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Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2025
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AIRSCREAM UK LIMITED
COMPANY INFORMATION
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AIRSCREAM UK LIMITED
CONTENTS
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AIRSCREAM UK LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
By Sam Ong, Group CEO
Founded in 2018 by Yeoh Kai Shen and myself, AIRSCREAM was established with a clear ambition: to build a global, consumer-focused enterprise defined by innovation, quality, design excellence, and operational discipline. We selected the vaping sector as our foundation because of its dynamic growth potential and its role in offering adult consumers innovative, high-quality alternatives to traditional tobacco products. From the beginning, our objective has extended beyond participation in the category. We have sought to shape it through differentiated products, strong brand execution, and a deep understanding of evolving consumer needs. AIRSCREAM’s progress has been made possible by an agile, committed, and entrepreneurial team. Our culture encourages ownership, collaboration, and accountability, enabling us to respond quickly to market shifts while continuing to build for the long term. This operating mindset has supported the Group’s expansion across international markets and strengthened the foundation for our next phase of growth. By the end of 2025, our flagship product range, AirsPops, had established itself as a market leader in South Africa, reflecting the strength of our brand, distribution capabilities, and product relevance in a competitive environment. Our commitment to design and product innovation has also been recognized internationally, including through two Red Dot Design Awards and one French Design Award. These accolades reinforce our belief that product excellence must combine functionality, aesthetics, reliability, and consumer experience. As AIRSCREAM continues to evolve, our strategic priority remains clear: to build a resilient, innovation-led consumer platform with the capability to compete, scale, and create sustainable value across regulated global markets.
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AIRSCREAM UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
By Sam Ong, Group CEO
2025 was another challenging year for AIRSCREAM Group. The business continued to face pressure from a combination of regulatory developments, operational delays, and macroeconomic uncertainty. These factors constrained our ability to reverse the negative growth trajectory experienced in prior periods and delayed the expected contribution from several strategic initiatives. A key setback during the year was the further delay in the activation of our Czech-based liquid production facility. This facility remains an important pillar of our vertical integration strategy, designed to enhance supply chain control, improve production flexibility, and support future margin expansion. However, the project was delayed by an additional quarter in 2025, with first production materializing in December 2025. This delay also affected the planned activation of new revenue streams within our Smokefree division, particularly in OEM liquid manufacturing and nicotine pouch production for the European Union market. While the strategic rationale for the facility remains sound, the delay has deferred its expected commercial contribution and required management to reassess execution timelines and resource allocation. Similarly, the official launch of our personal care venture, Imaginary Fam, in China was postponed. The launch, initially planned for mid-2025, was delayed due to a longer-than-expected regulatory approval process by the relevant Chinese authorities. Based on current projections, commercialization of the personal care products in China is now expected in Q3 2026. As a result, the anticipated revenue contribution from this venture did not materialize in FY2025. In New Zealand, the regulatory environment became more restrictive following the implementation of advertising and display limitations. These measures materially affected our ability to introduce new products effectively and reduced the commercial tools available to drive consumer engagement. In addition, the complete ban on promotional activities, including giveaways and discounts, further constrained our sales activation efforts. As a result, the New Zealand market recorded a year-on-year revenue decline of USD 1.24 million. Despite these challenges, South Africa delivered a positive performance and remained a key highlight for the Group. FY2025 shipments increased by USD 0.45 million compared with the previous year, supported by continued demand for our AirsPops product range and the strength of our market position. This performance demonstrates the resilience of our brand in markets where we have strong consumer relevance, effective distribution, and disciplined execution. While 2025 did not deliver the overall growth recovery we had targeted, the year provided important lessons and reinforced the need for sharper execution, stronger regulatory preparedness, and greater operational resilience. The Group has taken steps to address these challenges by refining project timelines, strengthening governance over strategic initiatives, and focusing resources on markets and categories with the highest potential for sustainable returns. Looking ahead, AIRSCREAM remains committed to its long-term vision. We will continue to invest in product innovation, manufacturing excellence, regulatory readiness, and brand development. Our priorities are to restore growth, improve execution certainty, and build a more diversified and resilient platform capable of creating long-term value for our stakeholders.
