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Registered number: 12749629 PSLAB HOLDING LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
PSLAB HOLDING LIMITED COMPANY INFORMATION
Director | J Chaya
Registered number | 12749629
Registered office | 14th Floor
| 33 Cavendish Square
| London
| W1G 0PW
Independent auditors | Sumer Auditco Limited
| Chartered Accountant & Statutory Auditors
| 14th Floor
| 33 Cavendish Square
| London
| W1G 0PW
PSLAB HOLDING LIMITED CONTENTS
| Page
Group strategic report | 1 - 2
Director's report | 3 - 4
Independent auditors' report | 5 - 9
Consolidated statement of comprehensive income | 10
Consolidated balance sheet | 11 - 12
Company balance sheet | 13
Consolidated statement of changes in equity | 14
Company statement of changes in equity | 15
Consolidated statement of cash flows | 16 - 17
Consolidated analysis of net debt | 18
Notes to the financial statements | 19 - 42
PSLAB HOLDING LIMITED GROUP STRATEGIC REPORT FOR THE PERIOD ENDED 30 JUNE 2025
Introduction
The director submit her annual Strategic Report of the Group for the period ended 30 June 2025.
Business review
PSLab Holding Limited is the parent company of PSLab Group. PSLab specializes in the design and manufacture of high-end architectural and decorative lighting, developed specifically to each project. With a presence in major cities including London, Paris, Stuttgart, Berlin, Munich, Antwerp, Amsterdam, Bologna, New York and Beirut. The Group employs professionals, some of which, are architects, engineers, communicators. PSLab Group owns its own manufacturing arm, which is central to its operations. The factory is renowned for its expertise in the production of lighting, whilst adhering to the highest standards of quality and craftsmanship, ensuring that each product meets the company’s rigorous specifications. PSLab dedicates significant resources to ensure it stays updated with the latest technological advancements in lighting solutions. This commitment to R&D allows PSLab to innovate continuously and offer cutting-edge products to its clients. By keeping meticulous records of projects and prototypes, PSLab maintains a rich knowledge base that informs future designs and solutions. PSLab primarily relies on its showroom spaces to attract clients. These spaces serve as interactive environments where potential clients can experience the PSLab lighting solutions first-hand. The company’s approach is to create an immersive experience that highlights the quality and uniqueness of its products. Additionally, PSLab leverages the networking capabilities of its communicators to bring in new projects. This strategic pillar emphasizes the importance of personal relationships and connections in expanding the company’s client base and securing new projects. Under dedicated management, PSLab has gained international recognition and established itself as a competitive force in the European market. The company’s track record highlights its ability to execute projects with the highest standards of excellence consistently exceeding client expectations.
Principal risks and uncertainties
The business continues to design and build architectural lighting tailored to projects of all scales and delivered across Europe, US and the Middle East. The main risks arising from the group's financial instruments are interest, liquidity, credit and exchange rate risk. The director review and agree policies for managing each of these risks and they are summarised below. Interest risk The group's interest rate exposure arises mainly from its interest-bearing borrowings. The group monitors the financial risk of interest rate movements on a regular basis and the impact rises would have on profitability. Credit risk All debtors are subject to credit verification procedures by the group. Debtors are reviewed on a regular basis and provision is made for doubtful debts when necessary. Page 1
PSLAB HOLDING LIMITED GROUP STRATEGIC REPORT (CONTINUED) FOR THE PERIOD ENDED 30 JUNE 2025 Principal risks and uncertainties (continued) Foreign exchange risk The Group operates in various international markets, exposing it to currency exchange risks. Fluctuations in exchange rates can impact the Group's financial performance, including revenues, costs, and profitability. This is largely managed through natural hedge generated from purchases denominated in the same currency and regular monitoring of exchange rate movements. Liquidity risk The group actively manages its working capital requirement to ensure it has sufficient liquid resources to meet the operating needs of the business.
Financial key performance indicators
Management regularly monitor the Group's performance. The key KPIs being Gross profit margin which fell in the period from 85% to 83% and Net Profit Margin, which declined from -8% to -42%. As explained in the review of the period below, these movements in the KPIs arose due to Group realignment of the year end. Review of the period The reporting period covering January to June 2025 (a six month period) represents an exceptional interim period. Management has officially transitioned the Group’s financial period-end from December 31 to June 30. This structural shift was implemented to better align our reporting cycle with the natural lifecycle of our project pipeline. By aligning our financial year with the project delivery timeline, the Group is positioned to offer enhanced service to our clients, optimize operational efficiency, and drive sustainable growth in turnover and profitability. While the interim results reflect a temporary negative variance, it is important to note that this is reflective of the transitional nature of the period rather than underlying operational decline. The company maintains a robust project pipeline, evidenced by a significant volume of work in progress backed by substantial advance payments already collected, which provides a strong cash foundation for the coming fiscal year. Regarding operating performance, while the period presented unique challenges, we continued our strategic investment in human capital—recruiting additional communicators, technical designers, and engineers—and upgrading industrial machinery to maintain our technological edge. Although these investments impacted short-term Opex, they are essential to achieving our long-term sales targets. This report was approved by the board on 21 August 2026 and signed on its behalf.
J Chaya Director
Page 2
PSLAB HOLDING LIMITED DIRECTOR'S REPORT FOR THE PERIOD ENDED 30 JUNE 2025 The director presents her report and the financial statements for the period ended 30 June 2025.
