Company registration number 04257809 (England and Wales)
UNCHAINED LABS ROYSTON LTD.
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
PAGES FOR FILING WITH REGISTRAR
UNCHAINED LABS ROYSTON LTD.
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 10
UNCHAINED LABS ROYSTON LTD.
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 1 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
4
17,700
23,532
Tangible assets
5
341,950
450,620
Investments
6
26,773
26,773
386,423
500,925
Current assets
Stocks
8
710,850
767,326
Debtors
9
601,727
2,985,444
Cash at bank and in hand
246,543
253,778
1,559,120
4,006,548
Creditors: amounts falling due within one year
10
(5,366,293)
(3,461,193)
Net current (liabilities)/assets
(3,807,173)
545,355
Total assets less current liabilities
(3,420,750)
1,046,280
Provisions for liabilities
11
(4,482)
(12,631)
Net (liabilities)/assets
(3,425,232)
1,033,649
Capital and reserves
Called up share capital
12
129,461
122,519
Share premium account
5,919,229
5,919,229
Profit and loss reserves
(9,473,922)
(5,008,099)
Total equity
(3,425,232)
1,033,649
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The director of the company has elected not to include a copy of the profit and loss account within the financial statements.true
The financial statements were approved by the board of directors and authorised for issue on 6 October 2026 and are signed on its behalf by:
Mr B Frederick
Director
Company registration number 04257809 (England and Wales)
UNCHAINED LABS ROYSTON LTD.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
1
Accounting policies
Company information
Unchained Labs Royston Ltd. is a private company limited by shares incorporated in England and Wales. The registered office is 1 Anglian Business Park, Orchard Road, Royston, SG8 5TW.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. 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 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 financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.
Unchained Labs Royston Ltd. is a wholly owned subsidiary of Unchained Labs UK Malvern Limited and the results of Unchained Labs Royston Ltd. are included in the consolidated financial statements of Unchained Labs UK Malvern Limited which are available from Companies House.
1.2
Going concern
Notwithstanding the year-end balance sheet, which shows net current liabilities of £true3,807,173 (2024 - £545,355 net current assets) and net liabilities of £3,425,232 (2024 - £1,033,649 net assets) the financial statements have been prepared on a going concern basis.
The company has received written confirmations from its ultimate parent company, Unchained Labs LLC, of their intention to continue to provide support to the company by not demanding repayment of loans owing to them for the foreseeable future. Unchained Labs LLC have also confirmed their intention to provide funding as required by the company and to provide continuing support which will enable them to continue as a going concern.
The director considers the going concern basis to be appropriate as he has no reason to believe that Unchained Labs LLC will not provide the required support.
1.3
Turnover
Turnover comprises revenue recognised in respect of goods and services supplied during the year, exclusive of Value Added Tax and trade discounts.
Turnover is recognised on product sales when they are shipped to the customer. Where sums have been invoiced in advance of shipment, these sums are included in deferred income. On large bespoke product sales, turnover is recognised once a contractual entitlement has arisen and in proportion to the stage of completion on each contract.
1.4
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
UNCHAINED LABS ROYSTON LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 3 -
1.5
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
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:
Licence costs
20% straight line
1.6
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:
Leasehold land and buildings
10% straight line
Plant and equipment
20% straight line
Fixtures and fittings
20% 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.
1.7
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.8
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
UNCHAINED LABS ROYSTON LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 4 -
1.9
Stocks
Stocks and work in progress are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow-moving stocks. Cost includes all direct costs and an appropriate proportion of labour and associated costs.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.10
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.
1.11
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.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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.
1.12
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.
UNCHAINED LABS ROYSTON LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 5 -
1.13
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
1.14
Provisions
Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that 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 consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
1.15
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.
1.16
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.17
Leases
As lessee
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.
1.18
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.
