Cybanetix Midco 1 Limited
Annual Report and Financial Statements
For the year ended 31 January 2026
Company Registration No. 15806104 (England and Wales)
Cybanetix Midco 1 Limited
Company Information
Directors
M B Jakobsen
S A Rose
Company number
15806104
Registered office
The Coade Ninth Floor, 98 Vauxhall Walk
London
United Kingdom
SE11 5EL
Auditor
Moore Kingston Smith LLP
6th Floor
9 Appold Street
London
EC2A 2AP
Cybanetix Midco 1 Limited
Contents
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 18
Cybanetix Midco 1 Limited
Strategic Report
For the year ended 31 January 2026
Page 1

The directors present the strategic report for the year ended 31 January 2026.

Review of the business

The company is an intermediary holding company. A detailed strategic report is included within the consolidated parent company accounts of Cybanetix Topco Limited.

Principal risks and uncertainties

The company is free of external third party debt. At the date of this report the directors of the company do not believe that there are any risks likely to have a significant impact on the company.

On behalf of the board

M B Jakobsen
Director
1 July 2026
Cybanetix Midco 1 Limited
Directors' Report
For the year ended 31 January 2026
Page 2

The directors present their annual report and financial statements for the year ended 31 January 2026.

Results and dividends

The results for the year are set out on page 8.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

M B Jakobsen
S A Rose
T M Dunn
(Resigned 6 June 2025)
J Chiang
(Resigned 6 June 2025)
Auditor

The auditor, Moore Kingston Smith LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
M B Jakobsen
Director
1 July 2026
Cybanetix Midco 1 Limited
Directors' Responsibilities Statement
For the year ended 31 January 2026
Page 3

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are 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 directors are required to:

- select suitable accounting policies 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 directors are 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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are 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.

Cybanetix Midco 1 Limited
Independent Auditor's Report
To the Member of Cybanetix Midco 1 Limited
Page 4
Opinion

We have audited the financial statements of Cybanetix Midco 1 Limited (the 'company') for the year ended 31 January 2026 which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and notes to the financial statements, including 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 January 2026 and of its loss 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 Auditor's 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 UK, including the FRC’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 directors' 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 directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are 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.

Cybanetix Midco 1 Limited
Independent Auditor's Report
To the Member of Cybanetix Midco 1 Limited (Continued)
Page 5

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

- the information given in the Strategic Report and the Directors' R eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the Strategic Report and the Directors' 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 identifie d material misstatements in the Strategic Report or the Directors' R eport.

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 directors' 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 Directors' R esponsibilities S tatement, the directors are 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 directors determine 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 directors are 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 directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Cybanetix Midco 1 Limited
Independent Auditor's Report
To the Member of Cybanetix Midco 1 Limited (Continued)
Page 6
Auditor's 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 auditor's 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.

As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

- Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

- Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the company’s internal control.

- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

- Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern.

- Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Cybanetix Midco 1 Limited
Independent Auditor's Report
To the Member of Cybanetix Midco 1 Limited (Continued)
Page 7

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

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.

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

Our approach was as follows:

- We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, and UK taxation legislation.

- We obtained an understanding of how the company complies with these requirements by discussions with management and those charged with governance.

- We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.

- We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations.

- Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

Use of our report

This report is made solely to the company's member 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 member those matters we are required to state to the member in an auditor's 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 member, for our audit work, for this report, or for the opinions we have formed.

Kevin Veitch
Senior Statutory Auditor
for and on behalf of Moore Kingston Smith LLP
2 July 2026
Chartered Accountants
Statutory Auditor
6th Floor
9 Appold Street
London
EC2A 2AP
Cybanetix Midco 1 Limited
Statement of Comprehensive Income
For the year ended 31 January 2026
Page 8
Year
Period
ended
ended
31 January
31 January
2026
2025
as restated
Notes
£
£
Administrative expenses
(7,956)
(942)
Interest receivable and similar income
4
2,959,896
1,317,734
Interest payable and similar expenses
5
(2,973,401)
(1,312,670)
(Loss)/profit before taxation
(21,461)
4,122
Tax on (loss)/profit
6
-
0
-
0
(Loss)/profit for the financial year
(21,461)
4,122

The notes on pages 11 to 18 form part of these financial statements.

