Phasecraft Limited

	Page
Balance Sheet	1—2
Notes to the Financial Statements	3—7

2.1. Basis of Preparation of Financial Statements

The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 section 1A Small Entities "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

2.2. Going Concern Disclosure

The company’s financial statements have been prepared on a going concern basis on the grounds that current and future sources of funding or support will be more than adequate for the company’s needs. In assessing going concern, the directors have a reasonable expectation that the company will continue as a going concern and is able to meet all of its obligations as they fall due for a minimum of 12 months from the date of approval of these financial statements.

2.3. Turnover

Revenue is recognised to the extent that it is probable economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue from a contract to provide services is recognised in the period in which the services are provided.

2.4. Research and Development

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

2.5. Tangible Fixed Assets and Depreciation

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

Leasehold	straight line over the period of the lease
Fixtures & Fittings	3 years on a straight line basis
Computer Equipment	3 years on a straight line basis

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.

Repairs and maintenance costs are charged to profit or loss during the period in which they are incurred.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined, which is the higher of its fair value less costs to sell and its value in use. Any impairment loss is recognised immediately as an expense within the profit or loss.

2.6. Leasing and Hire Purchase Contracts

Leases in which the company assumes substantially all the risks and rewards of ownership of the leased asset are classified as finance leases. All other leases are classified as operating leases.

Payments (excluding costs for services and insurance) made under operating leases are recognised in the profit and loss account on a straight-line basis over the term of the lease unless the payments to the lessor are structured to increase in line with expected general inflation; in which case the payments related to the structured increases are recognised as incurred. Lease incentives received are recognised in profit and loss over the term of the lease an an integral part of the total lease expenses.

Page 3

Page 4

Phasecraft Limited

Notes to the Financial Statements (continued)

For The Year Ended 28 February 2026

2.7. Financial Instruments

Trade and other debtors / creditors

Trade and other debtors are recognised initially at transaction prices less attributable transaction costs. Trade and other creditors are recognised initially at transaction price plus attributable transaction costs. Subsequent to initial recognition they are measured at amortised cost using the effective interest method, less any impairment losses in the case of trade debtors. If the arrangement constitutes a financing transaction, for example if payment is deferred beyond normal business terms, then it is measured at the present value of future payments discounted at a market rate of interest for a similar debt instrument.

Impairment of financial assets

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found an impairment loss is recognised within profit or loss.

For financial assets that are measured at amortised cost, the impairment loss is measured as the difference between the asset’s carrying amount and the present value of estimated cash flows discounted at the asset’s original effective interest rate.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset’s carrying amount and the best estimate of the amount that the company would receive for the asset if it were to be sold at the balance sheet date.

2.8. Foreign Currencies

Monetary 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 ruling on the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.

2.9. Taxation

Income tax expense represents the sum of the tax currently payable.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and 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 end of the reporting period.

Current tax for the year is recognised in profit or loss.

2.10. Pensions

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 in 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 in the periods during which services are rendered by employees.

2.11. Government Grant

Government grants are recognised in the profit and loss account in an appropriate manner that matches them with the expenditure towards which they are intended to contribute.

2.12. Related party exemption

The company has taken advantage of the exemption available under FRS 102 not to disclose related party transactions with wholly owned subsidiaries in the group.

Page 4

Page 5

Phasecraft Limited

Notes to the Financial Statements (continued)

For The Year Ended 28 February 2026

2.13. Share Based Payments

The grant date fair value of share-based payments awards granted to employees is recognised as an employee expense (or as additional investment in the subsidiary, for awards granted to employees of the subsidiary) with a corresponding increase in equity, over the period in which the employees become unconditionally entitled to the awards. The fair value of the awards granted is measured using an option valuation model, taking into account the terms and conditions upon which the awards were granted. The amount recognised as an expense (or investment in subsidiary) is adjusted to reflect the actual number of awards for which the related service and non-market vesting conditions are expected to be met, such that the amount ultimately recognised as an expense (or investment) is based on the number of awards that are expected to meet the related service and non-market performance conditions at the vesting date. For share-based payment awards with non-vesting conditions, the grant date fair value of the share-based payment is measured to reflect such conditions and there is no true-up for differences between expected and actual outcomes.

2.14. Preparation of consolidated accounts exemption

The company is exempt under Section 399 of the Companies Act from the requirement to prepare consolidated financial statements by virtue of the fact it is subject to the small companies regime. These financial statements contain information the company as an individual undertaking and not about this group.

