with net assets increasing to £10.0m (2024: £6.7m). Intangible fixed assets grew to £6.8m (2024: £5.9m), reflecting net additions to capitalised development expenditure, as the Company continued to invest in its technology roadmap. Tangible fixed assets increased to £2.9m (2024: £1.9m, predominantly in plant and machinery to expand production capacity, with assets previously held under construction brought into use during the year.
Working capital movements were significant and reflect the profile of the business at year end. Trade debtors increased to £9.3m (2024: £1.4m) and prepayments and accrued income to £5.5m (2024: £2.1m), consistent with the milestone-driven revenue profile and the high level of activity across the live contract portfolio at year end. Included within prepayments is £1.3m representing the directors' assessed fair value of the right to use a simulator contracted to be built for a customer, which will be released to the income statement over a five-year period commencing in 2027. Stock increased to £2.8m (2024: £1.5m) as the Company built raw material holdings in support of its evolving build-to-stock production methodology. Accruals and deferred income within current liabilities grew substantially to £17.5m (2024: £6.1m), reflecting advance payments and milestone receipts on contracted projects not yet recognised as revenue at the year end, and representing a strong indicator of near-term revenue visibility.
Cash at year end was £7.7m (2024: £4.0m), with operating cash generation of £5.0m (2024: £1.7m). Capital investment of £3.6m was funded from operating cash flows, with net financing inflows of £2.3m reflecting the £3.0m shareholder loan drawdown offset by loan repayments of £0.7m during the year.
During the year the Company extended the repayment term of its bank loan, secured against intellectual property, from 12 to 18 months, with the facility of £1.5m subsequently repaid in full in March 2026. The business also secured additional funding through a shareholder loan of £3.0m, drawn down in Q2 2025 on a 12-month term to support the growth of the business, which was repaid in full in April 2026. As a result, the Company enters the current period with a clean balance sheet, carrying no term debt, and is well positioned to fund its next phase of growth from operating cash flows and, in due course, the proceeds of the equity funding round currently in progress.
During the year the Company contracted with a number of high-profile customers across both the automotive and motorsport sectors. In several of these arrangements, pricing concessions were offered in exchange for significant marketing rights, including the right to reference the customer relationship publicly, video case studies, use of imagery and association with the customer's brand for promotional purposes. These rights have not been recognised in the financial statements, as the marketing component was not capable of being measured with sufficient reliability to meet the recognition criteria under FRS 102 at this stage.
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DYNISMA LTD.
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Notwithstanding their absence from the balance sheet, these rights have material commercial value to the business. Association with customers of this calibre across both the automotive OEM and motorsport sectors reinforces Dynisma's market position, supports pipeline conversion and provides a platform for the Company to access new customers and sectors as the product range continues to develop. The marketing activity enabled by these rights is expected to contribute to revenue generation in future periods and provides additional confidence in the projected revenue trajectory set out in the Future Trading section of this report.
FUTURE TRADING
The Company enters the forecast period with a strong and well-developed pipeline across all product ranges. Revenue growth is projected to be significant, supported by continued investment in research and development and in the capital assets required to expand production capacity and increase the Company's industrial footprint.
A substantial proportion of forecast revenue is already underpinned by contracted orders or business at an advanced stage of negotiation providing the Board with a high degree of confidence in the near-term trading outlook.
Market risk
The company benefits from good forward visibility, with a strong project pipeline extending over the next two years. Long-term relationships with OEMs and motorsport teams continue to be developed and deepened, reinforcing the Company's position as the leading driving simulator supplier in this market.
The company benefits from good forward visibility, with a strong project pipeline extending over the next two years. Long-term relationships with OEMs and motorsport teams continue to be developed and deepened, reinforcing the Company's position as the leading driving simulator supplier in this market.
To further spread market risk, the Company is actively pursuing diversification into new sectors. The introduction of a new product to the range in 2025 has broadened the addressable customer base across multiple sectors, price points and product types, and the Company has already secured early orders in this area - a positive indicator of market receptiveness to the expanded offering.
Business risk
Operational delivery can on occasion be affected by customer-side delays on live projects, most commonly where building readiness or site preparation falls behind schedule. The Company manages this exposure through a combination of contractual and operational measures. Cash flow protection clauses are embedded within customer contracts to ensure that schedule slippage beyond the Company's control does not translate into financial penalty. In addition, the Company has evolved its production methodology as it scales, moving toward a build-to-stock approach that decouples throughput in the production facility from project-specific delivery timelines, thereby maintaining operational efficiency regardless of individual project delays.
