Milo_Topco_Limited

Milo Topco Limited and subsidiaries

Strategic Report

For the year ended 31 December 2025

Introduction

The Directors present their Strategic Report together with the audited consolidated financial statements for the year ended 31 December 2025. The entity was incorporated to facilitate the acquisition of the Integrity360 Group which was completed by a subsidiary on 21 June 2021. These financial statements reflect the performance of Milo Topco Limited (or the “Company”) and its subsidiaries (or the “Group” or “Integrity360 Group”) for the year ended 31 December 2025.

Principal activities

The principal activity of the Company is a holding company for the Integrity360 Group, one of EMEA's leading cybersecurity specialists operating from offices across the UK, Europe, North America and South Africa. The Group provides a complete range of professional, supported, and managed cybersecurity services and solutions to identify and assess, protect and prevent, detect and analyse and respond and recover cyber risks and threats for business organisations across the globe.

The Group continues to develop its service offerings and promote a “Security First” approach to enable clients to protect and secure their business. Working either independently or as an extension of an organisation's own team the Group strengthens security postures for both mid-market and enterprise organisations across a wide range of sectors including financial and legal, insurance, healthcare, pharmaceutical, retail, technology, telecoms, utilities, manufacturing and the public sector.

Business review

During 2025 the Group significantly expanded its global footprint with the acquisition of four businesses enabling both (i) further geographic expansion and (ii) additional complementary cyber skills and services as part of the Group's end to end services strategy.

In Q1 the Group acquired Holiseum, a Paris headquartered consultancy company focused on providing Operational Technology (“OT”) services for critical, national and industrial infrastructure organisations. Since the acquisition the Group has expanded those services across several of its regional markets.

In Q4 the Group acquired:

(a)

Cresco – a Brussels based cybersecurity consultancy company providing extensive offensive security, consultancy and governance services including gap assessments and implementation plans for leading cyber frameworks such as NIS2 and DORA.

(b)

Redshift – a Johannesburg based cybersecurity services organization providing extensive offensive security services, and also specialist services such as cybercrime investigations, anti-fraud advisory, scammer group takedowns and cyber intelligence.

(c)

Advantus360 – the Group's first acquisition in North America, A360 is a leading Canadian cybersecurity services and solutions provider operating out of Calgary in Canada servicing a wide range of enterprise organisations across Canada and the USA.

As with all prior acquisitions, all of the above will be fully integrated into the Group by 31 December 2026.

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Milo Topco Limited and subsidiaries

Strategic Report

For the year ended 31 December 2025

Business review (continued)

As a result of the Group's strategic acquisitions programme combined with continued organic growth statutory gross revenue increased significantly by 25% to €157m, and on a proforma basis to €183m. On a net revenue basis statutory revenue increased 13.2% to €73.5m and 6% on a proforma to €85m.

Revenue growth was driven significantly by a circa 13% increase in its Managed Security Services (“MSS) portfolio, most notably driven by the Group's Gartner recognized Managed Detection and Response (“MDR”) solutions “CyberFire” and “Aegis” which are delivered from the 6 Security Operations Centres (“SOC”) across Europe and Africa. Proforma professional services revenue also increased 6.5% with the strongest demand coming from its Operational Security and the Governance and Risk Consultancy practices.

Proforma EBITDA increased significantly by 22% to €20.1m driven in major part by a 20% increase in Gross Profit from MSS and a 11% increase in Professional Services margins in both cases driven by continuous improvement in operating efficiencies as a result of the Group's shared services model. The Group expects these improvements to continue due to both its considerable investment in automation and AI programmes across all service practices. On a proforma basis Managed Security Services and Professional Services accounted for 70% of net revenue in 2025.

Group Trading Performance

2025

2024

€ (In millions)

Actual

Proforma**

Actual

Proforma**

Income statement:

Gross Revenue

157.2

183.0

125.6

177.3

Gross Profit

57.4

55.7

43.2

51.5

Gross Profit %

37.5%

30.4%

34%

29.1%

Trading EBITDA*

16.77

20.10

9.8

16.5

Balance Sheet:

Cash at bank

23.93

20.22

*Trading EBITDA represents EBITDA adjusted for non-trading items, including M&A transaction costs and exceptional costs.

**Proforma amounts include a full 12-month financial year of Holiseum, Redshift, Cresco and Advantus360 and have been prepared using audited financial information of the Group together with pre-acquisition financial information of the acquired entities. The entities were acquired on 20 March 2025, 26 November 2025, 18 December 2025 and 23 December 2025, respectively. As a result, the consolidated financial statements include less than one month of post-acquisition trading performance for three of the acquired entities. The prior year proforma information has also been adjusted on a consistent basis. The proforma information includes management adjustments and certain reclassifications between cost of sales and administrative expenses to align the acquired businesses with the Group's management reporting basis and present the performance of the enlarged Group on a consistent basis. Accordingly, proforma gross margin percentages may not be directly comparable to the statutory gross margin percentages presented above.

In addition to statutory revenue, management reports Gross Contract Value ("GCV"), being the total value of contracts arranged through the Group. GCV is a non-GAAP operational metric used by management to assess the scale of business activity and customer demand and should not be considered a substitute for revenue reported in accordance with the applicable financial reporting framework.

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Milo Topco Limited and subsidiaries

Strategic Report

For the year ended 31 December 2025

Business review (continued)

Further in August 2026, the Group acquired CyberIAM, a UK headquartered specialist provider of identity and access management (“IAM”) and privileged access management services, with operations across EMEA. CyberIAM provides advisory, implementation and managed services to mid market and enterprise customers, including organisations operating in complex and regulated environments. The acquisition significantly expands the Group's identity security capabilities and managed services portfolio. CyberIAM forms a new dedicated Identity Services practice within the Group at a time where the need for IAM services and solutions has never been more acute as identity is now the primary control plane for cybersecurity.

As a result the Group now has 2025 proforma gross revenues of over €200m, offices in 16 countries and headcount of approx. 900 employees providing a significant global footprint from which the Group intends to continue its strategic expansion.

Other milestones and initiatives in the year included (a) achieving SOC 2 status across its global network of 6 Security Operations Centres, (b) achieving recognition as a representative vendor in the Gartner Digital Forensics and Incident Response guide, resulting in the Group now having appeared in 6 Gartner market guides, (c) an endorsement for incident response services from Adda (part of the Swedish Association of Local Authorities and Regions), (d) expanded relationships with many of the globe's leading cybersecurity vendors including forming a new partnership with HackerOne to improve real time vulnerability notification and remediation for customers, (e) launched a new Pen Testing as a Service (PTaaS) solution allowing customers to easily increase the cadence of pen testing across their IT estate and (f) the Incident Response Practice achieving both CREST (Council of Registered Ethical Security Testers) and NCSC (UK National Cyber Security Centre) assurance accreditations.

Further the Group continued to win industry awards recognizing the constant expansion of the Group's skills and services including CyberArk Partner of the Year and Netskope Professional Services Partner of the Year. The Group also won Multinational Company of the Year at the Tech Awards 2025, and Cybersecurity Firm of the Year at the 2025 InBusiness awards recognising its continuing commercial success across multiple markets.

Other notable Group trading entities in 2025 consisted of Integrity360 Limited (UK), Integrity360 AB (Sweden), Integrity360 International (South Africa), Integrity360 International (UK), Integrity360 PTY (South Africa), Integrity360 Europe Limited (Ireland), Integrity360 SRL (Italy), Integrity360 Ciberseguridad SL (Spain) Integrity360 Europe EOOD (Bulgaria), Integrity360 Inc (Canada), Integrity360 AG (Germany), Integrity360 Schweiz AG (Switzerland) Holiseum SAS (France), in addition to entities in Ukraine, Lithuania, Denmark and Kenya.

Alongside the Group's continued international expansion, it remained highly active in supporting customers and the wider business community through cybersecurity education, thought leadership, research, webinars, technical updates, and industry engagement. The Group's flagship Security First conference series continued to grow, bringing together cybersecurity leaders and practitioners to share insights on emerging threats, vulnerabilities, resilience, and best practice. Following the success of the 2025 theme, Balancing the Human Cyber Equation, the 2026 programme evolved this further, exploring the increasingly interconnected role of human expertise, artificial intelligence, and emerging technologies in helping organisations strengthen their cybersecurity posture. The conference series has continued to expand into new international locations during 2026, including Paris, Brussels, Calgary, Mauritius, Jamaica, and Trinidad, further strengthening the Group's global presence and reputation as a leading voice within the cybersecurity industry.

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Milo Topco Limited and subsidiaries

Strategic Report

For the year ended 31 December 2025

Business review (continued)

The Group also continued to invest significantly in the development and upskilling of its operational and technical teams through targeted academy programmes and professional training initiatives. This ongoing commitment to technical excellence, innovation, and customer service supports the delivery of high-quality cybersecurity services to a growing international customer base.

The combination of sustained investment in people, continued innovation, international expansion, and industry recognition further strengthened the Group's position as one of Europe's leading pure-play cybersecurity specialists.

Group strategy and likely future developments

The Group expects to continue its ambitious growth plans over the coming years by focusing on continued strong organic growth and additional acquisitive activity. On 26 August 2026 the Group acquired CyberIAM, a leading cybersecurity identity services company operating in the UK and South Africa, to expand its already significant European footprint. The Group expects to make further complimentary acquisitions in the coming year.

Principal risks and uncertainties

In the normal course of business, the Group is exposed to risks that affect the economies of the markets in which the Group operates. These include price risk, credit risk, liquidity risk, exchange risk and interest rate risk. These risks are managed in accordance with policies approved by the Board of Directors. In common with all companies operating across EMEA in this sector, the Group faces increasing operating costs and increased levels of competition. The directors are of the opinion that the Group is well positioned to manage these challenges.

