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Registered number: 11830666 LIGHTCAST DISCOVERY LTD ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
LIGHTCAST DISCOVERY LTD COMPANY INFORMATION
Directors | Keith Crandell
| Matthew Frohn
| Kevin Hrusovsky
| Kevin Knopp
| Paul Loeffen
| Wouter Meuleman
| Christian Uhrich
| Philip Binns (appointed 1 May 2025)
Registered number | 11830666
Registered office | Broers Building
| 21 JJ Thomson Avenue
| Cambridge
| Cambridgeshire
| CB3 0FA
Independent auditors | James Cowper Kreston Audit
| 201 Cumnor Hill
| Cumnor
| Oxford
| Oxfordshire
| OX2 9PJ
LIGHTCAST DISCOVERY LTD CONTENTS
| Page
Group Strategic Report | 1 - 3
Directors' Report | 4 - 5
Independent Auditors' Report | 6 - 9
Consolidated Statement of Comprehensive Income | 10
Consolidated Balance Sheet | 11
Company Balance Sheet | 12
Consolidated Statement of Changes in Equity | 13
Company Statement of Changes in Equity | 14
Consolidated Statement of Cash Flows | 15
Consolidated Analysis of Net Debt | 16
Notes to the Financial Statements | 17 - 36
LIGHTCAST DISCOVERY LTD GROUP STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2025
Introduction
The directors present their Strategic Report of Lightcast Discovery Ltd (the "Company") for the year ended 31 December 2025. The Group is a life science tools company developing a novel single-cell biology functional analysis platform. It allows users to control and profile massively parallel and sequential droplet-based assays of cells, with end-to-end tracking and live cell recovery for downstream applications. This flexible droplet-based platform can load, select, process, analyze, and recover thousands to tens of thousands of individual cells at the same time. Unlike standard microfluidic methods, Lightcast’s platform offers greater flexibility to analyze a wide range of cell types and assays, as well as the precision to meticulously control and monitor the number, occupancy, location, and movement of each droplet. The unprecedented flexibility, scalability, and control of this approach will streamline workflows for drug discovery and development and promote translational and basic research advancements. The product under development comprises a benchtop bio-tool, a consumable microfluidic cartridge, consumable reagents and transport media, and software for instrument control and workflow generation and analysis.
Business review
Through 2025, the Group continued to make progress in development, operations and the first steps towards commercialization for instrument, consumable, and services revenue streams. The Group has engaged with customers through its “Luminary” early-access programme, a programme to build awareness while engaging right-minded early access partners to work with the Group through final development, building early advocacy, and delivering accelerated conversion to early sales ramp into 2026. The Group placed beta instruments with early adoption customers during the year, contributing to revenue for 2025 of £196k (2024: £110k). With the bench top instrument in production, the Group has been developing and commissioning the consumable cartridge to ensure a good supply and consistent quality to support a beta and early access program. In operations, the Company leases a manufacturing assembly site close to the development offices in Cambridge, providing a dedicated location for the assembly of the instrument and to perform final assembly and test of the consumable cartridges. The Group also leases space in a shared facility in Cambridge, MA, USA for local customer applications development and support. To support the increasing resources required to commercialize, the Group undertook a review of its resources and in August 2025 made redundancies which was essential to sustain manageable staff costs going forward.
Principal risks and uncertainties
The directors are responsible for managing risks and uncertainties, paying attention to market forecasts and trends, and keeping close relationships with their customers. The key risks and the Group's approach to managing them is outlined below: Commercial risks The Group's current and potential competitors may compete by offering similar or entirely different competing technologies, products and services and there can be no assurance that these will not be more effective than those developed and offered by the Group. The Group is investing in commercial resources, in both UK/Europe and the USA, and encourages the development of strong long-term relationships with its customers. Page 1
LIGHTCAST DISCOVERY LTD GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025 Product pipeline The Group's research and development projects are experimental in nature and may have unpredictable and unknown outcomes. Project failure or delay may impact the ability of the Group to commercialise such research and development activity or may impact the timing or scope of product release and consequent revenue workstreams. To reduce the risk of product failure, the Group maintains diversity in its operational structure, employs talented staff, employs third party consultants and design houses as required, and engages the board and advisory board at a technical level. The Group engages early with potential users of its technology to help ensure that it meets or exceeds market expectations and has resources to fully support field deployments. Intellectual property risk and litigation The Group employs a variety of proprietary and patented technologies. We seek to protect our intellectual property rights and to enhance the value of the Group by a combination of patents, trademarks, confidentiality and licence agreements. We cannot provide any assurance that the intellectual property rights that we own, or license, provide protection from competitive threats or that we would prevail in any challenge posed to our intellectual property rights. In addition, we cannot provide any assurances that we will be successful in obtaining and retaining licenses or patents over our inventions and discoveries in the future. Further, our products and services may be claimed to infringe patents or other intellectual property rights owned by other parties. Similarly, we may face claims brought by third parties in relation to the way in which we run or manage our business or safeguard confidential or personal data. We do, however, take all steps reasonably necessary or desirable for the fullest protection of all IP and know-how used by which is material to the business of the Group. Dependence on key personnel Failure to retain key members of staff or to attract individuals with the right skill and experience sets could adversely affect the operation of the business and the success of its research and development or commercial projects. The Group has sought to reduce this risk by offering an attractive working environment and by appropriate reward and recognition of staff and long-term incentive schemes. The Group also has Key Man insurance in place for certain employees and officers. R&D and manufacturing capacity There is a risk that if the Group's facilities or equipment were damaged or destroyed, or if it experiences a significant disruption in its operations for any reason, its ability to continue to operate the business could be materially reduced. The Group is mitigating this risk through having multiple locations, with the US and UK spaces each able to support customer applications development and the two UK locations able to support instrument development. With the loss of any location this significantly reduces ability to deliver both product development and product revenue, and hence business interruption insurance has been put in place to cover such losses. Economic risk The global supply chain challenges witnessed in previous years have somewhat reduced, however the sourcing of critical components, the supply of energy, and the cost of general consumables will continue to be a prudent focus for the Group as we keep abreast of world events, e.g. Ukraine war, Middle East disputes. Furthermore, changes in Government, both in the UK, Europe and USA, are keenly observed to understand the impact on investment in the life science markets in general, on trade restrictions and tariffs, and employment costs. Page 2