Director's responsibilities statement
The director is responsible for preparing the Group strategic report, the Director's report and the consolidated 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 she is satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period. In preparing these financial statements, the director is required to: ∙select suitable accounting policies for the Group's financial statements and then apply them consistently; ∙make judgments and accounting estimates that are reasonable and prudent; ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to enable her to ensure that the financial statements comply with the Companies Act 2006. She is also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Results and dividends
The loss for the period, after taxation and minority interests, amounted to €1,878,220 (2024 - loss €951,775).
Director
The director who served during the period was:
J Chaya
Matters covered in the Group strategic report
The directors have chosen to disclose information on the following, required by the Companies Act 2006, to be included in the Director's Report, within the Strategic Report: ∙information on financial risk management and policies; ∙information on suppliers customers and other; and ∙information regarding future developments of the business and post balance sheet events. Page 3
PSLAB HOLDING LIMITED DIRECTOR'S REPORT (CONTINUED) FOR THE PERIOD ENDED 30 JUNE 2025
Disclosure of information to auditors
The director at the time when this Director's report is approved has confirmed that: ∙so far as she is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and ∙she 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 and the Group's auditors are aware of that information.
Post balance sheet events
PSLab aims to expand its network in sales units, into new markets within the coming years, while continuing to strengthen and grow its presence in existing markets. Additionally, maintaining a leading position in technological innovation is a core ambition, supported by ongoing investment in research and development.
Auditors
The auditors, Sumer Auditco Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board on 21 August 2026 and signed on its behalf.
J Chaya Director
Page 4
PSLAB HOLDING LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PSLAB HOLDING LIMITED
Opinion
We have audited the financial statements of PSLAB Holding Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the period ended 30 June 2025, which comprise the Consolidated statement of comprehensive income, the Consolidated analysis of net debt, the Consolidated balance sheet, the Company balance sheet, the Consolidated statement of cash flows, the Consolidated statement of changes in equity, the Company 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 Group's and of the Parent Company's affairs as at 30 June 2025 and of the Group's loss for the period 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 Group 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 Group's or the Parent 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
PSLAB HOLDING LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PSLAB HOLDING 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 Group strategic report and the Director's report for the financial period for which the financial statements are prepared is consistent with the financial statements; and ∙the Group 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 Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 by the Parent Company, or returns adequate for our audit have not been received from branches not visited by us; or ∙the Parent Company 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. Page 6
PSLAB HOLDING LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PSLAB HOLDING LIMITED (CONTINUED)
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 Group's and the Parent 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 Group or the Parent Company or to cease operations, or has no realistic alternative but to do so. Page 7
PSLAB HOLDING LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PSLAB HOLDING 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 Group 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: In order to identify and assess the risks of material misstatements, including fraud and non-compliance with laws and regulations that could be expected to have a material impact on the financial statements, we have considered: ∙the results of our enquiries of management and those charged with governance of their assessment of the risks of fraud and irregularities; ∙the nature of the group, including its management structure and control systems, including the opportunity for management to override such controls; ∙management’s incentives and opportunities for fraudulent manipulation of the financial statements including the group’s remuneration and bonus policies and performance targets; and ∙the industry and environment in which it operates. We also considered UK tax and pension legislation and laws and regulations relating to employment and the preparation and presentation of the financial statements such as the Companies Act 2006. Based on this understanding we identified the following matters as being of significance to the entity: ∙laws and regulations considered to have a direct effect on the financial statements including UK financial reporting standards, Company Law and tax and pension legislation; ∙the timing of the recognition of commercial income; ∙compliance with legislation relating to health and safety; ∙management bias in selecting accounting policies and determining estimates; ∙inappropriate journal entries; ∙recoverability of debtors; and ∙the requirement to include provisions against stock and the amount of any such provision. We communicated the outcomes of these discussions and enquiries, as well as consideration as to where and how fraud may occur in the entity, to all engagement team members. Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised: ∙enquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; ∙enquiries with the same concerning any actual or potential litigation or claims; ∙discussion with the same regarding any known or suspected instances of non-compliance with laws and regulation and fraud; ∙inspection of relevant legal correspondence; ∙assessment of matters reported to management and the result of the subsequent investigation; Page 8
PSLAB HOLDING LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PSLAB HOLDING LIMITED (CONTINUED) ∙obtaining an understanding of the relevant controls and testing their operation during the period; ∙obtaining an understanding of the policies and controls over the recognition of income and testing their implementation during the period; ∙challenging assumptions made by management in their specific accounting policies and estimates, in particular in relation to carrying value of stock. ∙identifying and testing journal entries, in particular any journal entries posted with unusual account combinations or crediting revenue or cash; ∙assessing the recovery of debtors in the period since the balance sheet date and challenging assumptions made by management regarding the recovery of balances which remain outstanding; ∙reviewing the financial statements for compliance with the relevant disclosure requirements; ∙performing analytical procedures to identify any unusual or unexpected relationships or unexpected movements in account balances which may be indicative of fraud; ∙reviewing correspondence with HMRC; ∙evaluating the underlying business reasons for any unusual transactions; and ∙considered the implementation of controls during the period. No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK). 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. This 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. James Hallett (ACA) (Senior statutory auditor) for and on behalf of Sumer Auditco Limited Chartered Accountant Statutory Auditors 14th Floor 33 Cavendish Square London W1G 0PW 21 August 2026 Page 9
PSLAB HOLDING LIMITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE PERIOD ENDED 30 JUNE 2025
| Period ended 30 June | Year ended 31 December
| 2025 | 2024
Note | € | €
Turnover | 4 | 3,793,314 | 10,802,415
Cost of sales |  | (660,683) | (1,493,768)
Gross profit |  | 3,132,631 | 9,308,647
Administrative expenses |  | (5,410,679) | (9,662,936)
Other operating income | 5 | 58,350 | (59,539)
Operating loss | 6 | (2,219,698) | (413,828)
Income from participating interests |  | 160,872 | 54,046
Interest payable and similar expenses | 10 | (123,453) | (306,520)
Loss before taxation |  | (2,182,279) | (666,302)
Tax on loss | 11 | 61,259 | (271,449)
Loss for the financial period |  | (2,121,020) | (937,751)
Foreign exchange |  | 30,451 | (173,220)
Other comprehensive income for the period |  | 30,451 | (173,220)
Total comprehensive income for the period |  | (2,090,569) | (1,110,971)
(Loss) for the period attributable to: |  |  |
Non-controlling interests |  | (242,800) | 14,024
Owners of the Parent Company |  | (1,878,220) | (951,775)
|  | (2,121,020) | (937,751)
Total comprehensive income for the period attributable to: |  |  |
Non-controlling interest |  | (242,800) | 14,024
Owners of the Parent Company |  | (1,847,769) | (1,124,995)
|  | (2,090,569) | (1,110,971)
The notes on pages 19 to 42 form part of these financial statements.
