Caseware UK (AP4) 2024.0.164 2024.0.164 2025-12-31 2025-12-31 33 false 17 2025-01-01 false No description of principal activity true false 06906225 2025-01-01 2025-12-31 06906225 2024-01-01 2024-12-31 06906225 2025-12-31 06906225 2024-12-31 06906225 2024-01-01 06906225 1 2025-01-01 2025-12-31 06906225 1 2024-01-01 2024-12-31 06906225 5 2025-01-01 2025-12-31 06906225 5 2024-01-01 2024-12-31 06906225 1 2025-01-01 2025-12-31 06906225 e:Director1 2025-01-01 2025-12-31 06906225 e:RegisteredOffice 2025-01-01 2025-12-31 06906225 d:ComputerEquipment 2025-01-01 2025-12-31 06906225 d:ComputerEquipment 2025-12-31 06906225 d:ComputerEquipment 2024-12-31 06906225 d:ComputerEquipment d:OwnedOrFreeholdAssets 2025-01-01 2025-12-31 06906225 d:CurrentFinancialInstruments 2025-12-31 06906225 d:CurrentFinancialInstruments 2024-12-31 06906225 d:Non-currentFinancialInstruments 2025-12-31 06906225 d:Non-currentFinancialInstruments 2024-12-31 06906225 d:CurrentFinancialInstruments d:WithinOneYear 2025-12-31 06906225 d:CurrentFinancialInstruments d:WithinOneYear 2024-12-31 06906225 d:Non-currentFinancialInstruments d:AfterOneYear 2025-12-31 06906225 d:Non-currentFinancialInstruments d:AfterOneYear 2024-12-31 06906225 d:ReportableOperatingSegment1 2025-01-01 2025-12-31 06906225 d:ReportableOperatingSegment1 2024-01-01 2024-12-31 06906225 d:ReportableOperatingSegment2 2025-01-01 2025-12-31 06906225 d:ReportableOperatingSegment2 2024-01-01 2024-12-31 06906225 d:ReportableOperatingSegment3 2025-01-01 2025-12-31 06906225 d:ReportableOperatingSegment3 2024-01-01 2024-12-31 06906225 d:ReportableOperatingSegment5 2025-01-01 2025-12-31 06906225 d:ReportableOperatingSegment5 2024-01-01 2024-12-31 06906225 f:UnitedKingdom 2025-01-01 2025-12-31 06906225 f:UnitedKingdom 2024-01-01 2024-12-31 06906225 f:RestEuropeOutsideUK 2025-01-01 2025-12-31 06906225 f:RestEuropeOutsideUK 2024-01-01 2024-12-31 06906225 f:RestWorldOutsideUK 2025-01-01 2025-12-31 06906225 f:RestWorldOutsideUK 2024-01-01 2024-12-31 06906225 d:UKTax 2025-01-01 2025-12-31 06906225 d:UKTax 2024-01-01 2024-12-31 06906225 d:ShareCapital 2025-12-31 06906225 d:ShareCapital 2024-12-31 06906225 d:ShareCapital 2024-01-01 06906225 d:RetainedEarningsAccumulatedLosses 2025-01-01 2025-12-31 06906225 d:RetainedEarningsAccumulatedLosses 2025-12-31 06906225 d:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 06906225 d:RetainedEarningsAccumulatedLosses 2024-12-31 06906225 d:RetainedEarningsAccumulatedLosses 2024-01-01 06906225 e:OrdinaryShareClass1 2025-01-01 2025-12-31 06906225 e:OrdinaryShareClass1 2025-12-31 06906225 e:OrdinaryShareClass1 2024-12-31 06906225 e:FRS102 2025-01-01 2025-12-31 06906225 e:Audited 2025-01-01 2025-12-31 06906225 e:FullAccounts 2025-01-01 2025-12-31 06906225 e:PrivateLimitedCompanyLtd 2025-01-01 2025-12-31 06906225 g:PoundSterling 2025-01-01 2025-12-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 06906225 (England and Wales) LUMIVERO UK LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
LUMIVERO UK LIMITED
COMPANY INFORMATION
Director | G Morrison
Registered number | 06906225
Registered office | Birchin Court
| 5th Floor
| 19-25 Birchin Lane
| London
| United Kingdom
| EC3V 9DU
Independent auditor | ZEDRA Audit & Assurance (UK) Limited
LUMIVERO UK LIMITED
CONTENTS
| Page
Strategic Report | 1 - 2
Director's Report | 3 - 4
Independent Auditors' Report | 5 - 8
Statement of Comprehensive Income | 9
Balance Sheet | 10
Statement of Changes in Equity | 11
Statement of Cash Flows | 12
Notes to the Financial Statements | 13 - 23
LUMIVERO UK LIMITED
STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2025
Introduction
The director presents his Strategic Report for Lumivero UK Limited ("the Company") for the year ended 31 December 2025.