The General Economy

The Group is vulnerable to declines in the general economy and the wider macro environment. Any adverse effects arising are mitigated by the steady expansion of the Group's products and services, particularly Cyber Security which has shown significant growth and the Group has taken advantage of this expanding market. The Directors are of the opinion that the Group is well placed to expand further into this market.

Competition

Strong competition, particularly in the more mature markets such as the UK can have an adverse effect on the performance of the business, particularly in the re-sale sector. In view of this, the Directors will aim to mitigate the effects by growing its range of professional and managed services to both existing and potential new markets.

Loss of key personnel

The Group is reliant on key senior staff for its success and the loss of senior management staff can have a detrimental impact on performance. The Group benefits from low staff turnover at senior and management level and any impact arising from loss of staff at management level will be compensated from existing staff at senior levels.

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Milo Topco Limited and subsidiaries

Strategic Report

For the year ended 31 December 2025

Financial Risk Management Objectives and Policies

Although the Group uses financial instruments comprising cash, other liquid resources and various other items such as trade debtors and trade creditors that arise directly from its operations, they are not a major

risk in isolation due to the strong trading activity, effective cash flow management and cash balances that

the Group has available at the period end. The directors review and agree policies for managing each of

these risks and they are summarised below.

Other lower-exposure risks and uncertainties include the following:

Credit Risk

Credit risk is the risk that one party to a financial instrument will cause a financial loss for that other party by failing to discharge an obligation. Group policies are aimed at minimising such losses and require that deferred terms are only granted to customers who demonstrate an appropriate payment history and satisfy creditworthiness procedures. Details of the Group's receivables are shown in note 17.

Liquidity Risk

Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities. The Group aims to mitigate liquidity risk by managing cash generation by its operations. The Group also manages liquidity risk via revolving credit facilities and long-term debt.

Foreign Exchange Risk

The Group is exposed to foreign exchange risk in the normal course of business. The Group's policy on mitigating the effect of this exposure is to hedge receivables against payables in foreign currency on an ongoing basis.

Price Risk

The Group is exposed to price risk in the normal course of business The Group has in place policies and procedures approved by the board to mitigate these risks. The directors will revisit the appropriateness of these policies should the Group's operations change in size or nature.

Interest Rate Risk

The Group is exposed to interest rate risk in the normal course of business. The group's policy on mitigating the potential effects of interest rate risk is through effective cash flow management; with a view to a short term interest rate capping strategy.

Greenhouse gas emissions, energy consumption and energy efficiency action

The Group's gas emissions, energy consumption and energy efficiency action are noted in the Director's Report.

Stakeholder engagement and section 172 statement

The Board of Directors of Milo Topco Limited and its subsidiaries consider that they have acted in good faith and in a way they consider would be most likely to promote the success of the Group for the benefit of its stakeholders as a whole (having regard to the stakeholders and matters set out in s172(1)(a-f) of the Act) in the decisions taken during the year ended 31 December 2025. The Group's key stakeholders have an important role to play in the successful operation of the business. The Board are fully aware of, and take seriously, their responsibilities to those stakeholders under the Act.

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Milo Topco Limited and subsidiaries

Strategic Report

For the year ended 31 December 2025

Stakeholder engagement and section 172 statement (continued)

The Directors believe it is appropriate to consider the potential impact on the Group's stakeholders when considering the Group's strategy and in making key decisions. Indeed, these responsibilities are rooted in the Group's culture, values and company purpose. The Board considers that, in its decisions and actions to date, it has acted in a way that would promote the success of the Group for the benefit of its members as a whole, while having regard to stakeholders and matters set out in section 172(a) – (f) of the Act. It has identified the Group's key stakeholders as being employees, customers, vendors, the environment and communities in which it operates, and investors. It receives updates on each of these and takes steps to ensure that it remains well informed.

Set out below are examples of how the Board has engaged with, and been influenced by, the interests

of the Group's stakeholders.

Employee engagement

The Directors recognise that Integrity360 employees are fundamental and pivotal to our continued growth and successful delivery of our business model. The business regularly run events for staff to foster wellbeing and team spirit and the senior leadership team routinely engage with all levels of staff across the business.

Customers

We have an extensive customer base of long established and new customers. Engagement with customers is key, every department operates with a customer focus. The Group utilises Net Promoter Score surveys to measure and report on customer satisfaction.

Vendors and Suppliers

Focusing on long-term relationships and effective collaboration to bring a quality service to our customer, the business very much values and invests in its vendor relationships.

Environment and Communities

Awareness of the environment and the communities in which we operate is key, after adopting ESG reporting processes it is now better able to consider these when making decisions, operating as a good neighbour to those communities we operate in.

Investors

As key stakeholders supporting growth and expansion, the business focuses on clear and timely reporting to investors and maintains an open dialogue building relationships to foster a good understanding of current and future business direction and requirements.

On behalf of the Board of Directors on:

Patrick McHale

Ian Brown

Director

Page 6

Milo Topco Limited and subsidiaries

Directors' Report

For the year ended 31 December 2025

Introduction

The Directors present their Report together with the audited consolidated financial statements for the year ended 31 December 2025. The entity was incorporated to facilitate the acquisition of the Integrity360 Group which was completed by a subsidiary on 21 June 2021. These financial statements reflect the performance of Milo Topco Limited (or the “Company”) and its subsidiaries (or the “Group” or “Integrity360 Group”) for the year ended 31 December 2025.

Incorporation

The Company was incorporated on 26 May 2021 and commenced trading on 21 June 2021.

Results and dividends

The Company Statement of Financial Position for the year ended 31 December 2025 is set out on page 22.

The Consolidated Statement of Comprehensive Income and Statement of Financial Position for the year ended 31 December 2025 are set out on pages 18 to 21. The loss after tax for the year amounted to £25,187,596 (2024: £22,035,537).

There were no dividends declared or paid by the Board of Directors during the year (2024: £Nil).

Directors

The Directors who served during the year were:

Patrick McHale

Ian Brown

Matt Tomlinson

Eoin Goulding

Gregory Walsh

Michael Thomas Biddulph

Political donations

Neither the Group nor the Company made any political donations during the year.

Page 7

Milo Topco Limited and subsidiaries

Directors' Report (continued)

For the year ended 31 December 2025

Key performance indicators

The Group monitors its performance through the use of key performance indicators. These key performance indicators include the following:

2025

2024

€ (In millions)

Actual

Proforma**

Actual

Proforma**

Income statement:

Gross Revenue

157.26

183.04

125.56

177.29

Gross Profit

57.49

55.71

43.20

51.51

Gross Profit %

37.5%

30.4%

34.4%

29.1%

Trading EBITDA*

16.77

20.10

9.83

16.49

Balance Sheet:

Cash at bank

23.93

20.22

*Trading EBITDA represents EBITDA adjusted for non-trading items, including M&A transaction costs and exceptional costs.

The Directors have reviewed the performance of the Group by reference to the above key financial performance indicators and are satisfied with the Group's performance.

Page 8

Milo Topco Limited and subsidiaries

Directors' Report (continued)

For the year ended 31 December 2025

Going concern

The Group reported loss after taxation in the year amounting to £25,187,596 (2024: £22,035,537), a net current liability position at year end of £14,111,420 (2024: £9,301,414), and a shareholders' deficit of £93,261,263 (2024: £64,797,032).

After making enquiries, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. The Directors have undertaken a review of the future financing requirements for the ongoing operation of the Group and are satisfied that sufficient cash facilities are secured to meet its working capital requirement for at least 12 months from the date of signing these financial statements. In carrying out this assessment, the Directors have considered the Group's continued expansion, including the acquisition of CyberIAM on 26 August 2026, a leading cybersecurity identity services company operating in the UK and South Africa.

A letter of non-recall for significant loan note balances with a shareholder has been received. The loan notes and the corresponding accrued interest will not be recalled for a minimum of one year from the date of signing the 31 December 2025 consolidated financial statements. Accordingly, the Group continues to adopt the going concern basis in preparing the financial statements.

Environmental matters

The Group will seek to minimise adverse impacts on the environment from its activities, whilst continuing to address health, safety and economic issues. The Group has complied with all applicable legislation and regulations.

Employee matters

The well-being of the Group's employees is safeguarded through the strict adherence to health and safety standards. The Health and Safety at Work etc. Act, 1974, imposes certain requirements on Directors, managers and employees. The Company has taken the necessary action to ensure compliance with the Act, including the adoption of a safety statement.

The Group communicates regularly with all employees on matters relating to its performance. Employees are encouraged to contribute to the decision-making process through regular meetings.

It is the policy of the Group to give full and fair consideration to applications for employment made by persons with disabilities, to continue where possible the employment of those who become disabled and to provide equal opportunities for the training and career development of disabled employees.

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Milo Topco Limited and subsidiaries

Directors' Report (continued)

For the year ended 31 December 2025

Research and development activities

A number of the Development team worked on selected internal software development projects for future use in the business during the year. The cost of £1,530,007 (2024: £156,670) associated with the development work has been capitalised and will be amortised over a 5-year period.

Likely future developments

The Group's future developments are set out in the Future developments section of the Strategic report in accordance with section 414C(11) of the Companies Act 2006, as the directors consider them to be of strategic importance.

Stakeholder Engagement

Details on how the Group has fostered relationships with suppliers, customers and others can be found within the Group's Strategic Report in accordance with s414C(11) of the Companies Act 2006, as the Directors believe these to be of strategic importance to the Group.