LIGHTCAST DISCOVERY LTD GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025 Financial risks The Group is exposed to financial market risks in the ordinary course of its business, including some credit risk and foreign currency exchange risk. This is mitigated by due diligence with customers and working with accredited third parties to optimize currency transactions whilst minimizing risk and exposure. Whilst the main trading and reporting currency is that of the parent Company in GBP, the Company does have a subsidiary company in the USA (Lightcast Discovery Inc.) and will increasingly trade in US Dollars. To date, the Company has not agreed any foreign currency hedging contracts, although it may do so in the future. The Company completed a Series C funding round in February 2026 of £20m, with the first tranche received in February 2026 for £12,000,000 and the second tranche is expected to be received in February 2027 for £8,000,000. Supported by its current investors as they continue to invest in the expansion of the business, with investment in both product and services innovation and in its commercial infrastructure. It is loss-making at present and requires continued financial resources to increase its commercial and operational activities. The directors monitor the Company's cash utilization on an ongoing basis to ensure that an appropriate lead time for obtaining further funding is maintained. Several budget scenarios have been prepared to ensure the directors and executive management team understand the financial risks around operation and commercialization through 2026 and the following year. Post the Company's Series C fund raising, the directors believe that the current financial resources are sufficient to fund operations for at least 12 months from the approval of the financial statements. The Directors recognise that as the budgeted scenarios are reliant upon significant sales growth as the Group enters its commercial phase, these give rise to a material uncertainty which may cast significant doubt on its ability to continue as a going concern. However, based upon historic trends of investor support and actions planned by management, they believe it remains appropriate to prepare the financial statements on the going concern basis.
Financial key performance indicators
The management objectives for the Group are controlling expenditure in line with budgets approved by the directors and ensuring that the Group has adequate cash facilities and cash flows to fund operations. The main financial key performance indicators are considered to be earnings before interest, taxation, depreciation and amortization (EBITDA) excluding share based payment, of (£17,237,096) (2024: (£19,338,052)) and a year-end cash balance of £1,020,573 (2024: £16,526,120). This report was approved by the board and signed on its behalf.
Paul Loeffen Director
Date: 31 March 2026
Page 3
LIGHTCAST DISCOVERY LTD DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The Directors present their report and the financial statements for the year ended 31 December 2025.
Directors
The Directors who served during the year were:
Keith Crandell
Matthew Frohn
Kevin Hrusovsky
Kevin Knopp
Paul Loeffen
Wouter Meuleman
Christian Uhrich
Philip Binns (appointed 1 May 2025)
Directors' responsibilities statement
The Directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated 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 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 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 the Group and of the profit or loss of the Group for that period. In preparing these financial statements, the Directors are required to: ∙select suitable accounting policies for the Group's financial statements and then apply them consistently; ∙make judgements 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 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 the Group and to 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 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 Group for the year, after taxation, amounted to £16,102,729 (2024 - loss £18,762,715). As the Group enters its commercial phase, the Directors recognise that there is a material uncertainty which may cast significant doubt on its ability to continue as a going concern. However, based upon historic trends of investor support and actions planned by management, they believe it remains appropriate to prepare the financial statements on the going concern basis.
Future developments
The Group will continue to enhance its product offerings as it moves towards full commercialization, focusing customer applications in Europe and North America. Page 4
LIGHTCAST DISCOVERY LTD DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Research and development activities
The Group’s R&D activities are focused on two areas: engineering improvements to the benchtop bio-tool and software for instrument control, workflow generation and data analysis; designing a consumable microfluidic cartridge, consumable reagents and transport media.
Disclosure of information to auditors
Each of the persons who are Directors at the time when this Directors' Report is approved has confirmed that: ∙so far as the Director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and ∙the Director 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
Post year end, the Company entered into an investor agreement to receive Series C funding in two tranches. The first tranche was received in February 2026 for £12,000,000 and the second tranche is expected to be received in February 2027 for £8,000,000, subject only to no material adverse event occurring. On 16 January 2026, the Company issued convertible loan notes of £1,500,000. On 17 February 2026, the Company allotted 572,306 Ordinary C shares of £0.00001 for a total consideration before expenses of £1,837,102. On 17 February 2026, the Company re-designated 4,297,838 of Series A preferred shares of £0.00001 into 2,387,688 Series A-1 shares and 1,910,150 Series A-2 shares. On 20 February 2026, the Company converted the loan notes into Series C shares by allotting 467,288 shares of £0.00001 for a total consideration before expenses of £1,500,000. On 20 February 2026, the Company allotted 3,166,003 Series C shares of £0.00001 for total consideration before expenses of £10,162,875.
