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Registered number: 09580261
| FINANCIAL STATEMENTS
| FOR THE YEAR ENDED 31 DECEMBER 2025
| LTI TECHNOLOGY SOLUTIONS LIMITED
LTI TECHNOLOGY SOLUTIONS LIMITED |  |
COMPANY INFORMATION
Directors | K D K Ma
| M D Meadows
| R Nayot
| D Rashid
Registered number | 09580261
Registered office | Magna House
| 2nd Floor
| 18-32 London Road
| Staines-Upon-Thames
| TW18 4BP
Independent auditor | Menzies LLP
| Chartered Accountants & Statutory Auditor
| Magna House
| 18-32 London Road
| Staines-Upon-Thames
| TW18 4BP
LTI TECHNOLOGY SOLUTIONS LIMITED |  |
CONTENTS
| Page
Statement of financial position | 1
Notes to the financial statements | 2 - 7
LTI TECHNOLOGY SOLUTIONS LIMITED REGISTERED NUMBER:09580261 |  |
STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2025
|  |  |  | As restated
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 4 |  | 1,820 |  | 5,457
|  |  | 1,820 |  | 5,457
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 5 | 997,820 |  | 1,010,847 |
Cash at bank and in hand |  | 161,486 |  | 591,380 |
|  | 1,159,306 |  | 1,602,227 |
Creditors: amounts falling due within one year | 6 | (1,307,273) |  | (1,850,541) |
Net current liabilities |  |  | (147,967) |  | (248,314)
Total assets less current liabilities |  |  | (146,147) |  | (242,857)
Creditors: amounts falling due after more than one year | 7 |  | - |  | (13,335)
Net liabilities |  |  | (146,147) |  | (256,192)
Capital and reserves |  |  |  |  |
Called up share capital |  |  | 1,000 |  | 1,000
Profit and loss account |  |  | (147,147) |  | (257,192)
|  |  | (146,147) |  | (256,192)
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 income and retained earnings 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 by:
M D Meadows
Director
Date: 31 July 2026
The notes on pages 2 to 7 form part of these financial statements. Page 1
LTI TECHNOLOGY SOLUTIONS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
LTI Technology Solutions Limited is a private company limited by shares incorporated in England and Wales. The address of the registered office and company's registered number is given on the company information page of these financial statements. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and 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:
| 2.2 | Going concern
The directors have assessed the financial performance and likely future cash flow requirements of the Company at the date of approving these financial statements. The Company has obtained a financial support letter from the immediate parent company for 12 months from the date of the financial statements' approval. The letter confirms that the parent company will provide where needed the necessary financial support so that the Company can meet its commitments and continue its business under normal conditions. The directors have satisfied themselves that the parent company is able to provide the financial support needed for the 12 months from approving these financial statements for issue to enable it to continue to trade. As a result, the directors believe the company has adequate resources to enable it to continue as a going concern. Due to the Company’s performance and financial position post year end, the directors do not consider there to be any material uncertainty relating to the Company’s ability to continue as a going concern and have prepared the financial statements on a going concern basis.
| 2.3 | Foreign currency translation
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. Page 2
LTI TECHNOLOGY SOLUTIONS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.4 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. SaaS revenue Revenue from hosted software is recognised on a straight-line basis over the contractual term. Amounts invoiced in advance are included in deferred income. Custom software licence revenue Revenue from customisation and integration services is recognised over time as the services are provided. Where such services are integral to the software, revenue is recognised over the service period in line with the software licence. Judgement is applied in determining whether services are integral. Deferred income represents amounts invoiced in advance of revenue recognition and is recognised as revenue over the period to which it relates. Payment terms are typically 30 days and no significant financing component is identified. Revenue excludes taxes collected on behalf of third parties.
| 2.5 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.6 | Finance costs
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
| 2.7 | Borrowing costs
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
| 2.8 | Pensions
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 Statement of Financial Position. The assets of the plan are held separately from the company in independently administered funds. Page 3
LTI TECHNOLOGY SOLUTIONS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.9 | Taxation
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 reporting date in the countries where the company operates and generates income.