Page 10
PSLAB HOLDING LIMITED REGISTERED NUMBER: 12749629 CONSOLIDATED BALANCE SHEET AS AT 30 JUNE 2025
|  | Period ended 30 June |  | Year ended 31 December
|  | 2025 |  | 2024
Note |  | € |  | €
Fixed assets |  |  |  |  |
Intangible assets | 13 |  | 3,100,790 |  | 3,273,206
Tangible assets | 14 |  | 7,912,443 |  | 7,770,975
Investments | 15 |  | 3,606,504 |  | 3,445,632
|  |  | 14,619,737 |  | 14,489,813
Current assets |  |  |  |  |
Stocks | 16 | 1,583,273 |  | 1,563,625 |
Debtors: amounts falling due within one year | 17 | 2,595,171 |  | 3,160,312 |
Cash at bank and in hand |  | 1,640,724 |  | 2,610,370 |
|  | 5,819,168 |  | 7,334,307 |
Creditors: amounts falling due within one year | 18 | (8,994,630) |  | (8,331,185) |
Net current liabilities |  |  | (3,175,462) |  | (996,878)
Total assets less current liabilities |  |  | 11,444,275 |  | 13,492,935
Creditors: amounts falling due after more than one year | 19 |  | (4,369,985) |  | (4,259,948)
Provisions for liabilities |  |  |  |  |
Other provisions | 21 | (1,584,017) |  | (1,652,145) |
|  |  | (1,584,017) |  | (1,652,145)
Net assets |  |  | 5,490,273 |  | 7,580,842
Page 11
PSLAB HOLDING LIMITED REGISTERED NUMBER: 12749629 CONSOLIDATED BALANCE SHEET (CONTINUED) AS AT 30 JUNE 2025
|  | Period ended 30 June |  | Year ended 31 December
|  | 2025 |  | 2024
Note |  | € |  | €
Capital and reserves |  |  |  |  |
Called up share capital | 22 |  | 8,480,355 |  | 8,480,355
Foreign exchange reserve | 23 |  | (442,099) |  | (472,550)
Profit and loss account | 23 |  | (3,238,932) |  | (1,360,712)
Equity attributable to owners of the Parent Company |  |  | 4,799,324 |  | 6,647,093
Non-controlling interests |  |  | 690,949 |  | 933,749
|  |  | 5,490,273 |  | 7,580,842
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 21 August 2026.
J Chaya
Director
The notes on pages 19 to 42 form part of these financial statements. Page 12
PSLAB HOLDING LIMITED REGISTERED NUMBER: 12749629 COMPANY BALANCE SHEET AS AT 30 JUNE 2025
|  | 30 June |  | 31 December
|  | 2025 |  | 2024
Note |  | € |  | €
Fixed assets |  |  |  |  |
Intangible assets | 13 |  | 983,122 |  | 1,058,749
Investments | 15 |  | 10,241,986 |  | 9,941,447
|  |  | 11,225,108 |  | 11,000,196
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 17 | 738,003 |  | 1,124,394 |
Cash at bank and in hand |  | 329,817 |  | 349,535 |
|  | 1,067,820 |  | 1,473,929 |
Creditors: amounts falling due within one year | 18 | (1,202,818) |  | (1,111,484) |
Net current (liabilities)/assets |  |  | (134,998) |  | 362,445
Total assets less current liabilities |  |  | 11,090,110 |  | 11,362,641
Creditors: amounts falling due after more than one year | 19 |  | (3,246,470) |  | (3,076,807)
Net assets |  |  | 7,843,640 |  | 8,285,834
Capital and reserves |  |  |  |  |
Called up share capital | 22 |  | 8,480,355 |  | 8,480,355
Profit and loss account carried forward |  |  | (636,715) |  | (194,521)
|  |  | 7,843,640 |  | 8,285,834
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 21 August 2026.
