ACCOUNTS - Final Accounts

Analysis of turnover by class of business:

Registered number: 10637337

Beam Up Ltd

Annual report and financial statements

For the year ended 31 December 2025

Beam Up Ltd

Company Information

Directors	S Barker
	M H Chalfen
	M K Moussavou
	A M Stephany


Registered number	10637337


Registered office	Senna Building
	Gorsuch Place
	London
	E2 8JF


Independent auditors	Kreston Reeves Audit LLP
	Statutory Auditor
	Springfield House
	Springfield Road
	Horsham
	West Sussex
	RH12 2RG

Beam Up Ltd

Contents

	Page
Group strategic report	1 - 2
Directors' report	3 - 4
Independent auditors' report	5 - 8
Consolidated statement of comprehensive income	9
Consolidated balance sheet	10
Company balance sheet	11
Consolidated statement of changes in equity	12
Company statement of changes in equity	13
Consolidated statement of cash flows	14
Notes to the financial statements	15 - 33

Beam Up Ltd

Group strategic report

For the year ended 31 December 2025

Introduction

The directors present the strategic report of the Group for the year ended 31 December 2025.

Business review and Future developments

In 2025 the Group continued to focus its strategy on providing AI-enabled products and services primarily to support frontline workers and disadvantaged groups.

The Group executed a deliberate investment strategy to facilitate revenue growth, with key areas of focus including:

∙Ongoing technical development of Beam's suite of software products through enhancing the capabilities of the existing product, Notes, and launching new products such as Interpret and Talk.

∙Investing in the infrastructure, security and ongoing compliance of the tech stack.

∙Targeted international expansion, including incorporation of a US subsidiary to support distribution of its software products.

∙Coordinated sales, branding, and marketing campaigns.

These factors drove revenue growth to £10.5m (2024: £6.7m - 56% growth). Return on investment improved, with the % operating loss reducing from 91% to 67%, with absolute loss only increasing by 15%. A strong working capital position was maintained, with cash at bank and in hand amounting to £5.9m at the year end (2024: £9.6m).

Looking ahead, the Group will continue to focus on the development of its product offering and strengthening its position in core markets, while pursuing growth opportunities across new verticals and geographies. This will be supported by the current cash at bank and in hand, and additional working capital capacity is available from a venture debt facility secured shortly after year end with HSBC Innovation Bank.

Key Performance Indicators
Senior leadership and the Board monitors a range of KPIs to assess performance and financial position. The primary KPIs are set out below:

2025 2024
£'000 £'000
Revenue £10,512 £6,736
Operating loss (£ 7,032) (£6,111)
Cash at bank and in hand £5,887 £9,572

Page 1

Beam Up Ltd

Group strategic report (continued)

For the year ended 31 December 2025

Principal risks and uncertainties

Data security and privacy risk

The Group handles sensitive data and is exposed to risks relating to data breaches and cyber security threats. A proactive and multi-layered approach is taken to managing these risks, with a comprehensive control framework in place based on industry best practices and adherence to recognised standards such as ISO27001, Cyber Essentials Plus and NHS DSPT (Standards Exceeded). The Group maintains dedicated in-house expertise, supported by a Chief Information Risk Officer and employs a range of technical and organisational controls including penetration testing, vulnerability scans, incident response planning, staff training and data governance processes. No customer data is used for the training of AI models without their explicit agreement.

Regulatory risk

The Group operates in an evolving regulatory environment, particularly in relation to AI and data protection in the UK, EU and US. Changes in regulation, including developments in GDPR and the EU AI Act, may require modifications to products and services or result in increased compliance costs. The Group monitors regulatory developments through its internal legal team, trust and safety team and external advisors.

Liquidity risk

Available cash resources are crucial to support the business operations and growth. Cash flow and investment levels are actively managed by senior leadership to ensure sufficient liquidity is maintained. The Group monitors its funding position closely and has historically been successful in securing additional investment where required.

