Company registration number 14691956 (England and Wales)
TANGENT MARKETING SERVICES HOLDCO LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
TANGENT MARKETING SERVICES HOLDCO LIMITED
COMPANY INFORMATION
Directors
C N J Bailey
(Appointed 14 May 2026)
J M Dalziel
(Appointed 14 May 2026)
Company number
14691956
Registered office
4th Floor
2 Stephen Street
London
UK
W1T 1AN
Auditor
Azets Audit Services
Bulman House
Regent Centre
Gosforth
Newcastle upon Tyne
NE3 3LS
TANGENT MARKETING SERVICES HOLDCO LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Group income statement
9
Group statement of comprehensive income
10
Group statement of financial position
11
Company statement of financial position
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 34
TANGENT MARKETING SERVICES HOLDCO LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 1 -

The directors present the strategic report for the period ended 30 September 2025.

Principal activities

The principal activity of the Company is that of a holding company. The principal activity of the Group is the provision of digital agency and consulting services to enterprise customers, supporting the development of digital experiences, products, organisational capabilities and AI transformation initiatives.

Review of the business

FY25 was a year of mixed performance for the Group (“Tangent”). Revenue remained strong at £13.5m, supported by delivery of the Group’s first major AI programme, increased demand from existing clients and new business wins. During the year, the Group also expanded its consulting capability, broadening its service offering and creating opportunities to generate follow-on programme delivery.

Despite strong revenue performance, the Group reported an operating loss of £225k for the year due to a combination of internal and external cost pressures.

Market conditions became more challenging during the second half of the financial year. Although enterprise customers continued to invest in digital transformation initiatives, project values were generally lower than in previous periods as customers responded to economic uncertainty and cost constraints.

The average number of full-time employees increased to 63 (FY24: 51), given the increase in revenue and ensuring the AI programme was delivered. In response to lower revenue levels in the latter half of the year, the Group undertook organisational restructuring and cost realignment measures to align the operating cost base, including staffing levels, with expected levels of activity.

Subsequent to the year end, in May 2026, the Group was acquired by Exadel UK Ltd, a global AI and digital engineering business. The acquisition is expected to strengthen the combined offering to clients by bringing together Exadel’s engineering and AI capabilities with Tangent’s consulting expertise across experience design, AI and customer journey transformation. The transaction provides the Group with access to broader international markets and expanded delivery capacity and positions the business for future growth.

Principal risks and uncertainties

The key risks to the business are losses of contracts, losses of key staff and information security. To mitigate these risks, we continually review our processes around delivery, introducing a business review process into all major clients to anticipate potential changes readily. We measure both client and staff satisfaction to ensure retention and engagement remain high. Finally, our mitigation strategy extends into our commitment to the international informational security standard, ISO2700 1, remaining up to date with this certification on an ongoing basis.

Key performance indicators

The Group uses revenue, gross profit, operating profit and profit before taxation as its principal key performance indicators. These measures are monitored to assess growth, operational efficiency and overall financial performance.

KPI | Current Year | Prior Year | % Change
Revenue | £13,485,701 | £6,934,199 | 94.48%
Gross profit | £3,611,935 | £1,892,446 | 90.86%
Gross profit margin% | 26.78% | 27.29% | (1.87)%
Profit/(loss) before tax | £(170,746) | £(227,564) | 24.68%

TANGENT MARKETING SERVICES HOLDCO LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 2 -

On behalf of the board

J M Dalziel
Director
7 July 2026
TANGENT MARKETING SERVICES HOLDCO LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 3 -

The directors present their annual report and financial statements for the period ended 30 September 2025.

Results and dividends

The results for the period are set out on page 9.

Ordinary dividends were paid amounting to £650,000. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the period and up to the date of signature of the financial statements were as follows:

O C Green
(Resigned 14 May 2026)
T S Green
(Resigned 14 May 2026)
T B Green
(Resigned 1 July 2024)
C N J Bailey
(Appointed 14 May 2026)
J M Dalziel
(Appointed 14 May 2026)
Financial instruments
Objectives and policies

The group has an established, structured approach to risk management. The group's activities expose it to a variety of financial risks, including the effects of credit, liquidity, cash flow, interest rate risks and foreign exchange risks. The group has adopted risk management policies that seek to mitigate these risks in a cost effective manner. Financial assets that expose the group to financial risk consist primarily of trade debtors and cash. Financial liabilities that expose the group to financial risk consist principally of trade creditors and loans.

