Wearehydrogen Ltd

Company Number SC542348 (Scotland)

Unaudited Financial Statements - 31 December 2025

2

Wearehydrogen Ltd

Corporate directory

31 December 2025

Directors

L J Irwin

B C Marson

E J A Shelley

Registered office

223 West George Street

Glasgow

Scotland

G2 2ND

Solicitors

Taylor Wessing LLP

5 New Square

London

EC4A 3TW

Bankers

Lloyds Bank Plc

25 Gresham Street

London

EC2V 7HN

3

Wearehydrogen Ltd

Directors' report

31 December 2025

The directors present their report, together with the financial statements, on the Company for the year ended 31 December 2025.

Principal activities

The principal activity of the Company during the year continued to be that of a social media marketing agency.

Review of business

Revenue for the period was £2.3m (2024: £2.9m). The Company's loss for the period was £0.4m (2024: £0.5m). Net assets were £0.1m (2024: £0.5m).

Directors

The directors, who served throughout the year and subsequently except as noted, were as follows:



L J Irwin

B C Marson (Appointed on 26 June 2025)

E J A Shelley

Directors indemnities

The Company has made qualifying third party indemnity provisions for the benefit of its directors which were made during the year and remain in force at the date of this report.

Dividends

There were no dividends paid, recommended or declared during the current or previous financial year.

Going Concern

The Company has performed financial modelling which show that the Company continues to be cash positive. The directors take confidence from the Company and wider Group’s strong cash flow position through 2025 and post year end, that the Company is able to effectively manage and mitigate these risks over the long term.



After reviewing the Company’s forecasts and projections for the period of at least 12 months from the date of approval of the financial statements, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. The Company therefore continues to adopt the going concern basis in preparing its financial statements.

Financial risk management objectives and policies

The Company's financial risk management objectives and policies are actively managed by the directors on a group basis.

Credit risk

The group's principal financial assets are cash, trade and other receivables and investments.



The group's credit risk is primarily attributable to its trade receivables to the extent that a customer may be unable to pay the debt on the specified due date. The amounts presented in the statement of financial position are net of allowances for doubtful receivables. An allowance for impairment is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of cash flows. This risk is further mitigated by the strong ongoing customer relationships and for many customers there is a dependency on an ongoing service.

Liquidity risk

The group mitigates liquidity risk by ensuring that sufficient funds are available for ongoing operations and future developments. The group holds cash on deposit and has ensured that the funds are held in a spread of money market funds and institutions.

Directors' responsibilities statement

The directors are responsible for preparing the directors' report and the financial statements in accordance with applicable law and regulations.

4

Wearehydrogen Ltd

Directors' report

31 December 2025

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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law, including FRS 102). 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 and profit and loss of the Company for that year.

In preparing these financial statements, the directors are required to:

•

select suitable accounting policies and then apply them consistently;

•

make judgements and accounting estimates that are reasonable and prudent;

•

state whether applicable UK accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

•

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company 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 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

This report is made in accordance with a resolution of directors.

On behalf of the directors

___________________________

B C Marson

Director

26 March 2026

5

Wearehydrogen Ltd

Statement of income and retained earnings

For the period ended 31 December 2025

Note

2025

2024

£'000

£'000

Turnover

2,271

2,897

Cost of Sales

(472)

(603)

Gross Profit

1,799

2,294

Staff costs

4

(1,432)

(1,671)

Other operating expenses

(762)

(1,090)

Depreciation expense

(39)

(68)

Operating loss

(434)

(535)

Interest receivable and similar items

6

66

53

Interest payable and similar expenses

7

(1)

(2)

65

51

Loss before income tax expense

(369)

(484)

Income tax expense

8

(4)

(102)

Loss after income tax expense for the period

(373)

(586)

Retained profits at the beginning of the financial period

474

1,060

Retained profits at the end of the financial period

101

474

All the activities of the Company are from continuing operations.



There were no items of other comprehensive income in the current or preceding year therefore a statement of comprehensive income has not been presented.