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AIRSCREAM UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
By Andrew Koh, Head of Brand, Marketing and PR Communication
1. Introduction AIRSCREAM UK Limited operates across diverse global markets, each governed by distinct regulatory, economic, and political landscapes. This strategic diversity provides growth opportunities but also introduces a complex risk environment that must be actively managed. 2. Regulatory Environment 2.1 Compliance and Legislative Risks The Group operates in a highly regulated nicotine product environment where requirements continue to evolve across markets. Key areas of regulatory focus include product safety, packaging, advertising, environmental obligations, taxation, product registration, and market access requirements. The Group continues to monitor regulatory developments, including restrictions on disposable vaping products, flavour regulations, nicotine limits, and market-specific compliance obligations across multiple jurisdictions. Non-compliance or regulatory changes may result in product restrictions, increased operational costs, penalties, reputational impact, or reduced market access. 2.2 Country-Specific Regulatory Challenges Examples of key jurisdictions include
•European Union: Products are subject to strict requirements under the Tobacco Products Directive (TPD), with an increasing focus on sustainability and product compliance.
• United States: The regulatory environment remains challenging due to the FDA Premarket Tobacco Product Application (PMTA) framework, which impacts product authorisation and market access. • Canada: Products are regulated under Health Canada requirements, including the Tobacco and Vaping Products Act (TVPA), with ongoing provincial restrictions and enforcement activity. • Asia: Regulatory approaches vary significantly by country, including differing product classifications, registration requirements, advertising restrictions, and import controls. • Middle East & Africa: Markets may present challenges due to varying import requirements, regulatory approval processes, and enforcement practices. To manage these risks, the Group maintains a flexible product development approach, including adaptable nicotine strengths, compliant packaging, and regulatory review processes to support market-specific requirements.
3.Market Risks
3.1 Economic Volatility Economic downturns, inflationary pressures, and changes in consumer spending patterns may adversely affect demand for our products and overall sales performance. 3.2 Currency Exposure With operations across multiple currencies, exchange rate fluctuations pose a risk. The Group mitigate this through forward contracts and prudent treasury management. 3.3 Geopolitical Disruption Markets in Eastern Europe, the Middle East, and Africa are particularly susceptible to volatility that can affect trade and logistics. 3.4 Reputational Risk and Public Perception Regulatory developments, public health concerns, media coverage and stakeholder perceptions may adversely affect consumer confidence, market access, and business performance.
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AIRSCREAM UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
4. Competitive and Illicit Trade Risks 4.1 Market Competition The Group face competition from both global incumbents and emerging regional players. Sustaining market share requires continuous innovation and brand investment. 4.2 Market Saturation In mature markets such as the UK, USA, EU and NZ, incremental growth is challenging. Transitioning smokers to reduced-risk nicotine alternatives, including e-cigarettes and nicotine pouches, while addressing misinformation and evolving consumer preferences, remains a key strategic focus. 4.3 Illicit Trade The proliferation of unregulated, often illegal, vape products continues to undermine legitimate players. Market examples include: • USA: Surge in illegal flavoured disposables from China, despite FDA-led task force action. • UK: Trading Standards regularly seizes non-compliant products from retailers. • Australia: Despite prescription-only nicotine rules, black market trade flourishes. • Europe: Inconsistent TPD enforcement results in cross-border discrepancies. • Asia : The emergence of illicit and non-compliant vaping products, including products containing unauthorised substances. 5. Operational and Technology Risks 5.1 Supply Chain and Manufacturing Risk The Group relies on a global network of suppliers, manufacturing facilities, and logistics partners to support its manufacturing operations. Disruptions to supply chains, manufacturing processes, logistics networks, or trade requirements may adversely affect product availability, operational performance, and financial results. The Group mitigates these risks through supplier diversification, quality assurance controls, and on-going supply chain oversight. 5.2 Innovation Pressure The pace of technological advancement in vaping demands continual R&D investment to meet evolving consumer expectations. 5.3 Cybersecurity Our reliance on digital platforms and data poses risks of breaches or operational disruption. The Group maintains cybersecurity policies, employee awareness programmes, access controls, and ongoing updates on infrastructure to strengthen resilience. 6. Environmental and Health-Related Risks 6.1 Environmental Impact Increasing focus on sustainability and waste compliance, in line with evolving regulations such as the EU’s WEEE Directive and Battery Regulation. Continued to evaluation of recyclable and biodegradable materials to support objective 6.2 Health Concerns & Scientific Development Scientific, regulatory, and public health perspectives on vaping and nicotine products continue to evolve. Emerging research findings, policy changes, or shifts in public health guidance may influence consumer behaviour, regulatory requirements, and market access.
