Company registration number 10743075 (England and Wales)
COMBAT MEDICAL HOLDINGS LTD
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
PAGES FOR FILING WITH REGISTRAR
COMBAT MEDICAL HOLDINGS LTD
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 7
COMBAT MEDICAL HOLDINGS LTD
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 1 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
4
291
291
Current assets
Debtors
6
8,022,538
6,004,799
Cash at bank and in hand
41,418
107,997
8,063,956
6,112,796
Creditors: amounts falling due within one year
7
(237,085)
(246,509)
Net current assets
7,826,871
5,866,287
Total assets less current liabilities
7,827,162
5,866,578
Creditors: amounts falling due after more than one year
8
(18,875)
(132,123)
Net assets
7,808,287
5,734,455
Capital and reserves
Called up share capital
9
291
271
Share premium account
8,445,150
6,217,697
Other reserves
227,280
225,719
Profit and loss reserves
(864,434)
(709,232)
Total equity
7,808,287
5,734,455

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

The financial statements were approved by the board of directors and authorised for issue on 20 July 2026 and are signed on its behalf by:
Mr E Bruce-White
Director
Company registration number 10743075 (England and Wales)
COMBAT MEDICAL HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
1
Accounting policies
Company information

Combat Medical Holdings Ltd is a private company limited by shares incorporated in England and Wales. The registered office is Lamer House Office, Lamer Lane, Wheathampstead, St Albans, Hertfordshire, AL4 8RL.

1.1
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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 has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.

1.2
Going concern

We believe that the company's financial statements should be prepared on a going concern basis on the grounds that current and future sources of funding or support will be more than adequate for the company's needs.true

As part of our going concern considerations, we have prepared detailed forecasts for the period to 31 December 2027 for the group. In the forecasts, we have considered the operating cash requirements needed to continue product development, clinical trials and the commercial operations of the group and its subsidiaries for the foreseeable future, being twelve months from the date of approval of these financial statements.

In order to achieve the cash levels required, the Directors completed a series A fundraising round achieving £2.8m total investment and opened a £30m series B fundraising round. The group also intends to secure working capital debt financing of approximately £700,000, for which banking support has already been indicated.

Given the progress of the funding round and the option for further working capital debt, we do not believe that there is a material uncertainty about the company’s ability to continue as a going concern.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for recharged services provided in the normal course of business, and is shown net of VAT and other sales related taxes.

COMBAT MEDICAL HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 3 -
1.4
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

1.5
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash at bank and in hand only.

1.6
Financial instruments

The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with 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 amounts owed by group undertakings 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 method 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.

Basic financial liabilities

Basic financial liabilities, including trade creditors, taxation and social security and other creditors, 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. A m ounts 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.

1.7
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs.

COMBAT MEDICAL HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 4 -
1.8
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account 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 company’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.

1.9
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black-Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

1.10
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Judgements and key sources of estimation uncertainty

In the application of the company’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.

Critical judgements

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.

Share options

The company has granted share options. The options have been calculated using the Black-Scholes model which requires judgement in determining and assessing key assumptions and therefore results in some estimation uncertainty.

Amounts owed by group undertakings

Amounts owed by group undertakings are deemed recoverable by the directors on the basis of the expected future performance of the group. The directors therefore believe that no impairment is necessary.

COMBAT MEDICAL HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -
3
Employees

The average monthly number of persons (excluding directors) employed by the company during the year was:

2025
2024
Number
Number
Total
0
0
4
Fixed asset investments
2025
2024
£
£
Shares in group undertakings and participating interests
291
291
5
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
Combat Medical Ltd
1
Ordinary
100.00
-
Biosurgical SL
2
Ordinary
100.00
-
Combat Medical North America Inc
3
Ordinary
100.00
-
Combat Medical SL
2
Ordinary
0
100.00

Registered office addresses (all UK unless otherwise indicated):

1
Combat Medical Ltd is a company incorporated in England and Wales and has a registered office of Lamer House Office, Lamer Lane Wheathampstead, St Albans, Herts, AL4 8RL
2
Biosurgical SL and Combat Medical SL are companies incorporated in Spain and have registered offices of Carretera De Torrejon, 28864 Ajalvir
3
Combat Medical North America Inc is a company incorporated in the USA and has a registered office of 108 West 13th Street, Wilmington, New Castle County, Delaware 19801.
6
Debtors
2025
2024
Amounts falling due within one year:
£
£
Amounts owed by group undertakings
8,022,538
6,004,799
COMBAT MEDICAL HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -
7
Creditors: amounts falling due within one year
2025
2024
£
£
Other borrowings
113,248
113,247
Trade creditors
114,819
121,261
Taxation and social security
2,018
5,701
Other creditors
7,000
6,300
237,085
246,509
8
Creditors: amounts falling due after more than one year
2025
2024
£
£
Other borrowings
18,875
132,123

Other borrowings represent a loan secured by a fixed and floating charge dated 11 March 2022 over all property or undertaking of the company, with the lender also in receipt of a cross guarantee from the subsidiary company. The loan is being repaid over a term of 54 months with interest charged at 10% over base rate per annum.

9
Called up share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.01p each
2,909,287
2,711,816
291
271

During the year, the company issued 197,471 ordinary shares for a total consideration of £2,227,473.

In June 2026, the company issued 18,236 ordinary shares for a total consideration of £205,702.

10
Financial commitments, guarantees and contingent liabilities

The company is party to a cross-guarantee, securing loan facilities of up to £1,500,000 for certain members of the Combat Medical Holdings Ltd group. At 31 December 2025, £645,966 was outstanding (2024 - £1,086,333).

11
Related party transactions

The company has taken advantage of the exemptions available under Financial Reporting Standard 102, section 33.1A, "Related Party Disclosures", not to disclose transactions with wholly owned members of the same group.

COMBAT MEDICAL HOLDINGS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 7 -
12
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

Opinion

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its result for the year 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.

Senior Statutory Auditor:
Robert Kempson ACA
Statutory Auditor:
Edwards
Date of audit report:
20 July 2026
13
Share-based payment transactions
Number of share options/warrants
Weighted average exercise price
2025
2024
2025
2024
Number
Number
£
£
Outstanding at 1 January 2025
500,354
536,853
3.44
3.47
Granted
5,867
493
11.28
11.28
Forfeited
(5,418)
0
(36,992)
0
11.28
4.31
Outstanding at 31 December 2025
500,803
500,354
3.45
3.44
Exercisable at 31 December 2025
494,708
494,503
3.42
3.41

The options/warrants outstanding at 31 December 2025 had an exercise price ranging from £1 to £11.28, and a remaining contractual life ranging from 1.67 to 9.50 years.

Inputs were as follows:
2025
2024
Weighted average share price
1.00
1.00
Weighted average exercise price
3.45
3.44
Expected volatility
50.00
50.00
Expected life
10.00
10.00
Risk free rate
1.02
1.01

During the year, the company recognised a charge of £1,561 (202 4: £6,864) which related to equity settled share based payment transactions.

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