REGISTERED NUMBER: 06517533 (England and Wales)

Financial Statements

for the Year Ended 31 December 2025

for

Kenshoo (UK) Limited

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTOR:

Y Izhar Prato

SECRETARY:

E Meital

REGISTERED OFFICE:

65-71 Bermondsey Street

London

SE1 3XF

REGISTERED NUMBER:

06517533 (England and Wales)

AUDITORS:

Anstey Bond LLP

Statutory Auditors &

Chartered Accountants

1-2 Charterhouse Mews

London

EC1M 6BB

BANKERS:

HSBC

14-18 Finsbury Square

EC2A 1BR

London

FIXED ASSETS

Tangible assets

4

67,979

30,258

CURRENT ASSETS

Debtors

5

1,838,414

2,089,364

Cash at bank

251,131

1,388,081

2,089,545

3,477,445

CREDITORS

Amounts falling due within one year

6

(962,488

)

(2,440,703

)

NET CURRENT ASSETS

1,127,057

1,036,742

TOTAL ASSETS LESS CURRENT LIABILITIES

1,195,036

1,067,000

CAPITAL AND RESERVES

Called up share capital

1

1

Other reserves

631,549

573,969

Retained earnings

563,486

493,030

SHAREHOLDERS' FUNDS

1,195,036

1,067,000

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 30 September 2026 and were signed by:

Y Izhar Prato - Director

1.	STATUTORY INFORMATION

Kenshoo (UK) 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.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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 financial statements are prepared in British Pounds Sterling (GBP), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest pound, unless stated otherwise.

Going concern

The financial statements have been prepared on the going concern basis. The Directors have at the time of approving the financial statements, a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The Directors have produced financial projections for the company for the next twelve months and beyond. These projections take into account a sufficient level of working capital in order for the Group to cover its cost base. Thus the Directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Significant judgements and estimates

The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, income, and expenses. Actual results may differ from these estimates.

Transfer pricing

Where transactions occur between related group entities across different tax jurisdictions, the directors estimate transfer prices to ensure they reflect arm's-length commercial terms. Management considers benchmark data, market comparables, and local tax legislation to estimate appropriate intra-group pricing, adjustments, and associated tax positions.

Share-based payments

The company measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. Estimating fair value for share-based payment transactions requires determining the most appropriate valuation model, which is dependent on the terms and conditions of the grant. This estimate also requires determining the most appropriate inputs to the valuation model, including the expected life of the share option, volatility, and dividend yield.

Recoverability of debtors

The company makes an estimate of the recoverable amount of trade and other debtors. When assessing impairment of trade debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors, and historical experience. A provision for impairment is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debt.

Revenue & revenue recognition

Turnover represents net invoiced sales of services, excluding value added tax.

The Company generates revenues principally from enabling use of its platform either directly with advertisers or with advertising agencies. The Company's fees are based on the actual advertising budget spent and managed through the Company's platform. Certain contracts may also include a subscription or minimum monthly fee that is payable over the duration of the contract. The Company's customers do not have the right to take possession of the software supporting the application software at any time, nor do the arrangements contain general rights of return. The Company commences revenue recognition for both direct advertisers and advertising agencies when all of the following conditions are met:

- Persuasive evidence of an arrangement exists;

- The Company's platform is made available to the customer;

- The fee is fixed or determinable, and;

- Collection is reasonably assured.

The fees, which are mostly based on either a minimum or progressive percentage of actual advertising costs spent and managed through the Company's platform or based on a fixed monthly fee, are recognized once the amount is fixed or determinable, which is generally on a monthly basis concurrent with the issuance of the customer invoice. Revenues from professional services are recognized as the services are performed when such services are separable. Revenues from setup fees are recognized over the contract term.

Tangible fixed assets

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

life.

Computer equipment

33% on cost

Basic financial instruments

Basic financial instruments consist of accounts receivables, accounts payables, cash held at banks and loans receivable. The financial asset or liability is measured at the transaction price including transaction.

The assets (liabilities) are measured at amortised cost using the effective interest rate method at each reporting date. An allowance for doubtful accounts is determined with respect to those amounts that the Company has determined to be doubtful of collection.

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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

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

Pensions

The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund.

Bonuses

The company recognises a liability and an expense for discretionary and performance-related bonuses where a legal or constructive obligation exists at the balance sheet date. The provision for bonuses is calculated based on management’s best estimate of performance metrics, contractual terms, and expected payout outcomes at the balance sheet date.

Expenses

Operating expenses are recognised in the profit and loss account upon utilization of the service or at the date of their origin. Expenditure is classified according to its nature or function.

Administrative and Operating Expenses: Expenses are accounted for on an accruals basis and charged to the profit and loss account in the period to which they relate.

Finance Expenses: Interest and other borrowing costs are recognised in the profit and loss account in the period in which they are incurred using the effective interest method.

Cash & cash equivalents

Cash represents cash in hand and deposits held on demand with financial institutions. Cash equivalents are short-term, highly-liquid investments with original maturities of three months or less (as at their date of acquisition). Cash equivalents are readily convertible to known amounts of cash and subject to an insignificant risk of change in that cash value.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 40 (2024 - 45 ) .

4.	TANGIBLE FIXED ASSETS

Improvements

to

Plant and

property

machinery

Totals

£

£

£

COST

At 1 January 2025

-

193,415

193,415

Additions

40,000

17,989

57,989

Disposals

-

(107,401

)

(107,401

)

At 31 December 2025

40,000

104,003

144,003

DEPRECIATION

At 1 January 2025

-

163,157

163,157

Charge for year

3,069

15,658

18,727

Eliminated on disposal

-

(105,860

)

(105,860

)

At 31 December 2025

3,069

72,955

76,024

NET BOOK VALUE

At 31 December 2025

36,931

31,048

67,979

At 31 December 2024

-

30,258

30,258

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

1,129,267

2,003,001

Amounts owed by group undertakings

563,554

-

Other debtors

145,593

86,363

1,838,414

2,089,364

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

36,022

33,723

Amounts owed to group undertakings

6,841

1,658,260

Taxation and social security

273,725

216,163

Other creditors

645,900

532,557

962,488

2,440,703

7.	LEASING AGREEMENTS

As at 31 December 2025 the company had annual commitments under non-cancellable operating leases as follows:

2025

2024

£

£

Expiry date:

Within 1 year

533,625

-

Between 1 and 5 years

271,056

-

Over 5 years

-

-

804,681

-

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

The Report of the Auditors was unqualified.

Colin Ellis FCCA CF (Senior Statutory Auditor)

for and on behalf of Anstey Bond LLP

9.	ULTIMATE CONTROLLING PARTY

The controlling party is Kenshoo Ltd. Copies of the consolidated financial statements for Kenshoo Ltd are available from the company secretary. The registered company address is 30 Habarzel Tel Aviv-Jaffa, 6971042 Israel

The directors are of the opinion that there is no one person in control of the company.