Principal activity
Lumivero UK Limited, is a subsidiary of Lumivero, LLC, a software solutions company that creates tools for data analysis, transcription, cloud storage, statistical analysis, and other functions.
Business review
During the financial year, the Company continued to develop its position as a provider of solutions to customers across its core markets. The Company focused on expanding its product capabilities, improving customer experience, and strengthening its commercial operations to support sustainable long-term growth. The Company reported gross turnover of £18.58 million for the year, an increase of 1.9% compared to the prior year, reflecting stable customer demand across the Company's core markets. Cost of sales decreased by 6.7% to £14.3 million, reflecting better direct operational efficiency. As a result, the company reported a gross profit margin of 24%. Selling, general and administrative expenses increased by 58.3% to £3.7 million, reflecting targeted investments in sales, operational support, and infrastructure to sustain business expansion. Despite the rise in administrative costs, operating profit improved by 2%. While the year's performance reflects near-term margin pressure from planned investments in AI, payroll, professional services, and marketing, management believes these investments position the Company for sustained growth in future periods.
Principal risks and uncertainties
The Company faces a range of financial risks arising from its operations and market environment. The following summarizes the key risks and the measures in place to manage them effectively: Market Risk Market risk includes exposure to interest rate, foreign currency, and economic conditions that may affect the Company's revenue and cost structure. ∙Mitigation: Diversification of revenue streams, ongoing monitoring of macroeconomic conditions, and strategic pricing adjustments. Where applicable, the Company may use natural hedging or financial instruments to reduce exposure to currency and rate volatility. Credit Risk Credit risk arises from the potential inability of customers or partners to meet financial obligations. ∙Mitigation: The Company conducts regular credit evaluations, establishes credit limits, and maintains provisions for expected credit losses. Concentrations of customer risk are monitored to ensure a balanced portfolio. Liquidity Risk Liquidity risk relates to the Company’s ability to meet short-term financial obligations. ∙Mitigation: Management maintains adequate cash reserves, committed credit facilities, and active cash flow forecasting. Capital allocation priorities are reviewed regularly to ensure financial flexibility. Page 1
LUMIVERO UK LIMITED
STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025 Operational and Cybersecurity Risk Operational disruptions or security breaches could result in financial loss, reputational damage, or regulatory consequences. ∙Mitigation: The Company invests in robust cybersecurity frameworks, employee training programs, third-party assessments, and disaster recovery planning. Continuous monitoring tools are used to detect and respond to threats. Regulatory and Compliance Risk Changes in regulations, industry standards, or data-protection requirements may increase compliance costs or restrict certain operations. ∙Mitigation: Dedicated compliance functions monitor regulatory developments, engage legal advisors, and update internal controls to ensure adherence to applicable laws and standards. Capital Management Risk The Company aims to maintain a balanced capital structure that supports operational needs and strategic initiatives. ∙Mitigation: Management periodically evaluates leverage levels, working capital needs, and investment priorities. Decisions on equity financing, debt issuance, or share repurchases are made in line with the Company’s long-term financial strategy.
Financial key performance indicators
The Company continues to grow with leading indicators of performance being billings, new recurring bookings, renewals and ARR growth. For these financial statements, the key performance indictor is revenue growth which was 1.9% between 2024 and 2025. This report was approved by the board and signed on its behalf.
G Morrison Director
Date: 20 August 2026
Page 2
LUMIVERO UK LIMITED
DIRECTOR'S REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The director presents his report and the financial statements for the year ended 31 December 2025.
Director
The director who served during the year was:
G Morrison
Results and dividends
The profit for the year, after taxation, amounted to £286,252 (2024 - £504,980). No dividends were declared, paid or payable during the year (2024 - £NIL).
Director's responsibilities statement
The director is responsible for preparing the Strategic Report, the Director's Report and the financial statements in accordance with applicable law and regulations. Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is 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 director is required to: ∙select suitable accounting policies for the Company's financial statements and then apply them consistently; ∙make judgements and accounting estimates that are reasonable and prudent; and ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. The director is 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 to enable him to ensure that the financial statements comply with the Companies Act 2006. He is 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.
