ESKER LIMITED

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

J-M Berard

A Nicholas

REGISTERED OFFICE:

Unit 1 Stoney Cross Industrial Estate

Station Road

Spondon

Derby

Derbyshire

DE21 7RX

REGISTERED NUMBER:

02881799 (England and Wales)

SENIOR STATUTORY AUDITOR:

Hari Vasdev MEng FCA

AUDITORS:

Sibbalds Limited

Chartered Accountants and Statutory Auditor

Sixth Floor

Cavendish Building

1 Agard Street

Derby

Derbyshire

DE1 1DZ

FIXED ASSETS

Tangible assets

4

138,092

188,514

CURRENT ASSETS

Stocks

6,149

6,416

Debtors

5

5,729,171

6,313,155

Cash at bank

3,205,511

5,968,125

8,940,831

12,287,696

CREDITORS

Amounts falling due within one year

6

2,841,167

4,178,801

NET CURRENT ASSETS

6,099,664

8,108,895

TOTAL ASSETS LESS CURRENT LIABILITIES

6,237,756

8,297,409

CAPITAL AND RESERVES

Called up share capital

9

100

100

Other reserves

236,386

435,568

Retained earnings

6,001,270

7,861,741

SHAREHOLDERS' FUNDS

6,237,756

8,297,409

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

In accordance with Section 444 of the Companies Act 2006, the Statement of Comprehensive Income has not been delivered.

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

J-M Berard - Director

1.	STATUTORY INFORMATION

Esker Limited 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 presentation currency of the financial statements is the Pound Sterling (£).

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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Related party exemption

The company is a wholly owned subsidiary. 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 entered into between fellow group members that are also wholly owned within the group.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Turnover represents the amounts derived from the provision of goods and services to customers during the year. Revenue is recognised in the income statement when a right to the consideration has been obtained through performance.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Leasehold improvements

-

12.5% on cost

Fixtures and fittings

-

25% on cost and 20% on cost

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Cost represents the invoiced cost of materials on a first in first out basis.

Taxation

Taxation for the year 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 year 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.

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.

Leasing commitments

Rentals paid under operating leases are charged to the profit and loss account on a straight line basis over the period of the lease.

Share-based payment

The cost and corresponding increase in equity in respect of equity-settled share-based payment transactions with employees are measured by reference to the fair value of equity instruments issued at the date of grant. Amounts are expensed on a straight line basis over the vesting period based on the estimate of shares that will eventually vest and adjusted for the effect of non market-based vesting conditions. The cost and fair value of the liability incurred in respect of cash-settled transactions is measured using an appropriate option pricing model with changes in fair value recognised in profit or loss for the period.

Financial assets and liabilities

Short term debtors are measured at transaction price, less any impairment. Other financial assets, including loans to group companies are measured initially at fair value, net of transactions cost and are subsequently measured at amortised cost using the effective interest method, less any impairment.

Short term creditors are measured at transaction price. Other financial liabilities, including loans from group companies are measured initially at fair value, net of transaction cost and are measured subsequently at amortised cost using the effective interest method, less any impairment.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 46 (2024 - 41 ) .

4.	TANGIBLE FIXED ASSETS

Fixtures

Leasehold

and

improvements

fittings

Totals

£

£

£

COST

At 1 January 2025

313,790

269,531

583,321

Additions

-

14,427

14,427

Disposals

-

(13,421

)

(13,421

)

At 31 December 2025

313,790

270,537

584,327

DEPRECIATION

At 1 January 2025

175,787

219,020

394,807

Charge for year

39,154

25,175

64,329

Eliminated on disposal

-

(12,901

)

(12,901

)

At 31 December 2025

214,941

231,294

446,235

NET BOOK VALUE

At 31 December 2025

98,849

39,243

138,092

At 31 December 2024

138,003

50,511

188,514

5.

DEBTORS

2025

2024

£

£

Amounts falling due within one year:

Trade debtors

1,978,148

1,910,407

Amounts owed by group undertakings

163,077

383,248

Tax

(83,683

)

387,182

Deferred tax asset

32,810

74,030

Prepayments and accrued income

138,819

58,288

2,229,171

2,813,155

Amounts falling due after more than one year:

Amounts owed by group undertakings

3,500,000

3,500,000

Aggregate amounts

5,729,171

6,313,155

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

159,000

179,531

Amounts owed to group undertakings

1,548,936

3,147,333

Social security and other taxes

110,889

137,460

VAT

305,614

250,873

Other creditors

677,973

414,389

Accrued expenses

38,755

49,215

2,841,167

4,178,801

7.	LEASING AGREEMENTS

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

2025

2024

£

£

Within one year

116,302

109,877

Between one and five years

108,132

128,564

224,434

238,441

8.	DEFERRED TAX

£

Balance at 1 January 2025

(74,030

)

Provided during year

41,220

Balance at 31 December 2025

(32,810

)

9.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

£

100

Ordinary

£1.00

100

100

10.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Hari Vasdev MEng FCA (Senior Statutory Auditor)

for and on behalf of Sibbalds Limited

11.	OTHER FINANCIAL COMMITMENTS

The company has an undertaking to its bankers for full group security incorporating debentures and corporate guarantees for the group's borrowings dated 23/07/25. The net amount outstanding to the bank in respect of the undertaking at 31 Dec 2025 was £NIL (2024 - £NIL).

The bank borrowings are secured by a fixed and floating charge over the assets of the group.

12.	ULTIMATE CONTROLLING PARTY

The company is a wholly owned subsidiary of Esker S.A., a company incorporated in France and whose registered office is 113 Boulevard de la Bataille de Stalingrad, 69100 Villeurbanne, France.

During the year, Esker S.A. was acquired by Boréal Bidco SAS, a company incorporated in France controlled by Bridgepoint Group plc. The directors regard Bridgepoint Group plc, a company listed on the London Stock Exchange, as the company's ultimate controlling party. Copies of the consolidated financial statements of Bridgpoint Group PLC are publicly available.

13.	SHARE-BASED PAYMENT TRANSACTIONS

The group operates a share-based incentive arrangement for certain employees. The terms of the arrangement have been amended in the year and no further shares will be granted in the future. All outstanding awards are being settled in cash rather than through the issue of equity instruments.

The arrangement is accounted for as a cash-settled share-based payment. A liability is recognised measured at the fair value of the obligation at the reporting date, remeasured at each reporting date with changes in fair value recognised in profit or loss.

During the year ended 31/12/2025, cash payments of £821,276 (2024: £nil) were made to employees in settlement of vested awards. At the reporting date, the liability in respect of cash-settled share-based payments amounted to £207,761s (2024: nil), included within Amounts owed to group undertakings. The remaining awards are expected to vest and be settled in cash over the next two to three years.