6

Wearehydrogen Ltd

Balance sheet

As at 31 December 2025

Note

2025

2024

£'000

£'000

Fixed assets

Intangible assets

9

11

-

Tangible assets

10

58

85

Total fixed assets

69

85

Current assets

Debtors - amounts falling due within one year

11

599

754

Income tax refund due

-

2

Cash at bank and in hand

606

1,103

Total current assets

1,205

1,859

Current liabilities

Creditors - amounts falling due within one year

12

(1,103)

(1,402)

Income tax

2

-

Total current liabilities

(1,101)

(1,402)

Net current assets

104

457

Total assets less current liabilities

173

542

Non-current liabilities

Provisions

13

(62)

(62)

Total non-current liabilities

(62)

(62)

Net assets before deferred tax liability

111

480

Deferred tax

(10)

(6)

Net assets

101

474

Equity

Retained profits

101

474

Total equity

101

474

For the year ending 31 December 2025 the company was entitled to exemption from audit under section 479A of the Companies Act 2006 relating to subsidiary companies. The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476 of the Companies Act 2006.



The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

These financial statements were approved by the Board and are signed on their behalf by:

___________________________

B C Marson

Director

26 March 2026

7

Wearehydrogen Ltd

Notes to the financial statements

31 December 2025

Note 1. Significant accounting policies

The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

General information and basis of accounting

Wearehydrogen Ltd is a private company, limited by shares, registered in Scotland. The address of the registered office is given on page 2.



These financial statements were prepared in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006. The Company has not taken advantage of any of the disclosure exemptions available to it. The financial statements have been prepared on the historical cost basis.



The functional currency of the Company is considered to be pounds sterling because that is the currency of the primary economic environment in which the Company operates. Accordingly, the financial statements are presented in pounds sterling (£’000).

Going concern

The Company has performed financial modelling which show that the Company continues to be cash positive. The directors take confidence from the Company and wider Group’s strong cash flow position through 2025 and post year end, that the Company is able to effectively manage and mitigate these risks over the long term.



After reviewing the Company’s forecasts and projections for the period of at least 12 months from the date of approval of the financial statements, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. The Company therefore continues to adopt the going concern basis in preparing its financial statements.

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, in full, to all of its financial instruments.



Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument and are offset only when the Company currently has a legally enforceable right to set off the recognised amounts and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.



Trade, group and other debtors (including accrued income) which are receivable within one year and which do not constitute a financing transaction are initially measured at the transaction price and subsequently measured at amortised cost, being the transaction price less any amounts settled and any impairment losses.



A provision for impairment of trade debtors is established when there is objective evidence that the amounts due will not be collected according to the original terms of the contract. Impairment losses are recognised in profit or loss for the excess of the carrying value of the trade debtor over the present value of the future cash flows discounted using the original effective interest rate. Subsequent reversals of an impairment loss that objectively relate to an event occurring after the impairment loss was recognised, are recognised immediately in profit or loss.



Financial instruments are classified as liabilities and equity instruments 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.



Trade, group and other creditors (including accruals) payable within one year that do not constitute a financing transaction are initially measured at the transaction price and subsequently measured at amortised cost, being transaction price less any amounts settled.

8

Wearehydrogen Ltd

Notes to the financial statements

31 December 2025

Turnover

Turnover is measured at the fair value of the consideration received or receivable, net of estimated discounts, sales taxes and after eliminating intercompany sales within the Company. When the outcome cannot be reliably estimated, turnover recognised only to the extent that it is probably that future economic benefits will flow to the Company. The Company bases its estimates on historical results, taking into account the type of customer, the type of transaction and the specifics of each arrangement.



Turnover is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs.

Income tax

Current tax is recognised for the amount of income tax payable in respect of the taxable profit for the current or past reporting periods using the tax rates and laws that have been enacted or substantively enacted by the reporting date.



Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date. Timing differences are differences between the Company's taxable profits and its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.



Unrelieved tax losses and other deferred tax assets are recognised only to the extent that, on the basis of all available evidence, it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of the timing difference.



Deferred tax relating to non-depreciable property, plant and equipment measured using the revaluation model and investment property is measured using the tax rates and allowances that apply to sale of the asset. In other cases, the measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.



Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is recognised in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income.



Current tax assets and liabilities are offset only when there is a legally enforceable right to set off the amounts and the Company intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.



Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on either the same taxable entity or different taxable entities which intend to settle simultaneously.