J Chaya
Director
The notes on pages 19 to 42 form part of these financial statements. Page 13

|  | PSLAB HOLDING LIMITED |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2025
|  | Called up share capital | Foreign exchange reserve | Profit and loss account | Equity attributable to owners of Parent Company | Non-controlling interests | Total equity
|  | € | € | € | € | € | €
| At 1 January 2024 (as previously stated) | 480,355 | (294,082) | (192,753) | (6,480) | 919,725 | 913,245
| Prior year adjustment - correction of error | - | (5,248) | (216,184) | (221,432) | - | (221,432)
| At 1 January 2024 (as restated) | 480,355 | (299,330) | (408,937) | (227,912) | 919,725 | 691,813
| Comprehensive income for the year |  |  |  |  |  |
| Loss for the year | - | - | (951,775) | (951,775) | 14,024 | (937,751)
| Foreign exchange movement | - | (173,220) | - | (173,220) | - | (173,220)
| Contributions by and distributions to owners |  |  |  |  |  |
| Shares issued during the year | 8,000,000 | - | - | 8,000,000 | - | 8,000,000
| At 1 January 2025 | 8,480,355 | (472,550) | (1,360,712) | 6,647,093 | 933,749 | 7,580,842
| Comprehensive income for the period |  |  |  |  |  |
| Loss for the period | - | - | (1,878,220) | (1,878,220) | (242,800) | (2,121,020)
| Foreign exchange movement | - | 30,451 | - | 30,451 | - | 30,451
| At 30 June 2025 | 8,480,355 | (442,099) | (3,238,932) | 4,799,324 | 690,949 | 5,490,273
| The notes on pages 19 to 42 form part of these financial statements.
Page 14

|  | PSLAB HOLDING LIMITED |
COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE PERIOD ENDED 30 JUNE 2025
|  | Called up share capital | Profit and loss account | Total equity
|  | € | € | €
| At 1 January 2024 | 480,355 | (91,254) | 389,101
| Loss for the year | - | (103,267) | (103,267)
| Contributions by and distributions to owners |  |  |
| Shares issued during the year | 8,000,000 | - | 8,000,000
| At 1 January 2025 | 8,480,355 | (194,521) | 8,285,834
| Loss for the period | - | (442,194) | (442,194)
| At 30 June 2025 | 8,480,355 | (636,715) | 7,843,640
| The notes on pages 19 to 42 form part of these financial statements.
Page 15

PSLAB HOLDING LIMITED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE PERIOD ENDED 30 JUNE 2025
|  |  | Period ended 30 June | Year ended 31 December
|  |  | 2025 | 2024
|  |  | € | €
Cash flows from operating activities |  |
Loss for the financial period | (2,121,020) | (937,751)
Adjustments for: |  |
Amortisation of intangible assets | 235,039 | 446,437
Depreciation of tangible assets | 265,864 | 593,399
Loss on disposal of tangible assets | 7,994 | 2,131
Interest paid | 123,453 | 306,520
Taxation charge | (61,259) | 271,449
(Increase) in stocks | (19,648) | (294,873)
Decrease/(increase) in debtors | 565,141 | (2,061,217)
Increase in creditors | 724,571 | 3,143,092
(Decrease) in provisions | (68,128) | (139,657)
Share of operating (loss)/profit in associates | (160,872) | -
Corporation tax (paid) | (81,313) | (140,203)
Foreign exchange | 192,055 | (172,190)
Net cash generated from operating activities | (398,123) | 1,017,137
Cash flows from investing activities |  |
Purchase of intangible fixed assets | (62,623) | (69,009)
Purchase of tangible fixed assets | (576,930) | (1,721,721)
Sale of tangible fixed assets | - | 6,937
Purchase of unlisted and other investments | - | (344,086)
Net cash from investing activities | (639,553) | (2,127,879)
Cash flows from financing activities |  |
Other new loans | 169,663 | 217,629
Repayment of other loans | (87,013) | (185,967)
Interest paid | (14,620) | (28,729)
Net cash used in financing activities | 68,030 | 2,933
Net (decrease) in cash and cash equivalents | (969,646) | (1,107,809)
Cash and cash equivalents at beginning of period | 2,610,370 | 3,718,179
Cash and cash equivalents at the end of period | 1,640,724 | 2,610,370
Cash and cash equivalents at the end of period comprise: |  |
Cash at bank and in hand | 1,640,724 | 2,610,370
| 1,640,724 | 2,610,370
Page 16
PSLAB HOLDING LIMITED
The notes on pages 19 to 42 form part of these financial statements.
Page 17
PSLAB HOLDING LIMITED CONSOLIDATED ANALYSIS OF NET DEBT FOR THE PERIOD ENDED 30 JUNE 2025
| At 1 January 2025 | Cash flows | At 30 June 2025
| € | € | €
Cash at bank and in hand | 2,610,370 | (969,646) | 1,640,724
Debt due after 1 year | (4,259,948) | (110,037) | (4,369,985)
Debt due within 1 year | (210,182) | 27,387 | (182,795)
| (1,859,760) | (1,052,296) | (2,912,056)
The notes on pages 19 to 42 form part of these financial statements.