Energy & Carbon Reporting

2025

2024

2025

tCO2

kWh

Scope 2 total

15.56

11.07

87,886

Electricity

15.56

11.07

87,886

Company car – electric (miles)

0.00

Company car – hybrid (miles)

0.00

Scope 3 total

15.00

17.92

61,689

Grey fleet mileage

15.00

17.92

61,689

Gross emissions

30.56

28.99

149,575

Intensity measurement and energy efficiency action

An overall intensity ratio of gross Scope 1, Scope 2 and Scope 3 emissions per £1 million of turnover has been calculated. This allows comparison and benchmarking with similar sites and organisations and supports the Group's energy reduction goals.

The previous target was to reduce gross Scope 1, Scope 2 and Scope 3 emissions by 5% from FY24 to FY25. This target was not achieved on either an absolute emissions or intensity basis, despite a reduction in grey fleet emissions. The increase was primarily due to improved data quality following the receipt of actual electricity consumption data for the Bounds Green office, which had previously been estimated.

Page 10

Milo Topco Limited and subsidiaries

Directors' Report (continued)

For the year ended 31 December 2025

Energy & Carbon Reporting (continued)

As the Group has grown through organic growth and acquisitions, absolute emissions reduction targets are not considered to provide a meaningful measure of the Group's decarbonisation efforts. Accordingly, intensity metrics have been used to set future reduction targets. The Group's emissions reduction target for the next financial year is to reduce the overall business intensity ratio by 5% from FY25 to FY26

Methodologies used

The UK Government's environmental reporting guidance on how to measure and report greenhouse gas emissions has been applied, together with the UK Government greenhouse gas conversion factors for the relevant reporting year.

Scope 2 and Scope 3 emissions have been included within this report. The Group occupied two buildings in the UK during the year, where electricity was the primary and only utility used. The Group did not operate any company vehicles; however, employees submitted mileage claims for business travel. All activities included within this disclosure relate to the Group's UK operations.

A base year of 1 January 2021 to 31 December 2021 has been used, as this is the earliest year for which estimated data was recorded and measured. The operational control approach has been applied in determining the reporting boundary.

Matters contained in the Strategic Report

For disclosures relating to the, principal activities, business review and principal risks the Group has chosen, in accordance with s414C(11) of the Companies Act, to set out in the Group's strategic report which would otherwise be required by Schedule 7 of the ‘Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008' to be contained in the Directors' Report.

Significant events since the financial year end

Company

There have been no significant events which would result in a significant adjustment to the Company's financial statements.

Group

On 26 August 2026, continuing its global expansion plan, the Group has acquired leading identity specialist CyberIAM, a well-established and highly respected cybersecurity identity services company operating from the UK and South Africa. CyberIAM will form a new strategic services practice within Integrity360, sitting alongside the group's existing 7 other practices – Offensive Security, Governance, Risk and Assurance, Incident Response and Forensics, Payment Compliance, Operational Technology, Security Technology Consulting, and its Gartner recognised Managed Services and Managed Detection and Response services.

There have been no other significant events which would result in a significant adjustment to these financial statements.

Page 11

Milo Topco Limited and subsidiaries

Directors' Report (continued)

For the year ended 31 December 2025

Disclosure of information to the auditors

The directors at the time when this Directors' report is approved have confirmed that:

so far as the director is aware, there is no relevant audit information of which the Group's auditor is unaware, and

They have taken all the steps that ought to have been taken as directors in order to be aware

of any relevant audit information and to establish that the Group's auditors are aware of that

information.

Auditor

The auditor, Grant Thornton, continues in office in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.

Patrick McHale

Ian Brown

Director

Date: 27 October 2026

Page 12

Milo Topco Limited and subsidiaries

Directors' Responsibilities Statement

For the year ended 31 December 2025

The Directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare financial statements for each financial year giving a true and fair view of the state of affairs of the Company and of the Group for each financial year. Under the law the Directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

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 of the Company and of the Group as at the year end date and of the profit or loss of the Group for that period.

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

select suitable accounting policies and then apply them consistently;

make judgements and estimates that are reasonable and prudent;

state whether the financial statements have been prepared in accordance with applicable UK accounting standards, identify those standards, and note the effect and the reasons for any material departure from those standards; and,

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and Company will continue in business.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company and the Group's transactions and disclose with reasonable accuracy at any time the financial position of the Group and Company and to 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 of the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Signed on behalf of the directors on

Patrick McHale

Ian Brown

Director

Date: 27 October 2026

Page 13

Independent Auditor's Report to the Members of Milo Topco Limited

Opinion

We have audited the consolidated financial statements of Milo Topco Limited (the “Company”) and its subsidiaries (the “Group”) which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity, the Consolidated Statement of Cash Flows for the year ended 31 December 2025, and the related notes to the financial statements, including material accounting policy information.

The financial reporting framework that has been applied in the preparation of the financial statements is applicable law and FRS 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the Group and the Company's financial statements:

give a true and fair view in accordance with United Kingdom Generally Accepted Accounting Practice of the assets, liabilities and financial position of the Group and Company as at 31 December 2025 and of its financial performance and cash flows for the year then ended; and

have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (‘ISAs (UK)') and applicable law. Our responsibilities under those standards are further described in the ‘Responsibilities of the auditor for the audit of the financial statements' section of our report. We are independent of the Group and the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the FRC's Ethical Standard and the ethical pronouncements established by Chartered Accountants Ireland, applied as determined to be appropriate in the circumstances of the entity. We have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group and the Company's ability to continue as a going concern for a period of at least twelve months from the date when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.

Page 14

Independent Auditor's Report to the Members of Milo Topco Limited (continued)

Other information

Other information comprises information included in the Annual Report, other than the consolidated financial statements and our Auditor's Report thereon, including the Directors' Report and the Strategic Report. The Directors are responsible for the other information. Our opinion on the consolidated financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements, or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies in the consolidated financial statements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

the information given in the Directors' Report and the Strategic Report for the year for which the consolidated financial statements are prepared is consistent with the financial statements, and

the Directors' Report and the Strategic Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Group, the Company, and its environment we have obtained in the course of the audit, we have not identified material misstatements in the Directors' Report and the Strategic Report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

the financial statements are not in agreement with the accounting records and returns; or

certain disclosures of Directors' remuneration specified by law are not made; or

we have not received all the information and explanations we require for our audit.

Page 15

Independent Auditor's Report to the Members of Milo Topco Limited (continued)

Responsibilities of management and those charged with governance for the financial statements

As explained more fully in the Directors' Responsibilities Statement, the Directors are responsible for the preparation of the financial statements which give a true and fair view in accordance with United Kingdom Generally Accepted Accounting Practice, including FRS 102 and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company and the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intend to liquidate the Company or the Group or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Company and the Group's financial reporting process.

Responsibilities of the auditor for the audit of the financial statements

The objectives of an auditor are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor's Report that includes their opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

A further description of an auditor's responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatement in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with ISAs (UK).

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Page 16

Independent Auditor's Report to the Members of Milo Topco Limited (continued)

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud (continued)

Based on our understanding of the Group, the Company and industry, we identified that the principal risks of non-compliance with laws and regulations, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the local law and tax, including Companies Act 2006 and UK tax legislation. The Audit engagement partner considered the experience and expertise of the engagement team, including ITGC specialists, to ensure that the team had appropriate competence and capabilities to identify or recognise non-compliance with the laws and regulation. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to manipulate financial performance and management bias through judgements and assumptions in significant accounting estimates, in particular in relation to significant one-off or unusual transactions. We apply professional scepticism through the audit to consider potential deliberate omission or concealment of significant transactions, or incomplete/inaccurate disclosures in the financial statements.

The group engagement team shared the risk assessment with the component auditors so that they could include appropriate audit procedures in response to such risks in their work.

In response to these principal risks, our audit procedures included but were not limited to:

enquiries of management on the policies and procedures in place regarding compliance with laws and regulations, including consideration of known or suspected instances of non-compliance and whether they have knowledge of any actual, suspected or alleged fraud;

inspection of the Group and the Company's regulatory and legal correspondence and review of minutes of Directors' meetings during the year to corroborate inquiries made;

gaining an understanding of the entity's current activities, the scope of authorisation and the effectiveness of its control environment to mitigate risks related to fraud;

discussion amongst the engagement team in relation to the identified laws and regulations and regarding the risk of fraud, and remaining alert to any indications of non-compliance or opportunities for fraudulent manipulation of financial statements throughout the audit;

identifying and testing journal entries to address the risk of inappropriate journals and management override of controls;

designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing;

challenging assumptions and judgements made by management in their significant accounting estimates, including impairment assessment of tangible assets, intangible assets, such as goodwill, impairment assessment for investments and trade debtors; and

review of the financial statement disclosures to underlying supporting documentation and inquiries of management.

The primary responsibility for the prevention and detection of irregularities including fraud rests with those charged with governance and management. As with any audit, there remains a risk of non-detection or irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or override of internal controls.

