REGISTERED NUMBER: 09232100 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE PERIOD 1 JANUARY 2025 TO 31 JULY 2025

FOR

DATAMINR UK LTD

Page

Company information

1

Strategic report

2

Report of the directors

3

Report of the independent auditors

4

Income statement

7

Other comprehensive income

8

Balance sheet

9

Statement of changes in equity

10

Cash flow statement

11

Notes to the cash flow statement

12

Notes to the financial statements

13

Directors:

P B Bailey

G Hacker

Registered office:

5 New Street Square

London

England

EC4A 3TW

Registered number:

09232100 (England and Wales)

Auditors:

Mark Arber Limited

Statutory Auditors

71-75 Shelton Street

Covent Garden

London

WC2H 9JQ

The Company is a wholly owned subsidiary of Dataminr Inc, a company incorporated in the United States of America. Its principal activity is to provide sales and marketing support services to its parent company under the terms of an intercompany service agreement signed on 1 January 2015 and to earn revenue from third-party software licence and related contracts.

The agreement with the parent company provides for Dataminr UK Ltd to receive fees from the parent company based on its costs plus 5% (2024: 5%).

Review of business

The results as set out on pages 7 to 9 of the financial statements show a profit on ordinary activities before tax of £430,193 (2024: £1,128,473 ). The shareholders' funds of the Company total £5,198,076 (2024: £4,896,832).

The directors of the Company monitor the progress of the Company by reference to the Key Performance Indicator on turnover, namely that turnover should be maintained are 105% of costs (2024 : 105%), in line with the agreement.

Principal risks and uncertainties

Most of the company's turnover is derived from sales to its parent company under the agreement. The company's principal risk is therefore that the parent company terminates its agreement with Dataminr UK Limited. When approving the financial statement, the directors consider the risk that the potential withdrawal from the agreement would have on the business and assess the likelihood of such an action. The directors are confident that the intercompany service agreement will remain in effect for a period exceeding twelve months from the date of approval of these financial statements.

On behalf of the board:

P B Bailey - Director

15 July 2026

The directors present their report with the financial statements of the Company for the period 1 January 2025 to 31 July 2025.

Principal activity

The principal activity of the Company in the period under review was that of providing marketing and sales support to group companies.

Dividends

No dividends will be distributed for the period ended 31 July 2025 (2024: Nil).

Directors

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

P B Bailey

G Hacker

Statement of directors' responsibilities

The directors are responsible for preparing the Strategic report, 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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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.

Disclosure in the strategic report

The Company has chosen in accordance with the Companies Act 2006 s414C(11) to set out in the Company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch 7 to be contained in the directors' report. It has done so in respect of principal risks and uncertainties.

Statement as to disclosure of information to auditors

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the Company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Auditors

The auditors, Mark Arber Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

On behalf of the board:

P B Bailey - Director

15 July 2026

Opinion

We have audited the financial statements of Dataminr UK Ltd (the 'Company') for the period ended 31 July 2025 which comprise the Income statement, Other comprehensive income, Balance sheet, Statement of changes in equity, Cash flow statement and Notes to the cash flow statement, Notes to the financial statements, 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 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 Company's affairs as at 31 July 2025 and of its profit 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 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 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 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 directors are responsible for the other information. The other information comprises the information in the Strategic report and the Report of the directors, but does not include the financial statements and our Report of the auditors thereon.

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.

In connection with our audit of the financial statements, 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 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.

Opinion on other matters prescribed by the Companies Act 2006

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

-	the information given in the Strategic report and the Report of the directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic report and the Report of the directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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 Report of the directors.

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

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

-	the 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 Statement of directors' responsibilities set out on page three, 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 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 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 Company or to cease operations, or have no realistic alternative but to do so.

Auditors' 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 a Report of the auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

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:

We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined that the most significant frameworks which are directly relevant to specific assertions in the financial statements are those that relate to the reporting framework including the Companies Act 2006 and the relevant tax compliance regulations in the UK

We understood how the Company is complying with those frameworks by making enquiries of management and those responsible for legal and compliance procedures.

We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud might occur by meeting with management from various parts of the business to understand where it considered there was a susceptibility to fraud. We also considered performance targets and their propensity to influence efforts made by management to manage the results. We considered the controls that the Company has established to address risks identified, or that otherwise prevent, deter and detect fraud; and how senior management monitors those programmes and controls. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included testing manual journals and were designed to provide reasonable assurance that the financial statements were free from fraud and error.

Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations identified in the paragraphs above. Our procedures involved journal entry testing, with a focus on journals indicating large or unusual transactions based on our understanding of the business, enquiries of Company management and focused testing. In addition, we completed procedures to conclude on the compliance of the disclosures in the Annual Report and Accounts with the requirements of the relevant accounting standards and UK legislation

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 Report of the auditors.

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 a Report of the auditors 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.