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AIRSCREAM UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Financial Performance Indicators
By Daphne Ooi, Finance Manager, Group Reporting
In the fiscal year ending 2025, the Company maintained a strong financial position despite a challenging operating environment. Revenue decreased by (22.2)% to £17.3 million from £22.3 million. The decline was mainly due to a restructuring of the Group's sales billing model implemented in December 2025, whereby approximately USD3.5 million (GBP2.6 million) of sales were invoiced through Airscream M13 Trading FZ - LLC instead of the Company. In addition, regulatory changes affecting the vape industry in New Zealand adversely impacted sales, further contributing to the reduction in revenue and overall trading performance during the year. The cash and bank balance of the Company decreased by 2%, from £6.5 million to £6.4 million, primarily driven by the strategic capital deployment aimed at supporting long-term growth. Operating profit decreased by 63.7%, from £3.8 million to £1.4 million. This decline was primarily driven by a reduced gross profit margin from 36% to 35% and an increase in operating expenses, a consequence of foreign exchange losses arising from market volatility, coupled with increased marketing efforts.
Future Developments
By Sam Ong, Group CEO
As AIRSCREAM continues to evolve, we are advancing a forward-looking strategy focused on product innovation, operational efficiency, portfolio diversification, and geographic expansion. While the Group continues to operate in a complex and highly regulated environment, we remain confident that disciplined execution of our strategic initiatives will strengthen our resilience and position us for sustainable long-term growth. The following initiatives represent key components of AIRSCREAM’s future growth trajectory. 1. Introduction of INKLORDS To address existing gaps within our product portfolio and broaden our market reach, AIRSCREAM will introduce a secondary vape brand, INKLORDS. This new brand has been developed to complement our existing product line-up while targeting distinct consumer segments through differentiated product features, design language, and brand positioning. INKLORDS is expected to enhance our competitiveness across selected high-growth markets by allowing the Group to serve a broader spectrum of adult consumers. By the end of 2026, the brand is projected to contribute approximately 10% of total vape sales. This initiative reflects our continued commitment to consumer segmentation, brand diversification, and product-led growth. It also provides AIRSCREAM with an additional platform to strengthen market share while reducing reliance on a single core product range. 2. Launch of M13 and OEM Nicotine Pouches In response to rising global demand for smoke-free alternatives, AIRSCREAM will introduce a new nicotine pouch product under the brand M13. This initiative represents a strategic entry into an adjacent category with significant long-term growth potential. M13 has been designed for adult consumers seeking a discreet, tobacco-free experience. The product will be competitively priced to support broader market adoption while maintaining a clear focus on quality, compliance, and consumer relevance. The launch of M13 also provides AIRSCREAM with a strategic pathway to navigate regulatory barriers in key markets. In the United States, where PMTA restrictions continue to limit access for certain vape products, nicotine pouches offer an alternative route to market. In mature markets such as the United Kingdom, M13 will strengthen the Group’s portfolio of smoke-free alternatives and enable us to participate in a growing category beyond vaping. In addition to our own branded product strategy, the Group will also pursue OEM opportunities in nicotine pouches, leveraging our manufacturing capabilities and commercial relationships. By the end of 2027, M13 and related nicotine
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AIRSCREAM UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
pouch initiatives are forecast to contribute at least 25% of total Group revenue.