Page 17

Independent Auditor's Report to the Members of Milo Topco Limited (continued)

The purpose of our audit work and to whom we owe our responsibilities

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Dan Holland, FCA (Senior Statutory Auditor)

For and on behalf of

Grant Thornton

Chartered Accountants & Statutory Auditors

Dublin 2

Ireland

Date: 27 October 2026

Page 18

Milo Topco Limited and subsidiaries

Consolidated Statement of Comprehensive Income

For the year ended 31 December 2025

Notes

2025

2024*

Turnover

134,741,577

106,538,356

(85,477,107)

(69,727,045)

Cost of Sales

49,264,470

36,811,311

Gross Profit

(39,490,599)

(31,638,420)

Administrative expenses

(14,674,556)

(11,641,341)

14,15

Amortisation and depreciation expense

Other operating income

1,102,122

477,545

(3,798,563)

(5,990,905)

Loss before interest

Interest receivable and similar income

101,603

136,302

(20,733,046)

(15,995,212)

Interest payable and similar charges

(24,430,006)

(21,849,815)

Loss before taxation

Tax charge

(757,590)

(185,722)

(25,187,596)

(22,035,537)

Loss for the year

Other comprehensive losses

Other comprehensive (loss)/income

(3,276,635)

1,207,824

(28,464,231)

(20,827,713)

Total comprehensive loss for the financial year

All amounts relate to continuing operations.

There were no recognised gains and losses for 2025 or 2024 other than those included in the consolidated

statement of comprehensive income.

The notes on pages 26 to 54 form part of these financial statements

*Restated – Refer to Note 26

Page 19

Milo Topco Limited and subsidiaries

Registered number: 13421241

Consolidated Statement of Financial Position

As at 31 December 2025

2025

2024*

Notes

Fixed assets

2,700,891

Tangible assets

2,070,752

107,909,066

Intangible assets

101,424,645

Financial assets

58,679

28,438

Deferred tax asset

854,355

983,624

Other long-term receivables

13,541

18,050

111,536,532

104,525,509

Current assets

Debtors: amounts falling due within one year

35,190,189

54,784,616

46,551

–

Stock

20,883,693

Cash and cash equivalents

16,766,847

56,120,433

71,551,463

Creditors

Creditors: amounts falling due within one year

70,231,853

80,852,877

(14,111,420)

(9,301,414)

Net current liabilities

Total assets less current liabilities

97,425,112

95,224,095

Creditors

Creditors: amounts due after more than one year

(190,513,074)

(159,459,947)

(173,301)

(561,180)

Deferred tax liability

(93,261,263)

(64,797,032)

Net liabilities

Capital and reserves

5,000

Called up share capital

495,000

Share premium

Foreign exchange reserves

(2,100,376)

1,176,259

(91,660,887)

(66,473,291)

Profit and loss account

(93,261,263)

(64,797,032)

Shareholders' deficit

*Restated – Refer to Note 26

Page 20

Milo Topco Limited and subsidiaries

Registered number: 13421241

Consolidated Statement of Financial Position

As at 31 December 2025

The financial statements were approved and authorised for issue by the Board of Directors and were signed on its behalf by:

Patrick McHale

Ian Brown

Director

Date: 27 October 2026

The notes on pages 26 to 54 form part of these financial statements.

Page 21

Milo Topco Limited and subsidiaries

Registered number: 13421241

Company Statement of Financial Position

As at 31 December 2025

2024

2025

Notes

Fixed assets

Financial assets

273,342

Current assets

Debtors

37,009

8,498

Creditors: Amounts falling due within one year

(680,076)

(350,270)

Net current assets

(369,725)

(341,772)

Net assets

(369,725)

(68,430)

Capital and reserves

5,000

Called up share capital

495,000

Share premium

(869,725)

(568,430)

Profit and loss account

Shareholders' funds

(369,725)

(68,430)

The financial statements were approved and authorised for issue by the Board of Directors and were signed on its behalf by:

Patrick McHale

Ian Brown

Director

Date: 27 October 2026

The notes on pages 26 to 54 form part of these financial statements.

Page 22

Milo Topco Limited and subsidiaries

Consolidated Statement of Changes in Equity

For the year ended 31 December 2025

Foreign exchange reserves

Called-up share capital

Share premium

Profit and loss account

Total equity

5,000

495,000

(43,305,952)

(31,565)

(42,837,517)

At 1 January 2024 (as previously stated)

Prior year adjustment - correction of error

–

(1,131,802)

–

(1,131,802)

5,000

495,000

(44,437,754)

(31,565)

(43,969,319)

At 1 January 2024 (as restated)

Comprehensive loss for the year

Loss for the year

–

(22,035,537)

–

(22,035,537)

Foreign exchange translation difference

–

1,207,824

5,000

495,000

(66,473,291)

1,176,259

(64,797,032)

At 1 January 2025 as restated

Comprehensive loss for the year

Loss for the year

–

(25,187,596)

–

(25,187,596)

Foreign exchange translation difference

–

(3,276,635)

5,000

495,000

(91,660,887)

(2,100,376)

(93,261,263)

At 31 December 2025

The notes on pages 26 to 54 form part of these financial statements.

Page 23

Milo Topco Limited and subsidiaries

Consolidated Statement of Cash Flows

For the year ended 31 December 2025

2025

2024*

Note

Cash flow from operating activities

Loss for the year

(25,187,596)

(22,035,537)

Depreciation of tangible assets

784,086

503,287

Amortisation of goodwill

13,890,470

11,138,054

Other income

(1,102,122)

(477,545)

Taxation charge

757,590

185,722

Decrease in debtors

23,312,115

1,074,890

Decrease in creditors

(20,611,070)

8,776,060

Decrease in stocks

43,494

391,942

Increase in other assets

(30,241)

Foreign exchange impact

(1,751,305)

1,524,761

Corporation tax paid

(244,979)

(1,460,287)

Interest charge

20,733,046

15,995,212

Net cash inflow from operating activities

10,593,488

15,616,559

Cash flow from investing activities

Net cash acquired

1,642,990

2,708,113

Other income

–

477,545

Acquisition of subsidiary undertakings

(18,023,460)

(37,543,892)

Disposals of intangible and tangible fixed assets

14,15

1,083

64,116

Purchase of intangible and tangible fixed assets

14,15

(2,631,609)

(609,835)

(19,010,996)

(34,903,953)

Net cash outflow from investing activities

Cash flow from financing activities

Loans drawn down

16,248,870

31,459,271

(6,747,149)

(4,494,163)

Interest paid

Net cash inflow from financing activities

9,501,721

26,965,108

Net increase in cash

1,084,213

7,677,714

Cash at beginning of year

16,766,847

5,297,864

Cash at end of year

17,851,060

12,975,578

Cash at end of year comprises:

Cash at bank

20,883,693

16,766,847

Less: bank overdrafts

18,19

(3,032,633)

(3,791,269)

17,851,060

12,975,578

The notes on pages 26 to 54 form part of these financial statements.

Page 25

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

Company information

Milo Topco Limited (or the “Company” or the “Parent Company”) is a holding company incorporated in the United Kingdom. The registered office is 11 Ironmonger Lane, London, EC2V 8EY, United Kingdom.

The Company was incorporated on 26 May 2021.

The principal activity of the Company is a holding company for the Integrity360 Group, one of EMEA's leading cybersecurity specialists. The Group provides a comprehensive range of professional, support, and managed cybersecurity services and solutions that identify and assess, protect and prevent, detect and analyse and respond and recover cyber risks and threats. Working either independently or as an extension of an organisation's own team Integrity360 strengthens security postures for both mid-market and enterprise organisations across a wide range of sectors including financial and legal services, insurance, government, healthcare, retail, manufacturing, ecommerce, telecoms and utilities.

Accounting policies

2.1

Basis of preparation

Presentation of consolidated financial statements

The consolidated financial statements consolidate the financial statements of Milo Topco Limited and its subsidiaries (or “the Group” or “Integrity360 Group”) for the year ended 31 December 2025.

Statement of compliance with the Financial Reporting Standards

The financial statements have been prepared in accordance with Financial Reporting Standard102 “The Financial Reporting Standard Applicable in the UK and Republic of Ireland” (“FRS 102”) and the Companies Act 2006. The financial statements have been prepared on a going concern basis under the historical cost convention, modified to include certain items at fair value.

The preparation of the consolidated financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Group's accounting policies (see Note 3).

The Parent Company has taken advantage of section 408 of the Companies Act 2006 and has not included its own profit and loss account in these financial statements. The Parent Company's loss for the year was £301,295 (2024: £296,362).

Going concern

Page 26

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

Going concern (continued)

These companies are contributing to the growth in the Group's revenues for FY26/27 and beyond. The Group maintains the full support of their financial backers, August Equity LLP and has continued access to increasing facilities to support future growth. This has been evidenced in the further acquisitions made in FY26 as detailed above and in the post balance sheets events note. The Group is loss-making to date as a result of interest charges payable on loans to facilitate the expansion of the business and the amortisation of goodwill from previous acquisitions. A letter of non-recall for significant loan note balances with a shareholder has been received. The loan notes and the corresponding accrued interest will not be recalled for a minimum of one year from the date of signing the 31 December 2025 consolidated financial statements. Accordingly, the Group continues to adopt the going concern basis in preparing the financial statements.

2.2

Basis of consolidation

The consolidated financial statements present the results of the Group as they formed a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

The financial statements of the Group comprise the financial statements of the Company and its subsidiaries. A subsidiary is an entity controlled by the Group. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. Where the Group owns less than 50% of the voting powers of an entity but control the entity by virtue of an agreement with other investors which give it control of the financial and operating policies of the entity it accounts for that entity as a subsidiary.

Where a subsidiary has different accounting policies to the group, adjustments are made to those subsidiary financial statements to apply the Group's accounting policies when preparing the consolidated financial statements.

Any subsidiary undertakings sold or acquired during the year are included up to, or from, the dates of change of control or change of significant influence respectively.

