Acua Ocean Limited

	Page
Balance Sheet	1—2
Notes to the Financial Statements	3—6

1. General Information

Acua Ocean Limited is a private company, limited by shares, incorporated in England & Wales, registered number 13021977 . The registered office is Turnchapel Wharf , Barton Road , Plymouth , PL9 9RQ.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 section 1A Small Entities "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

2.2. Turnover

Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the sale of goods and from the rendering of services. Turnover is reduced for estimated customer returns, rebates and other similar allowances.

Sale of goods

Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods has transferred to the buyer. This is usually at the point that the customer has signed for the delivery of the goods.

Rendering of services

Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs. Turnover is only recognised to the extent of recoverable expenses when the outcome of a contract cannot be estimated reliably.

2.3. Tangible Fixed Assets and Depreciation

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

Plant & Machinery	5 years straight line
Motor Vehicles	2 years straight line
Fixtures & Fittings	3 years straight line
Computer Equipment	2 years straight line

2.4. Financial Instruments

Share warrants issued by the company that entitle the holder to subscribe for a fixed number of shares at a specified exercise price are classified as equity instruments. The proceeds received on the issue of warrants, net of any directly attributable transaction costs, are credited directly to the warrant reserve within equity. No subsequent fair value adjustments are made to equity-classifed warrants. Upon the exercise of warrants, the proceeds received are credited to share capital and share premium, and the amount previously credited to the warrant reserve is transferred to share premium.

2.5. Foreign Currencies

Monetary 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 ruling on the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.

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Acua Ocean Limited

Notes to the Financial Statements (continued)

For the Period 1 January 2026 to 30 June 2026

2.6. Taxation

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

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and 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 end of the reporting period.

Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current and deferred tax are recognised in profit or loss for the period, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case current and deferred tax are recognised in other comprehensive income or directly in equity respectively.

2.7. Government Grant

Government grants are recognised in the profit and loss account in an appropriate manner that matches them with the expenditure towards which they are intended to contribute.

Grants for immediate financial support or to cover costs already incurred are recognised immediately in the profit and loss account. Grants towards general activities of the entity over a specific period are recognised in the profit and loss account over that period.

Grants towards fixed assets are recognised over the expected useful lives of the related assets and are treated as deferred income and released to the profit and loss account over the useful life of the asset concerned.

All grants in the profit and loss account are recognised when all conditions for receipt have been complied with.

3. Average Number of Employees

Average number of employees, including directors, during the period was: 34 (2025: 24)

4. Tangible Assets

	Plant & Machinery	Motor Vehicles	Fixtures & Fittings	Computer Equipment	Total
	£	£	£	£	£
Cost
As at 1 January 2026	2,510,460	10,496	7,839	50,533	2,579,328
Additions	(231,933 )	-	-	10,313	(221,620 )

As at 30 June 2026	2,278,527	10,496	7,839	60,846	2,357,708

Depreciation
As at 1 January 2026	649,159	5,934	1,579	29,372	686,044
Provided during the period	-	1,561	1,288	10,090	12,939

As at 30 June 2026	649,159	7,495	2,867	39,462	698,983

...CONTINUED

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Acua Ocean Limited

Notes to the Financial Statements (continued)

For the Period 1 January 2026 to 30 June 2026

Net Book Value
As at 30 June 2026	1,629,368	3,001	4,972	21,384	1,658,725

As at 1 January 2026	1,861,301	4,562	6,260	21,161	1,893,284

5. Debtors

	30 June 2026	31 December 2025
	£	£
Due within one year
Other debtors	254,247	486,938

6. Creditors: Amounts Falling Due Within One Year

	30 June 2026	31 December 2025
	£	£
Trade creditors	56,411	43,857
Other creditors	1,723,850	1,960,770
Taxation and social security	128,788	105,769

	1,909,049	2,110,396

All creditors are unsecured.

7. Creditors: Amounts Falling Due After More Than One Year

	30 June 2026	31 December 2025
	£	£
Other loans	300,000	300,000
Other creditors	19,178	19,178

	319,178	319,178

All creditors are unsecured.

8. Share Capital

	30 June 2026	31 December 2025
	£	£
Allotted, Called up and fully paid	7	7

On 6 June 2024, the company had entered into a deed to grant StealthPoint Fund I, L.P., a warrant to subscribe for 22,705 Series A Ordinary shares of £0.00001 each. As at 30 June 2026, all shares had vested but remain exercisable, at an exercise price of £8 per share, in accordance with the terms of the deed.

The warrant has been classified as an equity instrument within the scope of FRS 102. No consideration has been received on the issuance of the shares. Consequently, no asset, liability or equity reserve has been recognised in respect of the warrant in these finacial statements.

9. Share-based Payments

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Acua Ocean Limited

Notes to the Financial Statements (continued)

For the Period 1 January 2026 to 30 June 2026

The company operates an approved Enterprise Management Incentive (EMI) share option scheme, under which options have been granted to certain employees.

All options granted confer the right to subscribe for Ordinary shares in ACUA Ocean Limited at an exercise price of £0.00001 per share, subject to the satisfaction of the scheme's vesting conditions including continued employment until the vesting date.

The number of EMI share options outstanding as at 30 June 2026 totals 96,932 (2025: 41,056). During the period ending 30 June 2026, 4,800 (2025: 55,876) EMI share options were granted to employees. Of the share options that have been granted, 15,966 (2025: 2,281) have vested and are exercisable as at 30 June 2026.

The fair value of the options granted has been measured at the grant date and is recognised as an employee benefit expense over the vesting period, with a corresponding increase in equity, in accordance with Section 26 of FRS102.

The share-based payment expense recognised during the year amounted to £nil (2025: £nil). At the reporting date a cumulative amount of £nil had been recognised within equity in respect of these awards.

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		30 June 2026		31 December 2025
	Notes	£	£	£	£
FIXED ASSETS
Tangible Assets	4		1,658,725		1,893,284

			1,658,725		1,893,284
CURRENT ASSETS
Debtors	5	254,247		486,938
Cash at bank and in hand		83,023		306,165

		337,270		793,103
Creditors: Amounts Falling Due Within One Year	6	(1,909,049 )		(2,110,396 )

NET CURRENT ASSETS (LIABILITIES)			(1,571,779 )		(1,317,293 )

TOTAL ASSETS LESS CURRENT LIABILITIES			86,946		575,991

Creditors: Amounts Falling Due After More Than One Year	7		(319,178 )		(319,178 )

PROVISIONS FOR LIABILITIES
Deferred Taxation			(131,526 )		(190,166 )

NET (LIABILITIES)/ASSETS			(363,758 )		66,647

CAPITAL AND RESERVES
Called up share capital	8		7		7
Share premium account			1,914,466		1,914,466
Capital redemption reserve			-		(1 )
Profit and Loss Account			(2,278,231 )		(1,847,825 )

SHAREHOLDERS' FUNDS			(363,758)		66,647