REGISTERED NUMBER: 15638440 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

FOR

HVN LABS LTD

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

N Caddick

J E Ronay

M J Talboys

REGISTERED OFFICE:

Easton

Sham Castle Lane

Bath

Bath And North East Somer

BA2 6JL

REGISTERED NUMBER:

15638440 (England and Wales)

ACCOUNTANTS:

TC Group

1st Floor

5-7 Portugal Place

Cambridge

Cambridgeshire

CB5 8AF

FIXED ASSETS

Tangible assets

5

9,159

8,451

CURRENT ASSETS

Debtors

6

334,101

192,019

Cash and cash equivalents

38,567

87,008

372,668

279,027

CREDITORS

Amounts falling due within one year

7

(88,385

)

(305,617

)

NET CURRENT ASSETS/(LIABILITIES)

284,283

(26,590

)

TOTAL ASSETS LESS CURRENT LIABILITIES

293,442

(18,139

)

CREDITORS

Amounts falling due after more than one year

8

(295,513

)

-

PROVISIONS FOR LIABILITIES

9

-

(2,113

)

NET LIABILITIES

(2,071

)

(20,252

)

CAPITAL AND RESERVES

Called up share capital

1

1

Share premium

326,554

-

Retained earnings

(328,626

)

(20,253

)

(2,071

)

(20,252

)

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2026.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2026 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 Profit and loss account has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 26 June 2026 and were signed on its behalf by:

J E Ronay - Director

1.	STATUTORY INFORMATION

Hvn Labs 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.	STATEMENT OF COMPLIANCE

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.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

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

The company reported a loss for the year and had net liabilities of £2,071 (2025: £20,252) at the balance sheet date. The directors have considered the company’s cash flow requirements and its access to funding.

The company has received funding during the period through financial instruments and continues to be supported by existing stakeholders. In addition, the company is currently progressing further funding initiatives to support its ongoing activities and development.

Based on these considerations, the directors have a reasonable expectation that the company will have adequate resources to continue in operational existence for the foreseeable future, and have therefore prepared the financial statements on a going concern basis.

Turnover

Turnover represents the amounts invoiced for the provision of drone swarm technology services, including autonomous drone operations, aerial inspections, payload delivery, and related engineering solutions across sectors such as agriculture, construction, and security. Turnover is recognised on the delivery of services in accordance with FRS 102.

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates and Value Added Tax.

Tangible fixed assets

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

Fixtures and fittings

-

25% on cost

Computer equipment

-

50% on cost

Financial instruments

Basic financial assets and basic financial liabilities as defined under section 11 of FRS 102, including trade and other debtors, trade and other creditors, cash and bank balances and investments in commercial paper, are initially recognised at transaction price, 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 liabilities which do not meet the criteria for basic financial instruments are assessed in accordance with the relevant requirements of FRS 102. Where such instruments are recognised as financial liabilities, they are measured at fair value where this can be determined reliably. Where the directors consider that the transaction price represents a reasonable approximation of fair value, the instrument is carried at that amount, with any material subsequent changes in fair value recognised in profit or loss.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit and loss account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Research and development

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

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.

Loans repayable on demand

The company has received loans which are legally repayable on demand. In accordance with FRS 102, Section 11, such loans are not considered financing transactions as they are repayable at the discretion of the lender and do not involve deferred settlement terms.

These loans are therefore measured at the undiscounted amount of the cash received, which represents cost, and are presented as current liabilities in the balance sheet. No interest is accrued on these balances unless and until interest is contractually agreed or charged.

Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the company will comply with the conditions attaching to them and the grants will be received using the performance model.

Grants are recognised in other income when the grant proceeds are received or receivable provided the terms of the grant do not impose future performance related conditions.

If the terms of the grant do impose future performance related conditions, the grant is only recognised in income when the performance related conditions are met.

Any grants that are received before the recognition criteria is met are recognised in the entity's financial statements as a liability.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 22 (2025 - 13 ) .