Where control of a subsidiary is lost, the gain or loss is recognised in the consolidated income statement. The cumulative amounts of any exchange differences on translation, recognised in equity, are not included in the gain or loss on disposal and are transferred to retained earnings. The gain or loss also includes amounts included in other comprehensive income that are required to be reclassified to profit or loss but excludes those amounts that are not required to be reclassified. Intragroup assets and liabilities, equity, income, expenses and cash flows relating to intragroup transactions are eliminated on consolidation.

Page 27

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

2.3

Investment in subsidiaries

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Group (or “its subsidiaries”). Control is achieved where the Group has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The results of subsidiaries acquired or disposed of during the year are included in total comprehensive income from the effective date of acquisition and up to the effective date of disposal, as appropriate using accounting policies consistent with those of the parent. All intra-group transactions, balances, income and expenses are eliminated in full on consolidation.

The Company's investments in subsidiaries are accounted for at cost less impairment in the individual financial statements.

2.4

Business combinations

Business combinations are accounted for by applying the purchase method.

The cost of a business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly attributable to the business combination. Where control is achieved in stages the cost is the consideration at the date of each transaction.

Contingent consideration is initially recognised at estimated amount where the consideration is probable and can be measured reliably. Where (i) the contingent consideration is not considered probable or cannot be reliably measured but subsequently becomes probable or measurable or (ii) contingent consideration previously measured is adjusted, the amounts are recognised as an adjustment to the cost of the business combination.

On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Where the fair value of contingent liabilities cannot be reliably measured they are disclosed on the same basis as other contingent liabilities.

Goodwill recognised represents the excess of the fair value and directly attributable costs of the purchase consideration over the fair value to the group's interest in the identifiable net assets, liabilities and contingent liabilities acquired.

On acquisition, goodwill is allocated to cash-generating units that are expected to benefit from the combination.

Goodwill is amortised over its expected useful life of 10 years. Goodwill is assessed for impairment when there are indicators of impairment and any impairment is charged to the income statement.

2.5

Foreign currency

The individual financial statements of each group entity are presented in the currency of the primary economic environment in which the entity operates (its functional currency). For the purpose of the consolidated financial statements, the results and financial position are presented in Sterling (£).

Page 28

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

(a)

Transactions and balances

In preparing the financial statements of the individual entities, transactions in currencies other than the functional currency of the individual entities (foreign currencies) are recognised at the spot rate at the dates of the transactions or at an average rate where this rate approximates the actual rate at the date of the transaction. At the end of each reporting year, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

Exchange differences are recognised in profit or loss in the year in which they arise. However, in the group financial statements exchange differences arising on monetary items that form part of the net investment in a foreign operation are recognised in other comprehensive income and are not reclassified to profit or loss.

(b)

Translation of group companies

For the purpose of presenting consolidated financial statements, the assets and liabilities of the Group's foreign operations are translated from their functional currency to Sterling using the closing exchange rate. Income and expenses are translated using the average rate for the year, unless exchange rates fluctuated significantly during that year, in which case the exchange rates at the dates of the transactions are used.

Exchange differences arising on the translation of group companies are recognised in other comprehensive income and are not reclassified to profit or loss.

2.6

Revenue

Turnover is attributable to the sale of hardware and software, and rendering of security services.

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

The following criteria must also be met before revenue is recognised:

(a)

Sales of hardware and software products are recognised on delivery to the customer.

(b)

Managed security services and service level agreement are licenses on a subscription basis which are deferred and recognised over the period of the subscription.

(c)

Professional IT services relates to post-contract support arrangements and are deferred and recognised on a straight line basis over the period of the agreements and in accordance with the stage of completion of the contract.

These are deferred and recognised over the period of the agreements/subscription and when all of the following conditions below are satisfied:

the Group has transferred the significant risks and rewards of ownership to the buyer;

the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

the amount of revenue can be measured reliably;

it is probable that the Group will receive the consideration due under the transaction; and

Page 29

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

2.6

Revenue (continued)

the costs incurred or to be incurred in respect of the transaction can be measured reliably.

2.7

Operating leases

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.

2.8

Pensions

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group 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 Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.

2.9

Borrowing costs

All borrowing costs are recognised as an expense in profit or loss in the period in which they are incurred.

2.10

Taxation

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 that have been enacted or substantively enacted by the reporting date.

Deferred tax is recognised in respect of all timing differences at the reporting date, except as otherwise indicated.

Deferred tax assets are only 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. If and when all conditions for retaining tax allowances for the cost of a fixed asset have been met, the deferred tax is reversed.

Deferred tax is recognised when income or expenses from a subsidiary or associate have been recognised, and will be assessed for tax in a future period, except where:

the Group is able to control the reversal of the timing difference; and

it is probable that the timing difference will not reverse in the foreseeable future.

A deferred tax liability or asset is recognised for the additional tax that will be paid or avoided in respect of assets and liabilities that are recognised in a business combination. The amount attributed to goodwill is adjusted by the amount of deferred tax recognised.

Page 30

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

2.10

Taxation (continued)

Deferred tax is calculated using the tax rates and laws that that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.

With the exception of changes arising on the initial recognition of a business combination, the tax expense (income) is presented either in profit or loss, other comprehensive income or equity, depending on the transaction that resulted in the tax expense (income).

2.11

Intangible Assets

Goodwill

Goodwill represents the excess of the cost of a business combination over the fair value of the Group's share of the net identifiable assets of the acquired subsidiary at the date of acquisition. Goodwill on acquisitions of subsidiaries is included in ‘intangible assets'. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis over 10 years to the Statement of Comprehensive Income.

Negative Goodwill

Negative goodwill represents the excess of the fair value of the Group's share of the net identifiable assets of the acquired subsidiary over the cost of the business combination at the date of acquisition. Negative goodwill arising on acquisitions of subsidiaries is included separately within ‘intangible assets'. Subsequent to initial recognition, negative goodwill is measured at cost less accumulated amounts released to the Statement of Comprehensive Income. Negative goodwill is released on a straight-line basis over 10 years to the Statement of Comprehensive Income.

Other intangible assets

Intangible assets are initially recognised at cost. At recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed 10 years. Amortisation is provided on the following basis:

Goodwill & Negative Goodwill

over 10 years on a straight-line basis

Development cost

5 – 10 years straight line

Domain names & data lists

over 5 years on a reducing balance basis

Software licenses - 3 – 5 years straight line

2.12

Tangible assets

Tangible fixed assets are measured at 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.

Page 31

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

2.12

Tangible assets (continued)

Depreciation is calculated to write down the cost less estimated residual value of all tangible fixed assets, other than freehold land, over their expected useful lives, using the straight-line method. The rates applicable are:

Computer equipment

20-33.33% straight line

Fixtures and fittings

12.5% straight line

Machinery and other equipment

3-7 years

Leasehold improvements

Over the life of the lease

Land and Building - 5-33 years

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.

2.13

Impairment of assets

At each reporting date fixed assets are reviewed to determine whether there is any indication that those assets have suffered an impairment loss. If there is an indication of possible impairment, the recoverable amount of any affected asset is estimated and compared with its carrying amount. If estimated recoverable amount is lower, the carrying amount is reduced to its estimated recoverable amount, and an impairment loss is recognised immediately in the consolidated statement of comprehensive income.

If an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but not in excess of the amount that would have been determined had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised immediately in the consolidated statement of comprehensive income.

Goodwill does not generate independent cash inflows, and it must therefore be tested for impairment as part of a cash-generating unit (CGU). If impairment is identified in the period, the impairment loss is first allocated to the goodwill within the CGU, then to the other assets of the unit pro rata on the basis of the carrying amount of each of those assets. In doing so, the carrying amount of any asset in a CGU is not reduced below the higher of fair value less costs to sell (where determinable), value in use (where determinable), and zero. Any excess amount of the impairment loss which cannot be allocated to an asset because of the mentioned restriction is allocated to the other assets of the unit pro rata on the basis of the carrying amount of those other assets.

Any impairment losses recognised in respect of goodwill cannot be subsequently reversed, even if the original circumstances giving rise to the impairment cease to apply.

2.14

Debtors

Short term debtors are measured at transaction price, less any impairment. Loans receivables are measured initially at fair value, inclusive of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Page 32

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

2.15

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

In the Statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

2.16

Creditors

Short term trade creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, inclusive of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

2.17

Provisions and contingencies

Provisions

Provisions are recognised when the group has a present obligation (legal or constructive) as a result of a past event, it is probable that the group 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 consideration required to settle the present obligation at the end of the reporting period, 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 using a pre-tax discount rate. The unwinding of the discount is recognised as a finance cost in profit or loss in the period it arises.

Contingencies

Contingent liabilities, arising as a result of past events, are not recognised when (i) it is not probable that there will be an outflow of resources or that the amount cannot be reliably measured at the reporting date or (ii) when the existence will be confirmed by the occurrence or non-occurrence of uncertain future events not wholly within the Company's control. Contingent liabilities are disclosed in the financial statements unless the probability of an outflow is remote.

Contingent assets are not recognised. Contingent assets are disclosed in the financial statements when an inflow of economic benefits is probable.

2.18

Related party transactions

The Group avails of the exemption contained in FRS 102 Section 33 Related Party Disclosures and does not disclose transactions entered into between wholly owned members of the Group. Transactions with entities not wholly Group owned are disclosed in accordance with the accounting standards.

2.19

Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.

Page 33

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

2.20

Financial instruments

The Group only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received.

However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the consolidated statement of comprehensive income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate, which is an approximation of the amount that the group would receive for the asset if it were to be sold at the reporting date.

Financial assets and liabilities are offset and the net amount reported in the consolidated statement of financial position when there is an 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.