Page 18
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
1. | General information
The Company is a private company limited by share capital, incorporated in England and Wales. The address of the registered office is 14th Floor, 33 Cavendish Square, London, United Kingdom, W1G 0PW. 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 Group management to exercise judgment in applying the Group's accounting policies (see note 3). The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. Parent Company disclosure exemptions In preparing the separate financial statements of the parent Company, advantage has been taken of the following disclosure exemptions available in FRS 102: The following principal accounting policies have been applied:
| 2.2 | Basis of consolidation
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full. The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated profit and loss account from the date on which control is obtained. They are deconsolidated from the date control ceases.
| 2.3 | Going concern
After reviewing the Group's forecasts and projections, the directors have a reasonable expectation that the Group and the Company has adequate resources to continue in operational existence for the foreseeable future. In addition, the Group and the Company have net assets as at the reporting date and continue to benefit from the support of their shareholders, further supporting the Director's assessment that the going concern basis of accounting remains appropriarte. Page 19
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025 2.Accounting policies (continued)
| 2.4 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is Euros. 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 Consolidated 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'. On consolidation, the results of overseas operations are translated into Euros at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.
| 2.5 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group 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. The following criteria must also be met before revenue is recognised: Sale of goods Revenue from the sale of goods is recognised when all of the following conditions are satisfied: ∙the Group has transferred the significant risks and rewards of ownership to the buyer; ∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; ∙the amount of revenue can be measured reliably; ∙it is probable that the Group will receive the consideration due under the transaction; and ∙the costs incurred or to be incurred in respect of the transaction can be measured reliably. Page 20
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025 2.Accounting policies (continued)
| 2.6 | Operating leases: the Group as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
| 2.7 | 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.
| 2.8 | Pensions
Defined contribution pension plan The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group 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 Group in independently administered funds.
| 2.9 | Intangible assets
Goodwill Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life. Other intangible assets 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. The estimated useful lives range as follows:
|  |  |  | Development expenditure | - | 10 | years
|  |  |  | Goodwill | - | 10 | years
Page 21
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025 2.Accounting policies (continued)
| 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. At each reporting date the Group assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount. 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:
|  |  |  | Freehold property | - | Over 10 - 30 years
|  |  |  | Plant and machinery | - | Over 5 years
|  |  |  | Motor vehicles | - | Over 4 years
|  |  |  | Fixtures and fittings | - | Over 5 years
|  |  |  | Office equipment | - | Over 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. Page 22
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025 2.Accounting policies (continued)
| 2.10 | Tangible fixed assets (continued)
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
| 2.11 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
| 2.12 | Associates and joint ventures
An entity is treated as a joint venture where the Group is a party to a contractual agreement with one or more parties from outside the Group to undertake an economic activity that is subject to joint control. An entity is treated as an associated undertaking where the Group exercises significant influence in that it has the power to participate in the operating and financial policy decisions. In the consolidated accounts, interests in associated undertakings are accounted for using the equity method of accounting. Under this method an equity investment is initially recognised at the transaction price (including transaction costs) and is subsequently adjusted to reflect the investors share of the profit or loss, other comprehensive income and equity of the associate. The Consolidated statement of comprehensive income includes the Group's share of the operating results, interest, pre-tax results and attributable taxation of such undertakings applying accounting policies consistent with those of the Group. In the Consolidated balance sheet, the interests in associated undertakings are shown as the Group's share of the identifiable net assets, including any unamortised premium paid on acquisition. Any premium on acquisition is dealt with in accordance with the goodwill policy.
| 2.13 | Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads. At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
| 2.14 | 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. Page 23
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025 2.Accounting policies (continued)
| 2.15 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. In the Consolidated statement of cash flows, cash are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.
| 2.16 | 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.
| 2.17 | Provisions for liabilities
Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made. Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties. Increases in provisions are generally charged as an expense to profit or loss. Page 24
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025 2.Accounting policies (continued)
| 2.18 | Financial instruments
The Group 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 Group's Balance sheet when the Group 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 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 Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments. Impairment of financial assets At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss. Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate. If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss. Basic financial liabilities Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities. Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Page 25
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025 2.Accounting policies (continued)
| 2.18 | Financial instruments (continued)
Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. Derecognition of financial assets Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained. Derecognition of financial liabilities Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
Estimates and judgements are continually evaluated by the directors and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The Group and Company makes estimates and assumptions concerning the future. Actual results may differ from these estimates. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. Management are also required to exercise judgement in the process of applying the company's accounting policies. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations or future events that are believed to be reasonable under the circumstances. This includes foriegn exchange, particularly in Lebanon, where management have used the current rate mandated by the Ministry of Finance. Page 26
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 30 June | 31 December
|  |  |  |  | 2025 | 2024
|  |  |  |  | € | €
| Sales | 3,793,314 | 10,802,415
Analysis of turnover by country of destination:
|  |  |  |  | 30 June | 31 December
|  |  |  |  | 2025 | 2024
|  |  |  |  | € | €
| United Kingdom | 552,221 | 1,030,605
| Rest of Europe | 2,799,085 | 8,450,321
| Rest of the world | 442,008 | 1,321,489
|  | 3,793,314 | 10,802,415
5. | Other operating income
|  |  |  |  | 30 June | 31 December
|  |  |  |  | 2025 | 2024
|  |  |  |  | € | €
| Other operating income | 100,699 | 26,193
| Foreign exchange gain | (42,349) | (85,732)
|  | 58,350 | (59,539)
Page 27
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
6. | Operating loss
| The operating loss is stated after charging:
|  |  |  |  | 30 June | 31 December
|  |  |  |  | 2025 | 2024
|  |  |  |  | € | €
| Depreciation of tangible fixed assets | 295,262 | 622,256
| Amortisation of intangible assets, including goodwill | 205,639 | 411,277
| Exchange differences | 42,349 | 85,732
| Other operating lease rentals | 196,287 | 411,126
7. | Auditors' remuneration
| During the period, the Group obtained the following services from the Company's auditors:
|  |  |  |  | 30 June | 31 December
|  |  |  |  | 2025 | 2024
|  |  |  |  | € | €
| Fees payable to the Company's auditors for the audit of the consolidated and Parent Company's financial statements | 44,800 | 55,000
Page 28
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
8. | Employees
| Staff costs, including director's remuneration, were as follows:
|  | Group 30 June | Group 31 December
|  | 2025 | 2024
|  | € | €
| Wages and salaries | 2,672,178 | 5,357,642
| Social security costs | 330,990 | 614,640
| Cost of defined contribution scheme | 30,549 | 70,717
|  | 3,033,717 | 6,042,999
| The average monthly number of employees, including the director, during the period was as follows:
|  |  | Group | Group | Company | Company
|  |  | 30 June | 31 December | 30 June | 31 December
|  |  | 2025 | 2024 | 2025 | 2024
|  |  | No. | No. | No. | No.