5.	TANGIBLE FIXED ASSETS

Fixtures

and

Computer

fittings

equipment

Totals

£

£

£

COST

At 1 April 2025

1,829

8,881

10,710

Additions

1,430

6,463

7,893

At 31 March 2026

3,259

15,344

18,603

DEPRECIATION

At 1 April 2025

70

2,189

2,259

Charge for year

815

6,370

7,185

At 31 March 2026

885

8,559

9,444

NET BOOK VALUE

At 31 March 2026

2,374

6,785

9,159

At 31 March 2025

1,759

6,692

8,451

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2026

2025

£

£

Trade debtors

2,001

18,244

Other debtors

332,100

173,775

334,101

192,019

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2026

2025

£

£

Trade creditors

19,360

21,479

Taxation and social security

16,514

28,433

Other creditors

52,511

255,705

88,385

305,617

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2026

2025

£

£

Other creditors

295,513

-

9.	PROVISIONS FOR LIABILITIES

2026

2025

£

£

Deferred tax

-

2,113

Deferred

tax

£

Balance at 1 April 2025

2,113

Provided during year

(2,113

)

Balance at 31 March 2026

-

Deferred tax liabilities of £2,790 have been recognised in respect of taxable timing differences arising on fixed assets. A deferred tax asset of £2,790 has also been recognised in respect of trading losses, being the amount considered recoverable against the reversal of taxable timing differences recognised at the balance sheet date.

No further deferred tax asset has been recognised in respect of remaining trading losses due to uncertainty over the availability of sufficient future taxable profits.

The deferred tax asset and liability have been offset as they relate to the same taxation authority and the company has a legally enforceable right of offset. The net deferred tax balance at 31 March 2026 is therefore £nil.

10.	OTHER FINANCIAL COMMITMENTS

Total financial commitments which are not included in the balance sheet amount to £15,526 (2025 - £17,304). This relates to the lease of offices.

11.	RELATED PARTY DISCLOSURES

At the balance sheet date, a director owed the company £nil (2025 - £1). The amount bears no interest, is repayable on demand and is disclosed within debtors due in less than 1 year.

At the balance sheet date the company owed £34,839 (2025 £246,046) to companies that directors hold a participating interest in. The amounts are interest free, repayable on demand and included within creditors due in less than one year.

12.	ULTIMATE CONTROLLING PARTY

The ultimate controlling party is Jake Ronay and Clare Ronay.

13.	WARRANT LIABILITY

The company has issued warrants which entitle the holder to subscribe for 118,205 ordinary shares of the company at a fixed subscription price of £2.50 per share, giving an aggregate potential consideration of £295,513.

The warrants arose in connection with funding provided to the company, under which proceeds of £295,513 were received.

The instrument has been assessed in accordance with Financial Reporting Standard 102 and has been classified as a financial liability on the basis that the company does not have an unconditional right to avoid the transfer of cash or other financial assets under all circumstances. Accordingly, the instrument does not meet the definition of an equity instrument.

The liability is initially recognised at the proceeds received. The directors consider that, due to the absence of a fixed settlement date, the uncertainty over the timing of any potential settlement, and the expectation that the instrument will be satisfied through the issue of equity rather than cash settlement, the carrying value represents a reasonable approximation of fair value at the reporting date.

Accordingly, no remeasurement has been recognised in the financial statements.

The amount is disclosed as an other creditor due in more than one year.

14.	JUDGEMENT AND ESTIMATION UNCERTAINTY

The preparation of the financial statements requires management to make judgements and estimates that affect the application of accounting policies and the reported amounts of assets and liabilities.

The classification and measurement of the warrant liability represents a key area of judgement. In determining the appropriate classification, the directors considered whether the company has an unconditional right to avoid the transfer of cash or other financial assets. Based on the contractual terms of the arrangement, the directors concluded that the instrument does not meet the criteria for classification as equity and has therefore been recognised as a financial liability.

In addition, judgement has been applied in determining the measurement basis of the liability. Due to the absence of a fixed settlement date and the inherent uncertainty regarding the timing and manner of settlement, the directors have concluded that the initial transaction price remains a reasonable estimate of fair value at the reporting date.

Whilst estimation uncertainty exists in respect of the timing and outcome of the arrangement, the directors consider that no material adjustment to the carrying value is required at the balance sheet date.