See disclosures within the Strategic Report.

Research and development

The group embarked on an ongoing research and development programme to improve and develop productivity. The group will continue to seek and identify new projects.

Post reporting date events

Subsequent to the period end, the group headed by Tangent Marketing Services Holdco Limited was acquired by Exadel UK Ltd.

Future developments

See disclosures within the Strategic Report.

Auditor

In accordance with the company's articles, a resolution proposing that Azets Audit Services be reappointed as auditor of the group will be put at a General Meeting.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

TANGENT MARKETING SERVICES HOLDCO LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 4 -
On behalf of the board
J M Dalziel
Director
7 July 2026
TANGENT MARKETING SERVICES HOLDCO LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 5 -

The directors are responsible for preparing the Annual 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 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 group and company, and of the profit or loss of the group 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;

- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

TANGENT MARKETING SERVICES HOLDCO LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TANGENT MARKETING SERVICES HOLDCO LIMITED
- 6 -
Opinion

We have audited the financial statements of Tangent Marketing Services Holdco Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 30 September 2025 which comprise the group income statement, the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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 group's and the parent company's affairs as at 30 September 2025 and of the group's loss for the period 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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.

Conclusions relating to going concern

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 group's and parent 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.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's 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.

Opinions on other matters prescribed by the Companies Act 2006

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

- T he information given in the strategic report and the directors' r eport for the financial period 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.

TANGENT MARKETING SERVICES HOLDCO LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TANGENT MARKETING SERVICES HOLDCO LIMITED
- 7 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

- the parent company 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 directors' r esponsibilities s tatement, 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 is 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 parent 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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 an auditor's 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.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

We identified the following applicable laws and regulations as those most likely to have a material impact on the financial statements: Health and Safety; employment law (including the Working Time Directive); and compliance with the UK Companies Act.

TANGENT MARKETING SERVICES HOLDCO LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TANGENT MARKETING SERVICES HOLDCO LIMITED
- 8 -

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

- Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;

- Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the entity through enquiry and inspection;

- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

- Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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 an auditor's 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.

Claire Hinshaw ACCA (Senior Statutory Auditor)
For and on behalf of Azets Audit Services, Statutory Auditor
Chartered Accountants
Bulman House
Regent Centre
Gosforth
Newcastle upon Tyne
NE3 3LS
8 July 2026
TANGENT MARKETING SERVICES HOLDCO LIMITED
GROUP INCOME STATEMENT
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 9 -
Period
Period
ended
ended
30 September
31 March
2025
2024
Notes
£
£
Turnover
3
13,485,701
6,934,199
Cost of sales
(9,873,766)
(5,041,753)
Gross profit
3,611,935
1,892,446
Administrative expenses
(4,335,396)
(2,129,186)
Other operating income
498,107
-
0
Operating loss
4
(225,354)
(236,740)
Interest receivable and similar income
8
18,610
9,893
Interest payable and similar expenses
9
(780)
(717)
Other gains and losses
10
36,778
-
Loss before taxation
(170,746)
(227,564)
Tax on loss
11
(29,833)
(48,444)
Loss for the financial period
27
(200,579)
(276,008)
Loss for the financial period is all attributable to the owners of the parent company.
TANGENT MARKETING SERVICES HOLDCO LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 10 -
Period
Period
ended
ended
30 September
31 March
2025
2024
£
£
Loss for the period
(200,579)
(276,008)
Other comprehensive income
Currency translation (loss)/gain taken to retained earnings
(2,766)
1,281
Total comprehensive income for the period
(203,345)
(274,727)
Total comprehensive income for the period is all attributable to the owners of the parent company.
TANGENT MARKETING SERVICES HOLDCO LIMITED
GROUP STATEMENT OF FINANCIAL POSITION
AS AT
30 SEPTEMBER 2025
30 September 2025
- 11 -
30 September 2025
31 March 2024
Notes
£
£
£
£
Fixed assets
Goodwill
13
2,652,714
3,183,257
Other intangible assets
13
13,270
14,918
Total intangible assets
2,665,984
3,198,175
Tangible assets
14
89,031
49,156
2,755,015
3,247,331
Current assets
Debtors
17
2,538,349
1,553,722
Investments
18
3,112
-
0
Cash at bank and in hand
704,253
1,857,068
3,245,714
3,410,790
Creditors: amounts falling due within one year
19
(2,531,050)
(2,119,506)
Net current assets
714,664
1,291,284
Total assets less current liabilities
3,469,679
4,538,615
Creditors: amounts falling due after more than one year
20
(250,001)
(13,342)
Net assets
3,219,678
4,525,273
Capital and reserves
Called up share capital
26
5,000,000
5,000,000
Other reserves
27
(375,000)
-
0
Profit and loss reserves
27
(1,405,322)
(474,727)
Total equity
3,219,678
4,525,273

