DISGUISE SYSTEMS LIMITED

• ⚠

  Material uncertainty over going concern

  The Group is therefore dependent on those banking facilities not being called for immediate repayment, which is not guaranteed. This indicates the existence of a material uncertainty which may cast significant doubt over the Company's ability to continue as a going concern, and therefore it may not be able to realise its assets and discharge its liabilities in the ordinary course of business.

Values shown as filed in the company's annual accounts. — indicates the figure wasn't present under that line item in that period. About these numbers

• Turnover

  -1.9%

  £49,094,613 → £48,144,604

• Cash

  +31.3%

  £3,657,369 → £4,802,053

  highest in 3 filed years

• Net assets

  +144.6%

  £2,882,810 → £7,050,596

  highest in 3 filed years

• Employees

  —

  Not reported

• Operating profit

  +49.3%

  £3,394,370 → £5,068,540

• Profit before tax

  +55.6%

  £3,085,479 → £4,800,571

  highest in 3 filed years

Each % is (latest − prior) ÷ |prior| for the line item as filed. The comparison is only shown when the latest and prior accounts cover broadly equal-length periods — short or long stubs (typical around incorporation or a year-end change) are suppressed rather than misrepresented. Lines a company doesn't report are omitted. About these numbers

Margins divide P&L lines by turnover. Gearing is liabilities over total assets. Current ratio is current assets over creditors falling due within one year. Interest cover is operating profit over absolute finance costs. Sector-distribution context coming next.

1. DISGUISE SYSTEMS LIMITED 2017-11-24 → present
2. D3 SYSTEMS LIMITED 2016-01-06 → 2017-11-24
3. D3 INNOVATION LIMITED 2015-12-09 → 2016-01-06

Accounting basis

FRS 102

Reporting scope

Standalone (parent only)

Auditor

BDO LLP

Audit opinion

Unqualified (clean)

Going concern

Material uncertainty disclosed

“The Group is therefore dependent on those banking facilities not being called for immediate repayment, which is not guaranteed. This indicates the existence of a material uncertainty which may cast significant doubt over the Company's ability to continue as a going concern, and therefore it may not be able to realise its assets and discharge its liabilities in the ordinary course of business.”

Group structure

1. DISGUISE SYSTEMS LIMITED · parent
   1. Disguise Systems (APAC) Limited 100% · Hong Kong
   2. Disguise Systems Inc. 100% · United States of America
   3. Disguise Systems (China) Limited 100% · China
   4. Disguise EMEA Limited 100% · United Kingdom
   5. Disguise Spain, Sociedad Limitada 100% · Spain
   6. Disguise Systems Canada Inc 100% · Canada
   7. Disguise New Zealand Limited 100% · New Zealand
   8. Disguise Korea Limited 100% · Korea
   9. Disguise Japan GK 100% · Japan
   10. Previz LLC 100% · United States of America
   11. Disguise Systems Singapore Pte. Limited 100% · Singapore
   12. Polygon Labs LLC 100% · United States of America
   13. Meptik LLC 100% · United States of America

Significant events

• “On 30 September 2025, the Group breached both the Adjusted Leverage and Interest Cover Covenants. The Group entered into negotiations with Santander UK PLC (the "Senior Lender") requesting a waiver to remedy the breaches.”
• “The Group is also forecasting to breach the interest cover again at the Q4 Covenant reporting date 31 December 2025 and is in further discussions with Santander UK PLC on options to remedy.”
• “During the year this company [Disguise New Zealand Limited] was placed into liquidation.”

Auditor, going-concern and subsidiary information is drawn from the narrative of the latest annual accounts. About these numbers

Filings

2

last 12 months

Capital events

0

last 24 months

Officers appointed

0

last 12 months

Officers resigned

0

last 12 months

Direct counts from the register. No score, no rating — see the Filing timeline for the underlying events.