Expansion risk

The Group has expanded internationally through the establishment of a US subsidiary. This introduces additional operational, regulatory, tax and commercial risks. The Group manages these risks through local market assessment, phased investment strategy, external legal and tax advice, internal policies and oversight from the central management team.

This report was approved by the board on 30 June 2026 and signed on its behalf.

A M Stephany

Director

Page 2

Beam Up 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' 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 Statement of comprehensive income 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 judgments and accounting estimates that are reasonable and prudent;

∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.

The 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.

Principal activity

The Group focuses on two activities: providing AI software tools to frontline social sector workers and providing
AI-enabled services that support diverse groups primarily in housing and employment services. The Group
collaborates with government bodies, private companies and nonprofits to deliver this.

Results and dividends

The loss for the year, after taxation, amounted to £6,909,000 (2024 - loss £5,974,000).

No ordinary dividends were paid (2024: £Nil). The directors do not recommend payment of a final dividend.

Directors

The directors who served during the year were:

S Barker

M H Chalfen

M K Moussavou

A M Stephany

Charitable donations

During the year, the Company made charitable donations totalling £Nil (2024: £1,201,000).

Page 3

Beam Up Ltd

Directors' report (continued)

For the year ended 31 December 2025

Matters covered in the Group strategic report

The Group have chosen in accordance with the Companies Act 2006, s. 414C(11) to set out in the Group's strategic report information required by The Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, sch. 7 to be contained in the directors' report. It has been done so in respect of review of business, principal risks and uncertainties, and future developments.

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

After the reporting date, the company entered into a new loan facility with HSBC Innovation Bank in the form of venture debt. Under this new facility, the company drew down £2 million on 18 February 2026 and has the option to draw down a further £3 million before 31 December 2026.

Auditors

The auditors, Kreston Reeves Audit LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 30 June 2026 and signed on its behalf.

A M Stephany

Director

Page 4

Beam Up Ltd

Independent auditors' report to the members of Beam Up Ltd

Opinion

We have audited the financial statements of Beam Up Ltd (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2025, which comprise the Consolidated statement of comprehensive income, the Consolidated balance sheet, the Company balance sheet, the Consolidated statement of cash flows, the Consolidated statement of changes in equity, the Company statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

∙give a true and fair view of the state of the Group's and of the Parent Company's affairs as at 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.

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 Group's or the Parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Page 5

Beam Up Ltd

Independent auditors' report to the members of Beam Up 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 3, 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 6

Beam Up Ltd

Independent auditors' report to the members of Beam Up 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.

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:

Capability of the audit in detecting irregularities, including fraud

Based on our understanding of the Group and industry, and through discussion with the directors and other management (as required by auditing standards), we identified that the principal risks of non-compliance with laws and regulations related to health and safety, anti-bribery and employment law. We considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and taxation and pension legislation. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to revenue or expenditure and management bias in accounting estimates and judgemental areas of the financial statements. Audit procedures performed by the engagement team included:

∙Discussions with management and assessment of known or suspected instances of non-compliance with laws and regulations (including health and safety) and fraud; and

∙Assessment of identified fraud risk factors; and

∙Challenging assumptions and judgements made by management in its significant accounting estimates; and

∙Confirmation of related parties with management, and review of transactions throughout the period to identify any previously undisclosed transactions with related parties outside the normal course of business; and

∙Performing analytical procedures with automated data analytics tools to identify any unusual or unexpected relationships, including related party transactions, that may indicate risks of material misstatement due to fraud; and

∙Reading minutes of meetings of those charged with governance; and

∙Review of significant and unusual transactions and evaluation of the underlying financial rationale supporting the transactions; and

∙Identifying and testing journal entries, in particular any manual entries made at the year-end for financial statement preparation.

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.

Page 7

Beam Up Ltd

Independent auditors' report to the members of Beam Up Ltd (continued)

As part of an audit in accordance with ISAs (UK), we exercise professional judgment 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 purpose of expressing an opinion of 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 Auditors' 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 Auditors' 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.