Significant judgements and estimates

Preparation of the consolidated financial statements requires management to make significant judgements and estimates. Judgments and estimates are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Actual results may ultimately differ from these estimates.

Page 34

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

Significant judgements and estimates (continued)

Judgements

In the process of applying the Group's accounting policies, management has made the following judgments, apart from those involving estimation, which have the most significant effect on the amounts recognized in the consolidated financial statements:

Determination of realisable amount of deferred tax assets

Deferred tax assets are recognised for unused tax credits to the extent that it is probable that taxable profit will be available against which the losses can be utilized. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based on the likely timing and the level of future taxable profits together with future planning strategies.

Impairment of tangible and intangible assets including Goodwill

The Group performs an impairment review when certain impairment indicators are present. Determining the recoverable amount of tangible and intangible assets requires the Group to make estimates and assumptions that can materially affect the financial statements. Future events could cause the Group to conclude that tangible and intangible assets associated with an acquired business is impaired. Any resulting impairment loss could have a material adverse impact on the financial condition and results of operations.

Estimates and assumptions

Estimating useful lives of tangible and intangible assets

The Group estimates the useful lives of tangible and intangible assets based on the period over which the assets are expected to be available for use. The estimated useful lives of tangible and intangible assets are reviewed periodically and are updated if expectations differ from previous estimates due to physical wear and tear, technical or commercial obsolescence and legal or other limits on the use of the assets. In addition, estimation of the useful lives of tangible and intangible assets is based on collective assessment of industry practice, internal technical evaluation and experience with similar assets. Actual results, however, may vary due to changes in estimates brought about by changes in factors earlier mentioned.

Impairment of debtors

Provisions are made for specific and groups of accounts, where objective evidence of impairment exists. The Group evaluates these accounts based on available facts and circumstances, including, but not limited to, the length of the group's relationship with the customers, the customers' current credit status based on known market forces, average age of accounts, collection experience and historical loss experience.

Impairment of investments

At the end of each financial year, an assessment is made on whether there are indicators that the Company's investments are impaired. Where necessary, the Company's assessments are based on the estimation of the value-in-use of the assets defined in FRS 102 Section 27 Impairment of assets. See Note 16 for the carrying value of the financial assets.

Page 35

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

Analysis of turnover

Group

An analysis of turnover by class of business is given below:

2025

2024*

Cybersecurity Technology and Services

134,741,577

106,538,356

An analysis of turnover by country of destination:

2025

2024

Republic of Ireland

44,376,084

38,272,316

Europe

59,510,841

62,937,182

30,854,652

5,328,858

Rest of World

106,538,356

134,741,577

Other operating income

2025

2024

Other operating income

1,101,897

370,470

Supplier rebates received

–

97,011

225

10,064

Gain on disposal of fixed assets

477,545

1,102,122

Auditor's remuneration

2025

2024

Fees payable to the Company's auditor for the audit of the

parent company and consolidated financial statements

78,000

62,500

Fees payable to the Company's auditor and its associates

for other services:

Audit of the financial statements of subsidiaries

321,625

317,525

Taxation compliance services

3,654

2,269

Other assurance services

10,375

5,500

111,900

516,274

Other non-audit services

525,554

904,068

*Restated – Refer to Note 26

Page 36

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

Loss before taxation

Group

Operating loss is stated after charging:

2025

2024

Directors' remuneration

2,807,089

1,811,816

Grant income

–

Operating lease expense

1,440,156

1,413,151

Depreciation

784,086

503,287

Exchange differences

1,620,412

773,593

Amortisation of intangible assets

14,263,479

11,138,054

Employee costs

Group

The aggregate payroll costs of the above were:

2025

2024

Wages and salaries

37,523,745

25,060,507

Employer's PRSI

5,765,099

3,287,203

1,855,714

936,060

Cost of defined contribution scheme

29,283,770

45,144,558

Group

The average number of staff employed by the Group during the financial year amounted to:

2025

2024

No.

Sales

152

107

Human resources

Administration and finance

Marketing

Technical

388

244

438

653

Page 37

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

Directors' remuneration

Group

The directors' aggregate remuneration in respect of qualifying services were:

2025

2024

Directors' remuneration

2,774,657

1,802,383

Cost of defined contribution scheme

32,432

9,433

2,807,089

1,811,816

10.

Pension costs

The Group operates a defined contribution pension scheme for its employees and directors. The contribution charged to the profit and loss account for the year was £1,855,714 (2024: £936,060). At the year-end date there were amounts payable of £61,578 (2024: £81,968).

11.

Interest payable and similar charges

Group

2025

2024

On loan notes and senior debt

20,529,109

15,837,740

Other interest payable

203,937

157,472

20,733,046

15,995,212

Page 38

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

12.

Taxation on loss

Group

Analysis of charge in the financial year

Current tax:

2025

2024

In respect of the financial year:

Irish Corporation tax based on the results for the financial year at 12.5% (2024: 12.5%)

266,148

63,334

UK corporation tax based on the results for the financial year at 19% (2024: 25%)

60,152

54,390

Foreign subsidiaries corporation tax based on the results for the financial year

620,940

100,392

218,116

Total current tax

947,240

2025

2024

Deferred tax:

Origination of timing differences (Note 20)

(189,650)

(32,394)

Tax credit on loss

(189,650)

(32,394)

Page 39

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

12.

Taxation on loss (continued)

(b) Factors affecting current tax charge

The tax assessed on the loss for the year is higher than (2024: higher than) the standard rate of corporation tax in the United Kingdom of 25% (2024: 25%):

2025

2024*

Loss before taxation

(24,430,006)

(21,849,815)

Loss by rate of tax at 25% (2025: 25%)

(6,107,502)

(5,462,454)

Effects of:

3,281,908

Depreciation/amortisation in excess of capital allowances

2,614,154

2,439,208

Expenses not deductible for tax purposes

1,293,170

30,649

Other timing differences

(23,201)

Income taxed at higher rate

6,357

(51,092)

Tax deducted at source

(69,737)

189,650

Deferred taxes (Note 20)

32,394

274,097

Unrelieved Losses forward

20,676

1,100,278

Group relief surrendered under TCA 97 s420

1,814,459

(3,556)

–

Non-taxable income

9,917

–

Withholding tax

125

–

Close Company surcharge under TCA 1997 s440

–

Prior year tax adjustment

(5,225)

(406,131)

Impact of different tax rate on foreign subsidiaries

(34,871)

757,590

Total tax charge for the year

185,722

13.

Total comprehensive loss attributable to the owners of the parent company

The total comprehensive loss attributable to the owners of the parent company is £21,910,961 (2024: £23,243,361).

Page 40

*Restated – Refer to Note 26

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

14.

Intangible fixed assets

Group

Domain names &

Negative Goodwill

Software licences

Development costs

Goodwill

data list

Total

Cost

At 1 January 2025

130,517,150

–

372,312

538,655

446,241

131,874,358

Additions

18,817,138

(25,483)

9,494

435,973

1,530,007

20,767,129

At 31 December 2025

149,334,288

(25,483)

381,806

974,628

1,976,248

152,641,487

Accumulated amortisation

At 1 January 2025

29,606,287

–

343,746

301,092

198,588

30,449,713

Charge for the year

13,574,506

(234)

20,523

456,940

211,744

14,263,479

39,406

–

(4,510)

(15,702)

19,229

Foreign exchange

At 31 December 2025

43,220,199

(234)

364,304

753,522

394,630

44,732,421

Net book value

At 31 December 2025

106,114,089

(25,249)

17,502

221,106

1,581,618

107,909,066

At 31 December 2024

100,910,863

237,563

–

28,566

247,653

101,424,645

The amortisation charge for intangible fixed assets is included in administrative expenses. Goodwill and negative goodwill arise on the acquisition of subsidiaries and are recognised as the difference between the consideration transferred and the fair value of the identifiable net assets acquired at the acquisition date.

During the year, the Group completed a number of business combinations, details of which are set out in Note 24. In addition, goodwill increased following the reassessment of contingent consideration relating to the prior year acquisition of Integrity360 Proprietary Limited (previously known as NClose). The reassessment was based on the final determination of the earn-out arrangements in accordance with the terms of the Share Purchase Agreement and resulted in an increase in acquisition consideration of £1,983,326, with a corresponding increase in goodwill.

Page 41

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

15.

Tangible fixed assets

Group

Machinery, and other

Fixtures and

Leasehold

Computer equipment

Land & Buildings

fittings

equipment

Improvements

Total

Cost

At 1 January 2025

2,008,351

5,041,723

679,151

433,909

–

8,163,134

Arising on acquisition

67,590

118,159

16,796

71,168

286,547

560,260

Additions

226,894

768,935

–

54,489

21,770

1,072,088

Disposals

–

(11,961)

–

(479)

–

(12,440)

At 31 December 2025

2,302,835

5,916,856

695,947

559,087

308,317

9,783,042

Accumulated depreciation

At 1 January 2025

1,063,368

4,314,379

409,397

305,238

–

6,092,382

Arising on acquisition

21,952

76,166

11,844

116,258

226,221

Charge for the year

195,335

445,878

82,325

34,876

25,672

784,086

Disposals

–

(11,357)

–

(11,357)

Foreign exchange

(47,348)

48,697

(12,453)

756

1,167

(9,181)

At 31 December 2025

1,233,307

4,873,763

491,113

340,871

143,097

7,082,151

Net book value

At 31 December 2025

1,069,528

1,043,093

204,834

218,216

165,220

2,700,891

At 31 December 2024

944,983

727,344

269,754

128,671

2,070,752

Page 42

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

16.

