| REGISTERED NUMBER: |
| Exile Group Limited |
| Financial Statements For The Year Ended 30 December 2025 |
| REGISTERED NUMBER: |
| Exile Group Limited |
| Financial Statements For The Year Ended 30 December 2025 |
| Exile Group Limited (Registered number: 08421624) |
| Contents of the Financial Statements |
| For The Year Ended 30 December 2025 |
| Page |
| Company Information | 1 |
| Balance Sheet | 2 |
| Notes to the Financial Statements | 3 |
| Exile Group Limited |
| Company Information |
| For The Year Ended 30 December 2025 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants |
| Sidings Court |
| Lakeside |
| Doncaster |
| South Yorkshire |
| DN4 5NU |
| Exile Group Limited (Registered number: 08421624) |
| Balance Sheet |
| 30 December 2025 |
| 2025 | 2024 |
| (Unaudited) |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Intangible assets | 4 |
| Tangible assets | 5 |
| Investments | 6 |
| CURRENT ASSETS |
| Debtors | 7 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 8 |
| NET CURRENT LIABILITIES | ( |
) | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CREDITORS |
| Amounts falling due after more than one year | 9 | ( |
) |
| PROVISIONS FOR LIABILITIES | 10 | ( |
) |
| NET (LIABILITIES)/ASSETS | ( |
) |
| CAPITAL AND RESERVES |
| Called up share capital |
| Share premium |
| Capital redemption reserve |
| Retained earnings | ( |
) |
| SHAREHOLDERS' FUNDS | ( |
) |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Exile Group Limited (Registered number: 08421624) |
| Notes to the Financial Statements |
| For The Year Ended 30 December 2025 |
| 1. | STATUTORY INFORMATION |
| Exile Group Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £. |
| The principal accounting policies adopted are set out below. |
| Accounting reference date |
| The company has taken advantage of the provisions in section 390 of the Companies Act 2006 which allow the company to make accounts up to a date within seven days of the accounting reference date and consequently these financial statements are made up to 31 December 2025 (2024: 31 December 2024). |
| 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. |
| Turnover |
| Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company 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 company 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. |
| Intangible assets |
| Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses. |
| Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases: |
| Platform development | 5 years |
| Exile Group Limited (Registered number: 08421624) |
| Notes to the Financial Statements - continued |
| For The Year Ended 30 December 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Tangible fixed assets |
| Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses. |
| Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases: |
| Plant and machinery (Office Equipment) | 3 years straight line |
| Fixtures and fittings | 5 years straight line |
| The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss. |
| Fixed asset investments |
| Investments in unlisted company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Profit and loss account for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment. |
| Cash and cash equivalents |
| Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities. |
| Financial instruments |
| The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments. |
| Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument. |
| Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. |
| Basic financial assets |
| Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised. |
| Classification of financial liabilities |
| Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. |
| Basic financial liabilities |
| Basic financial liabilities, including creditors and bank loans are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised. |
| Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. |
| Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method. |
| Equity instruments |
| Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company. |
| Exile Group Limited (Registered number: 08421624) |
| Notes to the Financial Statements - continued |
| For The Year Ended 30 December 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, 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. |
| Leases |
| Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases. |
| Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability. |
| Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed. |
| Employee benefits |
| The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets. |
| The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received. |
| Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits. |
| Retirement benefits |
| Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due. |
| Foreign exchange |
| Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss. |
| 3. | EMPLOYEES AND DIRECTORS |