|  | Management | 1 | 1 | 1 | 1
|  | Designers | 21 | 14 | - | -
|  | Business developers | 15 | 15 | - | -
|  | Production, distribution and administration | 165 | 150 | - | -
|  |  | 202 | 180 | 1 | 1
9. | Director's remuneration
| The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to €NIL (2024: €NIL). During the period key management personnel received remuneration of €370,427 (2024: €1,107,871).
Page 29
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
10. | Interest payable and similar expenses
|  |  |  |  | 30 June | 31 December
|  |  |  |  | 2025 | 2024
|  |  |  |  | € | €
| Bank interest payable | 14,620 | 28,729
| Other loan interest payable | 108,833 | 277,791
|  | 123,453 | 306,520
11. | Taxation
|  |  |  |  | 30 June | 31 December
|  |  |  |  | 2025 | 2024
|  |  |  |  | € | €
| Corporation tax |  |
| Current tax on profits for the year | 11,755 | 127,959
| Foreign tax |  |
| Foreign tax on income for the year | (73,014) | 143,490
| Total current tax | (61,259) | 271,449
Page 30
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025 11.Taxation (continued)
| Factors affecting tax charge for the period/year
| The tax assessed for the period/year is lower than (2024 - higher than) the applicable rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 30 June | 31 December
|  |  |  |  | 2025 | 2024
|  |  |  |  | € | €
| Loss on ordinary activities before tax | (2,182,279) | (666,302)
| Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | (545,570) | (166,576)
| Effects of: |  |
| Non-tax deductible amortisation of goodwill and impairment | 18,906 | 37,813
| Expenses not deductible for tax purposes, other than goodwill amortisation and impairment | 26,012 | 17,085
| Capital allowances for period/year in excess of depreciation | 73,816 | 154,724
| Short-term timing difference leading to an increase in taxation | 26,580 | 68,542
| Difference in overseas tax rates | 338,997 | 159,861
| Total tax charge for the period/year | (61,259) | 271,449
| Factors that may affect future tax charges
There were no factors that may affect future tax charges.
12. | Parent company profit for the year
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. The loss after tax of the parent Company for the period/year was €442,194 (2024 - loss €103,267). Page 31
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
13. | Intangible assets
| Group
|  | Intellectual property | Computer software | Goodwill | Total
|  | € | € | € | €
| Cost |  |  |  |
| At 1 January 2025 | 1,512,497 | 245,813 | 2,600,271 | 4,358,581
| Additions | - | 62,623 | - | 62,623
| At 30 June 2025 | 1,512,497 | 308,436 | 2,600,271 | 4,421,204
| Amortisation |  |  |  |
| At 1 January 2025 | 453,748 | 111,573 | 520,054 | 1,085,375
| Charge for the period on owned assets | 75,627 | 29,398 | 130,014 | 235,039
| At 30 June 2025 | 529,375 | 140,971 | 650,068 | 1,320,414
| Net book value |  |  |  |
| At 30 June 2025 | 983,122 | 167,465 | 1,950,203 | 3,100,790
| At 31 December 2024 | 1,058,749 | 134,240 | 2,080,217 | 3,273,206
Page 32
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025 13.Intangible assets (continued)
| Company
|  | Intellectual property
|  | €
| Cost |
| At 1 January 2025 | 1,512,497
| At 30 June 2025 | 1,512,497
| Amortisation |
| At 1 January 2025 | 453,748
| Charge for the year | 75,627
| At 30 June 2025 | 529,375
| Net book value |
| At 30 June 2025 | 983,122
| At 31 December 2024 | 1,058,749
Page 33
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
14. | Tangible fixed assets
| Group
|  | Freehold property | Plant and machinery | Fixtures and fittings | Office equipment | Total
|  | € | € | € | € | €
| Cost |  |  |  |  |
| At 1 January 2025 | 7,107,267 | 5,211,789 | 775,084 | 514,807 | 13,608,947
| Additions | 414,549 | 119,586 | - | 42,795 | 576,930
| Disposals | - | (7,247) | - | (747) | (7,994)
| Transfers between classes | - | (974,949) | - | 974,949 | -
| Exchange adjustments | 280 | (308,475) | (11,082) | - | (319,277)
| At 30 June 2025 | 7,522,096 | 4,040,704 | 764,002 | 1,531,804 | 13,858,606
| Depreciation |  |  |  |  |
| At 1 January 2025 | 820,791 | 3,835,664 | 742,227 | 439,290 | 5,837,972
| Charge for the period on owned assets | 124,920 | 90,863 | 9,450 | 40,631 | 265,864
| Transfers between classes | - | (909,283) | - | 909,283 | -
| Exchange adjustments | - | (147,345) | (10,328) | - | (157,673)
| At 30 June 2025 | 945,711 | 2,869,899 | 741,349 | 1,389,204 | 5,946,163
| Net book value |  |  |  |  |
| At 30 June 2025 | 6,576,385 | 1,170,805 | 22,653 | 142,600 | 7,912,443
| At 31 December 2024 | 6,286,476 | 1,376,125 | 32,857 | 75,517 | 7,770,975
Page 34
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