3. Opening of Czech Warehouse and Liquid Production Facility The commissioning of our Czech warehouse and e-liquid production facility represents a transformative milestone for AIRSCREAM. The facility is expected to strengthen our European operating platform, improve supply chain efficiency, and support faster response times to customers across the region. Once fully operational and after the Group has enhanced the facility’s operational effectiveness, the Czech platform is expected to significantly improve our speed-to-market within the European Union. It will also enhance our ability to serve selected North African markets, including Morocco, where demand for regulated smoke-free alternatives continues to develop. The facility is expected to contribute approximately USD 1.5 million in revenue in FY2026, USD 5 million in FY2027, and USD 10 million in FY2028. Over time, this investment is expected to contribute positively to the Group’s profitability by improving production flexibility, reducing logistics complexity, and supporting higher-margin commercial opportunities. 4. Expansion in the Africa Region In 2026, AIRSCREAM will intensify its focus on growth within the Africa region, leveraging the Group’s established traction and brand influence in South Africa. Our performance in South Africa provides a strong foundation from which to expand into adjacent markets and deepen our regional presence. To support this expansion, a dedicated trading entity has been established in Dubai. This entity will facilitate new customer relationships, improve regional distribution capabilities, and provide a more effective commercial platform for serving Africa and surrounding markets. AIRSCREAM also plans to participate in one of the world’s largest smoke-free product trade shows in Dubai in November 2026. This presence will support business development, strengthen customer engagement, and position the Group more favourably in a region demonstrating growing appetite for regulated smoke-free alternatives. Our Africa strategy is focused on disciplined market entry, strong partner selection, and sustainable distribution development. We believe this region represents a meaningful long-term growth opportunity for the Group. 5. Closure of Non-Core Legal Entities and Disposal of Non-Core Business Interests As part of our commitment to operational efficiency, cost discipline, and strategic focus, AIRSCREAM will continue to rationalise its corporate structure and review underperforming or non-core assets. The Group intends to wind down its non-essential legal entity in Indonesia by the end of 2026. In addition, AIRSCREAM plans to dispose of its interest in the New Zealand business, 313 NC Limited, by the end of June 2026. These actions are intended to improve group-level financial and administrative efficiency, reduce complexity, and allow management to allocate capital and resources toward markets and businesses with stronger strategic alignment and higher potential returns. This rationalisation is an important step in building a leaner, more focused, and more scalable organisation. 6. Investment in New Start-ups and Emerging Business Verticals AIRSCREAM remains committed to cultivating new business verticals through targeted investment in early-stage ventures and adjacent consumer opportunities. In Malaysia, the Group will focus on increasing sales of OFFNIC Coffee during FY2026, with the objective of building sufficient scale and operational discipline to achieve profitability by the end of FY2027. This initiative reflects our broader ambition to develop consumer brands beyond the vaping category while maintaining a disciplined approach to investment and execution. In China, Imaginary Fam, our personal care start-up, is expected to begin generating revenue in Q3 2026. While the business has experienced delays due to regulatory approval timelines, we continue to believe in the long-term potential of
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AIRSCREAM UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
the personal care category and its relevance to the Group’s diversification strategy.