3. Average Number of Employees

Average number of employees during the year was as follows: 36 (2025: 31)

4. Tangible Assets

	Land & Property
	Leasehold	Fixtures & Fittings	Computer Equipment	Total
	£	£	£	£
Cost
As at 1 March 2025	347,694	108,449	71,921	528,064
Additions	5,511	17,283	21,499	44,293
Disposals	-	(7,139 )	(667 )	(7,806 )

As at 28 February 2026	353,205	118,593	92,753	564,551

Depreciation
As at 1 March 2025	117,920	54,044	40,602	212,566
Provided during the period	85,708	36,064	21,108	142,880
Impairment losses	25,000	-	-	25,000
Disposals	-	(4,425 )	(469 )	(4,894 )

As at 28 February 2026	228,628	85,683	61,241	375,552

Net Book Value
As at 28 February 2026	124,577	32,910	31,512	188,999

As at 1 March 2025	229,774	54,405	31,319	315,498

Page 5

Page 6

Phasecraft Limited

Notes to the Financial Statements (continued)

For The Year Ended 28 February 2026

5. Investments

	Subsidiaries
	£
Cost or Valuation
As at 1 March 2025	14,067
Additions	31,146
Disposals	(1,058 )

As at 28 February 2026	44,155

Provision
As at 1 March 2025	-

As at 28 February 2026	-

Net Book Value
As at 28 February 2026	44,155

As at 1 March 2025	14,067

6. Debtors

	2026	2025
	£	£
Due within one year
Trade debtors	425,201	92,895
Amounts owed by group undertakings	5,696,818	453,514
Other debtors	1,032,357	1,144,052

	7,154,376	1,690,461

7. Creditors: Amounts Falling Due Within One Year

	2026	2025
	£	£
Trade creditors	382,380	183,853
Other creditors	227,186	135,406
Taxation and social security	221,554	89,699

	831,120	408,958

Included within other creditors are outstanding pension contributions of £19,144 (2025: £9,953).

8. Share Capital

	2026	2025
	£	£
Allotted, Called up and fully paid	4	3

Page 6

Page 7

Phasecraft Limited

Notes to the Financial Statements (continued)

For The Year Ended 28 February 2026

9. Other Commitments

The total of future minimum lease payments under non-cancellable operating leases are as following:

	2026	2025
	£	£
Not later than one year	227,299	235,318
Later than one year and not later than five years	156,839	279,775

	384,138	515,093

10. Share Based Payments

The company operates an equity based share option scheme to certain employees which provides additional remuneration for those employees who are key to the company. The options are granted under an approved EMI option plan, a CSOP plan and a US-Sub Plan, with the exercise price equalling the nominal value of the shares. The options expire ten years after the date of the grant. Employees are not entitled to dividends until the shares are exercised. All options granted have performance conditions relating to the relevant employee remaining in the employment of the company at exercise.

A reconciliation of share option movements during the year ended 28 February 2026 is shown below:

2026 2025

Weighted Weighted

average average

Number of exercise Number of exercise

options price options price

Outstanding at the beginning of the year: 21,544 £ 5.80

Granted during the year: 41,596 £ 3.01 21,544 £5.80

Forfeited during the year: 1,076 £18.82

Exercised during the year: 1,973 £0.001

Outstanding at the end of the year: 60,091 £ 3.83 21,544 £5.80

The company is unable to directly measure the fair value of the share options. Instead the fair value of the share options granted during the year is determined using the Black-Scholes model. The model is internationally recognised as being appropriate to value share option schemes similar to that of the company.

Equity settled schemes - charges arising: £684,777 (2025: £399,940)

Page 7

		2026		2025
	Notes	£	£	£	£
FIXED ASSETS
Tangible Assets	4		188,999		315,498
Investments	5		44,155		14,067

			233,154		329,565
CURRENT ASSETS
Debtors	6	7,154,376		1,690,461
Cash at bank and in hand		25,373,478		9,037,917

		32,527,854		10,728,378
Creditors: Amounts Falling Due Within One Year	7	(831,120 )		(408,958 )

NET CURRENT ASSETS (LIABILITIES)			31,696,734		10,319,420

TOTAL ASSETS LESS CURRENT LIABILITIES			31,929,888		10,648,985

NET ASSETS			31,929,888		10,648,985

CAPITAL AND RESERVES
Called up share capital	8		4		3
Share premium account			42,604,424		17,329,925
Share Based Payments Reserve			1,084,529		413,999
Profit and Loss Account			(11,759,069 )		(7,094,942 )

SHAREHOLDERS' FUNDS			31,929,888		10,648,985