Auditors
The auditors, James Cowper Kreston Audit, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board and signed on its behalf.
Paul Loeffen Director
Date: 31 March 2026
Page 5
LIGHTCAST DISCOVERY LTD INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LIGHTCAST DISCOVERY LTD
Opinion
We have audited the financial statements of Lightcast Discovery Limited (the 'parent Company') and its subsidiary (the 'Group') for the year ended 31 December 2025, which comprise the Group Statement of Comprehensive Income, the Group and Company Balance Sheets, the Group Statement of Cash Flows, the Group and 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 31 December 2025 and of the Group's 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 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.
Material uncertainty related to going concern
We draw attention to note 2.3 in the financial statements, which indicates that the forecasts prepared for the Group are reliant upon the achievement of significant sales growth as the Group enters its commercialisation phase. As stated in note 2.3, these events or conditions, along with the other matters as set forth in note 2.3, indicate that a material uncertainty exists that may cast significant doubt on the Group's or the parent Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter. 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. Our evaluation of the Directors' assessment of the Group's ability to continue to adopt the going concern basis of accounting included reviewing and stress testing cashflow forecasts and budgets. Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report. Page 6
LIGHTCAST DISCOVERY LTD INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LIGHTCAST DISCOVERY LTD (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 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.
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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Group 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 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 Directors' 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 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' Responsibilities Statement set out on page 4, 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 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 Directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so. Page 7
LIGHTCAST DISCOVERY LTD INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LIGHTCAST DISCOVERY LTD (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. Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. The specific procedures for this engagement that we designed and performed to detect material misstatements in respect of irregularities, including fraud, were as follows: ∙Enquiry of management and those charged with governance around actual and potential litigation and claims; ∙Enquiry of management and those charged with governance to identify any material instances of non-compliance with laws and regulations; ∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations; ∙Performing audit work to address the risk of irregularities due to management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for evidence of bias. 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. Page 8
LIGHTCAST DISCOVERY LTD INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LIGHTCAST DISCOVERY LTD (CONTINUED)
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. Sue Staunton MA FCA CF (Senior Statutory Auditor) for and on behalf of James Cowper Kreston Audit 201 Cumnor Hill Cumnor Oxford Oxfordshire OX2 9PJ 1 April 2026 Page 9
LIGHTCAST DISCOVERY LTD CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2025
|  | As restated
| 2025 | 2024
Note | £ | £
Turnover | 4 | 295,530 | 265,315
Cost of sales |  | (72,402) | (145,364)
Gross profit |  | 223,128 | 119,951
Administrative expenses |  | (17,916,182) | (19,967,954)
Exceptional administrative expenses |  | (718,422) | (1,999,943)
Operating loss | 5 | (18,411,476) | (21,847,946)
Interest receivable and similar income | 9 | 237,097 | 623,279
Loss before tax |  | (18,174,379) | (21,224,667)
Tax on loss | 10 | 2,071,650 | 2,461,952
Loss for the financial year |  | (16,102,729) | (18,762,715)
Profit for the year attributable to: |  |  |
Owners of the Parent Company |  | 16,102,729 | 18,762,715
There were no recognised gains and losses for 2025 or 2024 other than those included in the consolidated statement of comprehensive income.
There was no other comprehensive income for 2025 (2024:£NIL).
The notes on pages 17 to 36 form part of these financial statements.
