REGISTERED NUMBER: 10913363 (England and Wales)

Financial Statements for the Year Ended 31 December 2025

for

PRICETRACE UK LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

Mrs F Chen

Mr D Yao

REGISTERED OFFICE:

C/O Accounts & Tax Advisor Ltd

29 Egerton Gardens

Ilford, Essex

England

IG3 9HP

REGISTERED NUMBER:

10913363 (England and Wales)

AUDITORS:

Fusion Audit Limited

Marlborough House

298 Regents Park Road

London

N3 2SZ

CURRENT ASSETS

Debtors

4

493,763

611,501

Cash at bank

176,870

504,831

670,633

1,116,332

CREDITORS

Amounts falling due within one year

5

868,631

528,990

NET CURRENT (LIABILITIES)/ASSETS

(197,998

)

587,342

TOTAL ASSETS LESS CURRENT LIABILITIES

(197,998

)

587,342

CAPITAL AND RESERVES

Called up share capital

100

100

Retained earnings

(198,098

)

587,242

(197,998

)

587,342

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

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

The financial statements were approved by the Board of Directors and authorised for issue on 11 June 2026 and were signed on its behalf by:

Mrs F Chen - Director

1.	STATUTORY INFORMATION

PRICETRACE 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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes.

Turnover includes placement revenue to the extent advertisement have been executed within the period and the CPS commission revenue which arises when the merchant confirms the total commission and ready to pay to the company.

Commission Revenue is recognised on receipt basis due to reliability and accountability consideration on:

-- unpredictable return % from transaction date and normally the return period last for more than 90 days

-- unpredictable cancellation % from advertisers due to invalid promotions

-- unforeseen bankruptcy of merchants listing on affiliate network

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.

Research and development

Expenditure on research and development is written off in the year in which it is incurred.

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 charged to profit or loss.

Pension costs and other post-retirement benefits

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

Going concern

At the year end, the Company incurred a net loss of £385,340 and net current liability of £197,998. Included in the current liability is dividends payable owed to its immediate parent amounting to £300,000 (2024: £nil). The Company's ultimate parent undertaking, Pricetrace LLC, has provided a letter of support confirming its intention to provide such financial assistance as may be necessary to enable the Company to meet its liabilities as they fall due for a period of at least twelve months from the date of approval of these financial statements. Additionally, the immediate parent will not demand repayment of any amounts currently owed by the Company unless repayment can be made without adversely affecting the Company's ability to continue trading.

After considering the current position, future trading prospects, and the support provided by the ultimate parent, the directors have a reasonable expectation that the Company will have adequate resources to continue in operational existence for the foreseeable future. Accordingly, the financial statements have been prepared on a going concern basis.

Other operating income

Other operating income represents income from client overpayments. This is initially recognised as liability within Other Creditors and subsequently recognised as other operating income when the Company is no longer required to refund the overpayment, and the likelihood of a future claim is remote based on applicable contractual terms, legal requirements, and historical experience, the liability is derecognized.

Dividends

Dividends declared to shareholders are recognized as a liability when approved by the shareholders or when the Company has a legal obligation to make the payment. Dividends are accounted for as a distribution of retained earnings and are not recognized as an expense in profit or loss.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 30 (2024 - 31 ) .

4.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

£

Trade debtors

464,058

508,607

Other debtors

7,266

7,000

Tax

-

87,338

Prepayments

22,439

8,556

493,763

611,501

5.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

£

Trade creditors

12,812

-

Social security and other taxes

44,736

35,373

Pension payable

7,234

6,295

VAT

97,563

113,035

Other creditors

206,434

234,063

Dividends payable

300,000

-

Accruals and deferred income

199,852

140,224

868,631

528,990

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

The Auditors' Report was unqualified.

Pratul Shah (Senior Statutory Auditor)

for and on behalf of Fusion Audit Limited

7.

DIVIDENDS

During the year, dividends of £400,000 (2024: £nil) were declared to its shareholder. Accordingly, the company paid £100,000 (2024: £nil) to its shareholder.

Included within creditors due within one year is £300,000 (2024: £nil) relating to dividends unpaid at the reporting date.

8.	ULTIMATE CONTROLLING PARTY

The controlling party is Selene Holdings Inc.

The ultimate controlling party is Pricetrace LLC.