∙Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.

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.

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.

Graham Hunt (Senior statutory auditor)

for and on behalf of

Kreston Reeves Audit LLP

Statutory Auditor

Horsham

9 July 2026

Page 8

Beam Up Ltd

Consolidated statement of comprehensive income

For the year ended 31 December 2025

	2025	2024
Note	£000	£000


Turnover	4	10,512	6,736
Cost of sales		(6,245)	(4,354)
Gross profit		4,267	2,382
Administrative expenses		(11,361)	(8,493)
Other operating income	5	62	-
Operating loss	6	(7,032)	(6,111)
Interest receivable and similar income	10	145	113
Interest payable and similar expenses	11	(10)	(13)
Loss before tax		(6,897)	(6,011)
Taxation charge	12	(12)	37
Loss for the financial year		(6,909)	(5,974)

Other comprehensive income for the year
Total comprehensive income for the year		(6,909)	(5,974)

(Loss) for the year attributable to:
Owners of the Parent Company	(6,909)	(5,974)
	(6,909)	(5,974)

The notes on pages 15 to 33 form part of these financial statements.

Page 9

Beam Up Ltd

Registered number: 10637337

Consolidated balance sheet

As at 31 December 2025

		2025		2024
Note		£000		£000

Fixed assets
Intangible assets	13		-		-
Tangible assets	14		138		151
			138		151
Current assets
Debtors: amounts falling due within one year	16	3,245		3,393
Cash at bank and in hand	17	5,887		9,572
		9,132		12,965
Creditors: amounts falling due within one year	18	(7,094)		(3,831)
Net current assets			2,038		9,134
Total assets less current liabilities			2,176		9,285
Creditors: amounts falling due after more than one year	19		-		(279)

Net assets			2,176		9,006

Capital and reserves
Called up share capital	20	-	-
Share premium account	21	19,791	19,764
Other reserves	21	155	103
Profit and loss account	21	(17,770)	(10,861)
		2,176	9,006

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

A M Stephany

Director

Date: 30 June 2026

The notes on pages 15 to 33 form part of these financial statements.

Page 10

Beam Up Ltd

Registered number: 10637337

Company balance sheet

As at 31 December 2025

		2025		2024
Note		£000		£000

Fixed assets
Intangible assets	13		-		-
Tangible assets	14		138		151
Investments	15		-		-
			138		151
Current assets
Debtors: amounts falling due within one year	16	3,247		3,393
Cash at bank and in hand	17	5,852		9,572
		9,099		12,965
Creditors: amounts falling due within one year	18	(7,064)		(3,831)
Net current assets			2,035		9,134
Total assets less current liabilities			2,173		9,285

Creditors: amounts falling due after more than one year	19		-		(279)

Net assets			2,173		9,006

Capital and reserves
Called up share capital	20		-		-
Share premium account	21		19,791		19,764
Other reserves	21		155		103
Profit and loss account brought forward		(10,861)		(4,887)
Loss for the year		(6,912)		(5,974)
Profit and loss account carried forward	21		(17,773)		(10,861)
			2,173		9,006

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

A M Stephany

Director

Date: 30 June 2026

The notes on pages 15 to 33 form part of these financial statements.

Page 11


		Beam Up 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
	£000	£000	£000	£000	£000
At 1 January 2024	-	9,002	22	(4,887)	4,137

Loss for the year	-	-	-	(5,974)	(5,974)
Share based payment charge	-	-	81	-	81
Shares issued during the year	-	10,762	-	-	10,762

At 1 January 2025	-	19,764	103	(10,861)	9,006

Loss for the year	-	-	-	(6,909)	(6,909)
Share based payment charge	-	-	52	-	52
Shares issued during the year	-	27	-	-	27
At 31 December 2025	-	19,791	155	(17,770)	2,176

The notes on pages 15 to 33 form part of these financial statements.