Price Risk, Credit Risk, Liquidity Risks and Cashflow Risk
The Company's principal financial instruments comprise bank balances, trade receivables and trade payables, the primary purpose of which is to fund day-to-day business operations.
Business risk
Operational delivery can on occasion be affected by customer-side delays on live projects, most commonly where building readiness or site preparation falls behind schedule. The Company manages this exposure through a combination of contractual and operational measures. Cash flow protection clauses are embedded within customer contracts to ensure that schedule slippage beyond the Company's control does not translate into financial penalty. In addition, the Company has evolved its production methodology as it scales, moving toward a build-to-stock approach that decouples throughput in the production facility from project-specific delivery timelines, thereby maintaining operational efficiency regardless of individual project delays.
Price Risk, Credit Risk, Liquidity Risks and Cashflow Risk
The Company's principal financial instruments comprise bank balances, trade receivables and trade payables, the primary purpose of which is to fund day-to-day business operations.
Given the nature of the Company's products and contractual arrangements, the trade receivables profile is inherently milestone-driven, with cash inflows linked to payment terms agreed within individual contracts. Effective management of the debtor profile across the live contract portfolio is therefore central to maintaining a positive working capital position and ensuring sufficient liquidity to support investment in growth. Cash flow modelling is conducted as a standard part of the contractual approval process, with new contracts reviewed and signed off only where the payment profile is assessed as supportive of this objective.
Trade receivables are monitored on an ongoing basis. The majority of customers operate on 30-day payment terms and there are no material concerns regarding overdue debt or credit exposure at the date of this report.
Liquidity risk in respect of trade payables is managed through maintaining adequate cash reserves, securing favourable payment terms with suppliers, and, where practicable, aligning supplier payment milestones with corresponding customer receipts on a contract-specific basis. The Company has access to a General Export Facility provided by UK Export Finance. The previous facility expired on 31 March 2026, with a new facility effective from 1 May 2026, ensuring continuity of support for eligible export activity.
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DYNISMA LTD.
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
As detailed in the Business Review, both the intellectual property loan and the shareholder loan have been fully repaid in accordance with their respective terms. As a result, the Company carries no term debt on its balance sheet.
The business does, however, maintain guarantee and credit facilities in the form of advance payment guarantees and letters of credit, which support the fulfilment of contractual obligations to customers and counterparties in the normal course of business. These arrangements are provided through a combination of the Company's banking facilities and UK Export Finance.
During 2025 the Company has continued to scale its workforce in line with business growth and increasing operational capacity. Recruitment activity has spanned all areas of the business, with a deliberate focus on bringing in individuals whose skills and experience strengthen both the Company's technical capability and its ongoing drive to refine and improve production processes.
The Company remains committed to developing early-career talent and continues to actively support Graduate, Internship and Summer placement programmes as an integral part of its people strategy, reflecting a long-standing belief in the value of nurturing the next generation of engineering and business professionals.
The Company's strategic priorities remain centred on preserving and building upon its established reputation as the leading provide of motion simulators, whilst continuing to invest in the development of its products, people and facilities.
The business is recognised for delivering high-specification, technologically advanced simulators alongside a seamless, professional installation and training experience - a combination that continues to differentiate the Company in its market and underpin long-term customer relationships.
In line with the intoduction of new product lines and the continued growth of the business, the Company expanded its physical footprint across 2025 and continues to do so in 2026, creating the operational capacity required to support its next phase of development.
FUTURE DEVELOPMENT
The Company has a clear strategy for growth, underpinned by a defined technological roadmap and a strong pipeline of commercial opportunity.
FUTURE DEVELOPMENT
The Company has a clear strategy for growth, underpinned by a defined technological roadmap and a strong pipeline of commercial opportunity.
In support of this growth trajectory, the Company initiated a funding round in 2025 to bring new capital into the business. That process is ongoing, and the Company is actively engaged with prospective investors with a view to concluding the round in due course.
This report was approved by the board on 15 May 2026 and signed on its behalf.
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DYNISMA LTD.
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.
The profit for the year, after taxation, amounted to £3,308,866 (2024:£2,822,547).
No dividends were paid during the year (2024: £nil).
The directors who served during the year were:
The directors continue to focus on scaling the business in line with strategic objectives. Future growth is expected to be supported through a combination of trading performance and existing funding arrangements.
The company’s activities expose it to some financial risks including credit risks, cashflow risk and liquidity risk.