15. | Fixed asset investments
| Group
|  | Investments in associates | Loans to subsidiaries and connected companies | Total
|  | € | € | €
| Cost |  |  |
| At 1 January 2025 | 262,717 | 3,182,915 | 3,445,632
| Share of profit/(loss) | 160,872 | - | 160,872
| At 30 June 2025 | 423,589 | 3,182,915 | 3,606,504
| Company
|  | Investments in subsidiary companies | Loans to subsidiaries | Total
|  | € | € | €
| Cost |  |  |
| At 1 January 2025 | 71,777 | 9,869,670 | 9,941,447
| Additions | - | 368,340 | 368,340
| Repayments | - | (67,801) | (67,801)
| At 30 June 2025 | 71,777 | 10,170,209 | 10,241,986
Page 35
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
| Subsidiary undertakings
| The following were subsidiary undertakings of the Company:
| Name | Registered office | Class of shares | Holding
| PSLab Limited (i) | UK | Ordinary | 100%
| PSLab APS (i) | Denmark | Ordinary | 100%
| PSLab BV (iii) | Netherlands | Ordinary | 60%
| PSLab - BVBA (i) | Belgium | Ordinary | 60%
| PSLab Europe GMBH (i) | Germany | Ordinary | 100%
| PSLab GMBH (i) | Germany | Ordinary | 60%
| PSLab OP Limited | UK | Ordinary | 100%
| PSLab Properties GMBH (ii) | Germany | Ordinary | 60%
| PSLab - RE Limited | UK | Ordinary | 100%
| PSLab SAL (i) | Lebanon | Ordinary | 100%
| PSLab SAS (i) | France | Ordinary | 100%
| PSLab SRL (i) | Italy | Ordinary | 80%
| PSLab SCI 1 (ii) | France | Ordinary | 100%
| PSLab SCI 2 (ii) | France | Ordinary | 100%
| PSLab House Limited (iv) | UK | Ordinary | 100%
| Thirty Nine and D Limited | UK | Ordinary | 100%
| PSLab Europe SRL (i) | Italy | Ordinary | 100%
| PSLab Inc (i) | USA | Ordinay | 100%
| (i) Shares held via PSLab - OP Limited. (ii) Shares held via PSLab- RE Limited. (iii) Shares held via PSLab BVBA. PSLab BVBA holds 100% of the share capital. (iv) Formerly known as Argent House Limited. Shares held via PSLab- RE Limited. The registered office of PSLab BV is Amsterdamsestraatweg 5, 1411 AW Netherlands. The registered office of PSLab BVBA is Vorstermanstraat 3, 2000 Antwerpen, Belgium. The registered office of PSLab GMBH, PSLab Europe GMBH and PSLab Properties GMBH is Wolframstrasse 20a, 70191 Stuttgart, Germany. The registered office of PSLab SAL is Nicolas Turk St, Mar Mikhael P.O.Box 175636, Beirut, Lebanon. The registered office of PSLab SAS, PSLab SCI 1 and PSLAB SCI 2 is 26-28 Rue Marius Aufan, 92300 Levallois-Perret, France. The registered office of PSLab SRL and PSLab Europe SRL is Via Innocenzo Malvasia, 6, 40131 Bologna BO, Italy. The registere office of PSLab Inc is New Burton Road, Suite 201, Dover, Kenty County, Delaware 19904. The registered office of all other subsidiaries is the same as the parent company. All subsidiaries have been included in consolidation. Post year-end, with regard to PSLAB BVBA Belgium and PSLAB BV Netherlands ownership, the transfer of the remaining 40% shares is final and is subject to certain legal formalities.
Page 36
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025 Subsidiary undertakings (continued)
16. | Stocks
|  | Group 30 June | Group 31 December
|  | 2025 | 2024
|  | € | €
| Work in progress | 136,028 | 101,108
| Finished goods | 1,447,245 | 1,462,517
|  | 1,583,273 | 1,563,625
| The difference between purchase price or production cost of stocks and their replacement cost is not material.
17. | Debtors
|  | Group 30 June | Group 31 December | Company 30 June | Company 31 December
|  | 2025 | 2024 | 2025 | 2024
|  | € | € | € | €
| Trade debtors | 1,020,971 | 2,110,623 | 431,411 | 883,775
| Other debtors | 558,417 | 222,902 | 298,221 | -
| Prepayments and accrued income | 162,311 | 84,532 | 8,371 | 240,619
| Tax recoverable | 853,472 | 742,255 | - | -
|  | 2,595,171 | 3,160,312 | 738,003 | 1,124,394
Page 37
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
18. | Creditors: Amounts falling due within one year
|  | Group 30 June | Group 31 December | Company 30 June | Company 31 December
|  | 2025 | 2024 | 2025 | 2024
|  | € | € | € | €
| Bank loans | 182,795 | 154,394 | - | -
| Other loans | - | 55,788 | - | -
| Trade creditors | 860,264 | 1,046,070 | 103,464 | 99,611
| Amounts owed to group undertakings | - | - | 49,286 | 7,827
| Corporation tax | 358,250 | 431,403 | 133,597 | 203,156
| Other taxation and social security | 692,497 | 754,775 | 136 | 7,176
| Other creditors | 5,093,929 | 4,050,355 | - | -
| Accruals and deferred income | 1,806,895 | 1,838,400 | 916,335 | 793,714
|  | 8,994,630 | 8,331,185 | 1,202,818 | 1,111,484
| At the balance sheet date bank loans of €1,132,425 (2024: €1,221,949) were secured over the property and assets of the subsidiary companies to which they relate.