Cybanetix Midco 1 Limited
Balance Sheet
As at 31 January 2026
Page 9
2026
2025
as restated
Notes
£
£
£
£
Fixed assets
Investments
7
1
1
Current assets
Debtors
9
25,329,383
25,872,337
Creditors: amounts falling due within one year
10
(8,731,832)
(7,793,296)
Net current assets
16,597,551
18,079,041
Total assets less current liabilities
16,597,552
18,079,042
Creditors: amounts falling due after more than one year
11
(16,614,890)
(18,074,919)
Net (liabilities)/assets
(17,338)
4,123
Capital and reserves
Called up share capital
12
1
1
Profit and loss reserves
(17,339)
4,122
Total equity
(17,338)
4,123

The notes on pages 11 to 18 form part of these financial statements.

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 1 July 2026 and are signed on its behalf by:
M B Jakobsen
Director
Company Registration No. 15806104
Cybanetix Midco 1 Limited
Statement of Changes in Equity
For the year ended 31 January 2026
Page 10
Share capital
Profit and loss reserves
Total
£
£
£
As restated for the period ended 31 January 2025:
Balance at 27 June 2024
1
-
0
1
Period ended 31 January 2025:
Profit and total comprehensive income
-
4,122
4,122
Balance at 31 January 2025
1
4,122
4,123
Year ended 31 January 2026:
Loss and total comprehensive income
-
(21,461)
(21,461)
Balance at 31 January 2026
1
(17,339)
(17,338)

The notes on pages 11 to 18 form part of these financial statements.

Cybanetix Midco 1 Limited
Notes to the Financial Statements
For the year ended 31 January 2026
Page 11
1
Accounting policies
Company information

Cybanetix Midco 1 Limited is a private company limited by shares incorporated in England and Wales. The registered office is The Coade Ninth Floor, 98 Vauxhall Walk, London, United Kingdom, SE11 5EL.

1.1
Reporting period

The comparative period was for the period from incorporation on 27 June 2024 to 31 January 2025.

1.2
Basis of preparation

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. T he company has therefore taken advantage of e xemptions from the following disclosure requirements:

- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

- Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

Cybanetix Midco 1 Limited is a wholly owned subsidiary of Cybanetix Topco Limited and the results of Cybanetix Midco 1 Limited are included in the consolidated financial statements of Cybanetix Topco Limited which are available from The Coade Ninth Floor, 98 Vauxhall Walk, London, England, SE11 5EL.

Cybanetix Midco 1 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 January 2026
1
Accounting policies
(Continued)
Page 12
1.3
Going concern

The company generated a loss for the year of £21k (2025: profit as restated of £4k) and had net liabilities at the reporting date of £17k (2025: net assets as restated of £4k). Whilst the directors are aware of the company and group's net liability position, this is due to the terms attached to the preference debt instruments which have been put in place to fund the group's investments. The management and investor loans of £10.08m (2025: £12.24m) and group loan notes of £6.53m (2025: as restated £5.83m) of the company's liabilities, do not fall due for payment until 2034.true

Having reviewed the group's trading and cash flow forecasts, the directors have a reasonable expectation that the group will generate sufficient cash to meet the company's obligations as they fall due. These forecasts have been sensitised to reflect the challenging economic environment. It is on this basis; the directors have adopted the going concern basis of accounting when preparing these financial statements.

1.4
Fixed asset investments

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.5
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.6
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Classification of 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 company after deducting all of its liabilities.

Cybanetix Midco 1 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 January 2026
1
Accounting policies
(Continued)
Page 13
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. A m ounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.7
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.8
Taxation

The tax expense represents the sum of the tax currently payable.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. 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.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Provision for doubtful debts

The recoverability of intercompany debtors is regularly reviewed in the light of available economic information specific to each receivable and provisions are recognised for balances considered to be irrecoverable.

Cybanetix Midco 1 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 January 2026
Page 14
3
Employees

The average monthly number of persons (including directors) employed by the company during the year was nil (2025: nil).

