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Registered number: 11663496 (England and Wales)
OFFENSIVE SECURITY SERVICES (UK) LIMITED
DIRECTORS' REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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OFFENSIVE SECURITY SERVICES (UK) LIMITED
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COMPANY INFORMATION
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ZEDRA Audit & Assurance (UK) Limited
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OFFENSIVE SECURITY SERVICES (UK) LIMITED
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CONTENTS
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Statement of Changes in Equity
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Notes to the Financial Statements
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OFFENSIVE SECURITY SERVICES (UK) LIMITED
REGISTERED NUMBER:11663496
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BALANCE SHEET
AS AT 31 DECEMBER 2025
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Capital contribution reserve
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The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 3 to 7 form part of these financial statements.
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OFFENSIVE SECURITY SERVICES (UK) LIMITED
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
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Capital contribution reserve
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OFFENSIVE SECURITY SERVICES (UK) LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The following principal accounting policies have been applied:
The directors have considered the cash requirements of the Company for at least 12 months from the signing of these financial statements. This assessment is based on available financing from the intermediate parent company, Offensive Security Holdco, LLC which has provided written confirmation that it will continue to provide support to the Company for at least 12 months following the signing of these financial statements. For this reason the directors have prepared the financial statements on the going concern basis.
Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Rendering of services
Turnover is recognised on the basis of a re-charge to a fellow subsidiary, OffSec Services Limited, of all administrative expenditure, in line with a service agreement that is in place. Intercompany turnover is recognised when all of the following conditions are satisfied:
∙the amount of turnover can be measured reliably;
∙it is probable that the Company will receive the consideration due under the intercompany service agreement; and
∙the costs incurred under the intercompany service agreement can be measured reliably.
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Operating leases: the Company as lessee
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Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
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OFFENSIVE SECURITY SERVICES (UK) LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1.Accounting policies (continued)
Defined contribution pension plan
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss 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 Company in independently administered funds.
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each Balance Sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options
granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
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.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
The estimated useful lives range as follows:
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.
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OFFENSIVE SECURITY SERVICES (UK) LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1.Accounting policies (continued)
Short-term debtors are measured at transaction price, less any impairment. Amounts owed by group undertakings are intercompany loans measured at cost. These loans are unsecured, interest free and repayable on demand.
Short-term creditors are measured at the transaction price.
The auditors' report on the financial statements for the year ended 31 December 2025 was unqualified.
The audit report was signed on 29 September 2026 by Adam Wildbore FCCA (Senior Statutory Auditor) on behalf of ZEDRA Audit & Assurance (UK) Limited.
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The average monthly number of employees during the year was 7 (2024 - 7).
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Charge for the year on owned assets
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OFFENSIVE SECURITY SERVICES (UK) LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Amounts owed by group undertakings
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Called up share capital not paid
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Prepayments and accrued income
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Creditors: Amounts falling due within one year
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Accruals and deferred income
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Allotted, called up and partly paid
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100 (2024 - 100) Ordinary shares of £1.00 each
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Capital contribution reserve
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The capital contribution reserve includes an amount of £486,449 which was paid on behalf of the entity by a fellow subsidiary and is not deemed repayable.
A historical amount of £93,593 is included which represents outstanding share options granted by Offensive Security Services LLC, a fellow subsidiary company, to a former employee of the Company under the intermediate parent company's share option plan which had fully vested in 2022.
On 11 October 2024, the intermediate parent company was acquired by Leeds Equity Partners, VII L.P. Following the acquisition, the existing share option scheme held by Offensive Security Services (UK) Limited was cancelled.
All outstanding unvested share options were cancelled in 2024 and accordingly accelerated and recognised as an expense of £7,752 in the profit and loss.
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OFFENSIVE SECURITY SERVICES (UK) LIMITED
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Commitments under operating leases
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At 31 December 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Offensive Security Parent Inc, a company incorporated in Delaware, is the parent of the smallest group for which consolidated financial statements are drawn up of which the Company is a member. The registered office of the parent company is 230 Park Avenue 3rd Floor, West New York, NY 10169.
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Post balance sheet events
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There were no adjusting or non-adjusting events occurring between the end of the reporting period and the date these financial statements were approved.
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