There is a limited forex risk regarding the purchase of goods from foreign suppliers and is actively managed through aligning Trade Creditor and Trade Debtor balances. To reduce the foreign exchange risk the company has bank accounts in several currencies and holds cash amounts on each of these accounts.
The company monitors credit risk through adherence to company policy regarding payment terms for both Debtors and Creditors.
The directors review the financial position in relation to financial risks on a timely basis.
There is a limited forex risk regarding the purchase of goods from foreign suppliers and is actively managed through aligning Trade Creditor and Trade Debtor balances. To reduce the foreign exchange risk the company has bank accounts in several currencies and holds cash amounts on each of these accounts.
The company monitors credit risk through adherence to company policy regarding payment terms for both Debtors and Creditors.
The directors review the financial position in relation to financial risks on a timely basis.
The company continues to undertake research and development during the year in line with the business plan, and expects this to continue going forward. The company has a strong pipeline of enhancements and new products that will support sales growth in future years.
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DYNISMA LTD.
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The company is currently in the process of an equity funding round to introduce additional capital into the business to achieve the growth trajectory reflected in the long term forecast.
The auditors, Bishop Fleming Audit Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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DYNISMA LTD.
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements and then apply them consistently;
∙make judgments 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 to 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.
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DYNISMA LTD.
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DYNISMA LTD.
We have audited the financial statements of Dynisma Ltd. (the 'Company') for the year ended 31 December 2025, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Cash Flows, the Statement of Changes in Equity and the related notes, 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 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 financial statements are 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.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. 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. 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 course of 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.
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DYNISMA LTD.
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DYNISMA LTD. (CONTINUED)
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
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 Directors' Report.
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DYNISMA LTD.
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DYNISMA LTD. (CONTINUED)
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 Auditors' 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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and noncompliance with laws and regulations, we considered the following:
∙the nature of the industry and sector, control environment, and business performance;
∙the results of enquiries with management and the directors in relation to their own identification and assessment of the risks of irregularities within the entity; and
∙the documentation of key processes and controls and performed walkthroughs of transactions to confirm that the systems are operating effectively, in line with the documentation.
As a result of these procedures, we have considered the opportunities and incentives that may exist within the organisation for fraud and identified the highest area of risk to be in relation to revenue recognition.
In common with all audits under ISAs (UK) we are also required to perform specific procedures to respond to the risk of management override.
We have also obtained an understanding of the legal and regulatory frameworks that the Company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act, FRS 102 and UK tax legislation.
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the Company's ability to operate or avoid a material penalty. These included data protection legislation, health and safety regulations, and employment law.
Our procedures to respond to risks identifed included the following:
In common with all audits under ISAs (UK) we are also required to perform specific procedures to respond to the risk of management override.
We have also obtained an understanding of the legal and regulatory frameworks that the Company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act, FRS 102 and UK tax legislation.
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the Company's ability to operate or avoid a material penalty. These included data protection legislation, health and safety regulations, and employment law.
Our procedures to respond to risks identifed included the following:
∙Reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
∙Enquiring of management in relation to actual and potential claims and litigation;
∙Performing analytical procedures to identify unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
∙Reviewing board meeting minutes;
∙Performing detailed transactional testing in relation to the recognition of revenue;
∙Performing walkthroughs to understand management's control environment; and
∙In addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in accounting estimates are indicative of potential bias; and evaluating the business rationale of significant transactions that are unusual or outside the normal course of business.
We also communicated identified laws and regulations and potential fraud risks to all members of the engagement team and remained alert to possible indicators of fraud or non-compliance with laws and regulations throughout the audit.
As a result of inherent limitations of an audit, there is a risk that not all irregularities, including a material
As a result of inherent limitations of an audit, there is a risk that not all irregularities, including a material
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DYNISMA LTD.
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF DYNISMA LTD. (CONTINUED)
misstatement in the financial statements or non-compliance with regulation, will be detected by us. This risk increases the further removed compliance with a law and regulation is from the events and transactions reflected in the financial statements, given we will be less likely to be aware of it, or should the irregularity occur as a result of fraud rather than a one off error, as this may involve intentional concealment, forgery, collusion, omission or misrepresentation.
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 Auditors' 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 Auditors' 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.
for and on behalf of
Chartered Accountants
Statutory Auditors
10 Temple Back
BS1 6FL
19 May 2026
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DYNISMA LTD.
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
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DYNISMA LTD.