Future developments
The Company continues to pursue strategic initiatives designed to strengthen long-term growth, operational efficiency, and market competitiveness. Over the next 12–36 months, management expects to focus on the following areas: Expansion of Product and Service Offerings The Company plans to broaden its portfolio through targeted innovation, data-driven enhancements, and customer-centric product development. Investment will be directed toward technologies that support automation, analytics, and scalable digital solutions. These initiatives aim to increase recurring revenue streams and deepen customer engagement. Page 3
LUMIVERO UK LIMITED
DIRECTOR'S REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025 Investment in Artificial Intelligence for Product Offerings The Company continues to invest in artificial intelligence capabilities across its product portfolio, embedding AI-driven features to enhance data analysis, automate routine workflows, and deliver deeper insights to customers. Management views AI as a key driver of product differentiation and plans to continue allocating resources toward AI research, development, and integration to strengthen the Company’s competitive position and support long term recurring revenue growth. Geographic and Market Growth Management will explore expansion into new domestic and international markets where demand for the Company's solutions is growing. Market entry strategies may include channel partnerships, direct sales expansion, and acquisitions aligned with the Company’s core competencies. Operational Efficiency and Technology Modernization The Company intends to invest in cloud infrastructure, AI-enabled tools, and process optimization to support operational resilience and reduce long-term costs. Continuous improvements in cybersecurity, data governance, and internal workflows remain priorities. Strategic Partnerships and M&A Opportunities Management will evaluate potential partnerships and acquisition targets that enhance technological capabilities, accelerate market penetration, or provide access to complementary customer segments. All opportunities will undergo rigorous financial and strategic review.
Disclosure of information to auditors
The director at the time when this Director's Report is approved has confirmed that: ∙so far as he is aware, there is no relevant audit information of which the Company's auditors are unaware, and ∙he has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
Post balance sheet events
There have been no significant events affecting the Company since the year end. This report was approved by the board and signed on its behalf.
G Morrison Director
Date: 20 August 2026
Page 4
LUMIVERO UK LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LUMIVERO UK LIMITED
Opinion
We have audited the financial statements of Lumivero UK Limited (the 'Company') for the year ended 31 December 2025, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Cash Flows, the Statement of Changes in Equity and the related notes, 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 December 2025 and of its profit for the year 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 United Kingdom, including the Financial Reporting Council'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 director's 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 director with respect to going concern are described in the relevant sections of this report. Page 5
LUMIVERO UK LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LUMIVERO UK LIMITED (CONTINUED)
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The director is responsible for the other information contained within the Annual Report. 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. 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 course of 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 Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Strategic Report and the Director's Report 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 Director's Report. We have nothing to report in respect of the following matters in relation to which 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 director's 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 Director's Responsibilities Statement set out on page 3, the director is 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 director determines is 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 director is 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 director either intends to liquidate the Company or to cease operations, or have no realistic alternative but to do so. Page 6
LUMIVERO UK LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LUMIVERO UK LIMITED (CONTINUED)
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 an Auditors' Report 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. 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. Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: ∙the responsible individual ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations; ∙we identified the laws and regulations applicable to the Company through discussions with management and from our commercial knowledge and experience; ∙we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Company, including the Companies Act 2006 and taxation legislation; ∙we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and ∙identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. We assessed the susceptibility of the Company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: ∙making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and ∙considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. We identified that fraud risk in relation to revenue recognition is a significant risk in line with ISA 240 and designed and implemented appropriate audit procedures in this area. Audit procedures were designed to assess the completeness, occurrence and cut-off of revenue as follows: ∙revenue reports generated externally to the accounting system were reconciled in total to revenue recognised; and ∙a sample of customer orders selected from outside the accounting system were traced to invoices and revenue recognition. To address the risk of fraud through management bias and override of controls, we: ∙performed analytical procedures to identify any unusual or unexpected relationships; ∙tested journal entries to identify unusual transactions; and ∙investigated the rationale behind significant or unusual transactions. In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: Page 7
LUMIVERO UK LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LUMIVERO UK LIMITED (CONTINUED) ∙agreeing financial statement disclosures to underlying supporting documentation; ∙reading the minutes of meetings of those charged with governance; ∙enquiring of management as to actual and potential litigation and claims; and ∙reviewing correspondence with HMRC. There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. 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. The description forms part of our Auditors' Report.