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 7 July 2026 and are signed on its behalf by:
07 July 2026
J M Dalziel
Director
Company registration number 14691956 (England and Wales)
TANGENT MARKETING SERVICES HOLDCO LIMITED
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 30 SEPTEMBER 2025
30 September 2025
- 12 -
30 September 2025
31 March 2024
Notes
£
£
£
£
Fixed assets
Investments
15
5,000,000
5,000,000
5,000,000
5,000,000
Current assets
Debtors
17
350,254
41,309
Investments
18
3,112
-
0
Cash at bank and in hand
539,251
862,976
892,617
904,285
Creditors: amounts falling due within one year
19
(641,047)
(900,814)
Net current assets
251,570
3,471
Total assets less current liabilities
5,251,570
5,003,471
Creditors: amounts falling due after more than one year
20
(250,001)
-
Net assets
5,001,569
5,003,471
Capital and reserves
Called up share capital
26
5,000,000
5,000,000
Other reserves
27
(375,000)
-
0
Profit and loss reserves
27
376,569
3,471
Total equity
5,001,569
5,003,471

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s profit for the year was £1,100,348 (2024 - £203,471 profit).

The financial statements were approved by the board of directors and authorised for issue on 7 July 2026 and are signed on its behalf by:
07 July 2026
J M Dalziel
Director
Company registration number 14691956 (England and Wales)
TANGENT MARKETING SERVICES HOLDCO LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 13 -
Share capital
Treasury reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 27 February 2023
-
0
-
-
0
-
Period ended 31 March 2024:
Loss for the period
-
-
(276,008)
(276,008)
Other comprehensive income:
Currency translation differences
-
-
1,281
1,281
Total comprehensive income
-
-
(274,727)
(274,727)
Issue of share capital
26
5,000,000
-
-
5,000,000
Dividends
12
-
-
(200,000)
(200,000)
Balance at 31 March 2024
5,000,000
-
(474,727)
4,525,273
Period ended 30 September 2025:
Loss for the period
-
-
(200,579)
(200,579)
Other comprehensive income:
Currency translation differences
-
-
(2,766)
(2,766)
Total comprehensive income
-
-
(203,345)
(203,345)
Dividends
12
-
-
(650,000)
(650,000)
Repurchase of own shares
-
(375,000)
(77,250)
(452,250)
Balance at 30 September 2025
5,000,000
(375,000)
(1,405,322)
3,219,678
TANGENT MARKETING SERVICES HOLDCO LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 14 -
Share capital
Treasury reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 27 February 2023
-
0
-
-
0
-
Period ended 31 March 2024:
Profit and total comprehensive income for the period
-
-
203,471
203,471
Issue of share capital
26
5,000,000
-
-
5,000,000
Dividends
12
-
-
(200,000)
(200,000)
Balance at 31 March 2024
5,000,000
-
3,471
5,003,471
Period ended 30 September 2025:
Profit and total comprehensive income
-
-
1,100,348
1,100,348
Dividends
12
-
-
(650,000)
(650,000)
Repurchase of own shares
-
(375,000)
(77,250)
(452,250)
Balance at 30 September 2025
5,000,000
(375,000)
376,569
5,001,569
TANGENT MARKETING SERVICES HOLDCO LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 15 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
32
(220,869)
761,296
Interest paid
(780)
(717)
Income taxes (paid)/refunded
(3,764)
53,813
Net cash (outflow)/inflow from operating activities
(225,413)
814,392
Investing activities
Purchase of business
-
1,261,938
Purchase of tangible fixed assets
(111,947)
(20,504)
Proceeds from disposal of tangible fixed assets
2,478
-
Purchase of investments
(1,200,429)
-
Proceeds from disposal of investments
1,234,095
-
Interest received
18,610
9,893
Net cash (used in)/generated from investing activities
(57,193)
1,251,327
Financing activities
Redemption of shares
(452,250)
-
0
Proceeds from borrowings
375,000
-
Repayment of borrowings
(125,000)
-
Repayment of bank loans
(15,193)
(9,932)
Dividends paid to equity shareholders
(650,000)
(200,000)
Net cash used in financing activities
(867,443)
(209,932)
Net (decrease)/increase in cash and cash equivalents
(1,150,049)
1,855,787
Cash and cash equivalents at beginning of period
1,857,068
-
0
Effect of foreign exchange rates
(2,766)
1,281
Cash and cash equivalents at end of period
704,253
1,857,068
TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 16 -
1
Accounting policies
Company information