| 2.10 | Tangible fixed assets
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. 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:
|  |  |  | Computer equipment | - | 20% |
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.
| 2.11 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.12 | Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
| 2.13 | Financial instruments
The company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments. Financial instruments are recognised in the company's Statement of Financial Position when the company becomes party to the contractual provisions of the instrument. Basic financial assets Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their Page 4
LTI TECHNOLOGY SOLUTIONS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.13 | Financial instruments (continued)
amortised cost using the effective interest method, less any provision for impairment, 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. Discounting is omitted where the effect of discounting is immaterial. The company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
3. | Employees
| The average monthly number of employees, including directors, during the year was 9 (2024 - 9).
4. | Tangible fixed assets
|  | Computer equipment
|  | £
| Cost |
| At 1 January 2025 | 18,187
| At 31 December 2025 | 18,187
| Depreciation |
| At 1 January 2025 | 12,730
| Charge for the year on owned assets | 3,637
| At 31 December 2025 | 16,367
| Net book value |
| At 31 December 2025 | 1,820
| At 31 December 2024 | 5,457
5. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade debtors | 943,394 | 966,389
| Prepayments and accrued income | 54,426 | 44,458
|  | 997,820 | 1,010,847
Page 5
LTI TECHNOLOGY SOLUTIONS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
6. | Creditors: Amounts falling due within one year
|  |  |  |  |  | As restated
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Bank loans | - | 10,000
| Trade creditors | 4,336 | 30,083
| Amounts owed to group undertakings | 566,493 | 1,163,221
| Other taxation and social security | 112,696 | 116,497
| Other creditors | 2,783 | 21,531
| Accruals and deferred income | 620,965 | 509,209
|  | 1,307,273 | 1,850,541
7. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Bank loans | - | 13,335
|  | - | 13,335
8. | Prior year adjustment
A prior year adjustment has been made to correct the recognition of incentives relating to a subcontractor agreement in the appropriate accounting periods. As a result, creditors falling due within one year at 31 December 2024 have increased by £45,276. Profit for the year ended 31 December 2024 has decreased by £5,276 with Cost of Sales increasing by the same amount. Retained earnings at 1 January 2024 have decreased by £40,000 and retained earnings at 31 December 2024 have decreased by £45,276.
9. | Related party transactions
| The company has taken advantage of the exemption in FRS 102 Section 1A - small entities from the requirement to disclose transactions with group companies on the grounds that the company is a wholly owned subsidiary undertaking of the group.
10. | Post balance sheet events
On 5 March 2026, the shareholders of the parent company entered into an agreement for the sale of the group, including LTi Technology Solutions Limited. The transaction includes the transfer of 100% of the issued share capital of LTi Technology Solutions Limited to a UK incorporated purchaser entity established as part of the acquisition structure. The Company is expected to trade as normal for the foreseeable future. Page 6
LTI TECHNOLOGY SOLUTIONS LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
11. | Controlling party
At the year end, the parent company of the smallest group for which consolidated financial statements are drawn up of which the company is a member is LTi Technology Solutions Inc, a company registered in the USA. The consolidated statements are available at the registered office of the parent company which is 4139 South 143rd Circle, Omaha, NE 68137. After the year end, on 5 March 2026, the parent company of the smallest group for which consolidated financial statements are drawn up, of which the company is a member, became Diversis Capital Partners II, L.P., a company registered in Delaware, USA, following its acquisition of LTi Technology Solutions Inc. The consolidated financial statements are available from the registered office of the parent company at 2000 Avenue of the Stars, Suite 1050S, Los Angeles, California 90067, USA.
12. | Auditor's information
The auditor's report on the financial statements for the year ended 31 December 2025 was unqualified. The audit report was signed on 31 July 2026 by Hezelina Hashim FCCA (Senior statutory auditor) on behalf of Menzies LLP.
Page 7