Through OFFNIC 3 Thirteen Venture Angels Limited, we will continue to identify opportunities to provide early-stage capital to promising founders and start-ups across Australia, New Zealand, the United Kingdom, Malaysia, and the United States. Our investment focus will remain on sectors with strong long-term growth potential, including healthcare, space, artificial intelligence, and deep technology. This investment platform allows AIRSCREAM to participate in emerging innovation ecosystems while building optionality for future growth. Conclusion These future initiatives underscore AIRSCREAM’s commitment to innovation, strategic diversification, operational discipline, and long-term value creation. While the external environment remains challenging, the Group is taking decisive steps to broaden its revenue base, improve operating efficiency, strengthen geographic reach, and develop new growth platforms. With disciplined execution and focused capital allocation, we believe these initiatives will position AIRSCREAM for accelerated growth and greater resilience in the years ahead.
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AIRSCREAM UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
By Daphne Ooi, Finance Manager, Group Reporting
Strategic Restructuring of New Zealand Operations Subsequent to the year end, the Company entered into an agreement in principle with its joint venture partner, Arkitex, to dispose of its 50% interest in 313 NC Limited and acquire the remaining 35% interest in AIRSCREAM NZ Limited. Upon completion of the transaction, 313NC Limited will cease to be part of the AIRSCREAM Group and will continue to operate as an independent customer of the Group. AIRSCREAM NZ Limited will become a wholly owned subsidiary of the Company. The transaction forms part of the Group's strategic restructuring initiatives and is expected to simplify the Group structure, enhance management control over the New Zealand operations and improve operational efficiency. The transaction is currently expected to be completed by June 2026. Corporate Restructuring and New Business Venture Subsequent to the year end, the Company undertook an internal corporate restructuring exercise whereby its shareholding in AIRSCREAM Australia Pty Ltd was transferred to OFFNIC 3Thirteen Venture Angels Ltd. As part of this restructuring, AIRSCREAM Australia Pty Ltd will be renamed Anvello Labs Pty Ltd and will serve as the vehicle for the development and launch of a new product category known as "I'm Not A Vape" (INAV). INAV is a wellness-focused product that does not contain smoke, batteries, liquid or nicotine, and represents the Group's expansion into adjacent consumer wellness categories. The restructuring does not affect the ultimate ownership of AIRSCREAM Australia Pty Ltd, which remains wholly within the AIRSCREAM 313 Holdings Group. Capital Contributions Subsequent to the year end, the Company approved a capital contribution of USD250,000 to PT AIRSCREAM Three One Three Indonesia. The funding is intended to provide sufficient working capital for the subsidiary to settle outstanding intercompany balances and meet anticipated operating and administrative expenses during the period leading up to its planned closure.
This report was approved by the board and signed on its behalf.
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AIRSCREAM UK LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their report and the financial statements for the year ended 31 December 2025.
The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. 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 judgments 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 profit for the year, after taxation, amounted to £1,073,976 (2024 - £3,304,497).
A dividend of £1,389,785 (2024 - £765,942) was declared and issued during the current year.
The directors who served during the year were:
Post balance sheet date, the company has disposed of its investment in 313-NC Limited as part of its restructring process.
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AIRSCREAM UK LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The auditors, Harris & Trotter LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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AIRSCREAM UK LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AIRSCREAM UK LIMITED
We have audited the financial statements of AIRSCREAM UK LIMITED (the 'Company') for the year ended 31 December 2025, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes, including a summary of 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 101 ‘Reduced Disclosure Framework’ (United Kingdom Generally Accepted Accounting Practice).
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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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.
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 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.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.
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AIRSCREAM UK LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AIRSCREAM UK LIMITED (CONTINUED)
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Directors' Report for the financial year 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.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.
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AIRSCREAM UK LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AIRSCREAM UK LIMITED (CONTINUED)
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 Auditors' 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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
The objectives of our audit are to identify and assess the risks of material misstatement of the financial statements due to fraud or error; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud or error; and to respond appropriately to those risks. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and noncompliance with laws and regulations, our procedures included the following: • We obtained an understanding of the legal and regulatory frameworks applicable to the Company and the industry in which it operates. We determined that the following laws and regulations were most significant: FRS 101 and the Companies Act 2006. • We obtained an understanding of how the Company is complying with those legal and regulatory frameworks by making enquiries of management. • We challenged assumptions and judgments made by management in its significant accounting estimates; We did not identify any key audit matters relating to irregularities, including fraud.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
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AIRSCREAM UK LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AIRSCREAM UK LIMITED (CONTINUED)
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 Auditors' 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.