Page 12


		Beam Up 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
	£000	£000	£000	£000	£000
At 1 January 2024	-	9,002	22	(4,887)	4,137

Loss for the year	-	-	-	(5,974)	(5,974)
Share based payment charge	-	-	81	-	81
Shares issued during the year	-	10,762	-	-	10,762

At 1 January 2025	-	19,764	103	(10,861)	9,006

Loss for the year	-	-	-	(6,912)	(6,912)
Share based payment charge	-	-	52	-	52
Shares issued during the year	-	27	-	-	27
At 31 December 2025	-	19,791	155	(17,773)	2,173

The notes on pages 15 to 33 form part of these financial statements.

Page 13

Beam Up Ltd

Consolidated statement of cash flows

For the year ended 31 December 2025

			2025	2024
			£000	£000

Cash flows from operating activities
Loss for the financial year	(6,909)	(5,974)
Adjustments for:
Depreciation of tangible assets	73	53
Loss on disposal of tangible assets	63	-
Interest paid	10	13
Interest received	(145)	(113)
Taxation charge	12	(37)
Decrease/(increase) in debtors	162	(1,310)
Increase in creditors	3,070	1,799
Share of operating (loss)/profit in joint ventures	(62)	-
Corporation tax received	37	28
Equity settled share based payment expense	52	81
Net cash generated from operating activities	(3,637)	(5,460)

Cash flows from investing activities
Purchase of tangible fixed assets	(123)	(80)
Interest received	145	113
Net cash from investing activities	22	33
Cash flows from financing activities
Proceeds from issue of shares	27	10,762
Repayment of loans	(87)	(65)
Interest paid	(10)	(13)
Net cash used in financing activities	(70)	10,684
Net (decrease)/increase in cash and cash equivalents	(3,685)	5,257
Cash and cash equivalents at beginning of year	9,572	4,315
Cash and cash equivalents at the end of year	5,887	9,572

Cash and cash equivalents at the end of year comprise:
Cash at bank and in hand	5,887	9,572
	5,887	9,572

Page 14

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

1.	General information

Beam Up Ltd is a private company limited by shares incorporated in England and Wales. The registered office and principal place of business is Senna Building, Gorsuch Place, London, E2 8JF.

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 financial statements are rounded to the nearest £'000, except where stated otherwise.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

The consolidated financial statements include subsidiaries that are either acquired or newly incorporated by the Group. Subsidiaries are consolidated from the date on which the Group obtains control. On consolidation, identifiable assets, liabilities and contingent liabilities are recognised at fair value at the date control is obtained. The results of subsidiaries are included in the consolidated statement of comprehensive income from the date control is obtained and are deconsolidated from the date that control ceases.

2.3

Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

2.4

Financial reporting standard 102 - reduced disclosure exemptions

The parent company has taken advantage of the following disclosure exemptions in preparing these
financial statements, as permitted by FRS 102:

∙the requirements of Section 7 Statement of Cash Flows and paragraph 3.17(d);

∙the requirement of paragraph 33.7.

This information is included in the consolidated financial statements of Beam Up Limited as at 31
December 2025.

Page 15

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

2.Accounting policies (continued)

2.5

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 for the company.

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 for the company.

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 Statement of comprehensive income except when deferred in other comprehensive income as qualifying cash flow hedges for the company.

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.

2.6

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:

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.

Grant-Funded Services: Where the Group delivers services under contracts funded by public sector grants (e.g. local authority or UK government programmes), revenue is recognised within turnover when the substance of the arrangement reflects the provision of services in exchange for consideration.

Software: Revenue from software subscriptions is recognised over the period the customer has access to the software. Implementation and other on-off fees are recognised separately if they represent distinct performance obligations.

Page 16

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

2.Accounting policies (continued)

2.7

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to Statement of comprehensive income on a straight-line basis over the lease term.

2.8

Research and development

Costs associated with research activities and development expenditure are recognised as an expense in the Statement of comprehensive income when they are incurred.

2.9

Interest income

Interest income is recognised in Statement of comprehensive income using the effective interest method.

