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Registered number: 05442513
BRIGHTSIGN DIGITAL LIMITED
FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE YEAR ENDED 31 DECEMBER 2025
TWP Accounting LLP
Chartered Accountants & Statutory Auditors
The Old Rectory
Church Street
Weybridge
Surrey
KT13 8DE
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BRIGHTSIGN DIGITAL LIMITED
REGISTERED NUMBER: 05442513
BALANCE SHEET
AS AT 31 DECEMBER 2025
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Provisions for liabilities
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The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 22 July 2026.
The notes on pages 2 to 7 form part of these financial statements.
Page 1
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BRIGHTSIGN DIGITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
BrightSign Digital Limited is a private company, limited by shares, registered in England and Wales. The company's registered number and registered office address is The Old Rectory, Church Street, Weybridge, England, KT13 8DE.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. 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 following principal accounting policies have been applied:
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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
Defined contribution pension plan
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.
Page 2
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BRIGHTSIGN DIGITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Current and deferred taxation
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The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
Turnover represents the service fee charged to Brightsign LLC for the period in respect of advisory services and is calculated on an accruals basis. Turnover represents 105% (2024 : 105%) of total business costs.
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
Software is an intangible asset and is considered to have a finite useful life. The useful economic life (UEL) of software is determined based on management's best estimate, considering factors such as technological changes, licensing agreements, and usage patterns. Amortisation is charged on a straight-line basis over the estimated useful life of the asset. The UEL and amortisation method are reviewed to ensure they reflect the current use and expected benefits of the asset.
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Page 3
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BRIGHTSIGN DIGITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Tangible fixed assets (continued)
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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:
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Short-term leasehold property
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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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The average monthly number of employees, including directors, during the year was 32 (2024 - 31).
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Charge for the year on owned assets
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Page 4
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BRIGHTSIGN DIGITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Short-term leasehold property
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Charge for the year on owned assets
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Amounts owed by group undertakings
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Prepayments and accrued income
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Page 5
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BRIGHTSIGN DIGITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Creditors: Amounts falling due within one year
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Accruals and deferred income
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Other financial commitments
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Financial commitments relating to operating leases that are not included in the balance sheet total £421,892 (2024 : £74,621).
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Related party disclosures
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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.
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Ultimate controlling party
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The ultimate controlling party during the period was Steven Durkee. The ultimate parent company which draws up the consolidated financial statements is Brightsign LLC. The company relocated its headquarters to 550 S. Winchester Blvd., Suite 100, San Jose, CA 95128, in June 2024.
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During the year ended 31 December 2025, no new share options were granted to employees of BrightSign Digital Ltd. No share options were exercised or modified during the year. During the year, a total of 50,000 options were forfeited or lapsed following the departure of two employees — comprising 17,188 unvested options forfeited upon termination of employment and 32,812 options which lapsed following an earlier departure. At 31 December 2025, the total number of outstanding share options held by employees of BrightSign Digital Ltd was 2,632,242 (2024: 2,682,242). Of these, 380,388 remain unvested at year-end.
In accordance with Section 26 of FRS 102, the related share-based payment arrangement has been assessed on the basis of a reasonable allocation of the cost of the arrangement across the group. Management has considered the substance of the underlying employee services and concluded that, whilst the option holders are employed by the Company, the economic benefit arising from those services is principally received by the ultimate parent undertaking
As the share-based payment arrangement is between BrightSign Holdings LLC (the parent company) and the employees, the related costs are recognised in the accounts of the parent company. No share-based payment expense has been recognised in the financial statements of BrightSign Digital Ltd for the year ended 31 December 2025 (2024: £Nil).
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Page 6
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BRIGHTSIGN DIGITAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The auditor's report on the financial statements for the year ended 31 December 2025 was unqualified.
The audit report was signed on 22 July 2026 by Paul Hawksley FCA, MAAT, CTA (Senior Statutory Auditor) on behalf of TWP Accounting LLP.
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part16
of the Companies Act 2006. The audit work has been undertaken so that Auditors' might state to the
company’s members those matters the Auditors' are required to state in an auditor’s report and for no
other purpose. To the fullest extent permitted by law, TWP Accounting LLP will not accept or assume
responsibility to anyone other than the company and the company’s members as a body, for the audit
work, for the Independent Auditors' Report, or for the opinions formed.
Page 7
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