Mark Arber (Senior Statutory Auditor)

for and on behalf of Mark Arber Limited

Statutory Auditors

71-75 Shelton Street

Covent Garden

London

WC2H 9JQ

15 July 2026

TURNOVER

9,429,705

15,727,936

Administrative expenses

(9,000,487

)

(14,612,638

)

OPERATING PROFIT

4

429,218

1,115,298

Interest receivable and similar income

5

4,279

13,175

433,497

1,128,473

Interest payable and similar expenses

6

(3,304

)

-

PROFIT BEFORE TAXATION

430,193

1,128,473

Tax on profit

7

(134,031

)

(274,362

)

PROFIT FOR THE FINANCIAL PERIOD

296,162

854,111

PROFIT FOR THE PERIOD

296,162

854,111

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE PERIOD

296,162

854,111

FIXED ASSETS

Tangible assets

8

76,449

72,232

CURRENT ASSETS

Debtors

9

6,297,022

5,864,241

Cash at bank

1,339,256

1,266,130

7,636,278

7,130,371

CREDITORS

Amounts falling due within one year

10

(2,507,515

)

(2,298,635

)

NET CURRENT ASSETS

5,128,763

4,831,736

TOTAL ASSETS LESS CURRENT LIABILITIES

5,205,212

4,903,968

PROVISIONS FOR LIABILITIES

12

(11,921

)

(7,136

)

NET ASSETS

5,193,291

4,896,832

CAPITAL AND RESERVES

Called up share capital

13

100

100

Other reserves

14

1,119,115

1,118,818

Retained earnings

14

4,074,076

3,777,914

SHAREHOLDERS' FUNDS

5,193,291

4,896,832

The financial statements were approved by the Board of Directors and authorised for issue on 15 July 2026 and were signed on its behalf by:

P B Bailey - Director

Called up

share

Retained

Other

Total

capital

earnings

reserves

equity

£

£

£

£

Balance at 1 January 2024

100

2,923,803

1,107,544

4,031,447

Changes in equity

Total comprehensive income

-

854,111

-

854,111

Share based compensation

-

-

11,274

11,274

Balance at 31 December 2024

100

3,777,914

1,118,818

4,896,832

Changes in equity

Total comprehensive income

-

296,162

-

296,162

Share based compensation

-

-

297

297

Balance at 31 July 2025

100

4,074,076

1,119,115

5,193,291

Cash flows from operating activities

Cash generated from operations

1

245,274

(1,504,332

)

Interest paid

(3,304

)

-

Tax paid

(137,436

)

(245,310

)

Prior year tax adjustment

3,405

(29,052

)

Net cash from operating activities

107,939

(1,778,694

)

Cash flows from investing activities

Purchase of tangible fixed assets

(39,092

)

(54,739

)

Interest received

4,279

13,175

Net cash from investing activities

(34,813

)

(41,564

)

Increase/(decrease) in cash and cash equivalents

73,126

(1,820,258

)

Cash and cash equivalents at beginning of period

2

1,266,130

3,086,388

Cash and cash equivalents at end of period

2

1,339,256

1,266,130

1.	RECONCILIATION OF PROFIT FOR THE FINANCIAL PERIOD TO CASH GENERATED FROM OPERATIONS

Period

1.1.25

to

Year ended

31.7.25

31.12.24

£

£

Profit for the financial period

296,162

854,111

Depreciation charges

34,868

124,103

Loss on disposal of fixed assets

7

-

Share based compensation

297

11,274

Finance costs

3,304

-

Finance income

(4,279

)

(13,175

)

Taxation

134,031

274,362

464,390

1,250,675

Increase in trade and other debtors

(432,781

)

(2,240,400

)

Increase/(decrease) in trade and other creditors

213,665

(514,607

)

Cash generated from operations

245,274

(1,504,332

)

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash flow statement in respect of cash and cash equivalents are in respect of these Balance sheet amounts:

Period ended 31 July 2025

31.7.25

1.1.25

£

£

Cash and cash equivalents

1,339,256

1,266,130

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

1,266,130

3,086,388

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.25

Cash flow

At 31.7.25

£

£

£

Net cash

Cash at bank

1,266,130

73,126

1,339,256

1,266,130

73,126

1,339,256

Total

1,266,130

73,126

1,339,256

1.	STATUTORY INFORMATION

Dataminr 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 Company functional and presentational currency is pounds sterling (GBP) and the financial statements have been rounded to the nearest pound (£).

Change in Financial Year-End

During the period, the Company changed its financial year-end from 31 December 2025 to 31 July 2025. This change was made at the request of the parent company, Dataminr, Inc., in order to align the reporting period of Dataminr UK with that of the Group. As a result of this change, the current financial period represents a seven-month period ended 31 July 2025, and therefore the amounts presented in these financial statements are not directly comparable with those of the previous 12-month period.

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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

These financial statements have been drawn up on the going concern basis. The company is dependent upon the support of its parent company, and only customer, in order to meet its working capital requirements. The parent company has provided assurances that this support will continue for a period that exceeds twelve months from the date of approval of these financial statements.