Investments

Company

Investments

in subsidiary company

Cost

At 1 January 2025

304,054

At 31 December 2025

304,054

Provision for diminution in value

At 1 January 2025

30,712

At 31 December 2025

30,712

Net book value

At 31 December 2025

273,342

At 31 December 2024

273,342

None of the shares in subsidiary undertakings are listed on a recognised stock exchange. In the opinion of the directors, the investments are worth at least the amounts at which they are stated in the statement of financial position. Refer to note below for further details of investments in subsidiary undertakings.

Subsidiary undertakings

Company

Nature of business

Share class held

Percentage shareholding

Milo Midco 1 Limited

Holding Company

Ordinary

100%

Milo Finco Limited

Holding Company

Ordinary

100%

I360 Cyber Limited

Holding Company

Ordinary

100%

Milo Bidco (Ire) Limited*

Holding Company

Ordinary

100%

Integrity360 Limited (Ireland)*

Cyber Security

Ordinary/

100%

A Ordinary/

B Ordinary /

C Ordinary

Gleelation UK Limited

Cyber Security

Ordinary

100%

Blend IT Group Limited

Holding Company

Ordinary

100%

Gleelation Investments Limited (UK)

Holding Company

Ordinary

100%

Metadigm Limited

Dormant

Ordinary

100%

Caretower Limited

Dormant

Ordinary

100%

Milo Bidco UK Limited

Holding Company

Ordinary A

100%

Ordinary/

B Ordinary/

Euro

preference

Page 43

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

16.

Investments (Continued)

Subsidiary undertakings (continued)

Company

Nature of business

Share class held

Percentage shareholding

Integrity360 Limited (UK)

Cyber Security

Ordinary

100%

Integrity360 Europe Limited*

Cyber Security

Ordinary

100%

Integrity360 Schweiz AG

Cyber Security

Ordinary

100%

(Switzerland)

Integrity360 AG (Germany)

Cyber Security

Ordinary

100%

Integrity360 Proprietary Limited

Cyber Security

Ordinary

100%

(South Africa)

Integrity360 APS (Denmark)

Cyber Security

Ordinary

100%

Integrity360 AB (Sweden)

Cyber Security

Ordinary

100%

Integrity360 International Holdco

Holding Company

Ordinary

100%

Limited (UK)

Integrity360 International

Cyber Security

Ordinary

100%

Proprietary Limited (South Africa)

Integrity360 International Limited

Cyber Security

Ordinary

100%

(UK)

Integrity360 Limited (Kenya)

Cyber Security

Ordinary

100%

Integrity360 UAB (Lithuania)

Cyber Security

Ordinary

100%

Integrity360 Ciberseguridad SL

Cyber Security

Ordinary

100%

(Spain)

Integrity360 LLC (Ukraine)

Cyber Security

Ordinary

100%

Integrity360 SRL (Italy)

Cyber Security

Ordinary

100%

Integrity360 Inc. (USA)

Cyber Security

Ordinary

100%

Integrity360 IT Security RO SRL

Cyber Security

Ordinary

100%

(Romania)

Integrity360 Europe EOOD

Cyber Security

Ordinary

100%

(Bulgaria)

Integrity360 Cyber Academy NPC

Not for Profit

–%

(South Africa)

Saxon Holdco Limited (UK)

Holding Company

Ordinary

100%

Redshift Cyber Security Tanzania

Cyber Security

Ordinary

100%

Limited (Tanzania)

Integrity360 SA Holdings

Holding Company

Ordinary

100%

(South Africa)

Redshift Cybersecurity Proprietary

Cyber Security

Ordinary

100%

Limited (South Africa)

Redshift Academy Proprietary

Cyber Security

Ordinary

100%

Limited (South Africa)

Ruby Holdco (PTY) Ltd (South Africa)

Holding Company

Ordinary

100%

Advantus Three Sixty Inc. (Canada)

Holding Company

Ordinary

100%

Cresco Cybersecurity BV (Belgium)

Cyber Security

Ordinary

100%

Cresco Cybersecurity SAS (France)

Cyber Security

Ordinary

100%

Holiseum SAS (France)

Cyber Security

Ordinary

100%

Page 44

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

16.

Investments (Continued)

All of the subsidiary companies are incorporated and registered in the United Kingdom unless denoted with a *; these entities are incorporated and registered in the Republic of Ireland. Other entities state the country of incorporation following the name of the entity.

The registered office of all UK group companies is 11 Ironmonger Lane, London, EC2V 8EY, United Kingdom, unless: Denoted with a *; these entities have the following registered office address: Termini, 3 Arkle Road, Sandyford Business Park, Sandyford, Dublin 18.

17.

Debtors

Group

Company

Group

2025

2024*

2025

2024

Due within one year

Trade debtors

27,729,662

28,124,802

–

Other debtors

337,805

174,561

–

Prepayments and accrued income

5,997,196

24,811,650

37,009

8,498

Corporation tax recoverable

1,124,712

1,672,830

–

Advances to suppliers

814

773

–

35,190,189

37,009

8,498

54,784,616

18.

Cash at bank

Group

2025

2024

Cash at bank

20,883,693

16,766,847

Less: bank overdrafts (Note 19)

(3,032,633)

(3,791,269)

17,851,060

12,975,578

Page 45

*Restated – Refer to Note 26

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

19.

Creditors

Group

Company

2025

2024*

2025

2024

Due within one year

Trade creditors

23,987,552

20,977,196

–

Bank overdraft

3,032,633

3,791,269

–

Interest payable on loan notes

4,462,065

2,133,700

–

PAYE/PRSI liability

2,032,565

418,196

–

VAT liability

2,566,152

2,051,677

–

Accruals

7,608,891

10,451,727

113,000

90,000

Deferred income

15,820,070

33,799,750

–

Finance lease

6,025

11,767

–

Deferred consideration

8,235,728

3,487,674

–

Short term loans

38,607

21,321

–

Other creditors

2,441,565

3,708,600

–

Amounts owed to group companies

567,076

260,270

–

70,231,853

80,852,877

680,076

350,270

Trade creditors and obligations are payable at various dates over the coming months in accordance with the suppliers' usual and customary credit terms.

Included in accruals is an amount of £173,284 which is the amount provided for the settlement of

employment cases in which the Group is named and associated legal costs that existed as at 31 December 2025. Amounts are expected to be paid within the subsequent 12-month period.

Group

2025

2024

Due in more than one year

Loans

Series A Loan Notes

65,986,202

58,344,505

Series B Loan Notes

8,779,771

7,762,932

PIK Notes

26,572,272

22,760,086

Revolving Facility

8,726,000

843,788

Unitranche Facility

10,471,200

10,178,780

Accordion and Acquisition Facility

67,711,830

57,514,851

Other non-current loans

33,657

53,305

Deferred consideration

2,226,172

1,996,139

Finance lease

5,970

5,561

190,513,074

159,459,947

Page 46

*Restated – Refer to Note 26

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

19.

Creditors (continued)

Due in more than one year (continued)

The Group has entered into various loan agreements with two lenders with differing interest rates, repayment dates and terms are as follows:

Series A Loan Notes

The loan notes and accumulated interest is repayable in 2029. The loan amount carries a fixed interest of 12.5%.

Series B Loan Notes

The loan and accumulated interest is repayable in 2029. The loan amount carries a fixed interest of 12.5%. This includes management loan repayable to directors at £8,727,136 (2024: £7,716,422) (Note 24).

PIK Notes

The loan amount and accumulated interest are unsecured, interest-bearing at 10.5% to 12.5% of fixed interest, and are repayable on or before 30 September 2028. Also, the Group has a loan that carries an interest rate of 10.5% plus Euribor rates per annum and is repayable in 2028.

Unitranche and Revolving facility

The loan amount is repayable in 2028. The Revolving Facility bears interest at a rate of 7.25% plus the applicable index rate. The Unitranche Facility bears interest at rates ranging from 9.0% to 11.37%, depending on the applicable terms of the facility.

Accordion and Acquisition facility

The loan amount is repayable in 2028. The interest rate is calculated based on net leverage and ranges from 9.00%-11.60%.

As at year end, RBS Invoice Finance Limited held a registered charge covering all the property and undertakings of Integrity360 Limited (UK).

As at year end, Glas Trust Corporation Limited held a registered charge covering all the property and undertaking of Milo Finco Limited including I360 Cyber Ltd, Milo Bidco IRE Limited, Integrity360 Limited (Ireland), Integrity360 Europe Limited and Gleelation UK Limited.

On 13 May 2025, Glas Trust Corporation Limited held a registered charge covering all the property and undertakings of Milo Finco Limited including I360 Cyber Ltd, Milo Bidco (Ire) Limited, Integrity360 Limited (Ireland), Gleelation UK Limited, Milo Bidco UK Limited, Integrity360 Limited (UK), Integrity360 International Holdco Limited and Integrity360 International Limited, to include fixed and floating charges over each of their assets.

Contract liabilities refer to the contingent consideration in relation to the Group's acquisition of

businesses during the year which shall be paid in 2026 and 2027.

Page 47

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

20.

Deferred taxation

Group

The deferred taxation balance is made up as follows:

Deferred tax asset

2025

2024

Opening balance

983,624

54,382

Prior year adjustment

149,576

–

Arising from acquisition

–

935,225

Credited to profit or loss in period/year

(317,588)

(7,023)

Foreign exchange

38,743

1,040

854,355

983,624

Deferred tax liability

2025

2024

Opening balance

561,180

–

Prior year adjustment

114,069

–

Arising from acquisition

–

599,463

Credited to profit or loss in period/year

(507,238)

(39,417)

Foreign exchange

5,290

1,134

173,301

561,180

The major components of the deferred tax asset and liability balance are as follows:

2025

2024

Deferred tax asset

Tax loss carried forward

75,278

42,723

Employee obligation

37,712

51,985

Income received in advance

587,098

589,659

Accrued expenses

78,922

154,593

Phantom share provision

53,070

81,623

Bad debts provision

22,195

54,853

Unrealized exchange loss

–

8,105

Others

854,355

983,624

Page 48

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

20.