REGISTERED NUMBER:10923412
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
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DYNISMA LTD.
REGISTERED NUMBER:10923412
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2025
The notes on pages 18 to 36 form part of these financial statements.
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DYNISMA LTD.
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
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DYNISMA LTD.
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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DYNISMA LTD.
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
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DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Dynisma Ltd. (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is C/O Dynisma Manufacturing Centre, Redwood Farm, Barrow Gurney, BS48 3RE, United Kingdom.
2.ACCOUNTING POLICIES
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The directors have assessed the Statement of Financial Position and likely future cash flows at the date of approving these financial statements. The directors have a positive expectation that the Company has adequate resources to continue in operational existence and to meet its financial obligations as they fall due for at least 18 months from the date of signing these financial statements. The Company is expanding rapidly and has prepared forecasts which reflect both contracted revenue and uncontracted revenue, in varying stages of negotiation, and the anticipated margins and related cash flows that should be generated. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
Functional and presentation currency
Transactions and balances
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DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.ACCOUNTING POLICIES (CONTINUED)
Profit on long-term contracts is taken as the work is carried out if the final outcome can be assessed with reasonable certainty. The profit included is calculated on a consistent basis to reflect the proportion of the work carried out at the year end, by recognising the profit element on a basis of percentage of actual staff costs incurred to date compared to the latest forecasts.
Revenue is calculated based on the stage of completion of each contract.
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 economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives of 7 years.
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.
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.
Grants of a revenue nature are recognised in the Statement of Comprehensive Income in the same period as the related expenditure.
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DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.ACCOUNTING POLICIES (CONTINUED)
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.
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DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.ACCOUNTING POLICIES (CONTINUED)
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
The estimated useful lives range as follows:
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DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.ACCOUNTING POLICIES (CONTINUED)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
The estimated useful lives range as follows:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
Assets under construction are not depreciated until they are available for use.
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DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.ACCOUNTING POLICIES (CONTINUED)
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
Basic financial assets
Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
Other financial assets
Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.
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DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.ACCOUNTING POLICIES (CONTINUED)
Impairment of financial assets
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
Basic 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 the deduction of all its liabilities.
Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Derecognition of financial instruments
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.
Derecognition of financial liabilities
Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.
Page 24
DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The critical accounting judgments adopted by management applicable to this company are:
Long term contract accounting
The recognition of profit on long-term contracts is dependent to management's ability to assess the forecast costs to complete. Regular review enables management to identify changes to contract outcomes as soon as possible.
Estimation of useful lives of tangible and intangible assets
The Company determines the estimated useful lives and related depreciation and amortisation charges of its tangible and intangible assets. The estimates are based on historical experience and directors best estimate as to the period over which the Company will receive benefits from the assets. Useful lives are reviewed annually by directors and prospective adjustments are made if necessary.
Share based payments
Fair value of share options is determined by using the Black Scholes option pricing model which requires management to make a number of assumptions. These assumptions involve a number of variables and uncertainties and reflect management's best estimates at the date of grant, and updated as appropriate, which include enterprise value, expected vesting date and company volatility.
Deferred tax asset
Recognition of a deferred tax asset is based on management's estimation of future profits.
Valuation of investments
The fair value of equity recognised on unlisted investments is based on a combination of counterparty management information and directors' judgment.
Other intangible assets - marketing
The value attributed to each element of marketing based intangible assets is based on the directors' best estimation of their relative fair value. At the appropriate point within the construction contract, the intangible asset is transferred to marketing prepayments and released over the period of the activities it relates to.
Right of use asset held as a prepayment
Included within prepayments is £1,321,875 which relates to the directors' estimate of the fair value of the right to use a simulator which has been contracted to be built for a customer. This right of use will be released over a period of 5 years commencing in 2027, and ending in March 2032.
Page 25
DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Page 27
DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
There were no factors that may affect future tax charges.
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DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
13.TANGIBLE FIXED ASSETS (CONTINUED)
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Page 31
DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The bank loan is secured against the intellectual property of the company.
Page 32
DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The bank loans are secured by way of a fixed and floating charge over the assets of the company.
Page 33
DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Page 34
DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Page 35
DYNISMA LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The Company operates a defined contribution scheme for the directors and employees. The assets of the scheme are held separately from those of the Company in an independently administered fund.
At the year end, there were unpaid contributions due to the fund of £72,206 (2024: £50,102).
At the year end, there were unpaid contributions due to the fund of £72,206 (2024: £50,102).
Page 36