4
Interest receivable and similar income
2026
2025
£
£
Interest income
as restated
Interest receivable from group companies
2,959,896
1,317,734
5
Interest payable and similar expenses
2026
2025
£
£
as restated
Interest payable to group undertakings
1,631,680
692,550
Other interest on financial liabilities
1,341,721
620,120
2,973,401
1,312,670
6
Taxation

The actual charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:

2026
2025
£
£
(Loss)/profit before taxation
(21,461)
4,122
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2025: 25.00%)
(5,365)
1,031
Change in unrecognised deferred tax assets
335,430
37,168
Group relief
(330,065)
(38,199)
Taxation charge for the period
-
-
7
Fixed asset investments
2026
2025
Notes
£
£
Investments in subsidiaries
8
1
1
Cybanetix Midco 1 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 January 2026
Page 15
8
Subsidiaries

Details of the company's subsidiaries at 31 January 2026 are as follows:

Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
Cybanetix Midco 2 Limited
1
Ordinary
100
-
Cybanetix Bidco Limited
1
Ordinary
0
100
Cybanetix Limited
1
Ordinary
0
100

Registered office addresses (all UK unless otherwise indicated):

1
The Coade Ninth Floor, 98 Vauxhall Walk, London, England, SE11 5EL
9
Debtors
2026
2025
Amounts falling due within one year:
£
£
as restated
Amounts owed by group undertakings
13,643,570
15,435,150
Prepayments and accrued income
1,750
4,600
13,645,320
15,439,750
2026
2025
Amounts falling due after more than one year:
£
£
as restated
Amounts owed by group undertakings
11,684,063
10,432,587
Total debtors
25,329,383
25,872,337

Amounts falling due within one year totaling £13.64 m (202 5: as restated £15.43 m) relate to unsecured intercompany loans receivable bearing interest at 12% per annum, repayable on demand. All other intercompany trading balances receivable are interest free and repayable on demand.

Amounts falling due after more than one year totaling £11.68 m (202 5: as restated £10.43 m) relate to unsecured intercompany loans receivable bearing interest at 12% per annum, due in 2034, or earlier if a trigger event occurs.

Cybanetix Midco 1 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 January 2026
Page 16
10
Creditors: amounts falling due within one year
2026
2025
£
£
as restated
Trade creditors
1,750
11,480
Amounts owed to group undertakings
8,729,432
7,775,816
Accruals and deferred income
650
6,000
8,731,832
7,793,296

Amounts totaling £8.70 m (202 5: as restated £7.77 m) relate to unsecured intercompany loans payable bearing interest at 12% per annum, repayable on demand. All other intercompany trading balances payable are interest free and repayable on demand.

11
Creditors: amounts falling due after more than one year
2026
2025
£
£
as restated
Group borrowings
6,531,473
5,831,889
Other creditors
10,083,417
12,243,030
16,614,890
18,074,919

Included within group borrowings are loan notes amounting to £6.53m (2025: as restated £5.83m) are unsecured intercompany loans payable bearing interest at 12% per annum, repayable in 2034, or earlier if a trigger event occurs.

Included within other creditors are loan notes amounting to £10.08m (2025: £12.24m) bearing interest at 12% per annum, repayable in 2034.

12
Share capital
2026
2025
2026
2025
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary share of £1
1
1
1
1
13
Financial commitments

Fixed and floating charges are secured over the trade and assets of the business in relation to shareholder borrowings available to the wider group.

Cybanetix Midco 1 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 January 2026
Page 17
14
Related party transactions

In accordance with FRS102 section 33 paragraph 33.1A, the company has not disclosed transactions with wholly owned subsidiaries or its parent company within the same group.

Included within creditors due after more than one year are loans due to a significant shareholder amounting to £5.38m (2025: £7.58m). Interest payable amounting to £801k (2025: £384k) was charged at 12% on the loan during the year. The loan is secured by way of a fixed and floating charge over the trade and assets of the business and is repayable in 2034.

15
Ultimate controlling party

The company is a wholly owned subsidiary of Cybanetix Topco Limited, a company incorporated in England and Wales.

The ultimate parent company is Cybanetix Topco Limited, a company incorporated in England and Wales. The consolidated financial statements can be obtained from the registered office at The Coade Ninth Floor, 98 Vauxhall Walk, London, United Kingdom, SE11 5EL.

