REGISTERED NUMBER: 09365330 (England and Wales)

REPORT OF THE DIRECTORS AND

UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

AMIGO PARTNERSHIP (UK) LTD

Page

Company Information

1

Report of the Directors

2

Balance Sheet

4

Notes to the Financial Statements

5

DIRECTORS:

M J Kiddie

P L Harrison

REGISTERED OFFICE:

3rd Floor

21 Perrymount Road

Haywards Heath

West Sussex

RH16 3TP

REGISTERED NUMBER:

09365330 (England and Wales)

ACCOUNTANTS:

Galloways Accounting Limited

15 West Street

Brighton

East Sussex

BN1 2RL

The directors present their report with the financial statements of the company for the year ended 31 December 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of an advertising agency and business software development.

REVIEW OF BUSINESS

The focus of 2025 was the continued business transformation, R&D and technical readiness of AMI.GO® with the objective of launching the first product (Strategise) to market in Q2 2026 for a Pilot "Beta" Programme, followed by full commercial launch in H2 2026.

Key successes within the period have been: (1) a technology pivot from harnessing a solely LLM driven agentic framework to completing the development of our own custom-built machine-learning model to enhance the sophistication, accuracy and reliability of the technology, (2) MVP completion of the lead product Strategise, and (3) technical advancements of the Simulate and Create products.

Strategically, these milestones enable us to shift the agency business to a hybrid tech x consultancy model and launch AMI.GO® as a standalone SaaS business, diversifying the business offering and revenue streams.

Agency trading was down due to the business focus being on transformation and AI productisation. Investment in technology within the period was £997K resulting in an operating loss, however, the adjusted position, factoring in investment and expected R&D credit, is positive at £662K.

What we've achieved to date: (1) We have built the core AMI.GO® technology, a custom-built machine-learning model, (2) self-invested £2M over 24 months of R&D and, (3) have a roadmap of five complementary solutions to take to market. In summary, the technology works, the business case is proven, as we have also secured our first Enterprise contract, and we now pursuing a capital raise to launch and scale operations.

This progress has created unique IP with a pre-investment valuation that we can leverage to raise funding against. Exiting 2025 we have a deal structure agreed to raise a significant round of funding in exchange for equity, enabling us to fund the launch of the first wave of three AMI.GO® applications (Strategise, Simulate and Create), execute the Pilot "Beta" Programme and scale operations, sales and marketing.

Simultaneously, this investment enables the resource and overhead costs associated with AMI.GO® to move off the agency P&L so the creative business immediately returns to being a profit-making entity.

As we enter 2026, our plan is for the creative agency to grow back to pre-technology investment levels of revenue and profit, whilst launching AMI.GO® as a separate standalone technology business, diversifying and growing the overall value of what becomes a group.

RESULTS

Turnover = £1.1m

OP/L = (-£443K)

Investment in AI = £966K (IP and asset investment in period)*

R&D Rebate = £81K**

Indicative EBITDA (adjusted) = £622K

* Investment in AI development (AMI.GO®). **Anticipated R&D Rebate from 2025 investment in AI development.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

M J Kiddie

P L Harrison

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Report of the Directors 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 company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

M J Kiddie - Director

14 July 2026

FIXED ASSETS

Intangible assets

4

766

1,002

Tangible assets

5

4,957

7,183

5,723

8,185

CURRENT ASSETS

Debtors

6

214,660

522,038

Cash at bank

300

300

214,960

522,338

CREDITORS

Amounts falling due within one year

7

(422,233

)

(272,503

)

NET CURRENT (LIABILITIES)/ASSETS

(207,273

)

249,835

TOTAL ASSETS LESS CURRENT LIABILITIES

(201,550

)

258,020

CREDITORS

Amounts falling due after more than one year

8

(25,000

)

(75,000

)

PROVISIONS FOR LIABILITIES

(942

)

-

NET (LIABILITIES)/ASSETS

(227,492

)

183,020

CAPITAL AND RESERVES

Called up share capital

300

300

Retained earnings

(227,792

)

182,720

SHAREHOLDERS' FUNDS

(227,492

)

183,020

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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 14 July 2026 and were signed on its behalf by:

M J Kiddie - Director

1.	STATUTORY INFORMATION

Amigo Partnership (Uk) Ltd 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.

The presentation currency of the financial statements is the Pound Sterling (£).

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, excluding discounts, rebates, value added tax and other sales taxes.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Computer software is being amortised evenly over its estimated useful life of five years.

Tangible fixed assets

Tangible assets are stated at cost (or deemed cost) less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful

life.

Plant and machinery

- 20% on reducing balance

Computer equipment

- 33% on cost

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.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

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

The financial statements have been prepared on a going concern basis.

The company has incurred losses and has net liabilities at the balance sheet date. The directors are undertaking extensive restructuring requiring the support from various creditors.

These conditions indicate the existence of a material uncertainty which may cast significant doubt on the company’s ability to continue as a going concern. Notwithstanding this, the directors consider it appropriate to prepare the financial statements on a going concern basis.

3.

EMPLOYEES

The average number of employees during the year was 13 (2024 - 19 ) .

4.	INTANGIBLE FIXED ASSETS

Other

intangible

assets

£

COST

At 1 January 2025

and 31 December 2025

1,179

AMORTISATION

At 1 January 2025

177

Charge for year

236

At 31 December 2025

413

NET BOOK VALUE

At 31 December 2025

766

At 31 December 2024

1,002

5.	TANGIBLE FIXED ASSETS

Plant and

Computer

machinery

equipment

Totals

£

£

£

COST

At 1 January 2025

208

47,183

47,391

Additions

-

833

833

Disposals

-

(849

)

(849

)

At 31 December 2025

208

47,167

47,375

DEPRECIATION

At 1 January 2025

142

40,066

40,208

Charge for year

17

3,042

3,059

Eliminated on disposal

-

(849

)

(849

)

At 31 December 2025

159

42,259

42,418

NET BOOK VALUE

At 31 December 2025

49

4,908

4,957

At 31 December 2024

66

7,117

7,183

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

120,326

424,882

Amounts owed by group undertakings

600

-

Other debtors

93,734

97,156

214,660

522,038

Included within other debtors is a deferred tax asset of £NIL (2024: £83,431).

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Bank loans and overdrafts

127,856

91,177

Trade creditors

90,311

1,569

Taxation and social security

196,444

172,821

Other creditors

7,622

6,936

422,233

272,503

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2025

2024

£

£

Bank loans

25,000

75,000

9.	SECURED DEBTS

Bank loans are secured by way of a fixed and floating charge over all assets of the company.

10.	ULTIMATE CONTROLLING PARTY

The ultimate controlling party is the directors of the company.