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USCOM LIMITED Interim / Quarterly Report 2026

Feb 26, 2026

65979_rns_2026-02-26_3dcb0366-9d53-48c3-8d5c-cc5e8a08fb1e.pdf

Interim / Quarterly Report

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ASX Media Release

Uscom Limited and its controlled entities

ABN 35 091 028 090

ASX Appendix 4D Half yearly report – 31 December 2025

Contents

Results for announcement to the market 1
Disposal of subsidiaries 1
Dividends per share 1
Net Tangible Assets per ordinary share 1
Status of review 2
Financial highlights 2
Director report 3
Auditor independent declaration 4
Half yearly report 5-14
Director declaration 15
Independent auditor’s review report 16

Uscom Limited (ABN 35 091 028 090) Suite 2, Level 8, 66 Clarence Street, Sydney, NSW, 2000, Australia T: +612 9247 4144 E: [email protected] W: www.uscom.com.au

ASX Media Release

Reporting period ended: Previous corresponding reporting period:

31 December 2025 31 December 2024

Results for announcement to the market

Revenues and Other Income down 38% to $1,174,155
Attributable to Continuing Operations down 19% to $693,513
Attributable to Discontinuing Operations down 53% to $480,642
Loss after tax attributable to members up 29% to $1,531,820
Attributable to Continuing Operations up 27% to $865,005
Attributable to Discontinuing Operations up 31% to $666,815
Gain on disposal of business up N/A to $2,353,063
Net gain for the period attributable to members up 169% to $821,243

Revenue and Other Income decreased by 38% compared to the previous corresponding period, primarily due to the disposal of the Company’s international subsidiaries on 30 November 2025 and the cessation of overseas operations.

The net profit of $821,243 for the period was mainly attributable to the gain on disposal of subsidiaries of $2,353,063. Excluding this gain, the Company recorded an operating loss reflecting reduced trading activity and ongoing corporate costs.

Following the disposal, the Company ceased trading activities and the financial report has been prepared on a basis other than going concern, as disclosed in Note 1 of the report.

Disposal of subsidiaries

During the half-year period 31 December 2025, the Group completed the sales of all subsidiaries for total consideration of $2,591,000. The disposal resulted in a pre-tax gain of $2,353,063.

Details of subsidiaries:

Name of entity Ownership %
31 Dec 2025
Ownership %
31 Dec 2024
Uscom Australia PtyLtd - 100%
Uscom Inc. - 100%
Uscom Medical Ltd - 100%
Uscom Kft - 100%
BeijingUscom ConsultingCo. Ltd - 100%
Uscom SNG Pte. Ltd - 100%
BeijingUscom MedTech Co. Ltd - 100%

Dividends per share

It is not proposed to pay a dividend.

Net Tangible Asset per ordinary share

31 December 2025 31 December 2024
NTA backing 0.1c 0.8c

Uscom 2026 Half Yearly Report

Appendix 4D Page 1

ASX Media Release

Status of review

The consolidated entity’s Half-Yearly Report contains an independent review report that is not subject to an unmodified conclusion.

Financial highlights Financial highlights
Revenue and other income $1,174,155
Gain on disposal of business $2,353,063
Net Gain $821,243
Sales revenue $803,448
Net operating cash outflow $1,291,557
Net decrease in cash held $964,785
Cash held at end of the period $1,872

Uscom 2026 Half Yearly Report

Appendix 4D Page 1

Appendix 4D Half Yearly Report

Interim Financial Report

DIRECTORS’ REPORT

Your directors present the financial report of Uscom Ltd and its controlled entities (referred to hereafter as the ‘Company’ or ‘Consolidated Entity’) for the half-year ended 31 December 2025.

Directors

The names of directors who held office during the whole of the half-year and up to the date of this report are:

Prof Rob Phillips

Mr Christian Bernecker

Mr Brett Crowley

Mr Xianhui Meng

Summary

Uscom Limited H1 FY26 results represent the accounts from 1st July to the 31st December. Within this period, Uscom continued trading from the 1st July to the 30th November, while from December 1st to December 31st was a period for completion of the transactions of assets approved by Uscom shareholders on the 7th November. The transaction included the sale of all Uscom Limited subsidiaries for a consideration of $2,591,000 and was recognised in a pre-tax gain to Uscom Limited of $2,353,063 in the current auditor reviewed accounts.