19. | Creditors: Amounts falling due after more than one year
|  | Group 30 June | Group 31 December | Company 30 June | Company 31 December
|  | 2025 | 2024 | 2025 | 2024
|  | € | € | € | €
| Bank loans | 949,630 | 1,067,555 | - | -
| Other loans | 3,420,355 | 3,192,393 | 3,246,470 | 3,076,807
|  | 4,369,985 | 4,259,948 | 3,246,470 | 3,076,807
| At the balance sheet date bank loans of €1,132,425 (2024: €1,221,949) were secured over the property and assets of the subsidiary companies to which they relate.
Page 38
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
20. | Loans
| Analysis of the maturity of loans is given below:
|  | Group 30 June | Group 31 December | Company 30 June | Company 31 December
|  | 2025 | 2024 | 2025 | 2024
|  | € | € | € | €
| Amounts falling due within one year |  |  |  |
| Bank loans | 182,795 | 154,394 | - | -
| Other loans | - | 55,788 | - | -
|  | 182,795 | 210,182 | - | -
| Amounts falling due 1-2 years |  |  |  |
| Bank loans | 187,342 | 118,132 | - | -
| Other loans | 3,420,355 | 3,130,971 | 3,246,470 | 3,076,807
|  | 3,607,697 | 3,249,103 | 3,246,470 | 3,076,807
| Amounts falling due 2-5 years |  |  |  |
| Bank loans | 762,288 | 514,348 | - | -
| Other loans | - | 61,422 | - | -
|  | 762,288 | 575,770 | - | -
| Amounts falling due after more than 5 years |  |  |  |
| Bank loans | - | 435,075 | - | -
|  | - | 435,075 | - | -
| At the balance sheet date bank loans of €1,132,425 (2024: €1,221,949) were secured over the property and assets of the subsidiary companies to which they relate. Included in creditors falling due after more than one year is a mortgage loan of €NIL (2024: €174,200) repayable after more than five years, with an interest rate per annum of 3.451%. The mortgage has a term of fifteen years from October 2022 and will be repaid by equal monthly installments inclusive of interest over the term. Included in creditors falling due after more than one year are loans of €NIL (2024: €172,354) repayable after more than five years, with an interest rate per annum of 1.091%-4.34%. The loans has terms ranging from four years to fifteen years from January 2018 and will be repaid by equal monthly installments inclusive of interest over the term.
Page 39
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
21. | Provisions
| Group
|  | EOSI provision
|  | €
| At 1 January 2025 | 1,652,145
| Charged to profit or loss | (68,128)
| At 30 June 2025 | 1,584,017
22. | Share capital
|  |  |  |  | 30 June | 31 December
|  |  |  |  | 2025 | 2024
|  |  |  |  | € | €
|  | Allotted, called up and fully paid |  |
|  | 480,355 (2024 - 480,355) Ordinary shares shares of €1.00 each | 480,355 | 480,355
|  | 8,000,000 (2024 -8,000,000) Preference shares shares of €1.00 each | 8,000,000 | 8,000,000
|  |  | 8,480,355 | 8,480,355
23. | Reserves
Foreign exchange reserve The foreign exchange reserve comprises movements in the revaluation of investments in subsidiaries. Profit and loss account Represents all current and prior profit and loss and does not contain any non-distributable reserves.
24. | Pension commitments
The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to €30,549 (2024: €57,978). Contributions totalling €1,584,017 (2024: €1,653,670) payable to the fund at the balance sheet date. Page 40
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
25. | Commitments under operating leases
| At 30 June 2025 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  | Group 30 June | Group 31 December
|  | 2025 | 2024
|  | € | €
| Not later than 1 year | 327,153 | 182,148
| Later than 1 year and not later than 5 years | 617,913 | 638,274
| Later than 5 years | 34,500 | 56,000
|  | 979,566 | 876,422
26. | Related party transactions
| Group At the balance sheet date amounts of €3,182,915 (2024: €3,182,915) was due from a company under common control. At the balance sheet date, included in creditors was an amount of €4,275,491 (2024 €4,627,200) due to shareholders of the group.
| Company
| During the year royalties of €237,014 (2024: €646,074) were received from subsidiary undertakings not wholly owned. At the balance sheet date, included in creditors was an amount of €3,246,470 (2024: €3,076,807) due to shareholders of the company. During the period interest of €106,322 (2024: €274,169) was charged. During the prior year, the shareholders exchanged €8,000,000 of their loans for preference shares in the company.These a redeemable at the option of the company. The following balances are due from subsidiary undertakings not wholly owned at the balance sheet date:
|  | 30 June | 31 December
|  | Company 2025 | Company 2024
|  | € | €
| PSLab BVBA | 271,487 | 18,585
| PSLab BV | 55,191 | 36,819
| PSLab GMBH | 371,744 | 223,182
| PSLab SRL | 444,335 | 226,787
Page 41
PSLAB HOLDING LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 JUNE 2025
27. | Controlling party
The Group considers D El-Saddi, to be the ultimate controlling party by virtue of their shareholding in the company in the current year.
Page 42