Page 10
LIGHTCAST DISCOVERY LTD REGISTERED NUMBER: 11830666 CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER 2025
|  |  |  | As restated
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 11 |  | 711,550 |  | 943,239
Current assets |  |  |  |  |
Stocks | 13 | 2,044,031 |  | 1,320,863 |
Debtors: amounts falling due within one year | 14 | 3,542,334 |  | 3,690,560 |
Cash at bank and in hand | 15 | 1,020,573 |  | 16,526,120 |
|  | 6,606,938 |  | 21,537,543 |
Creditors: amounts falling due within one year | 16 | (1,957,499) |  | (1,782,397) |
Net current assets |  |  | 4,649,439 |  | 19,755,146
Total assets less current liabilities |  |  | 5,360,989 |  | 20,698,385
Provisions for liabilities |  |  |  |  |
Other provisions | 17 | (468,457) |  | (453,814) |
|  |  | (468,457) |  | (453,814)
Net assets |  |  | 4,892,532 |  | 20,244,571
Capital and reserves |  |  |  |  |
Called up share capital | 18 |  | 134 |  | 133
Share premium account | 19 |  | 70,106,436 |  | 70,074,169
Other reserves | 19 |  | 7,005,557 |  | 6,287,135
Profit and loss account | 19 |  | (72,219,595) |  | (56,116,866)
|  |  | 4,892,532 |  | 20,244,571
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
Paul Loeffen
Director
Date: 31 March 2026
The notes on pages 17 to 36 form part of these financial statements. Page 11
LIGHTCAST DISCOVERY LTD REGISTERED NUMBER: 11830666 COMPANY BALANCE SHEET AS AT 31 DECEMBER 2025
|  |  |  | As restated
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 11 |  | 661,131 |  | 891,480
Investments | 12 |  | 1 |  | 1
|  |  | 661,132 |  | 891,481
Current assets |  |  |  |  |
Stocks | 13 | 2,044,031 |  | 1,320,863 |
Debtors: amounts falling due within one year | 14 | 6,897,264 |  | 6,084,520 |
Cash at bank and in hand | 15 | 959,145 |  | 16,338,410 |
|  | 9,900,440 |  | 23,743,793 |
Creditors: amounts falling due within one year | 16 | (1,840,995) |  | (1,706,453) |
Net current assets |  |  | 8,059,445 |  | 22,037,340
Total assets less current liabilities |  |  | 8,720,577 |  | 22,928,821
Provisions for liabilities |  |  |  |  |
Other provisions | 17 | (468,457) |  | (453,814) |
|  |  | (468,457) |  | (453,814)
Net assets |  |  | 8,252,120 |  | 22,475,007
Capital and reserves |  |  |  |  |
Called up share capital | 18 |  | 134 |  | 133
Share premium account | 19 |  | 70,106,436 |  | 70,074,169
Other reserves | 19 |  | 7,005,557 |  | 6,287,135
Profit and loss account carried forward |  |  | (68,860,007) |  | (53,886,430)
|  |  | 8,252,120 |  | 22,475,007
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
Paul Loeffen
Director
Date: 31 March 2026
The notes on pages 17 to 36 form part of these financial statements. Page 12
LIGHTCAST DISCOVERY LTD CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Share premium account | Other reserves | Profit and loss account | Total equity
| £ | £ | £ | £ | £
At 1 January 2025 (as previously stated) | 133 | 70,074,169 | 6,287,135 | (55,986,110) | 20,375,327
Prior year adjustment - correction of error | - | - | - | (130,756) | (130,756)
At 1 January 2025 (as restated) | 133 | 70,074,169 | 6,287,135 | (56,116,866) | 20,244,571
Loss for the year | - | - | - | (16,102,729) | (16,102,729)
Shares issued during the year | 1 | 32,267 | - | - | 32,268
Share based payment charge | - | - | 718,422 | - | 718,422
At 31 December 2025 | 134 | 70,106,436 | 7,005,557 | (72,219,595) | 4,892,532
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
| Called up share capital | Share premium account | Other reserves | Profit and loss account | Total equity
| £ | £ | £ | £ | £
At 1 January 2024 (as previously stated) | 106 | 48,081,278 | 5,443,946 | (38,510,905) | 15,014,425
Prior year adjustment - correction of error | - | - | (1,106,342) | 1,106,342 | -
At 1 January 2024 (as restated) | 106 | 48,081,278 | 4,337,604 | (37,404,563) | 15,014,425
Loss for the year | - | - | - | (18,762,715) | (18,762,715)
Shares issued during the year | 27 | 21,992,891 | - | - | 21,992,918
Transfer to/from profit and loss account | - | - | (50,412) | 50,412 | -
Share based payment charge (as restated) | - | - | 1,999,943 | - | 1,999,943
At 31 December 2024 | 133 | 70,074,169 | 6,287,135 | (56,116,866) | 20,244,571
| The notes on pages 17 to 36 form part of these financial statements.
Page 13
LIGHTCAST DISCOVERY LTD COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Share premium account | Other reserves | Profit and loss account | Total equity
| £ | £ | £ | £ | £
At 1 January 2025 (as previously stated) | 133 | 70,074,169 | 6,287,135 | (53,755,674) | 22,605,763
Prior year adjustment - correction of error | - | - | - | (130,756) | (130,756)
At 1 January 2025 (as restated) | 133 | 70,074,169 | 6,287,135 | (53,886,430) | 22,475,007
Loss for the year | - | - | - | (14,973,577) | (14,973,577)
Shares issued during the year | 1 | 32,267 | - | - | 32,268
Share based payment charge | - | - | 718,422 | - | 718,422
At 31 December 2025 | 134 | 70,106,436 | 7,005,557 | (68,860,007) | 8,252,120
COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
| Called up share capital | Share premium account | Other reserves | Profit and loss account | Total equity
| £ | £ | £ | £ | £
At 1 January 2024 (as previously stated) | 106 | 48,081,278 | 5,443,946 | (37,805,046) | 15,720,284
Prior year adjustment - correction of error | - | - | (1,106,342) | 1,106,342 | -
At 1 January 2024 (as restated) | 106 | 48,081,278 | 4,337,604 | (36,698,704) | 15,720,284
Loss for the year | - | - | - | (17,238,138) | (17,238,138)
Shares issued during the year | 27 | 21,992,891 | - | - | 21,992,918
Transfer to/from profit and loss account | - | - | (50,412) | 50,412 | -
Share based payment charge (as restated) | - | - | 1,999,943 | - | 1,999,943
At 31 December 2024 | 133 | 70,074,169 | 6,287,135 | (53,886,430) | 22,475,007
| The notes on pages 17 to 36 form part of these financial statements.