2.10

Finance costs

Finance costs are charged to Statement of comprehensive income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

2.11

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 Statement of comprehensive income when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Group in independently administered funds.

2.12

Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black-Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

When cancellations or settlements (including those resulting from employee redundancies) occur, the expense remains for the vested portion of the award and any expense associated with unvested tranches is reversed.

Page 17

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

2.Accounting policies (continued)

2.13

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.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and

∙Where they relate to timing differences in respect of interests in subsidiaries and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

2.14

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

2.15

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.

Page 18

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

2.Accounting policies (continued)

2.15

Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives.

Depreciation is provided on the following basis:

				Fixtures and fittings	-	20%	Straight Line
				Computer equipment	-	33%	Reducing balance

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.

2.16

Impairment of fixed assets

At each reporting period end date, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in Statement of comprehensive income, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in Statement of comprehensive income, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

2.17

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.18

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Page 19

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

2.Accounting policies (continued)

2.19

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.

2.20

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.

2.21

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

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

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 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 Statement of comprehensive income) 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.

Other financial assets

Other financial assets are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the Statement of comprehensive income. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in Statement of comprehensive income.

Financial assets are impaired when events, subsequent to their initial recognition, indicate the

Page 20

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

2.Accounting policies (continued)

2.21

Financial instruments (continued)

estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the Statement of comprehensive income.

Basic financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flows expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.

Page 21

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

In the application of the group'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.

The directors have not identified any estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities.

Service and Software Contracts	10,442	6,510
Other Revenue	70	226
	10,512	6,736

Analysis of turnover by geographical market:

					2025	2024
					£000	£000

United Kingdom	10,392	6,736
Rest of the world	120	-
	10,512	6,736

5.	Other operating income
		2025	2024
		£000	£000

R&D expenditure tax credit	62	-
	62	-

Page 22

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

Depreciation of owned tangible fixed assets	73	53
Other operating lease rentals	504	418
Share-based payment	52	81

Fees payable to the Group's auditors for the audit of the consolidated and parent Company's financial statements	18	16
Fees payable to a fellow group entity of the auditor in respect of:
All non-audit services not included above	4	4

8.	Employees
	Staff costs, including directors' remuneration, were as follows:

Group	Group	Company	Company
2025	2024	2025	2024
£000	£000	£000	£000


Wages and salaries	11,560	7,989	11,560	7,989
Social security costs	1,455	895	1,455	895
Cost of defined contribution scheme	190	155	190	155
	13,205	9,039	13,205	9,039

The average monthly number of employees, including the directors, during the year was as follows:

	2025	2024
	No.	No.

Number of employees	180	151

Page 23

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

9.	Directors' remuneration
		2025	2024
		£000	£000

Remuneration for qualifying services	375	270
Group contributions to defined contribution pension schemes	3	3
	378	273

	The highest paid director received remuneration of £200,000 (2024 - £145,000).
	The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £1,000 (2024 - £1,000).

10.	Interest receivable and similar income
		2025	2024
		£000	£000

Other interest receivable

145

113

11.	Interest payable and similar expenses
		2025	2024
		£000	£000

Other interest

Corporation tax
Current tax on profits for the year	10	(37)
Foreign tax
Foreign tax on income for the year	2	-


	Taxation charge	12	(37)

Page 24

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

12.Taxation (continued)

Loss on ordinary activities before tax

(6,897)

(6,011)

Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)	(1,724)	(1,503)
Effects of:
Depreciation in advance of capital allowances	4	-
Tax effect of expenses that are not deductible in determining taxable profit	6	32
Capital allowances for year in excess of depreciation	1,714	1,121
Research and development tax credit	10	55
Other permanent differences	-	300
Additional deduction for R&D expenditure	-	(42)
Foreign subsidiary tax	2	-
Total tax charge for the year	12	(37)

Factors that may affect future tax charges

The Group has carried forward unrecognised tax losses of £15,885,000 (2024: £9,024,000).

