REGISTERED NUMBER: 11109761 (England and Wales)

AUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

ASSEMBLE MEDIA GROUP LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTOR:

T Broughton

REGISTERED OFFICE:

64 High Street

Wanstead

London

E11 2RJ

REGISTERED NUMBER:

11109761 (England and Wales)

SENIOR STATUTORY AUDITOR:

Shahid Hameed FCA FCCA

AUDITORS:

THP Limited

Chartered Accountants

and Statutory Auditors

34-40 High Street

Wanstead

London

E11 2RJ

FIXED ASSETS

Intangible assets

4

1,613,356

1,797,739

Tangible assets

5

4,510

7,391

1,617,866

1,805,130

CURRENT ASSETS

Debtors

6

331,637

371,534

Cash at bank

245,531

343,656

577,168

715,190

CREDITORS

Amounts falling due within one year

7

854,992

886,013

NET CURRENT LIABILITIES

(277,824

)

(170,823

)

TOTAL ASSETS LESS CURRENT LIABILITIES

1,340,042

1,634,307

CREDITORS

Amounts falling due after more than one year

8

2,729,407

2,706,517

NET LIABILITIES

(1,389,365

)

(1,072,210

)

CAPITAL AND RESERVES

Called up share capital

1

1

Retained earnings

(1,389,366

)

(1,072,211

)

(1,389,365

)

(1,072,210

)

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 Income Statement has not been delivered.

The financial statements were approved by the director and authorised for issue on 22 September 2026 and were signed by:

T Broughton - Director

1.	STATUTORY INFORMATION

Assemble Media Group 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.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements and going concern

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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The balance sheet at 31 December 2025 shows a deficit in shareholders' funds of £1,389,365 (2024: deficit of £1,072,210). Despite this position, the Company continues to meet its day-to-day working capital requirements from operating cash flows generated by its trading activities.

In assessing the appropriateness of preparing the financial statements on a going concern basis, the Director has prepared detailed cash flow and profit forecasts covering a period of more than 12 months from the date of approval of these financial statements. These forecasts indicate that the Company will generate sufficient cash flows from trading activities to meet its liabilities and other financial commitments as they fall due.

Having considered the forecasts and the Company's current trading performance, the Director has a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the financial statements have been prepared on the going concern basis.

Revenue recognition

Revenue is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue from subscriptions to online services, magazines and trade press is recognised straight line over the life of the subscription, typically 12 months.

Revenue from live events is recognised on completion of the event. Advance deposits from exhibitors and other participants are recognised as deferred revenue on the balance sheet until completion of the event.

Advertising revenue from website sponsorships, banner advertising and online directories is recognised straight line over the life of the services for online products and on publication of the advertisement for print products.

For single/discrete services, revenue is recognised at the point of delivery.

Goodwill

Goodwill, being the amount paid in connection with the purchase of the three brands operated by the company in 2018, is being amortised evenly over its estimated useful life of 10- 20 years.

Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is tested annually for impairment.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Fixtures and fittings

-

20% on cost

Computer hardware and software

-

33% on cost and 20% on cost

Depreciation commences in the month of acquisition.

Computer software costs are capitalised within tangible fixed assets where they meet the recognition criteria of an asset, where it is probable that any future economic benefit associated with the item will flow to the company and the item has a cost that can be measured reliably.

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.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Operating leases

Rentals paid under operating leases are charged to the profit and loss on a straight line basis over the period of the lease.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 23 (2024 - 24 ) .

4.	INTANGIBLE FIXED ASSETS

Goodwill

£

COST

At 1 January 2025

and 31 December 2025

3,073,058

AMORTISATION

At 1 January 2025

1,275,319

Amortisation for year

184,383

At 31 December 2025

1,459,702

NET BOOK VALUE

At 31 December 2025

1,613,356

At 31 December 2024

1,797,739

5.	TANGIBLE FIXED ASSETS

Computer

Fixtures

hardware

and

and

fittings

software

Totals

£

£

£

COST

At 1 January 2025

7,233

182,378

189,611

Additions

-

1,080

1,080

At 31 December 2025

7,233

183,458

190,691

DEPRECIATION

At 1 January 2025

6,045

176,175

182,220

Charge for year

303

3,658

3,961

At 31 December 2025

6,348

179,833

186,181

NET BOOK VALUE

At 31 December 2025

885

3,625

4,510

At 31 December 2024

1,188

6,203

7,391

6.

DEBTORS

2025

2024

£

£

Amounts falling due within one year:

Trade debtors

216,247

240,169

Corporation tax recoverable

-

14,470

VAT

-

3,768

Deferred tax asset

Accelerated capital allowances

1,112

883

Prepayments

107,403

105,369

324,762

364,659

Amounts falling due after more than one year:

Rent deposit

6,875

6,875

Aggregate amounts

331,637

371,534

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Other loans

-

22,890

Trade creditors

120,164

119,590

Social security and other taxes

55,117

75,985

VAT

342

-

Other creditors

13,444

9,166

Accruals and deferred income

665,925

658,382

854,992

886,013

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2025

2024

£

£

Other loans - 1-2 years

-

22,890

Other loans - 2-5 years

-

68,670

Other loans more than 5 years

2,729,407

2,614,957

2,729,407

2,706,517

2025

2024

£

£

Amounts falling due in more than five years:

Repayable by instalments

Other loans more than 5 years

2,729,407

2,614,957

The loan notes have been classified entirely as amounts falling due after more than five years. Under the terms of the Share Purchase Agreement, certain conditions required to trigger earlier repayment were not satisfied during the year. Accordingly, no amounts have been recognised as falling due within one year or between one and five years. Further details are provided in Note 12.

9.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2025

2024

£

£

Within one year

37,179

37,034

Between one and five years

49,583

14,583

86,762

51,617

The above leases relate primarily to company's business premises.

10.	SECURED DEBTS

The other loan represents loan notes issued on the acquisition of the business in January 2018.

The loan notes carry a compounded interest rate of 5% and are repayable when the company satisfies certain criteria set out within the purchase agreement.

The loan notes are secured by way of a fixed and floating debenture over the assets of the company.

11.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Shahid Hameed FCA FCCA (Senior Statutory Auditor)

for and on behalf of THP Limited