Intangible assets

Intangible assets acquired as part of a business combination, other than goodwill, are initially measured at their fair value at the date of the acquisition. Intangible assets acquired separately are initially recognised at cost and are subsequently measured at cost less amortisation and any impairment. The gains or losses recognised in profit or loss arising from the derecognition of intangible assets are measured as the difference between net disposal proceeds and the carrying amount of the intangible asset. The method and useful lives of intangible assets are reviewed annually. Changes in the expected pattern of consumption or useful life are accounted for prospectively by changing the amortisation method or period.

Software

Significant costs associated with software are deferred and amortised on a straight-line basis over the period of their expected benefit, being their finite life of 5 years.

9

Wearehydrogen Ltd

Notes to the financial statements

31 December 2025

Tangible assets

Tangible assets is stated at cost of acquisition less accumulated depreciation and any impairment losses.

Depreciation is provided on all tangible fixed assets, other than investment properties and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line basis over its expected useful life, as follows:

Leasehold improvements

25%

Computer equipment

33%

Fixtures and fittings

25%

The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting date.

Leasehold improvements are depreciated over the unexpired period of the lease or the estimated useful life of the assets, whichever is shorter.

An item of tangible assets is derecognised upon disposal or when there is no future economic benefit to the Company. Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are reported at the rates of exchange prevailing at that date.



Exchange differences are recognised in profit or loss in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in other comprehensive income.

Pension costs

Contributions to defined contribution pension schemes are recognised as an expense in the period in which the related service is provided.

Leases

Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis.

Debtors

Short term debtors are measured at transaction price, less any impairment.

Creditors

Short term creditors are measured at transaction price plus attributable transaction costs.

Provisions

Provisions are recognised when the Company has a present (legal or constructive) obligation as a result of a past event, it is probable that the Company will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.



The amount recognised as a provision is the best estimate of the expenditure required to settle the present obligation at the reporting date, taking into account the risks and uncertainties surrounding the obligation.



Where the effect of the time value of money is material, provisions are discounted using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognised as a finance cost.

10

Wearehydrogen Ltd

Notes to the financial statements

31 December 2025

Note 2. Critical accounting judgements

In the application of the Company’s accounting policies, which are described in note 1, the directors are required to make judgements, estimates and assumptions about the carrying amounts 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.



The directors do not identify any critical accounting judgements or key sources of estimation uncertainty in relation to these financial statements.

Note 3. Loss before taxation

Loss before taxation is stated after charging:

2025

2024

£'000

£'000

Amortisation of intangible assets (see note 9)

3

-

Depreciation of tangible assets (see note 10)

36

34

39

34

Note 4. Staff costs

2025

2024

£'000

£'000

Wages and salaries

1,230

1,483

Social security costs

155

155

Pension costs

47

33

1,432

1,671

The average number of employees during the period was 29 (2024: 30).

Note 5. Directors' remuneration

The directors did not receive any emoluments for their services as directors of the Company during the year or preceding year. These directors of the Company have wide ranging responsibilities for the management of PA Media Group Limited and as such their emoluments are paid by PA Media Group Limited. Accordingly, disclosures in respect of directors' remuneration have been made in the financial statements of PA Media Group Limited.

Note 6. Interest receivable and similar items

2025

2024

£'000

£'000

Interest receivable on bank deposits

66

53

Note 7. Interest payable and similar expenses

2025

2024

£'000

£'000

Finance lease interest

1

2

11

Wearehydrogen Ltd

Notes to the financial statements

31 December 2025

Note 8. Tax on loss on ordinary activities

2025

2024

£'000

£'000

Income tax expense

Current tax - adjustment recognised for prior periods

-

104

Deferred tax - origination and reversal of temporary differences

38

2

Deferred tax - adjustment recognised for prior periods

(34)

(4)

Aggregate income tax expense on profit/(loss) on ordinary activities

4

102

Numerical reconciliation of income tax expense and tax at the statutory rate

Loss before income tax expense

(369)

(484)

Tax at hybrid rate of corporation tax of 25.00% (2024: 25.00%)

(92)

(121)

Deferred tax - adjustment recognised for prior periods

(34)

(4)

Adjustments recognised for prior periods

-

246

Changes in tax rates

-

2

Effects of transfer pricing adjustments

(15)

(25)