Page 14
LIGHTCAST DISCOVERY LTD CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2025
|  |  |  | As restated
|  |  | 2025 | 2024
|  |  | £ | £
Cash flows from operating activities |  |
Loss for the financial year | (16,102,729) | (18,762,715)
Adjustments for: |  |
Depreciation of tangible assets | 455,958 | 509,951
Interest received | (237,097) | (623,279)
Taxation charge | (2,071,650) | (2,461,952)
(Increase) in stocks | (723,168) | (553,080)
(Increase)/decrease in debtors | (379,961) | 248,718
Increase/(decrease) in creditors | 176,357 | (522,589)
Increase in provisions | 14,643 | 25,917
Share option charge | 718,422 | 1,999,943
Corporation tax received | 2,600,587 | 3,248,589
Other tax paid | - | (3,995)
Net cash generated from operating activities | (15,548,638) | (16,894,492)
Cash flows from investing activities |  |
Purchase of tangible fixed assets | (226,273) | (438,314)
Interest received | 237,097 | 623,279
Net cash from investing activities | 10,824 | 184,965
Cash flows from financing activities |  |
Issue of ordinary shares | 32,267 | 21,992,918
Net cash used in financing activities | 32,267 | 21,992,918
Net (decrease)/increase in cash and cash equivalents | (15,505,547) | 5,283,391
Cash and cash equivalents at beginning of year | 16,526,120 | 11,242,729
Cash and cash equivalents at the end of year | 1,020,573 | 16,526,120
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 1,020,573 | 16,526,120
| 1,020,573 | 16,526,120
The notes on pages 17 to 36 form part of these financial statements.
Page 15
LIGHTCAST DISCOVERY LTD CONSOLIDATED ANALYSIS OF NET DEBT FOR THE YEAR ENDED 31 DECEMBER 2025
| At 1 January 2025 | Cash flows | At 31 December 2025
| £ | £ | £
Cash at bank and in hand | 16,526,120 | (15,505,547) | 1,020,573
| 16,526,120 | (15,505,547) | 1,020,573
The notes on pages 17 to 36 form part of these financial statements.
Page 16
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
Lightcast Discovery Limited was incorporated on 15 February 2019 in the United Kingdom as a Private Limited Company and is limited by shares. The registered office is Broers Building, 21 J J Thomson Avenue, Cambridge, United Kingdom, CB3 0FA. The principal activity of the Company is that of the development of next generation microfluidic technology. 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 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 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 subsidiary ("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 Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases. Page 17
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.3 | Going concern
The Directors have prepared the financial statements on a going concern basis. During the year, the Group made a loss of £16,102,729 (2024: £18,762,715) and had net assets at 31 December 2025 of £4,892,532 (2024: £20,244,571) including cash and cash equivalents of £1,020,573 (2024: £16,526,120. Post year end, the Company entered into an investor agreement to receive Series C funding in two tranches. The first tranche was received in February 2026 for £12,000,000 and the second tranche is expected to be received in February 2027 for £8,000,000, subject only to no material adverse event occurring. On 16 January 2026, the Company issued convertible loan notes of £1,500,000. On 17 February 2026, the Company allotted 572,306 Ordinary C shares of £0.00001 for a total consideration before expenses of £1,837,102. On 17 February 2026, the Company re-designated 4,297,838 of Series A preferred shares of £0.00001 into 2,387,688 Series A-1 shares and 1,910,150 Series A-2 shares. On 20 February 2026, the Company converted the loan notes into Series C shares by allotting 467,288 shares of £0.00001 for a total consideration before expenses of £1,500,000. On 20 February 2026, the Company allotted 3,166,003 Series C shares of £0.00001 for total consideration before expenses of £10,162,875. The Directors have prepared budgets and forecasts assessing the required resources to continue in operational existence for the foreseeable future. This includes consideration of sales conversion and the continued growth and development of the Group. The Group has introduced a range of measures to ensure a continued supply of products and services to its customers and is continuing to invest in its research and development activities. The Directors consider these budgets and forecasts to be achievable, however, the Directors have considered alternative scenarios which continue to demonstrate the Group remaining cash positive for a period of at least 12 months from the approval of these financial statements. Nonetheless, the Directors recognise that as these scenarios are reliant upon significant sales growth as the Group enters its commercial phase, these give rise to a material uncertainty which may cast significant doubt on its ability to continue as a going concern. However, based upon historic trends of investor support and actions planned by management, they believe it remains appropriate to prepare the financial statements on the going concern basis. Page 18
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.4 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is GBP. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges. 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 Sterling 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: Rendering of services Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: ∙the amount of revenue can be measured reliably; ∙it is probable that the Group will receive the consideration due under the contract; ∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and ∙the costs incurred and the costs to complete the contract can be measured reliably. Page 19
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 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 | Research and development
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years. If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.
| 2.8 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.9 | 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. Page 20
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.10 | Share-based payments
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition. The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Group keeping the scheme open or the employee maintaining any contributions required by the scheme). Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period. Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.
| 2.11 | Taxation
Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income. Page 21
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.12 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:
|  |  |  | Manufacturing equipment | - | 33% |
|  |  |  | Leasehold improvements | - | 33% |
|  |  |  | Office equipment | - | 33% |
|  |  |  | Computer equipment | - | 33% |
|  |  |  | Lab equipment | - | 20% |
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
| 2.13 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
| 2.14 | 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.
| 2.15 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.16 | 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. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value. In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management. Page 22
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.17 | 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.