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 an Auditors' Report 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. Edward Wallis ACA (Senior Statutory Auditor) for and on behalf of ZEDRA Audit & Assurance (UK) Limited Chartered Accountants and Statutory Auditors Birchin Court 5th Floor 19-25 Birchin Lane London United Kingdom EC3V 9DU 21 August 2026 Page 8
LUMIVERO UK LIMITED
STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2025
| 2025 | 2024
Note | £ | £
Turnover | 4 | 18,580,727 | 18,227,281
Cost of sales |  | (14,300,056) | (15,327,722)
Gross profit |  | 4,280,671 | 2,899,559
Administrative expenses |  | (3,723,249) | (2,352,741)
Operating profit | 5 | 557,422 | 546,818
Interest receivable and similar income |  | - | 20
Profit before tax |  | 557,422 | 546,838
Tax on profit | 7 | (271,170) | (41,858)
Profit for the financial year |  | 286,252 | 504,980
There was no other comprehensive income for 2025 (2024: £NIL).
The notes on pages 13 to 23 form part of these financial statements.
Page 9
LUMIVERO UK LIMITED REGISTERED NUMBER:06906225
BALANCE SHEET AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible fixed assets | 8 |  | 17,655 |  | 9,068
|  |  | 17,655 |  | 9,068
Current assets |  |  |  |  |
Debtors: amounts falling due after more than one year | 9 | - |  | 61,558 |
Debtors: amounts falling due within one year | 9 | 9,957,093 |  | 8,587,791 |
Cash at bank and in hand |  | 2,003,903 |  | 994,853 |
|  | 11,960,996 |  | 9,644,202 |
Creditors: amounts falling due within one year | 10 | (11,258,101) |  | (10,089,860) |
Net current assets/(liabilities) |  |  | 702,895 |  | (445,658)
Total assets less current liabilities |  |  | 720,550 |  | (436,590)
Creditors: amounts falling due after more than one year | 11 |  | (947,682) |  | (76,794)
Net liabilities |  |  | (227,132) |  | (513,384)
Capital and reserves |  |  |  |  |
Called up share capital | 12 |  | - |  | -
Profit and loss account | 13 |  | (227,132) |  | (513,384)
|  |  | (227,132) |  | (513,384)
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
G Morrison
Director
Date: 20 August 2026
The notes on pages 13 to 23 form part of these financial statements. Page 10
LUMIVERO UK LIMITED
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 January 2024 | - | (1,018,364) | (1,018,364)
Comprehensive income for the year |  |  |
Profit for the year | - | 504,980 | 504,980
At 1 January 2025 | - | (513,384) | (513,384)
Comprehensive income for the year |  |  |
Profit for the year | - | 286,252 | 286,252
At 31 December 2025 | - | (227,132) | (227,132)
Page 11
LUMIVERO UK LIMITED
STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2025
|  |  |  | 2025 | 2024
|  |  | Note | £ | £
Cash flows from operating activities |  |  |
Profit for the financial year |  | 286,252 | 504,980
Adjustments for: |  |  |
Depreciation of tangible assets | 8 | 5,160 | 2,261
Taxation charge | 7 | 271,170 | (41,858)
(Increase) in debtors | 9 | (1,574,224) | (2,273,930)
(Increase) in amounts owed by group undertakings | 9 | (762,052) | (741,927)
Increase in creditors | 10,11 | 1,626,560 | 965,167
Increase/(decrease) in amounts owed to group undertakings | 10,11 | 1,184,932 | (871,558)
Corporation tax paid |  | (15,000) | -
Net cash generated from operating activities |  | 1,022,798 | (2,456,865)
Cash flows from investing activities |  |  |
Purchase of tangible fixed assets | 8 | (13,747) | (9,429)
Net cash from investing activities |  | (13,747) | (9,429)
Net increase/(decrease) in cash and cash equivalents |  | 1,009,051 | (2,466,294)
Cash and cash equivalents at beginning of year |  | 994,853 | 3,461,147
Cash and cash equivalents at the end of year |  | 2,003,904 | 994,853
Cash and cash equivalents at the end of year comprise: |  |  |
Cash at bank and in hand |  | 2,003,904 | 994,853
|  | 2,003,904 | 994,853
The notes on pages 13 to 23 form part of these financial statements.