Tangent Marketing Services Holdco Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 4th Floor, 2 Stephen Street, London, UK, W1T 1AN.

The group consists of Tangent Marketing Services Holdco Limited and all of its subsidiaries.

1.1
Reporting period

The financial statements have been prepared for the period from 1 April 2024 to 30 September 2025. This therefore means that the comparative amounts presented in the financial statements are not entierly comparable.

The financial statements have been prepared in the comparative period for the period 27 February 2023 to 31 March 2024.

1.2
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.

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 £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

- Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The company has taken advange of the exemption available in paragraph 33.1A if FRS102 and does not disclose related party transactions with members of the same group that are wholly owned.

TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 17 -
1.3
Business combinations

In the parent company financial statements, t he cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. I nvestments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

1.4
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Tangent Marketing Services Holdco Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 30 September 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the g roup.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.5
Going concern

The directors have reviewed the group cash flow forecast for the next 12 months from the date of signing the accounts and they believe that taking into account reasonably possible changes in projected proﬁtability. contracted and recurring revenue, available liquid resources, the group has adequate resources to continue in operational existence for the foreseeable future.

The directors are monitoring group trading and have considered a worst-case scenario to ensure they fully understand what actions are needed, if appropriate, to ensure it can continue its operations for the foreseeable future. On this basis, the directors are satisﬁed the group remains well placed to ' manage its business risks successfully, and have a reasonable expectation that the group has adequate resources to continue in operational existence for a period of 12 months from the date of approval of the ﬁnancial statements and will continue to be able to meet its obligations as they fall due. Accordingly, the ﬁnancial statements continue to be prepared on a going concern basis.

Subsequent to the period end, the group headed by Tangent Marketing Services Holdco Limited was acquired by Exadel UK Ltd. The directors' assessment of going concern has taken into account the change of ownership and has concluded on the same basis.

1.6
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.

TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 18 -

Revenue from contracts for the provision of professional services is recognised by services rendered on time and material basis as the related services are performed, time bound ﬁxed price contracts where recognition is based on the right to invoice for services performed for contracts in which the invoicing is representative of the value being delivered and stage of completion basis when the stage of completion, costs incurred and costs to' complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

1.7
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.8
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation 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:

Patents & licences
Over 5 years on cost
1.9
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:

Leasehold improvements
Over the term of the lease
Computers
Over 3-5 years on cost

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 recognised in the income statement.

TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 19 -
1.10
Fixed asset investments

Equity in vest ments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

I n the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

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

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 group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the g roup’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

In the parent c ompany financial statements, investments in associates are accounted for at cost less impairment.

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

1.11
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible 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.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

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.

TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 20 -

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.

1.12
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.

1.13
Financial instruments

The group 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 group's statement of financial position when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and 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 m ethod 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.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 21 -
Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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 group 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. Amounts 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.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.14
Equity instruments

Equity instruments issued by the group 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 group.

1.15
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 22 -
Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 group’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.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.17
Share-based payments

The company participates in a share-based payment arrangement granted to its employees and employees of its subsidiaries. The company has elected to recognise and measure its share-based payment expense on the basis of a reasonable allocation of the expense for the group recognised in its consolidated accounts. The directors consider the number of unvested options granted to the company’s employees compared to the total unvested options granted under the group plan to be a reasonable basis for allocating the expense.