| 2.18 | 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.
| 2.19 | 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. 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. Page 23
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
3. | Judgements in applying accounting policies and key sources of estimation uncertainty
The Group makes estimates and assumptions concerning the future and judgements in applying the Group's accounting policies. The resulting accounting estimates will, by definition, seldom equal the actual results. There were no estimates or assumptions that have caused a significant risk of causing a material adjustment to the carrying value of assets and liabilities within the next financial year. Tangible fixed assets Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. Residual value assessments consider issues such as the remaining life of the assets and projected disposal values. Share based payment The fair value of the share options at the date of grant is determined using the Black-Scholes model. This model uses key assumptions including the risk free rate, share price and volatility of the share price. The fair value of the options at the date of grant is then charged to the Consolidated Statement of Comprehensive Income over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each Balance Sheet date so that ultimately the cumulative amount recognised over the vesting period is based on the number of options that eventually vest.
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  |  | As restated
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Sale of instruments | 125,088 | 109,590
| Services | 170,442 | 155,725
|  | 295,530 | 265,315
|  |  |  |  |  | As restated
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| United Kingdom | 123,605 | 169,482
| Rest of the World | 171,925 | 95,833
|  | 295,530 | 265,315
Page 24
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
5. | Operating loss
| The operating loss is stated after charging:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Research & development charged as an expense | 3,257,089 | 5,236,349
| Exchange differences | (119,369) | (149,463)
| Other operating lease rentals | 851,167 | 909,155
6. | Auditors' remuneration
| During the year, the Group obtained the following services from the Company's auditors:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements | 14,230 | 13,680
| Fees payable to the Company's auditors in respect of: |  |
| Preparation of the financial statements | 3,500 | 3,420
| Taxation compliance services | 13,205 | 9,020
7. | Employees
| Staff costs, including Directors' remuneration, were as follows:
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Wages and salaries | 8,877,170 | 9,161,226 | 8,118,168 | 8,154,533
| Social security costs | 1,000,776 | 920,160 | 954,057 | 854,150
| Cost of defined contribution scheme | 515,394 | 513,290 | 479,860 | 462,862
|  | 10,393,340 | 10,594,676 | 9,552,085 | 9,471,545
| The average monthly number of employees, including the Directors, during the year was as follows:
|  |  | Group | Group | Company | Company
|  |  | 2025 | 2024 | 2025 | 2024
|  |  | No. | No. | No. | No.
|  | Employees | 107 | 117 | 102 | 111
Page 25
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
8. | Directors' remuneration
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Directors' emoluments | 248,665 | 245,699
| Group contributions to defined contribution pension schemes | 14,378 | 13,764
|  | 263,043 | 259,463
| During the year retirement benefits were accruing to 1 Director (2024 - 1) in respect of defined contribution pension schemes.
| The highest paid Director received remuneration of £248,665 (2024 - £245,699).
| The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid Director amounted to £14,378 (2024 - £13,764).
| During the year 4 directors received shares under the long-term incentive schemes (2024 -3)
9. | Interest receivable
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other interest receivable | 237,097 | 623,279
10. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Corporation tax |  |
| Current tax on profits for the year | (2,089,376) | (2,639,676)
| Adjustments in respect of previous periods | 17,726 | 177,145
| Foreign tax |  |
| Foreign tax on income for the year | - | 579
| Total current tax | (2,071,650) | (2,461,952)
| Deferred tax |  |
| Total deferred tax | - | -
| Tax on loss | (2,071,650) | (2,461,952)
Page 26
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 10.Taxation (continued)
| Factors affecting tax charge for the year
| The tax assessed for the year is lower than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Loss on ordinary activities before tax | (18,174,379) | (21,224,667)
| Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | (4,543,595) | (5,273,478)
| Effects of: |  |
| Fixed asset differences | - | 5,039
| Expenses not deductible for tax purposes | 181,449 | 503,555
| Capital allowances for year in excess of depreciation | - | (184,815)
| Movement in deferred tax not recognised | 2,458,085 | 2,310,602
| Adjustments to tax charge in respect of prior periods | 17,726 | 177,145
| Additional deduction for R&D expenditure | (1,665,720) | -