Following disposal of its main business undertaking, Uscom Limited remains listed but is suspended from trading. However, the objective is to have the ASX lift the suspension once the relevant ASX Listing Rules are met with an ambition to ultimately acquire a viable business of similar nature so continuity of operations are preserved. All current shareholdings will be preserved in Uscom Limited with shareholders offered the opportunity to dispose of their holdings, retain their holdings or increase their holdings.

Management is continuing to seek a suitable acquisition to match management’s commercial aspirations and shareholder expectations.

A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 5.

This report is made in accordance with a resolution of directors made pursuant to section 306(3) of the Corporations Act 2001.

On behalf of the Directors

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Professor Rob Phillips Chairman Sydney, 27 February 2026

Uscom 2026 Half Yearly Report

Appendix 4D Page 3

Parkline Place Level 25, 252 Pitt Street Sydney NSW 2000 Australia

Tel: +61 2 9251 4100 Fax: +61 2 9240 9821 www.bdo.com.au

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DECLARATION OF INDEPENDENCE BY TINA HAN TO THE DIRECTORS OF USCOM LIMITED

As lead auditor for the review of Uscom Limited for the half-year ended 31 December 2025, I declare that, to the best of my knowledge and belief, there have been:

  1. No contraventions of the auditor independence requirements of the Corporations Act 2001 relation to the review; and

  2. No contraventions of any applicable code of professional conduct in relation to the review.

This declaration is in respect of Uscom Limited and the entities it controlled during the period.

==> picture [73 x 52] intentionally omitted <==

Tina Han Director

BDO Audit Pty Ltd

Sydney 27 February 2026

BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.

Appendix 4D Interim Financial Report Half Yearly Report

Uscom Limited and its controlled entities

Consolidated statement of profit or loss and other comprehensive income for the half year ended 31 December 2025

Continuing operations
31 Dec 2025 31 Dec 2024
Note $ $
Revenue and other income 2 693,513 859,958
Gain on disposal of business 4 2,353,063 -
Raw materials and consumables used (100,599) (95,145)
Expenses from continuingactivities 2 (1,457,919) (1,444,213)
Profit / (Loss) before income tax from continuing operations 1,488,058 (679,400)
Income tax expense - -
Profit / (Loss) after income tax from continuing operations 1,488,058 (679,400)
Discontinued operations
Loss after tax for theyear from discontinued operations 3 (666,815) (509,195)
Profit/ (Loss) for theyear 821,243 (1,188,595)
Other comprehensive loss
Items that reclassified subsequently to profit or loss
Foreign currencytranslation difference for foreign operations (241,845) (49,560)
Other comprehensive loss for the period (241,845) (49,560)
Total comprehensive Profit/ (loss) for the period 579,398 (1,238,155)
Attributable to:
Owners of the Company 579,398 (1,238,155)
Total comprehensive Profit / (loss) for the period 579,398 (1,238,155)
Earnings per share (EPS)
Basic Earnings / (loss) per share (cents per share) 0.4 (0.7)
From continuing operations 0.8 (0.4)
From discontinued operations (0.4) (0.3)
Diluted Earnings/ (loss) per share (cents per share) 0.4 (0.7)
From continuing operations 0.8 (0.4)
From discontinued operations (0.4) (0.3)

This Consolidated statement of profit or loss and other comprehensive income is to be read in conjunction with the annual financial report for the year ended 30 June 2025 and the attached notes.