UNCHAINED LABS ROYSTON LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 6 -
1.19
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount 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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Valuation of stock
Stock is valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items. Net realisable value is based on selling price less anticipated costs to completion and selling costs.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2025
2024
Number
Number
Total
29
27
4
Intangible fixed assets
Licence costs
£
Cost
At 1 January 2025 and 31 December 2025
29,148
Amortisation and impairment
At 1 January 2025
5,616
Amortisation charged for the year
5,832
At 31 December 2025
11,448
Carrying amount
At 31 December 2025
17,700
At 31 December 2024
23,532
UNCHAINED LABS ROYSTON LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 7 -
5
Tangible fixed assets
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Total
£
£
£
£
Cost
At 1 January 2025
1,086,432
590,626
183,841
1,860,899
Additions
49,113
5,114
54,227
At 31 December 2025
1,086,432
639,739
188,955
1,915,126
Depreciation and impairment
At 1 January 2025
946,371
352,406
111,502
1,410,279
Depreciation charged in the year
28,046
115,162
19,689
162,897
At 31 December 2025
974,417
467,568
131,191
1,573,176
Carrying amount
At 31 December 2025
112,015
172,171
57,764
341,950
At 31 December 2024
140,061
238,220
72,339
450,620
6
Fixed asset investments
2025
2024
£
£
Shares in group undertakings and participating interests
26,773
26,773
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 January 2025 & 31 December 2025
1,504,952
Impairment
At 1 January 2025 & 31 December 2025
1,478,179
Carrying amount
At 31 December 2025
26,773
At 31 December 2024
26,773
UNCHAINED LABS ROYSTON LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
7
Subsidiaries
Details of the company's subsidiaries at 31 December 2025 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
The Dolomite Centre Limited
1, Anglian Business Park, Royston, SG8 5TW, England and Wales
Ordinary
100.00
Particle Works Limited
1, Anglian Business Park, Royston, SG8 5TW, England and Wales
Ordinary
100.00
Blacktrace, Inc
156 Norwell Ave, Norwell, MA 02061, USA
100.00
Blacktrace Japan
Kabushiki-Kaisha, SOHO Station 202, 24-8
Yamashita-choNaka-ku, Yokohama, 231
Ordinary
100.00
8
Stocks
2025
2024
£
£
Raw materials and consumables
603,650
763,408
Work in progress
107,200
1,936
Finished goods and goods for resale
1,982
710,850
767,326
9
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
19,592
280,858
Corporation tax recoverable
835
Amounts owed by group undertakings
451,078
2,546,938
Other debtors
130,222
157,648
601,727
2,985,444
10
Creditors: amounts falling due within one year
2025
2024
£
£
Trade creditors
83,913
201,838
Amounts owed to group undertakings
4,490,800
2,375,138
Taxation and social security
42,582
Other creditors
791,580
841,635
5,366,293
3,461,193
UNCHAINED LABS ROYSTON LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
11
Provisions for liabilities
2025
2024
£
£
Warranty provision
4,482
12,631
Movements on provisions:
Warranty provision
£
At 1 January 2025
12,631
Additional provisions in the year
10,713
Utilisation of provision
(18,862)
At 31 December 2025
4,482
12
Called up share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
129,461
122,519
129,461
122,519
On 12 February 2025, the company issued 6,942 ordinary shares of £1 each at par value.
13
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.
The auditor's report is unqualified and includes the following:
Opinion
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its result for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
Senior Statutory Auditor:
Robert Kempson ACA
Statutory Auditor:
Edwards
Date of audit report:
8 October 2026
14
Operating lease commitments
As lessee
UNCHAINED LABS ROYSTON LTD.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
14
Operating lease commitments
(Continued)
- 10 -
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2025
2024
£
£
Total commitments
548,136
706,222
15
Related party transactions
The company has taken advantage of the exemption conferred within FRS102 section 33.1A not to disclose transactions between wholly owned members of the same group.
16
Parent company
The ultimate parent undertaking and controlling party is Carlyle Partners VII Holdings VIII, LP., which is registered in Delaware, USA.
The immediate parent undertaking is Unchained Labs UK Malvern Ltd, a company incorporated in England and Wales. Unchained Labs UK Malvern Limited head the smallest group for which consolidated accounts are drawn up.
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