| Surrender of tax losses for R&D tax credit refund | 1,513,094 | -
| Adjustments to tax charge in respect of previous periods - deferred tax | (32,689) | -
| Total tax charge for the year | (2,071,650) | (2,461,952)
| Factors that may affect future tax charges
There were no factors that may affect future tax charges. Page 27
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
11. | Tangible fixed assets
| Group
|  | Manufacturing equipment | Fixtures and fittings | Office equipment | Computer equipment | Lab equipment | Total
|  | £ | £ | £ | £ | £ | £
| Cost or valuation |  |  |  |  |  |
| At 1 January 2025 | 262,523 | 456,540 | 82,535 | 506,262 | 859,970 | 2,167,830
| Additions | 171,593 | - | - | 31,105 | 23,575 | 226,273
| Exchange adjustments | - | - | - | (1,182) | (3,100) | (4,282)
| At 31 December 2025 | 434,116 | 456,540 | 82,535 | 536,185 | 880,445 | 2,389,821
| Depreciation |  |  |  |  |  |
| At 1 January 2025 | 53,322 | 392,794 | 64,225 | 330,576 | 383,674 | 1,224,591
| Charge for the year | 108,058 | 39,700 | 12,793 | 118,139 | 177,448 | 456,138
| Exchange adjustments | - | - | - | (943) | (1,515) | (2,458)
| At 31 December 2025 | 161,380 | 432,494 | 77,018 | 447,772 | 559,607 | 1,678,271
| Net book value |  |  |  |  |  |
| At 31 December 2025 | 272,736 | 24,046 | 5,517 | 88,413 | 320,838 | 711,550
| At 31 December 2024 | 209,201 | 63,746 | 18,310 | 175,686 | 476,296 | 943,239
Page 28
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
| Company
|  | Manufacturing equipment | Fixtures and fittings | Office equipment | Computer equipment | Lab equipment | Total
|  | £ | £ | £ | £ | £ | £
| Cost or valuation |  |  |  |  |  |
| At 1 January 2025 | 262,523 | 453,821 | 82,535 | 488,835 | 814,236 | 2,101,950
| Additions | 171,593 | - | - | 31,105 | 5,360 | 208,058
| At 31 December 2025 | 434,116 | 453,821 | 82,535 | 519,940 | 819,596 | 2,310,008
| Depreciation |  |  |  |  |  |
| At 1 January 2025 | 53,322 | 392,715 | 64,225 | 324,214 | 375,994 | 1,210,470
| Charge for the year | 108,058 | 39,700 | 12,793 | 112,208 | 165,648 | 438,407
| At 31 December 2025 | 161,380 | 432,415 | 77,018 | 436,422 | 541,642 | 1,648,877
| Net book value |  |  |  |  |  |
| At 31 December 2025 | 272,736 | 21,406 | 5,517 | 83,518 | 277,954 | 661,131
| At 31 December 2024 | 209,201 | 61,106 | 18,310 | 164,621 | 438,242 | 891,480
Page 29
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
12. | Fixed asset investments
| Company
|  | Investments in subsidiary companies
|  | £
| Cost or valuation |
| At 1 January 2025 | 1
| At 31 December 2025 | 1
| Subsidiary undertaking
| The following was a subsidiary undertaking of the Company:
| Name | Registered office | Class of shares | Holding
| Lightcast Discovery Inc | The Corporation Trust Company, 1209 Orange Street, Wilmington, DE 19801 | Ordinary | 100%
| The aggregate of the share capital and reserves as at 31 December 2025 and the profit or loss for the year ended on that date for the subsidiary undertaking were as follows:
| Name | Aggregate of share capital and reserves £ | Profit/(Loss) £
| Lightcast Discovery Inc | (3,359,588) | (1,058,715)
13. | Stocks
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Raw materials and consumables | 857,080 | 779,941 | 857,080 | 779,941
| Work in progress | 1,186,951 | 540,922 | 1,186,951 | 540,922
|  | 2,044,031 | 1,320,863 | 2,044,031 | 1,320,863
Page 30
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
14. | Debtors
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Trade debtors | 196,564 | 26,740 | 25,591 | 26,740
| Amounts owed by group undertakings | - | - | 3,608,872 | 2,481,900
| Other debtors | 774,284 | 573,492 | 692,282 | 485,552
| Prepayments and accrued income | 481,977 | 472,015 | 481,010 | 472,015
| Tax recoverable | 2,089,509 | 2,618,313 | 2,089,509 | 2,618,313
|  | 3,542,334 | 3,690,560 | 6,897,264 | 6,084,520
15. | Cash and cash equivalents
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Cash at bank and in hand | 1,020,573 | 16,526,120 | 959,145 | 16,338,410
|  | 1,020,573 | 16,526,120 | 959,145 | 16,338,410
16. | Creditors: Amounts falling due within one year
|  | Group | Group As restated | Company | Company As restated
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Trade creditors | 946,087 | 577,040 | 944,142 | 575,692
| Other taxation and social security | 240,471 | 209,359 | 240,471 | 209,359
| Other creditors | 219,318 | 228,392 | 216,684 | 224,724
| Accruals and deferred income | 551,623 | 767,606 | 439,698 | 696,678
|  | 1,957,499 | 1,782,397 | 1,840,995 | 1,706,453
Page 31
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
17. | Provisions
| Group and Company
|  | Dilapidation provision | Warranty provision | Total
|  | £ | £ | £
| At 1 January 2025 | 445,014 | 8,800 | 453,814
| Charged to profit or loss | 14,643 | - | 14,643
| At 31 December 2025 | 459,657 | 8,800 | 468,457
| The dilapidations provision represents the Group's obligation to return leased premises to their original condition on termination of the lease. The Group expects to utilise the dilapidation provision on termination of leases on premises, being at least 12 months from the date of the Statement of Financial Position.