Uscom 2026 Half Yearly Report

Appendix 4D Page 5

Appendix 4D Interim Financial Report Half Yearly Report

Uscom Limited and its controlled entities Consolidated statement of financial position as at 31 December 2025

31 Dec 2025 30 Jun 2025
Note $ $
Current assets
Cash and cash equivalents 1,872 966,657
Trade and other receivables 68,445 424,263
Inventories - 804,481
Tax assets 190,571 454,935
Loan to Uscom Australia PtyLtd 6 200,000 -
Total current assets 460,888 2,650,336
Non-current assets
Bank guarantee - 83,456
Plant and equipment - 29,570
Right-of-use assets - 484,585
Total non-current assets - 597,611
Total assets 460,888 3,247,947
Current liabilities
Trade and other payables 256,995 611,494
Provisions - 279,068
Loan from shareholders 5 21,093 1,574,033
Lease liabilities - 326,320
Total current liabilities 278,088 2,790,915
Non-current liabilities
Provisions - 131,845
Lease liabilities - 363,411
Total non-current liabilities - 495,256
Total liabilities 278,088 3,286,171
Net assets 182,800 (38,224)
Equity
Issued capital 7 40,433,133 40,435,161
Options and rights reserve 8 - 4,407,693
Accumulated losses (40,250,333) (44,881,078)
Total equity 182,800 (38,224)

This Consolidated statement of financial position is to be read in conjunction with the annual financial report for the year ended 30 June 2025 and the attached notes.

Uscom 2026 Half Yearly Report

Appendix 4D Page 6

Appendix 4D Interim Financial Report Half Yearly Report

Uscom Limited and its controlled entities Consolidated statement of changes in equity for the half year ended 31 December 2025

Issued
capital
Options and rights
reserve
Accumulated
losses
Foreign currency
translation reserve
Total
$ $ $ $ $
Balance at 1July 2024 40,423,139 4,170,277 (41,578,319) 45,953 3,061,050
Loss for the period - - (1,188,595) (1,188,595)
Other comprehensive loss - - - (49,560) (49,560)
Total comprehensive loss for theperiod - - (1,188,595) (49,560) (1,238,155)
Transactions with owners in their capacity as owners:
Shares Issued 13,590 - - - 13,590
Transaction costs on Shares Issued (1,568) - - - (1,568)
Share-basedpayments - 46,230 - - 46,230
Total transactions with owners 12,022 46,230 - - 58,252
Balance at 31 December 2024 40,435,161 **4,216,507 ** (42,766,917) (3,607) 1,881,143
Balance at 1July 2025 40,435,161 4,344,339 (44,881,078) 63,354 (38,224)
Profit for the period - - 821,243 821,243
Other comprehensive loss - - - (241,845) (241,845)
Total comprehensive loss for theperiod - - 821,243 (241,845) 579,398
Transactions with owners in their capacity as owners:
Shares Issued - - - - -
Transaction costs on Shares Issued (2,028) - - - (2,028)
Reclassify of options and rights reserve - (4,344,339) 4,344,339 - -
Recycle of FX reserve on disposal to profit or loss - - (178,491) 178,491 -
Reserve from Disposal of Controlled Entities - - (356,346) - (356,346)
Total transactions with owners (2,028) (4,344,339) 3,809,502 178,491 (358,374)
Balance at 31 December 2025 40,433,133 - (40,250,333) - 182,800

This Statement of Changes in Equity is to be read in conjunction with the annual financial report for the year ended 30 June 2025 and the attached Notes.

Uscom 2026 Half Yearly Report

Appendix 4D Page 7

Appendix 4D Half Yearly Report

Interim Financial Report

Uscom Limited and its controlled entities Consolidated statement of cash flows for the half year ended 31 December 2025

31 Dec 2025 31 Dec 2024
Note $ $
Cash flows from operating activities
Receipts from customers 715,258 1,364,285
Payments to suppliers and employees (2,652,258) (3,041,784)
Grants received 466,469 460,893
Other income 177,387 -
Interest received 1,587 22,647
Net cash used in operating activities (1,291,557) (1,193,959)
Cash flows from investing activities
Purchase of patents and trademarks (2,517) (23,621)
Purchase ofplant and equipment - (3,064)
Net cash used in investing activities (2,517) (26,685)
Cash flows from financing activities
Share issue costs 7 (2,028) (1,568)
Repayment of lease liability (168,683) (173,970)
Loan from shareholders 5 700,000 1,019,038
Loan to Uscom Australia PtyLtd 6 (200,000) -
Net cashprovided by financing activities 329,289 843,500
Net (decrease) in cash and cash equivalents (964,785) (377,144)
Net cash and cash equivalents at the beginning of the period 966,657 2,519,911
Foreign exchange impact on cash flows - 21,969
Net cash and cash equivalents at the end of the period 1,872 2,164,736

This Consolidated statement of cash flows is to be read in conjunction with the attached Notes.