The expense in relation to options over the c ompany’s shares granted to employees of a subsidiary is recognised by the c ompany as a capital contribution, and presented as an increase in the company’s investment in that subsidiary.

1.18
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease d asset are consumed.

TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 23 -
2
Judgements and key sources of estimation uncertainty

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 these 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 where 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.

No judgements have been considered to have a significant effect on amounts recognised in the financial statements.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Accrued income

The company has unbilled revenue based on as assessment of the services provided and the estimated costs to complete a project to support the calculation of percentage of completion and the recognition of turnover. The directors review this assessment in order to identify the appropriate level of provisioning.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Fixed price - Stage of completion
9,418,194
3,641,479
Fixed price - Others
3,368,218
1,003,240
Time and material contracts
699,289
2,289,480
13,485,701
6,934,199
2025
2024
£
£
Turnover analysed by geographical market
UK
11,953,704
4,316,522
Europe
1,531,997
2,617,677
13,485,701
6,934,199
2025
2024
£
£
Other revenue
Interest income
18,610
9,893
TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 24 -
4
Operating loss
2025
2024
£
£
Operating loss for the period is stated after charging:
Exchange losses
24,897
14,822
Depreciation of owned tangible fixed assets
69,594
41,491
Amortisation of intangible assets
532,191
355,329
Operating lease charges
175,812
95,172
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
2,700
2,000
Audit of the financial statements of the company's subsidiaries
42,200
22,000
44,900
24,000
6
Employees

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

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Sales and production
58
46
-
-
Administration
5
5
-
-
Total
63
51
0
0

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
6,245,795
3,289,845
-
0
-
0
Social security costs
854,017
496,728
-
-
Pension costs
539,674
232,687
-
0
-
0
7,639,486
4,019,260
-
0
-
0
TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 25 -
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
486,215
432,225
Company pension contributions to defined contribution schemes
24,573
33,314
510,788
465,539
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
367,800
175,641
Company pension contributions to defined contribution schemes
30,000
16,975

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 3 (2024 - 4).

8
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
18,610
9,893
9
Interest payable and similar expenses
2025
2024
£
£
Interest on bank overdrafts and loans
780
717
10
Other gains and losses
2025
2024
£
£
Fair value gains/(losses) on financial instruments
Gain on financial assets held at fair value through profit or loss
36,778
-
11
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
33,092
35,496
Foreign current tax on profits for the current period
12,652
10,982
Total current tax
45,744
46,478
TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
11
Taxation
2025
2024
£
£
(Continued)
- 26 -
Deferred tax
Origination and reversal of timing differences
(15,911)
(2,306)
Adjustment in respect of prior periods
-
0
4,272
Total deferred tax
(15,911)
1,966
Total tax charge
29,833
48,444

The actual charge for the period can be reconciled to the expected credit for the period based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Loss before taxation
(170,746)
(227,564)
Expected tax credit based on the standard rate of corporation tax in the UK of 21.00% (2024: 19.00%)
(35,857)
(43,237)
Tax effect of expenses that are not deductible in determining taxable profit
19,357
(5,458)
Tax effect of income not taxable in determining taxable profit
(7,725)
-
0
Effect of change in corporation tax rate
(858)
6,522
Depreciation on assets not qualifying for tax allowances
-
0
(2,365)
Amortisation on assets not qualifying for tax allowances
111,414
88,424
Effect of overseas tax rates
(15,491)
286
Deferred tax adjustments in respect of prior years
-
0
4,272
Marginal relief
7,373
-
0
(48,380)
-
0
Taxation charge
29,833
48,444
12
Dividends
2025
2024
2025
2024
Recognised as distributions to equity holders:
Per share
Per share
Total
Total
£
£
£
£
Ordinary
Interim paid
0.14
0.04
650,000
200,000
TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 27 -
13
Intangible fixed assets
Group
Goodwill
Patents & licences
Total
£
£
£
Cost
At 1 April 2024 and 30 September 2025
3,536,952
16,552
3,553,504
Amortisation and impairment
At 1 April 2024
353,695
1,634
355,329
Amortisation charged for the period
530,543
1,648
532,191
At 30 September 2025
884,238
3,282
887,520
Carrying amount
At 30 September 2025
2,652,714
13,270
2,665,984
At 31 March 2024
3,183,257
14,918
3,198,175
The company had no intangible fixed assets at 30 September 2025 or 31 March 2024.
14
Tangible fixed assets
Group
Leasehold improvements
Computers
Total
£
£
£
Cost
At 1 April 2024
2,924
87,723
90,647
Additions
-
0
111,947
111,947
Disposals
-
0
(2,478)
(2,478)
At 30 September 2025
2,924
197,192
200,116
Depreciation and impairment
At 1 April 2024
2,924
38,567
41,491
Depreciation charged in the period
-
0
69,594
69,594
At 30 September 2025
2,924
108,161
111,085
Carrying amount
At 30 September 2025
-
0
89,031
89,031
At 31 March 2024
-
0
49,156
49,156
The company had no tangible fixed assets at 30 September 2025 or 31 March 2024.
TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 28 -
15
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
16
-
0
-
0
5,000,000
5,000,000
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 April 2024 and 30 September 2025
5,000,000
Carrying amount
At 30 September 2025
5,000,000
At 31 March 2024
5,000,000
16
Subsidiaries