Page 32
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
18. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 2,662,371 (2024 - 2,644,064) Ordinary shares of £0.000010 each | 27 | 26
|  | 764,662 (2024 - 764,662) Ordinary A shares of £0.000010 each | 8 | 8
|  | 4,297,838 (2024 - 4,297,838) Preferred A shares of £0.000010 each | 43 | 43
|  | 320,049 (2024 - 320,049) Ordinary B shares of £0.000010 each | 3 | 3
|  | 5,341,245 (2024 - 5,341,245) Preferred B shares of £0.000010 each | 53 | 53
|  |  | 134 | 133
| On 25 February 2025, the Company allotted 530 Ordinary shares of £0.00001 for a total consideration before expenses of £647. On 15 July 2025, the Company allotted 590 Ordinary shares of £0.00001 for a total consideration before expenses of £720. On 15 July 2025, the Company allotted 8188 Ordinary shares of £0.00001 for a total consideration before expenses of £13,920. On 15 July 2025, the Company allotted 7,652 Ordinary shares of £0.00001 for a total consideration of £14,921. On 18 August 2025, the Company allotted 186 Ordinary shares of £0.00001 for a total consideration before expenses of £344. On 10 September 2025, the Company allotted 750 Ordinary shares of £0.00001 for a total consideration before expenses of £915. On 10 September 2025, the Company allocated 360 ordinary shares of £0.00001 for a total consideration before expenses of £702. On 18 December 2025, the Company allocated 51 ordinary shares of £0.00001 for a total consideration before expenses of £99. The holders of Ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company. The Ordinary A, Ordinary B, Preferred A, and Preferred B shares have full voting and dividends rights and have attached to them second round rights on a return of assets on a winding up or liquidation of the Company.
19. | Reserves
Share premium account Share premium account represents the amounts received for shares in issue above the nominal value. Other reserves The other reserve represents the cumulative charge in respect of Group's share-based payment arrangements. Profit and loss account The profit and loss account is the Group and Company's accumulated retained earnings up to the balance sheet date. Page 33
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
20. | Share-based payments
| During the year ended 31 December 2025, the Group granted 189,300 EMI options to employees through an equity-settled share-based payment arrangement and granted 96,200 Non-qualifying options to employees through an equity-settled share-based payment arrangement. The latest date the remaining options can be exercised is 9 October 2035. No performance conditions were attached to the options with the vesting conditions being a requirement for continuous employment to the relevant vesting dates. The fair value of the share options at the grant date was calculated using the Black-Scholes model, which is considered to be the most appropriate generally accepted valuation method of measuring fair value. This fair value is then expensed over the vesting period of the share options.
|  | Weighted average exercise price (pence) 2025 | Number 2025 | Weighted average exercise price (pence) 2024 | Number 2024
| Outstanding at the beginning of the year | 174 | 1,449,315 | 177 | 1,368,453
| Granted during the year | 93 | 285,500 | 150 | 132,400
| Forfeited during the year | 118 | (123,894) | 184 | (44,621)
| Exercised during the year | 176 | (18,307) | 154 | (6,917)
| Expired during the year | 161 | (3,741) |  | -
| Outstanding at the end of the year | 164 | 1,588,873 | 174 | 1,449,315
|  |  |  |  | 2025 | 2024
| Option pricing model used | Black-Scholes | Black-Scholes
| Weighted average share price (pence) | 182 | 810
| Exercise price (pence) | 102 | 109
| Weighted average contractual life (days) | 3650 | 3650
| Expected volatility | 70% | 70%
| Risk-free interest rate | 4.57% | 3.79%
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Equity-settled schemes | 718,422 | 1,999,943
|  | 718,422 | 1,999,943
Page 34
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
21. | Prior year adjustment
A prior year adjustment has been made to correctly account for a sale that was returned in the year but was originally made in the prior year. The revenue for the year to 31 December 2024 has decreased by £130,756. The profit and loss account at 1 January 2025 has decreased by £130,756 and other creditors have increased by the same amount.
22. | 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 £515,394 (2024: £513,290). Contributions totaling £88,561 (2024: £93,968) were payable to the fund at the reporting date and are included in creditors.
23. | Commitments under operating leases
| At 31 December 2025 the Group had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  | Group | Group
|  | 2025 | 2024
|  | £ | £
| Not later than 1 year | 859,036 | 861,045
| Later than 1 year and not later than 5 years | 2,366,340 | 1,788,410
| Later than 5 years | 374,388 | 304,977
|  | 3,599,764 | 2,954,432
24. | Related party transactions
| During the year ended 31 December 2025 the Group received £nil (2024: £783,610) from a limited company controlled by a common related party as consideration for shares issued as part of a fundraise. The Group has chosen to apply the exemption under FRS 102 Section 33 not to disclose transactions with wholly owned group companies.
Page 35
LIGHTCAST DISCOVERY LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
25. | Post balance sheet events
Post year end, the Company entered into an investor agreement to receive Series C funding in two tranches. The first tranche was received in February 2026 for £12,000,000 and the second tranche is expected to be received in February 2027 for £8,000,000, subject only to no material adverse event occurring. On 16 January 2026, the Company issued convertible loan notes of £1,500,000. On 17 February 2026, the Company allotted 572,306 Ordinary C shares of £0.00001 for a total consideration before expenses of £1,837,102. On 17 February 2026, the Company re-designated 4,297,838 of Series A preferred shares of £0.00001 into 2,387,688 Series A-1 shares and 1,910,150 Series A-2 shares. On 20 February 2026, the Company converted the loan notes into Series C shares by allotting 467,288 shares of £0.00001 for a total consideration before expenses of £1,500,000. On 20 February 2026, the Company allotted 3,166,003 Series C shares of £0.00001 for total consideration before expenses of £10,162,875.
26. | Controlling party
In the opinion of the Directors, there is no ultimate controlling party.
Page 36