Flyt Limited - Accounts to registrar (filleted)

REGISTERED NUMBER: 08419148 (England and Wales)

FLYT LIMITED

UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED

31 DECEMBER 2025

Page

Company information

1

Balance sheet

2

Notes to the financial statements

3

Chartered accountants' report

7

DIRECTORS:

P Peake

R Kassam

REGISTERED OFFICE:

Fleet Place House

2 Fleet Place

London

EC4M 7RF

REGISTERED NUMBER:

08419148 (England and Wales)

ACCOUNTANTS:

Berringers LLP

Chartered Accountants

3rd Floor, Imperial House

21 - 25 North Street

Bromley

Kent

BR1 1SD

CURRENT ASSETS

Debtors

5

13,842,926

13,966,968

Cash at bank

641,692

601,143

14,484,618

14,568,111

CREDITORS

Amounts falling due within one year

6

3,099

29,845

NET CURRENT ASSETS

14,481,519

14,538,266

TOTAL ASSETS LESS CURRENT
LIABILITIES

14,481,519

14,538,266

CAPITAL AND RESERVES

Called up share capital

7

17,587

Share premium

11,780,918

Capital contribution reserve

15,641,000

Retained earnings

(12,957,986

)

(12,901,239

)

SHAREHOLDERS' FUNDS

14,481,519

14,538,266

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Statement of income and retained earnings has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 31 August 2026 and were signed on its behalf by:

P Peake - Director

1.	STATUTORY INFORMATION

Flyt Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going concern

Post year end the Directors intend to liquidate the company. Therefore, the financial statements have been prepared on a basis other than the going concern basis. All assets and liabilities have been included at the value at which they will be realised upon liquidation. These are the final accounts and the company will be dissolved in less than twelve months from the date of approval of these financial statements.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Development costs are being amortised evenly over their estimated useful life of three years.

Development costs

Development costs including internally developed websites, apps and other software are capitalised if they are non-monetary without physical substance and can be identified separately. The product will need to generate probable future economic benefits, expenditure can be measured reliably, and there are sufficient resources available to complete the product. If these conditions are not met, the expenses are charged to the profit and loss.

Financial instruments

The company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in the case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the statement of comprehensive income.

Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Income and Retained Earnings, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

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 the statement of comprehensive income 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 statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in the statement of comprehensive income within 'other operating income'.

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.

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.

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.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was NIL (2024 - NIL).

4.	INTANGIBLE FIXED ASSETS

Other

intangible

assets

£

COST

At 1 January 2025

and 31 December 2025

7,894,818

AMORTISATION

At 1 January 2025

and 31 December 2025

7,894,818

NET BOOK VALUE

At 31 December 2025

-

At 31 December 2024

-

The directors have reviewed the economic value of the intangible assets of the company to the Group, and as a stand alone asset. It was agreed that they no longer carried any value and therefore the intangible assets have been fully amortised to zero value to reflect this.

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

Trade debtors

-

916

Amounts owed by group undertakings

13,842,926

13,958,796

Other debtors

-

7,256

13,842,926

13,966,968

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

Other creditors

-

3,289

Accrued expenses

3,099

26,556

3,099

29,845

7.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

17,586,531

Ordinary

0.001

17,587

Ordinary shares have attached to them full voting rights. Ordinary shares do not confer any rights to redemption.

8.	RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

There was no key management remuneration during the year.

9.	POST BALANCE SHEET EVENTS

The directors intend to liquidate the company. These are the final accounts and the company will be dissolved in less than twelve months from the date of approval of these financial statements.

10.	ULTIMATE CONTROLLING PARTY

At the start of the financial year, the company's ultimate parent undertaking and controlling party was Just Eat Takeaway.com B.V. (JET B.V.), a company incorporated in the Netherlands.

On 6 October 2025, Prosus N.V. acquired the entire share capital of Just Eat Takeaway.com B.V.

As a result, at 31 December 2025, the company's ultimate parent company is Prosus N.V., a company incorporated in the Netherlands, and the ultimate controlling party is Naspers Limited, a company incorporated in South Africa.

The largest group of undertakings for which group financial statements are drawn up, and of which the Company is a member, is that headed by Naspers Limited.

Copies of these consolidated financial statements can be obtained from Naspers Limited, 40 Heerengracht, Cape Town, 8001, South Africa, or via their website.

The smallest group of undertakings for which group financial statements are drawn up, and of which the company is a member, is that headed by Just Eat Takeaway.com B.V.

Copies of the financial statements for Just Eat Takeaway.com B.V. are publicly available from the Just Eat Takeaway.com corporate website https://www.justeattakeaway.com/investors/shareholders-meetings/default.aspx

The following reproduces the text of the report prepared for the directors in respect of the company's annual unaudited financial statements. In accordance with the Companies Act 2006, the company is only required to file a Balance sheet. Readers are cautioned that the Statement of comprehensive income and certain other primary statements and the Report of the directors are not required to be filed with the Registrar of Companies.

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Flyt Limited for the year ended 31 December 2025 which comprise the Statement of income and retained earnings, Balance sheet and the related notes from the company's accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed within the ICAEW's regulations and guidance at http://www.icaew.com/en/membership/regulations-standards-and-guidance.

This report is made solely to the Board of Directors of Flyt Limited, as a body, in accordance with our terms of engagement. Our work has been undertaken solely to prepare for your approval the financial statements of Flyt Limited and state those matters that we have agreed to state to the Board of Directors of Flyt Limited, as a body, in this report in accordance with ICAEW Technical Release 07/16AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Flyt Limited and its Board of Directors, as a body, for our work or for this report.

It is your duty to ensure that Flyt Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and loss of Flyt Limited. You consider that Flyt Limited is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or a review of the financial statements of Flyt Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

Berringers LLP

Chartered Accountants

3rd Floor, Imperial House

21 - 25 North Street

Bromley

Kent

BR1 1SD

31 August 2026