Page 25

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

13.	Intangible assets
	Group and Company

		Trademarks and other IP
		£000
	Cost
	At 1 January 2025	15
	Disposals	(1)
	At 31 December 2025	14
	Amortisation
	At 1 January 2025	15
	On disposals	(1)
	At 31 December 2025	14
	Net book value
	At 31 December 2025	-
	At 31 December 2024	-

Page 26

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

14.	Tangible fixed assets
	Group and Company

	Fixtures and fittings	Computer equipment	Total
	£000	£000	£000
Cost or valuation
At 1 January 2025	46	234	280
Additions	1	122	123
Disposals	(38)	(140)	(178)
At 31 December 2025	9	216	225
Depreciation
At 1 January 2025	18	111	129
Charge for the year on owned assets	9	64	73
Disposals	(22)	(93)	(115)
At 31 December 2025	5	82	87
Net book value
At 31 December 2025	4	134	138
At 31 December 2024	28	123	151

Page 27

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025


15.	Fixed asset investments

The company has an investment of £7 in its wholly owned US subsidiary, Beam Up US Inc. Further information is set out in Note 29.

16.

Debtors

Group	Group	Company	Company
2025	2024	2025	2024
£000	£000	£000	£000


Trade debtors	1,938	2,622	1,827	2,622
Amounts owed by group undertakings	-	-	133	-
Other debtors	476	240	459	240
Prepayments and accrued income	831	531	828	531
	3,245	3,393	3,247	3,393

17.	Cash and cash equivalents
		Group	Group	Company	Company
		2025	2024	2025	2024
		£000	£000	£000	£000

Cash at bank and in hand	5,887	9,572	5,852	9,572
	5,887	9,572	5,852	9,572

18.	Creditors: Amounts falling due within one year
		Group	Group	Company	Company
		2025	2024	2025	2024
		£000	£000	£000	£000

Bank and other loans	258	66	258	66
Trade creditors	95	20	89	20
Corporation tax	2	-	-	-
Other taxation and social security	700	619	698	619
Other creditors	216	19	216	19
Accruals and deferred income	5,823	3,107	5,803	3,107
	7,094	3,831	7,064	3,831

Page 28

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

19.	Creditors: Amounts falling due after more than one year
		Group	Group	Company	Company
		2025	2024	2025	2024
		£000	£000	£000	£000

Bank and other loans	-	279	-	279
	-	279	-	279

Loan from Barclays Bank, received on 16 December 2020, is repayable on 16 December 2026 with an interest rate of 2.5% per annum.

Loan from the charity CIVA, received on 28 June 2021, was repayable on 28 June 2026, with an interest rate of 4.5% per annum. The loan was repaid in full on 29 December 2025.

Loan from the charity Comic Relief of £250,000 had an interest rate of 3% per annum. The loan was repaid in full on 19 February 2026.

All the loans were unsecured.

20.	Share capital
		2025	2024
		£	£

Allotted, called up and fully paid

1,000,000 (2024 - 1,000,000) Ordinary shares of £0.00001 each	10	10
330,739 (2024 - 318,976) Ordinary A shares of £0.00001 each	3	3
481,859 (2024 - 481,859) Ordinary B shares of £0.00001 each	5	5
251,819 (2024 - 251,819) Seed 1 shares of £0.00001 each	3	3
479,603 (2024 - 479,603) Seed shares of £0.00001 each	5	5

	26	26

During the year the company issued a total of 11,762 Ordinary A shares for a total consideration of £27,169.

The total amount transferred to the share premium account in the year, following the issues of shares, was £27,169.

Rights attaching to shares

Voting rights are attached to the Ordinary Shares, Seed 1 Shares and Seed Shares, with each share carrying one vote on a poll. The Ordinary A Shares and Ordinary B Shares do not carry any voting rights.

Page 29

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

21.

Reserves

Share premium account

This account contains the premium on the issue of equity shares, less expenses of issue.

Other reserves

Represents a reserve arising from the issue of share options.

