Company registration number NI622880 (Northern Ireland)
SCILEADS LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
PAGES FOR FILING WITH REGISTRAR
SCILEADS LIMITED
CONTENTS
Page
Balance sheet
1 - 2
Statement of changes in equity
3
Notes to the financial statements
4 - 10
SCILEADS LIMITED
BALANCE SHEET
AS AT
30 SEPTEMBER 2025
30 September 2025
- 1 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
4
29,229
29,622
Investments
5
59
59
29,288
29,681
Current assets
Debtors
6
1,486,656
1,021,919
Investments
7
-
0
2,000,000
Cash at bank and in hand
5,538,431
2,569,458
7,025,087
5,591,377
Creditors: amounts falling due within one year
8
(3,815,272)
(2,779,795)
Net current assets
3,209,815
2,811,582
Total assets less current liabilities
3,239,103
2,841,263
Creditors: amounts falling due after more than one year
9
-
0
(10,464)
Net assets
3,239,103
2,830,799
Capital and reserves
Called up share capital
10
6
4
Share premium account
8,413,867
6,019,433
Profit and loss reserves
(5,174,770)
(3,188,638)
Total equity
3,239,103
2,830,799
SCILEADS LIMITED
BALANCE SHEET (CONTINUED)
AS AT
30 SEPTEMBER 2025
30 September 2025
- 2 -

For the financial year ended 30 September 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

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

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.

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

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

The financial statements were approved by the board of directors and authorised for issue on 3 June 2026 and are signed on its behalf by:
Mr D McRitchie
Director
Company registration number NI622880 (Northern Ireland)
SCILEADS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 3 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 30 September 2024
4
6,019,433
(3,188,638)
2,830,799
Year ended 30 September 2025:
Loss and total comprehensive income for the year
-
-
(1,986,130)
(1,986,130)
Issue of share capital
10
2
2,394,434
-
2,394,438
Balance at 30 September 2025
6
8,413,867
(5,174,769)
3,239,103
SCILEADS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 4 -
1
Accounting policies
Company information

Scileads Limited is a private company limited by shares incorporated in Northern Ireland. The registered office is Arnott House, Third Floor, 12-16 Bridge Street, Belfast, BT1 1LU.

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 £.

1.2
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.

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from the sale of software subscriptions are recognised evenly across the period of the subscription.

1.3
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.

1.4
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.

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:

Computer equipment
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.

1.5
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.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

SCILEADS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 5 -

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.6
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.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.7
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.

1.8
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.

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.

SCILEADS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 6 -
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.

1.9
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.

1.10
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax or, when applicable, tax repayable to the company due to the surrender of loss arising from research and development expenditure.

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.

1.11
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.

SCILEADS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 7 -
1.12
Government grants

Government grants are recognised at the fair value of the asset receive d or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

1.13
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.

2
Employees

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

2025
2024
Number
Number
Total
55
49
3
Taxation
2025
2024
£
£
R&D tax credit
(144,717)
-
0
SCILEADS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 8 -
4
Tangible fixed assets
Computer equipment
£
Cost
At 1 October 2024
76,816
Additions
15,701
At 30 September 2025
92,517
Depreciation and impairment
At 1 October 2024
47,194
Depreciation charged in the year
16,094
At 30 September 2025
63,288
Carrying amount
At 30 September 2025
29,229
At 30 September 2024
29,622
5
Fixed asset investments
2025
2024
£
£
Investment in subsidiary
59
59
Investment relates to Scileads Enterprises Corp, a 100% subsidiary registered in Canada on 4 August 2022.
6
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
971,384
612,827
Other debtors
515,272
409,092
1,486,656
1,021,919
7
Current asset investments
2025
2024
£
£
Other investments
-
0
2,000,000
SCILEADS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 9 -
8
Creditors: amounts falling due within one year
2025
2024
£
£
Loans and overdrafts
7,904
10,000
Trade creditors
243,424
253,840
Taxation and social security
48,704
54,536
Accruals and deferred revenue
3,109,898
2,189,556
Other creditors
405,342
271,863
3,815,272
2,779,795
9
Creditors: amounts falling due after more than one year
2025
2024
£
£
Loans
-
0
10,464
10
Called up share capital
2025
2024
£
£
Ordinary share capital
Issued and fully paid
19,814 (2024: 231,308) Subdivision of ordinary shares of 0.001p each
2
2
35,656 Preferred ordinary shares of 0.001p each
1
1
147,513 (2024: 108,555) A ordinary shares of 0.001p each
1
1
147,513 (2024: 108,555) A preferred shares of 0.001p each
1
1
58,443 (2024: 0) B preferred shares of 0.001p each
1
-
4,264 (2024: 0) B ordinary shares of 0.001p each
-
-
6
4
On 29th May 2020, the two ordinary shares with a nominal value of £1 each were subdivided to 200,000 shares with a nominal value of £0.00001 each.
On 29th May 2020, 25,761 ordinary shares were issued with a nominal value of £0.00001 each.
On 29th May 2020, 28,185 ordinary preferred shares were issued with a nominal value of £0.00001 each.
On 22nd September 2023, 5,547 ordinary shares were issued with a nominal value of £0.00001 each.
On 22nd September 2023, 7,471 ordinary preferred shares were issued with a nominal value of £0.00001 each.
On 19 March 2024, 108,555 A ordinary shares were issued with a nominal value of £0.00001 each.
On 19 March 2024, 108,555 A preferred shares were issued with a nominal value of £0.00001 each.
On 6 March 2025, 4,264 B ordinary shares were issued with a nominal value of £0.00001 each.
On 1 September 2025, 25,549 share options were converted to ordinary shares with a nominal value of £0.00001 each.
On 1 September 2025, 38,958 A ordinary shares were issued with a nominal value of £0.00001 each.
On 1 September 2025, 38,958 A preferred shares were issued with a nominal value of £0.00001 each.
On 1 September 2025, 58,443 ordinary shares were converted to B preferred shares with a nominal value of £0.00001 each.
SCILEADS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
10
Called up share capital
2025
2024
£
£
(Continued)
- 10 -
11
Related party transactions
Transactions with related parties

During the year the company entered into the following transactions with related parties:

Intercompany costs included in the accounts are costs between Scileads Limited and its wholly owned Canadian subsidiary, Scileads Enterprises Corp.

These costs include staff wages and director's remuneration. For the year ended 30 September 2025 total costs were £1,656,555 (2024: £1,237,020).

The element in relation to the mutual director is disclosed in the directors remuneration note.

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