Page 12
LUMIVERO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
Lumivero UK Limited (the "Company") is a private company limited by share capital incorporated and registered in England and Wales. The Company's registered office is Birchin Court 5th Floor, 19-25 Birchin Lane, London, United Kingdom, EC3V 9DU. The nature of the Company's operations and its principal activities are set out in the Strategic report and Directors' report on pages 1-4. 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 preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3). The following principal accounting policies have been applied:
| 2.2 | Going concern
As at 31 December 2025, the Company continues to be significantly profitable before transfer pricing charges. The Company is reliant on its parent company to deliver its services to customers around the world, despite being profitable for the year. The Company has received written confirmation from its parent company, Lumivero, LLC, that it will continue to provide support to the Company for a period of at least 12 months from the date of signing these financial statements. In assessing the Company's ability to continue as a going concern the director has considered the Company forecasts and the wider group position to assess whether Lumivero, LLC has the ability to provide ongoing support. The director has concluded that there will be sufficient working capital for at least 12 months from the date of approval of these financial statements. For this reason, the director continues to adopt the going concern basis in preparing the financial statements.
| 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. Page 13
LUMIVERO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.3 | Foreign currency translation (continued)
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.
| 2.4 | Turnover
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised: Rendering of services Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: ∙the amount of turnover can be measured reliably; ∙it is probable that the Company will receive the consideration due under the contract; ∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and ∙the costs incurred and the costs to complete the contract can be measured reliably. The Company sells cloud-based products hosted by the Company, the subscription contracts for which are generally service periods ranging from 1 to 36 months. Subscription turnover is recognised upon delivery of the services on a monthly basis, once the performance obligations are met. The Company also provides perpetual licences for on-premises software. Turnover is recognised in full once the licence key is issued as all performance obligations are complete on delivery. The Company also sells enterprise licence agreements and on-premises subscription software maintenance products and training and support packages, which are recognised as follows: ∙Commercial or academic licenses are on-premises licenses where the Company retains no further obligation to the customer. These are recognised in full on delivery of the product licence to the customer; ∙Maintenance and support services are provided over the term of the licence, in most cases these are indistinguishable from the licences which are issued. The Company has adopted an approach in accordance with paragraph 23A.19 of FRS 102, which defers an identifiable amount for the services over the term of the licence. The maintenance and support revenue is recognised over the term of the licence; ∙Training or consultancy packages are offered to end users and revenue is recognised as the course is delivered to customers. Page 14
LUMIVERO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.5 | Transfer pricing charge
The transfer pricing charge is expensed to the profit or loss whereby any excess profits over and above the target operating profit margin of 3% are remitted to the parent company.
| 2.6 | Operating leases: the Company as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
| 2.7 | 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 Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.
| 2.8 | 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 balance sheet date in the countries where the Company operates and generates income.
| 2.9 | 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 | - | 3 years
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. Page 15
LUMIVERO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.9 | Tangible fixed assets (continued)
Page 16
LUMIVERO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.10 | Debtors
Debtors are measured at the transaction price. Amounts owed by group undertakings are intercompany loans measured at cost. These loans are unsecured, interest free and repayable on demand.
| 2.11 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions. In the Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Company's cash management.
| 2.12 | Creditors
Creditors are measured at the transaction price. Amounts owed to group undertakings are intercompany loans measured at cost. These loans are unsecured, interest free and repayable on demand.
3. | Judgements in applying accounting policies and key sources of estimation uncertainty
The preparation of the financial statements in accordance with FRS 102 requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The estimates and assumptions that have a significant risk of causing material adjustment to the carrying amounts of assets and liabilities are addressed below. Provision for doubtful debts The Company continually assesses the amounts recoverable from customer contracts. This assessment includes a review of the ageing position, together with management's knowledge of the likelihood for repayment based on historic knowledge of the customer. As at 31 December 2025, an allowance has been recognised for £418,579 (2024: £417,573), although the Company continued to have material overdue receivables at date of approval of these financial statements. The provision contains estimation uncertainty which could cause material misstatement in these financial statements. Page 17
LUMIVERO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Subscriptions | 13,903,765 | 13,194,474
| Perpetual and fixed term licences | 2,471,889 | 4,676,549
| Enterprise licence agreements | 2,066,338 | 356,258
| Other | 138,735 | -
|  | 18,580,727 | 18,227,281
Analysis of turnover by country of destination:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| United Kingdom | 4,659,255 | 6,732,730
| Rest of Europe | 11,752,874 | 10,102,934
| Rest of the world | 2,168,598 | 1,391,617
|  | 18,580,727 | 18,227,281
5. | Operating profit
| The operating profit is stated after charging:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Transfer pricing charge | 11,407,115 | 12,840,058
| Exchange differences | 53,832 | 39,088
| Depreciation | 5,160 | 2,261
| Fees payable to the Company's auditors for the audit of the financial statements | 32,500 | 34,000
Page 18
LUMIVERO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
6. | Employees
| Staff costs were as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Wages and salaries | 2,726,225 | 1,785,091
| Social security costs | 338,809 | 218,483
| Cost of defined contribution scheme | 102,562 | 58,915
|  | 3,167,596 | 2,062,489
| The average monthly number of employees during the year was as follows:
|  |  | 2025 | 2024
|  |  | No. | No.