Details of the company's subsidiaries at 30 September 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Tangent Marketing Services Limited
4th Floor, 2 Stephen Street, London, W1T 1AN
Ordinary
100.00
-
Tangent Polska
ul. Mlynska 12 61-730 Poznan, Polska
Ordinary
0
100.00
Tangent Digital S.L.
Carrer De Les Barques, Street 2, Valencia, 46002, Spain
Ordinary
0
100.00
17
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
1,750,320
870,306
-
0
-
0
Other debtors
386,259
45,132
350,254
40,139
Prepayments and accrued income
351,094
603,519
-
0
1,170
2,487,673
1,518,957
350,254
41,309
Deferred tax asset (note 22)
50,676
34,765
-
0
-
0
2,538,349
1,553,722
350,254
41,309
TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 29 -
18
Current asset investments
Group
Company
2025
2024
2025
2024
£
£
£
£
Unlisted investments
3,112
-
3,112
-
19
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans
21
8,081
9,932
-
0
-
0
Trade creditors
437,326
347,457
15
-
0
Amounts owed to group undertakings
-
0
-
0
633,000
900,000
Corporation tax payable
87,844
45,864
1,758
814
Other taxation and social security
566,980
496,218
-
0
-
0
Deferred income
23
533,782
701,963
-
0
-
0
Other creditors
56,300
38,491
-
0
-
0
Accruals and deferred income
840,737
479,581
6,274
-
0
2,531,050
2,119,506
641,047
900,814
20
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
21
-
0
13,342
-
0
-
0
Other borrowings
21
250,001
-
0
250,001
-
0
250,001
13,342
250,001
-
21
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank loans
8,081
23,274
-
0
-
0
Other loans
250,001
-
0
250,001
-
0
258,082
23,274
250,001
-
Payable within one year
8,081
9,932
-
0
-
0
Payable after one year
250,001
13,342
250,001
-
0
TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
21
Loans and overdrafts
(Continued)
- 30 -

Bank loans relates to a £50,000 business loan taken out in June 2020, carrying a 2.52% ﬁxed interest rate with interest accruing from July 2021. The loan is repayable in 60 equal monthly installments, with repayments starting from July 2021.

Other loans relates to monies owed to directors, carrying a 5.00% fixed interest rate with interest accruing from the date of the agreement. The loan is repayable is three equal annual installments, with repayments starting from 1 April 2025.

22
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Assets
Assets
2025
2024
Group
£
£
Accelerated capital allowances
3,458
10,683
Retirement benefit obligations
47,218
24,082
50,676
34,765
The company has no deferred tax assets or liabilities.
Group
Company
2025
2025
Movements in the period:
£
£
Asset at 1 April 2024
(34,765)
-
Credit to profit or loss
(15,911)
-
Asset at 30 September 2025
(50,676)
-
23
Deferred income
Group
Company
2025
2024
2025
2024
£
£
£
£
Other deferred income
533,782
701,963
-
-
24
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
539,674
232,687
TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
24
Retirement benefit schemes
(Continued)
- 31 -

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

Included in the statement of financial position are unpaid pension contributions of £865 (2024 - £20,761).