for and on behalf of
Chartered Accountants and Statutory Auditors
101 New Cavendish Street
1st Floor South
W1W 6XH
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AIRSCREAM UK LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
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AIRSCREAM UK LIMITED
REGISTERED NUMBER: 11368960
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
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AIRSCREAM UK LIMITED
REGISTERED NUMBER: 11368960
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 19 to 38 form part of these financial statements.
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AIRSCREAM UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
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AIRSCREAM UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
AIRSCREAM UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Ashville Park, Short Way, Thornbury, Bristol, BS35 3UU.
2.Accounting policies
The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company has taken advantage of the following disclosure exemptions under FRS 101:
∙the requirements of IFRS 7 Financial Instruments: Disclosures
∙the requirements of IAS 7 Statement of Cash Flows
∙the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member
This information is included in the consolidated financial statements of AIRSCREAM 313 Holdings Limited as at 31 December 2025 and these financial statements may be obtained from Companies House.
The company meets its day-to-day working capital requirements through its cash reserves. The current economic conditions continue to create uncertainty and the company’s forecasts and projections, taking account of reasonably possible changes in trading performance, show that the company should be able to operate within the level of its current cash reserves. After making enquiries, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.
There are no amendments to accounting standards, or IFRIC interpretations that are effective for the year ended 31 December 2025 that have a material impact on the company’s financial statements.
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AIRSCREAM UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Functional and presentation currency
Transactions and balances
Page 20
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AIRSCREAM UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Page 21
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AIRSCREAM UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Page 22
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AIRSCREAM UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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AIRSCREAM UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the company and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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AIRSCREAM UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
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AIRSCREAM UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
The Company recognises financial instruments when it becomes a party to the contractual arrangements of the instrument. Financial instruments are de-recognised when they are discharged or when the contractual terms expire. The Company's accounting policies in respect of financial instruments transactions are explained below:
Financial assets and financial liabilities are initially measured at fair value.
Financial assets
All recognised financial assets are subsequently measured in their entirety at either fair value or amortised cost, depending on the classification of the financial assets.
Fair value through profit or loss
Impairment of financial assets
Financial liabilities
At amortised cost
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AIRSCREAM UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
The following are the judgements made by management in applying the accounting policies of the Company that have the most significant effect on these financial statements: Recognition of deferred tax assets The extent to which deferred tax assets can be recognised is based on an assessment of the probability that future taxable income will be available against which the deductible temporary differences and tax loss carry-forwards can be utilised. In addition, significant judgement is required in assessing the impact of any legal or economic limits or uncertainties in various tax jurisdictions. Useful lives and residual values of depreciable assets Management reviews its estimate of the useful lives and residual values of depreciable assets at each reporting date, based on the expected utility of the assets. Uncertainties in these estimates relate to technological obsolescence that may change the utility of certain software and IT equipment and environmental regulations that can make polluting assets to be depreciated more quickly. Inventories Management estimates the net realisable values of inventories, taking into account the most reliable evidence available at each reporting date. The future realisation of these inventories may be effected by future technology or other market-driven changes that may reduce future selling prices. Leases – determination of the appropriate discount rate to measure lease liabilities The Company enters into leases with third-party landlords and as a consequence the rate implicit in the lease is not readily determinable. The Company uses its incremental borrowing rate as the discount rate for determining its lease liabilities at the lease commencement date. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow over similar terms which requires estimations when no observable rates are available.
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AIRSCREAM UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Analysis of turnover by country of destination:
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AIRSCREAM UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Page 29
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AIRSCREAM UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Page 30
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AIRSCREAM UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
11.Taxation (continued)
There were no factors that may affect future tax charges.
Page 31
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