Profit and loss account

Includes all current and prior period profits and losses. The profit and loss account reserve also includes transfers from other reserves.

22.	Analysis of net debt

		At 1 January 2025	Cash flows	Other non-cash changes	At 31 December 2025
		£000	£000	£000	£000

Cash at bank and in hand	9,572	(3,685)	-	5,887
Debt due after 1 year	(279)	-	279	-
Debt due within 1 year	(66)	87	(279)	(258)
	9,227	(3,598)	-	5,629

Page 30

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

23.	Share-based payments
	The company operates an equity-settled share based remuneration scheme for employees. All UK employees are eligible to participate in the long term incentive scheme, the only vesting condition being that the individual remains an employee of the company over the one year vesting period. There are no performance criteria attached to the options.
		Weighted average exercise price (pence) 2025	Number 2025	Weighted average exercise price (pence) 2024	Number 2024

Outstanding at the beginning of the year	1.60	844,012	1.42	832,198
Granted	7.15	24,190	7.15	31,943
Forfeited	5.68	(13,003)	3.43	(15,462)
Exercised	1.39	(11,763)	2.64	(4,667)
Outstanding at the end of the year	1.70	843,436	1.60	844,012

The Black-Scholes option pricing model was used to value the equity-settled share-based payment awards as it was considered that this approach would result in materially accurate estimates of the fair value of options granted. Inputs into the model were as follows:
	2025	2024

Expected volatility	0.57	0.57
Expected life	7.00	7.00
Risk-free rate	0.04	0.04

The volatility assumption, measured at the standard deviation of expected share price returns, is based on statistical analysis of daily share prices over the last three years of comparable publicly quoted companies.

Liabilities and expenses
During the year, the company recognised total share-based payment expenses of £52,000 (2024 - £81,000) which related to equity settled share based payment transactions.

The company did not enter into any share-based payment transactions with parties other than employees during the current or previous periods.

24.	Pension commitments

The Group operates a defined contribution 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 £190,000 (2024 - £155,000). Contributions totalling £42,000 (2024 - £42,000) were payable to the fund at the balance sheet date and are included in creditors.

Page 31

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025

Not later than 1 year	319	493
Later than 1 year and not later than 5 years	-	629
	319	1,122

26.

Related party transactions

The key management personnel compensation for the year totals £430,000 (2024 - £318,000).

The Beam Foundation

The Beam Foundation is an independent UK registered charity governed by three independent trustees and supported by professional advisors. The Group previously provided key services to The Beam Foundation including managerial support and frontline services to the charity’s beneficiaries. This structure facilitated a 100% giving model ensuring all donations made to the charity were able to support beneficiaries into housing and employment. This service agreement came to an end as the Group decided it could more rapidly advance its mission by focusing on emerging AI technologies.

Historically, the Group provided an unsecured, interest-free loan to The Beam Foundation of £1.2 million. During the year ended 31 December 2024, the full remaining balance of this loan was forgiven and reclassified as a donation to The Beam Foundation, as previously disclosed in the financial statements. As at 31 December 2024 there was a balance due to the Group of £24,000 from The Beam Foundation.

During the year ended 31 December 2025, there were no related party transactions between the Group and The Beam Foundation.

The company has taken advantage of exemption in Section 33 of FRS 102 'Related Party Disclosures' from disclosing transactions with other wholly owned members of the Group.

27.	Post balance sheet events

28.	Controlling party

The ultimate controlling party is A Stephany, by the virtue of the voting rights attached to his shareholding.

Page 32

Beam Up Ltd

Notes to the financial statements

For the year ended 31 December 2025


29.	Subsidiary undertaking

	The following was a subsidiary undertaking of the Company:
	Name	Registered office	Principal activity	Class of shares	Holding

Beam Up US Inc

8 the Green, Ste R, Dover, DE 19901

Provision of sales, marketing and distribution services in the United States to Beam Up Ltd in relation to the Group’s AI-enabled software products.

Ordinary

100%

Page 33