|  | Sales | 14 | 9
|  | Customer support | 4 | 5
|  | Product development | 12 | 2
|  | Marketing | 1 | 1
|  | Professional services | 2 | -
|  |  | 33 | 17
| During the year, the director of the Company was paid by another group entity. Management determine that the share of remuneration relevant to the services performed in their capacity as director of the Company is insignificant to the business.
7. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Corporation tax |  |
| Current tax on profits for the year | 271,170 | 41,858
Page 19
LUMIVERO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 7.Taxation (continued)
| Factors affecting tax charge for the year
| The tax assessed for the year is higher than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Profit on ordinary activities before tax | 557,422 | 546,838
| Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | 139,356 | 136,710
| Expenses not deductible for tax purposes, other than goodwill amortisation and impairment | 42,541 | (25,128)
| Capital allowances for year in excess of depreciation | (3,437) | -
| Other timing differences leading to an increase in taxation | 92,710 | -
| Unrelieved tax losses carried forward | - | (69,724)
| Total tax charge for the year | 271,170 | 41,858
| Factors that may affect future tax charges
There were no factors that may affect future tax charges. The Company is not subject to the Pillar two regime and as such has not made any relevant disclosures. Page 20
LUMIVERO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
8. | Tangible fixed assets
|  | Computer equipment
|  | £
| Cost or valuation |
| At 1 January 2025 | 11,637
| Additions | 13,747
| At 31 December 2025 | 25,384
| Depreciation |
| At 1 January 2025 | 2,569
| Charge for the year on owned assets | 5,160
| At 31 December 2025 | 7,729
| Net book value |
| At 31 December 2025 | 17,655
| At 31 December 2024 | 9,068
Page 21
LUMIVERO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
9. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Due after more than one year |  |
| Prepayments and accrued income | - | 61,558
|  | - | 61,558
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Due within one year |  |
| Trade debtors | 5,162,730 | 4,160,323
| Amounts owed by group undertakings | 2,378,006 | 1,707,028
| Other debtors | 81,446 | 233,585
| Prepayments and accrued income | 2,334,911 | 2,486,855
|  | 9,957,093 | 8,587,791
| Trade debtors are presented net of provision for doubtful debts of £418,579 (2024: £417,573). Amounts owed by group undertakings are unsecured, interest free and repayable on demand.
10. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade creditors | 27,393 | 17,899
| Amounts owed to group undertakings | 8,773,086 | 7,519,490
| Corporation tax | 187,515 | 22,419
| Other taxation and social security | 432,174 | 227,178
| Other creditors | 15,942 | -
| Accruals and deferred income | 1,821,991 | 2,302,874
|  | 11,258,101 | 10,089,860
| Amounts owed to group undertakings are unsecured, interest free and repayable on demand.
Page 22
LUMIVERO UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
11. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Accruals and deferred income | 947,682 | 76,794
|  | 947,682 | 76,794
12. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 1 (2024 - 1) Ordinary share of £0.01 | - | -
13. | Reserves
The profit and loss reserve represents accumulated profits.
14. | Contingent liabilities
The Company has a possible but uncertain claim for an employment matter which is expected to be settled on or before January 2027. The financial impact of this cannot be reliably measured.
15. | Controlling party
Lumivero, LLC is the parent of the smallest group for which consolidated financial statements are drawn up of which the Company is a member. The registered office of the parent company is 200 Middlefield Road, Suite 201, Menlo Park, CA 94025.
16. | Secured charges
On 31 August 2022 a charge was registered in favour of Golub Capital LLC. This is a floating charge over the assets of the Company as a result of the parent company's financing activities. This charge remained outstanding at the balance sheet date.
17. | Post balance sheet events
There are no adjusting or non-adjusting events occurring between the end of the reporting period and the date these financial statements were approved.
Page 23