Group relief surrendered

143

4

Expenses that are not deductible in determining taxable profit

2

-

Income tax expense

4

102

Note 9. Fixed assets - intangible assets

2025

2024

£'000

£'000

Software - at cost

14

-

Less: Impairment

(3)

-

11

-

Note 10. Fixed assets - tangible assets

2025

2024

£'000

£'000

Leasehold improvements - at cost

6

6

Less: Accumulated depreciation

(6)

(6)

-

-

Computer equipment - at cost

183

174

Less: Accumulated depreciation

(89)

(55)

Less: Impairment

(36)

(34)

58

85

58

85

12

Wearehydrogen Ltd

Notes to the financial statements

31 December 2025

Note 11. Current assets - debtors - amounts falling due within one year

2025

2024

£'000

£'000

Trade receivables

251

486

Prepayments and accrued income

348

268

599

754

Note 12. Current liabilities - creditors - amounts falling due within one year

2025

2024

£'000

£'000

Trade creditors

42

90

Other taxes and social security

33

88

Accruals and deferred income

165

232

Finance Lease (see note 10)

30

26

Amounts owed to group companies

819

952

Other creditors

14

14

1,103

1,402

Note 13. Non-current liabilities - Provisions

2025

2024

£'000

£'000

Leasehold dilapidations

62

62

2025

£'000

Carrying amount at the start of the period

62

Carrying amount at the end of the period

62

This provision relates to contractual obligations to reinstate leasehold properties into their original state of repair at the end of the lease. The provisions are calculated with reference to the expired portion of the individual lease agreements where such a clause exists in the lease contract. The transfer of economic benefit will be made at the end of the lease as set out in note 14.

Note 14. Equity - Reserves

Profit and loss account

Includes all accumulated profits and losses.

Note 15. Financial commitments

Total future minimum lease payments under non-cancellable operating lease are as follows:

13

Wearehydrogen Ltd

Notes to the financial statements

31 December 2025

2025

2024

£'000

£'000

Within one year

79

79

One to five years

95

16

174

95

The total future minimum lease payments under finance lease are payable as follows:

2025

2024

Within one year

28

16

One to five years

2

10

30

26

Note 16. Related party transactions

As a subsidiary company of undertaking PA Media Group Limited, the company has taken advantage of the exemptions in Section 33 "Related Party Transactions" from disclosing transactions with members of PA Media Group Limited.

Note 17. Controlling party

At 31 December 2025 , the largest and smallest group in which the results of the Company were consolidated is PA Media Group Limited. The consolidated financial statements can be obtained from The Point, 37 North Wharf Road, Paddington, London, W2 1AF. The ultimate parent company PA Media Group Limited has prepared consolidated group financial statements for the year ended 31 December 2025 . The ultimate controlling party is PA Media Group Limited.

Note 18. Events after the reporting period

No matter or circumstance has arisen since 31 December 2025 that has significantly affected, or may significantly affect the Company's operations, the results of those operations, or the Company's state of affairs in future financial years.

Accurri (www.accurri.com) false true 29 31 December 2025 26 March 2026 26 March 2026 1 January 2025 The tag "Statement that accounts have been prepared in accordance with the provisions of the small companies regime during financial year ending 31/12/2025" is not applicable to Company The provision of Small Companies regime is not applicable to company as we are claiming the Audit exemption u/s 479A of the companies Act,2006 relating to subsidiary companies and not claiming section 477 of the Companies Act 2006 SC542348 2025-01-01 2025-12-31 SC542348 2023-09-01 2024-12-31 SC542348 2024-12-31 SC542348 2025-12-31 SC542348 bus:Director1 2025-01-01 2025-12-31 SC542348 bus:Director3 2025-01-01 2025-12-31 SC542348 bus:AuditExempt-NoAccountantsReport 2025-01-01 2025-12-31 SC542348 bus:FullAccounts 2025-01-01 2025-12-31 SC542348 bus:PrivateLimitedCompanyLtd 2025-01-01 2025-12-31 SC542348 bus:FRS102 2025-01-01 2025-12-31 SC542348 countries:UnitedKingdom 2025-01-01 2025-12-31 SC542348 curr:PoundSterling 2025-01-01 2025-12-31 SC542348 core:CurrentFinancialInstruments 2025-12-31 SC542348 core:CurrentFinancialInstruments 2024-12-31 iso4217:GBP xbrli:pure