Related party exemption

The Company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover

Turnover represents amounts receivable from the Company's parent under a sales and marketing agreement together with revenue from third-party software licence and related contracts, excluding value added tax.

Revenue from the intercompany sales and marketing agreement is recognised when the underlying chargeable costs are incurred in accordance with the agreement.

Revenue from third-party software licence and related contracts is recognised in accordance with the terms of the relevant contracts over the period to which the services relate. Amounts invoiced in advance of recognition are included within deferred income.

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment loss.

Improvement to property

-

over the life of the lease

Computer equipment

-

33% on cost

Furniture & Fixtures

-

20% on cost

Office Equipment

-

20% on cost and 33% on cost

Financial instruments

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS102 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.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into.

Basic financial liabilities

Basic financial liabilities, including creditors, and loans from fellow group companies are initially recognised at transaction price.

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 initially recognised at transaction price.

Cash and cash equivalents

Cash and cash equivalents in the balance sheet comprise cash at bank and in hand and short-term deposits.

Taxation

Taxation for the period 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 period 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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

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.

Share based compensation

Under the terms of their employment contract the employees of the company are entitled to participate in the group share based compensation scheme. The fair market value at the time of granting awards to employees is recognised when granted or over the vesting period if applicable. The cost is credited to share based compensation reserve.

Deferred income

Deferred income represents amounts invoiced to third-party customers in advance of the related performance obligations being satisfied under software licence and related contracts. These amounts are recognised as turnover over the period to which the underlying services relate in accordance with the terms of the relevant contracts.

3.	EMPLOYEES AND DIRECTORS

Period

1.1.25

to

Year ended

31.7.25

31.12.24

£

£

Wages and salaries

6,350,794

10,706,327

Social security costs

856,312

1,263,721

Other pension costs

188,804

321,577

7,395,910

12,291,625

The average number of employees during the period was as follows:

Period

1.1.25

to

Year ended

31.7.25

31.12.24

94

94

There were no directors' remuneration during the year 2025 and 2024.

Period

1.1.25

to

Year ended

31.7.25

31.12.24

£

£

Directors' remuneration

-

-

4.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

Period

1.1.25

to

Year ended

31.7.25

31.12.24

£

£

Other operating leases

210,000

357,584

Depreciation - owned assets

34,868

124,103

Loss on disposal of fixed assets

7

-

Auditors' remuneration

11,550

9,550

Foreign exchange differences

19,518

(388,323

)

5.

INTEREST RECEIVABLE AND SIMILAR INCOME

Period

1.1.25

to

Year ended

31.7.25

31.12.24

£

£

Bank interest

2,212

10,704

CT interest receivable

1,315

2,471

VAT interest receivable

752

-

4,279

13,175

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

Period

1.1.25

to

Year ended

31.7.25

31.12.24

£

£

CT interest payable

3,304

-

7.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the period was as follows:

Period

1.1.25

to

Year ended

31.7.25

31.12.24

£

£

Current tax:

UK corporation tax

127,947

279,357

Adjustment to prior year tax

1,299

105

Total current tax

129,246

279,462

Deferred tax

4,785

(5,100

)

Tax on profit

134,031

274,362

Reconciliation of total tax charge included in profit and loss

The tax assessed for the period is higher than the standard rate of corporation tax in the UK. The difference is explained below:

Period

1.1.25

to

Year ended

31.7.25

31.12.24

£

£

Profit before tax

430,193

1,128,473

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%)

107,548

282,118

Effects of:

Expenses not deductible for tax purposes

(9,671

)

(7,756

)

Adjustments to tax charge in respect of previous periods

1,299

-

Non-trade loan relationships

30,070

-

Deferred tax

4,785

-

Total tax charge

134,031

274,362

8.	TANGIBLE FIXED ASSETS

Fixtures

and

Computer

fittings

equipment

Totals

£

£

£

Cost

At 1 January 2025

9,845

220,308

230,153

Additions

-

39,092

39,092

Disposals

-

(1,462

)

(1,462

)

At 31 July 2025

9,845

257,938

267,783

Depreciation

At 1 January 2025

9,845

148,076

157,921

Charge for period

-

34,868

34,868

Eliminated on disposal

-

(1,455

)

(1,455

)

At 31 July 2025

9,845

181,489

191,334

Net book value

At 31 July 2025

-

76,449

76,449

At 31 December 2024

-

72,232

72,232

9.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

28,562

369,102

Amounts owed by group undertakings

5,783,444

5,259,441

Other debtors

45,934

46,012

VAT

88,530

48,264

Prepayments

350,552

141,422

6,297,022

5,864,241

10.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

32,073

13,473

Amounts owed to group undertakings

214,810

205,462

Tax

120,151

126,352

Social security and other taxes

475,524

446,763

Deferred income

746,899

254,939

Accrued expenses

918,058

1,251,646

2,507,515

2,298,635

11.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2025

2024

£

£

Within one year

360,000

360,000

Between one and five years

210,000

420,000

570,000

780,000

The operating lease contains a break clause at 28th February 2026 which was not activated.