Group and company
Number of share options
Weighted average exercise price
2025
2024
2025
2024
Number
Number
£
£
Outstanding at 1 April 2024
714,286
-
0.22
-
Granted
5,000
714,286
0.22
0.22
Outstanding at 30 September 2025
719,286
714,286
0.22
0.22
Exercisable at 30 September 2025
-
-
-
-

The options outstanding at 30 September 2025 had an exercise price of £0.22, and a remaining contractual life of between 2 and 3 years.

Subsequent to the period end, the group headed by Tangent Marketing Services Holdco Limited was acquired by Exadel UK Ltd. Following the acquisition, the share options were forfeited.

26
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
4,625,000
5,000,000
5,000,000
5,000,000

Ordinary shares

The shares have attached to them full voting, dividend and capital distribution (including on winding up) rights; they do not confer any rights of redemption.

Ordinary 'B' shares

Each share has rights with respect to dividends and distributions. No votings rights are granted.

Ordinary 'C' shares

Each share has rights with respect to dividends and distributions. No votings rights are granted.

On 1 July 2024, the company purchased 375,000 of its own £1 ordinary shares for £1.20 per share.

27
Reserves
Equity reserve

Proﬁt and loss account include all current and prior period retained proﬁts and losses.

TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
27
Reserves
(Continued)
- 32 -
Treasury reserve

The other reserve records the nominal value of the treasury shares repurchased by the entity.

28
Events after the reporting date

Subsequent to the period end, the group headed by Tangent Marketing Services Holdco Limited was acquired by Exadel UK Ltd.

29
Related party transactions
Transactions with related parties

During the period the group entered into the following transactions with related parties:

Purchases
Purchases
2025
2024
£
£
Group
Entities with common control
334,855
468,878

The following amounts were outstanding at the reporting end date:

Amounts due to related parties
2025
2024
£
£
Group
Entities with common control
24,750
(107,583)

The following amounts were outstanding at the reporting end date:

Amounts due from related parties
2025
2024
Balance
Balance
£
£
Group
Entities with common control
42,539
40,139
TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 33 -
30
Directors' transactions

Dividends totalling £650,000 (2024 - £200,000) were paid in the period in respect of shares held by the company's directors.

Description
% Rate
Opening balance
Amounts advanced
Amounts repaid
Closing balance
£
£
£
£
Loan account
-
-
175,000
(175,000)
-
Loan account
-
-
175,000
(175,000)
-
-
350,000
(350,000)
-
31
Controlling party

At the reporting date, Tangent Marketing Services Holdco Limited was the ultimate parent company.

Subsequent to the period end, the group headed by Tangent Marketing Services Holdco Limited was acquired by Exadel UK Ltd. At the date of acquisition, Exadel UK Ltd became the immedaite parent company.

The directors consider the ultimate controlling party to be O C Green and T S Green jointly.

Subsequent to the period end, the group headed by Tangent Marketing Services Holdco Limited was acquired by Exadel UK Ltd. Following the acquisition, the directors do not consider their to be an ultimate controlling party.

32
Cash (absorbed by)/generated from group operations
2025
2024
£
£
Loss after taxation
(200,579)
(276,008)
Adjustments for:
Taxation charged
29,833
48,444
Finance costs
780
717
Investment income
(18,610)
(9,893)
Amortisation and impairment of intangible assets
532,191
355,329
Depreciation and impairment of tangible fixed assets
69,594
41,491
Other gains and losses
(36,778)
-
Decrease in provisions
-
(8,000)
Movements in working capital:
Increase in debtors
(968,716)
(179,038)
Increase in creditors
539,597
86,291
(Decrease)/increase in deferred income
(168,181)
701,963
Cash (absorbed by)/generated from operations
(220,869)
761,296
TANGENT MARKETING SERVICES HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 34 -
33
Analysis of changes in net funds - group
1 April 2024
Cash flows
Exchange rate movements
30 September 2025
£
£
£
£
Cash at bank and in hand
1,857,068
(1,150,049)
(2,766)
704,253
Borrowings excluding overdrafts
(23,274)
(234,808)
-
(258,082)
1,833,794
(1,384,857)
(2,766)
446,171
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