16
Prior period adjustment
Reconciliation of changes in equity
31 January
2025
Notes
£
Adjustments to prior year
Interest on intercompany loans receivable
1
1,317,734
Interest on intercompany loans payable
2
(692,550)
Total adjustments
625,184
Equity as previously reported
(621,061)
Equity as adjusted
4,123
Analysis of the effect upon equity
Profit and loss reserves
625,184
625,184
Cybanetix Midco 1 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 January 2026
16
Prior period adjustment
(Continued)
Page 18
Reconciliation of changes in (loss)/profit for the previous financial period
2025
Notes
£
Adjustments to prior year
Interest on intercompany loans receivable
1
1,317,734
Interest on intercompany loans payable
2
(692,550)
Total adjustments
625,184
Loss as previously reported
(621,062)
Profit as adjusted
4,122
Notes to reconciliation
1 - Intercompany loans receivable

Intercompany loans receivable have been adjusted to recognise interest at 12% per annum, which had not been applied in the prior year, where the loans were previously treated as interest-free. Intercompany loans receivable in 2034 totalling £10.43m have been adjusted to debtors falling due after more than one year, previously treated as receivable on demand in debtors falling due within one year.

2 - Intercompany loans payable

Intercompany loans payable have been adjusted to recognise interest at 12% per annum, which had not been applied in the prior year, where the loans were previously treated as interest-free. Intercompany loans repayable in 2034 totalling £6.53m have been adjusted to creditors due after more than one year, previously treated as repayable on demand in creditors due within one year.

2026-01-31 2025-02-01 false false false CCH Software CCH Accounts Production 2026.100 No description of principal activity M B Jakobsen S A Rose T M Dunn J Chiang 0 15806104 2025-02-01 2026-01-31 15806104 bus:Director1 2025-02-01 2026-01-31 15806104 bus:Director2 2025-02-01 2026-01-31 15806104 bus:Director3 2025-02-01 2026-01-31 15806104 bus:Director4 2025-02-01 2026-01-31 15806104 bus:RegisteredOffice 2025-02-01 2026-01-31 15806104 2026-01-31 15806104 2024-06-27 2025-01-31 15806104 core:RetainedEarningsAccumulatedLosses 2024-06-27 2025-01-31 15806104 core:RetainedEarningsAccumulatedLosses 2025-02-01 2026-01-31 15806104 2025-01-31 15806104 core:CurrentFinancialInstruments core:WithinOneYear 2026-01-31 15806104 core:CurrentFinancialInstruments core:WithinOneYear 2025-01-31 15806104 core:Non-currentFinancialInstruments core:AfterOneYear 2026-01-31 15806104 core:Non-currentFinancialInstruments core:AfterOneYear 2025-01-31 15806104 core:Non-currentFinancialInstruments 2026-01-31 15806104 core:Non-currentFinancialInstruments 2025-01-31 15806104 core:ShareCapital 2026-01-31 15806104 core:ShareCapital 2025-01-31 15806104 core:RetainedEarningsAccumulatedLosses 2026-01-31 15806104 core:RetainedEarningsAccumulatedLosses 2025-01-31 15806104 core:ShareCapital 2024-06-26 15806104 core:RetainedEarningsAccumulatedLosses 2024-06-26 15806104 core:ShareCapitalOrdinaryShareClass1 2026-01-31 15806104 core:ShareCapitalOrdinaryShareClass1 2025-01-31 15806104 core:UKTax 2025-02-01 2026-01-31 15806104 core:UKTax 2024-06-27 2025-01-31 15806104 core:Subsidiary1 2025-02-01 2026-01-31 15806104 core:Subsidiary2 2025-02-01 2026-01-31 15806104 core:Subsidiary3 2025-02-01 2026-01-31 15806104 core:Subsidiary1 1 2025-02-01 2026-01-31 15806104 core:Subsidiary2 2 2025-02-01 2026-01-31 15806104 core:Subsidiary3 3 2025-02-01 2026-01-31 15806104 core:CurrentFinancialInstruments 2026-01-31 15806104 core:CurrentFinancialInstruments 2025-01-31 15806104 core:AfterOneYear 2026-01-31 15806104 core:AfterOneYear 2025-01-31 15806104 core:Non-currentFinancialInstruments 1 2026-01-31 15806104 core:Non-currentFinancialInstruments 1 2025-01-31 15806104 bus:OrdinaryShareClass1 2026-01-31 15806104 bus:OrdinaryShareClass1 2025-01-31 15806104 bus:PrivateLimitedCompanyLtd 2025-02-01 2026-01-31 15806104 bus:FRS102 2025-02-01 2026-01-31 15806104 bus:Audited 2025-02-01 2026-01-31 15806104 bus:FullAccounts 2025-02-01 2026-01-31 xbrli:pure xbrli:shares iso4217:GBP