Deferred taxation (continued)

2025

2024

Deferred tax liability

Prepayments

114,069

561,180

Employee obligation

59,232

–

173,301

561,180

21.

Commitments under operating leases

Group

2025

2024

Within 1 year

1,473,356

1,348,156

Between 2 and 5 years

3,839,619

4,885,324

After more than 5 years

4,302,403

5,744,569

9,615,378

11,978,049

22.

Share capital

Issued and presented as equity of the Company:

2025

2024

No.

338,017 A Ordinary shares of £0.01

each

338,017

3,380

338,017

3,380

161,983 B Ordinary shares of £0.01

each

161,983

1,620

161,983

1,620

500,000

5,000

500,000

5,000

1A Ordinary share of £0.01 was issued on incorporation for the initial capitalisation of the Company, for a consideration of £1.

On 21 June 2021, 338,016 A Ordinary shares of £0.01 each were issued to provide for the further capitalisation of the Company, for a consideration of £338,616.

On 21 June 2021, 161,983 B Ordinary shares of £0.01 each were issued to provide for the further capitalisation of the Company, for a consideration of £161,983.

Page 49

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

22.

Share capital (continued)

The holders of Ordinary A and B shares shall have the right to receive notice of, attend, speak and

vote at any general meeting of the Company and each holder of the A and B Ordinary shares shall have one vote. The shares all rank pari passu as respect to dividend distributions and are distributed amongst the holders of A Ordinary and B Ordinary shares as if the same constituted one class of share. The shares are non-redeemable.

23.

Reserves

Share premium

The share premium reserve represents the premium on issue of the ordinary shares.

Foreign exchange translation reserve

The foreign exchange translation reserve comprises translation differences arising from the translation of financial statements of the Group's foreign entities into Sterling (£).

Profit and loss account

The profit and loss account includes all current and prior period retained profits and losses, net of transfers to/from other reserves and dividends paid.

24.

Business combination

On 19 March 2025, the Group acquired 100% of the issued share capital of Holiseum SAS, a France-registered cybersecurity consultancy specialising in Governance, Risk and Compliance ("GRC"), Offensive Security and Managed Security Services.

On 26 November 2025, the Group acquired 100% of the issued share capital of Redshift Cyber Security Proprietary Limited, a South African cybersecurity company based in Johannesburg with subsidiary operating in South Africa and Tanzania. The acquisition further strengthened the Group's presence in South Africa and expanded its cybersecurity services offering within the region.

On 18 December 2025, the Group acquired 100% of the issued share capital of Cresco Cybersecurity BV, a Belgium-registered cybersecurity company with operations across the Benelux region and a subsidiary in France. Cresco provides a range of cybersecurity services, including advisory, integration and managed security solutions.

On 23 December 2025, the Group acquired 100% of the issued share capital of Exact Networks Inc. and AIS Plexus Technologies Inc., Canadian companies providing managed IT and cybersecurity services. Advantus Three Sixty Inc., a subsidiary of the acquired group, was subsequently amalgamated with the acquired entities, with Advantus Three Sixty Inc. remaining as the surviving legal entity. The acquisition represented the Group's first North American acquisition and expanded the Group's geographical footprint into Canada.

Page 50

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

24.

Business combination (continued)

Goodwill is primarily related to growth expectations, expected future profitability, the substantial skill and expertise of the acquiree's workforce and expected cost synergies. The recognized amounts of identifiable assets acquired, and liabilities assumed:

Holiseum

Redshift

Cresco Group

SAS

South Africa

Tanzania

Advantus360

Total

Fixed assets

83,025

157,607

–

174,198

14,334

429,164

Tangible and intangible assets

83,025

157,607

–

174,198

14,334

429,164

Current assets

1,979,972

518,207

40,747

1,031,940

1,510,994

5,081,860

Cash and cash equivalents

673,589

207,092

17,374

479,586

265,349

1,642,990

Debtors

1,216,338

311,115

23,373

552,354

1,245,645

3,348,825

90,045

–

Stock

Total assets

675,814

40,747

1,206,138

1,525,328

5,511,024

2,062,997

Current liabilities

2,701,553

82,368

10,852

397,196

1,010,035

4,202,004

Trade creditors

544,669

–

624

147,229

533,918

1,226,440

Accruals and deferred income

1,032,457

–

169,133

385,866

1,587,456

1,124,427

80,834

1,388,108

Other liabilities

82,368

10,228

90,251

Total liabilities

2,701,553

82,368

10,852

397,196

1,010,035

4,202,004

Total identifiable net assets

(638,556)

593,446

29,895

808,942

515,293

1,309,020

Goodwill

5,984,963

310,158

(25,483)

5,377,804

5,066,997

16,714,439

Total assets acquired and

6,186,746

purchase consideration

5,346,407

903,604

4,412

5,582,290

18,023,459

Page 51

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

25.

Related party transactions

The Group has availed of the exemption under section 33.1a of FRS 102 not to disclose transactions with other group companies. There were no other related party transactions requiring disclosure per section 33 of FRS 102.

During the year, rent paid to a director of the Company amounted to £Nil (2024: £181,176).

Loan notes due to directors of the Company amounted to a total of £8,727,136 (2024: £7,716,422) (including an interest amount of £3,731,166 (2024: £2,720,452). The loan notes are repayable in 2029 and are subject to a fixed interest rate of 12.5%.

26.

Prior year adjustment

During the year, the Group undertook a review of historical accrued and deferred revenue balances relating primarily to contracts completed in prior periods. The review identified a number of historical balances arising from legacy data integration, reconciliation and posting differences which had not been fully cleared in the relevant reporting periods.

As the underlying contracts had been completed and no further transactions or contractual obligations were expected in respect of these balances, management determined that the balances did not represent valid assets or liabilities of the Group and should therefore be corrected.

As the identified matters related to prior periods, the comparative figures for the year ended 31 December 2024 have been restated to correct the prior-period errors. The impact of the restatement on the relevant financial statement line items is set out below.

As reported

Adjustment

Restated

2024

Consolidated Statement of Comprehensive Income

Turnover

106,303,677

234,679

106,538,356

Cost of Sales

(69,727,045)

–

Gross Profit

36,576,632

234,679

36,811,311

Administrative expenses

(31,638,420)

–

(31,638,420)

Amortisation and depreciation expense

(11,641,341)

–

(11,641,341)

Other operating income

477,545

–

477,545

Loss before interest

(6,225,584)

234,679

(5,990,905)

Interest receivable and similar income

136,302

–

136,302

Interest payable and similar charges

(15,995,212)

–

(15,995,212)

Loss before taxation

(22,084,494)

234,679

(21,849,815)

Tax charge

(185,722)

-185,722

–

Loss for the year

(22,270,216)

234,679

(22,035,537)

Other comprehensive losses

Other comprehensive loss

(1,234,580)

(1,207,824)

26,756

Total comprehensive loss for the financial year

(23,504,796)

261,435

(23,243,361)

Page 52

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

26.

Prior year adjustment (continued)

As reported

Adjustment

Restated

2024

Consolidated Statement of Financial Position

Fixed Assets

Tangible assets

2,070,752

–

2,070,752

Intangible assets

101,424,645

–

101,424,645

Financial assets

28,438

–

28,438

Deferred tax asset

983,624

–

983,624

Other long-term receivables

18,050

–

18,050

104,525,509

Current assets

Debtors: amounts falling due within one year

58,839,023

(4,054,407)

54,784,616

Cash and cash equivalents

16,766,847

–

16,766,847

75,605,870

(4,054,407)

71,551,463

Creditors

Creditors: amounts falling due within one year

83,983,405

80,852,877

(3,130,528)

Net current liabilities

(8,377,535)

(923,879)

(9,301,414)

Total assets less current liabilities

96,147,974

(923,879)

95,224,095

Creditors

Creditors: amounts due after more than

one year

159,459,947

–

159,459,947

Deferred tax liability

561,180

–

561,180

Net liabilities

(63,873,153)

(923,879)

(64,797,032)

Capital and reserves

Called up share capital

5,000

–

5,000

Share premium

495,000

–

495,000

Foreign exchange reserves

1,203,015

(26,756)

1,176,259

Profit and loss account

(65,576,168)

(66,473,291)

(897,123)

Shareholders' deficit

(63,873,153)

(64,797,032)

(923,879)

Consolidated Statement of Changes in Equity

At 1 January 2024

(43,305,952)

–

(43,305,952)

Impact of correction

–

(1,131,802)

Profit for the year

(22,270,216)

234,679

(22,035,537)

At 1 January 2025

(65,576,168)

(897,123)

(66,473,291)

Page 53

Milo Topco Limited and subsidiaries

Notes to the Financial Statements

For the year ended 31 December 2025

27.

Events since the end of the financial year

Company

There have been no significant events which would result in a significant adjustment to the Company's financial statements.

Group

There have been no other significant events which would result in a significant adjustment to these financial statements.

28.

Controlling party

The Company's ultimate controlling party is August Equity Partners V General Partner LLP, incorporated in the United Kingdom.

29.

Approval of the financial statements

The financial statements were approved by the board of directors on 27 October 2026

Page 54