| The average number of employees during the year was |
| Exile Group Limited (Registered number: 08421624) |
| Notes to the Financial Statements - continued |
| For The Year Ended 30 December 2025 |
| 4. | INTANGIBLE FIXED ASSETS |
| Computer |
| software |
| £ |
| COST |
| At 31 December 2024 |
| Additions |
| At 30 December 2025 |
| AMORTISATION |
| At 31 December 2024 |
| Amortisation for year |
| At 30 December 2025 |
| NET BOOK VALUE |
| At 30 December 2025 |
| At 30 December 2024 |
| 5. | TANGIBLE FIXED ASSETS |
| Fixtures |
| Plant and | and |
| machinery | fittings | Totals |
| £ | £ | £ |
| COST |
| At 31 December 2024 |
| Additions |
| At 30 December 2025 |
| DEPRECIATION |
| At 31 December 2024 |
| Charge for year |
| At 30 December 2025 |
| NET BOOK VALUE |
| At 30 December 2025 |
| At 30 December 2024 |
| 6. | FIXED ASSET INVESTMENTS |
| Other |
| investments |
| £ |
| COST |
| At 31 December 2024 |
| Disposals | ( |
) |
| At 30 December 2025 |
| NET BOOK VALUE |
| At 30 December 2025 |
| At 30 December 2024 |
| Exile Group Limited (Registered number: 08421624) |
| Notes to the Financial Statements - continued |
| For The Year Ended 30 December 2025 |
| 6. | FIXED ASSET INVESTMENTS - continued |
| The company's investments at the Balance Sheet date in the share capital of companies include the following: |
| Registered office: 1350 Avenue of the Americas, New York 10019, USA |
| Nature of business: |
| % |
| Class of shares: | holding |
| Registered office: Unit 1 Madeira Tower, 32-34 Ponton Road, London, England, SW11 7BA |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2025 | 2024 |
| £ | £ |
| Aggregate capital and reserves |
| Registered office: Unit 1 Madeira Tower, 32-34 Ponton Road, London, England, SW11 7BA |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2025 | 2024 |
| £ | £ |
| Aggregate capital and reserves |
| Registered office: Unit 1 Madeira Tower, 32-34 Ponton Road, London, England, SW11 7BA |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2025 | 2024 |
| £ | £ |
| Aggregate capital and reserves |
| Registered office: Unit 1 Madeira Tower, 32-34 Ponton Road, London, England, SW11 7BA |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2025 | 2024 |
| £ | £ |
| Aggregate capital and reserves |
| Registered office: Unit 1 Madeira Tower, 32-34 Ponton Road, London, England, SW11 7BA |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2025 | 2024 |
| £ | £ |
| Aggregate capital and reserves |
| Exile Group Limited (Registered number: 08421624) |
| Notes to the Financial Statements - continued |
| For The Year Ended 30 December 2025 |
| 7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2025 | 2024 |
| (Unaudited) |
| £ | £ |
| Trade debtors |
| Amounts owed by group undertakings |
| Other debtors |
| Amounts owed by related parties | 1,427,983 | 1,402,983 |
| Prepayments and accrued income |
| 8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2025 | 2024 |
| (Unaudited) |
| £ | £ |
| Bank loans and overdrafts |
| Trade creditors |
| Amounts owed to group undertakings |
| Taxation |
| Social security and other taxes |
| Other creditors |
| Directors' current accounts | 113,735 | 115,384 |
| Accruals and deferred income |
| The bank loan is secured by a fixed and floating charge over a property held by DJ-KD Property Limited, a company under common control. |
| 9. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| 2025 | 2024 |
| (Unaudited) |
| £ | £ |
| Bank loans - 1-2 years |
| The bank loan is secured by a fixed and floating charge over a property held by DJ-KD Property Limited, a company under common control. |
| 10. | PROVISIONS FOR LIABILITIES |
| 2025 | 2024 |
| (Unaudited) |
| £ | £ |
| Deferred tax |
| Accelerated capital allowances |
| Deferred |
| tax |
| £ |
| Provided during year | ( |
) |
| Relating to prior year | 183,371 |
| Balance at 30 December 2025 |
| 11. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
| The Report of the Auditors was unqualified. |
| for and on behalf of |
| Exile Group Limited (Registered number: 08421624) |
| Notes to the Financial Statements - continued |
| For The Year Ended 30 December 2025 |
| 12. | CALLED UP SHARE CAPITAL |
| 2025 | 2024 | 2025 | 2024 |
| (Unaudited) | (Unaudited) |
| Number | Number | £ | £ |
| Ordinary share capital |
| Issued and fully paid |
| Ordinary shares of £0.01p each | 604,820 | 629,195 | 60 | 63 |
| 13. | RELATED PARTY TRANSACTIONS |
| Included within amounts owed by related parties at 31 December 2025 is an amount of £1,427,983 (2024: £1,402,983) owed by entities under common control. |
| Included within other creditors at 31 December 2025 is an amount of £113,735 (2024: £115,384) owed to the directors of the company. |
| 14. | EVENTS AFTER THE END OF THE REPORTING PERIOD |
| In January 2026, the entire share capital of the company was acquired by BG 26 Bidco Limited, a new intermediate holding company, following investment from third party investors. |