Uscom 2026 Half Yearly Report

Appendix 4D Page 8

Appendix 4D Half Yearly Report

Interim Financial Report

Uscom Limited and its controlled entities Selected Explanatory Notes to the Financial Statements For the half year ended 31 December 2025

Note 1 – Material accounting policy information

The principal accounting policies adopted in the preparation of the financial report are set out below. The financial report covers the Consolidated Entity of Uscom Ltd and its Controlled Entities. Uscom Ltd is a listed public company, incorporated and domiciled in Australia.

ASX Suspension

On 29 September 2025, Uscom Limited was suspended from quotation on the Australian Securities Exchange (ASX) following a determination by the ASX that the Company did not satisfy Listing Rule 12.2, which requires an entity’s financial condition to be adequate to warrant continued quotation. In reaching this determination, the ASX had regard to the disclaimer of opinion contained in the auditor’s report for the year ended 30 June 2025. The Company remains suspended from quotation as at the date of this report.

Sales of Uscom Business

At the Annual General Meeting held on 7 November 2025, shareholders approved the disposal of its international operations through the sale of Uscom SNG Pte. Ltd and its related subsidiaries to AXO Medtech VCC (AXO) for total consideration of $2.59 million.

  • The consideration was satisfied by the assumption and discharge of liabilities of Uscom SNG comprising: • $1.59 million owed to Professor Phillips (Chairman of Uscom); and

  • $1.00 million owed to Jetan Pty Limited (a substantial shareholder of the Company).

Completion of the transaction occurred in 30 November 2025, at which time control passed to the purchaser and all assets and liabilities were transferred.

Following completion of the disposal, the Company ceased all operating activities at the end of this reporting period.

The following is a summary of the material accounting policies adopted by the Company in the preparation of the financial report. Except for the change in basis of preparation to a non-going concern basis in the current period, the accounting policies have been consistently applied.

Basis of preparation

The consolidated financial report for the half year ended 31 December 2025 have been prepared in accordance with Australian Accounting Standard AASB 134 'Interim Financial Reporting' and the Corporations Act 2001, as appropriate for for-profit oriented entities. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 'Interim Financial Reporting'. This report was approved by the Board of Directors on 27 February 2026.

The financial statements have been prepared on a basis other than going concern because the entity has ceased to trade subsequent to disposal of all its wholly owned subsidiaries, and is expected to be wound up within 12 months of the issuance of this report.

In preparing the financial statements on an alternate basis, the entity has continued to apply the requirements of Australian Accounting Standards taking into account that the entity is not expected to continue as a going concern in the foreseeable future. This has resulted in all assets and liabilities being classified as current.

All assets and liabilities of Uscom Limited have already been determined to be of a current nature hence the change in basis of preparation has not resulted in any impact on the classification and measurement of the assets and liabilities of the entity. No additional provisions have been recognised in relation to the costs expected to be incurred in winding up the entity as at 31 December 2025

At 31 December 2025, the Company’s remaining assets comprise cash, a refundable R&D tax asset and a short-term loan receivable. These assets are either held at amounts approximating cash realisable value or are expected to be realised within a short period. All liabilities are short-term and recorded at amounts expected to be settled.

Accordingly, management considers that the carrying amounts of assets and liabilities approximate their expected realisable and settlement values. Therefore, no adjustments to measurement were considered necessary despite the change in basis of preparation.

Uscom 2026 Half Yearly Report

Appendix 4D Page 9

Appendix 4D Half Yearly Report

Interim Financial Report

This half-year financial report does not include all the notes of the type normally included in an annual financial report and therefore cannot be expected to provide as full an understanding of the financial performance, financial position and cash flows of the Consolidated Entity as the annual financial report.

Accordingly, this report should be read in conjunction with the annual financial report for the year ended 30 June 2025 and any public announcements made by the Company in accordance with the continuous disclosure obligations arising under ASX listing rules.

Comparative restatement

The comparative information in these financial statements has been restated to reflect the classification of the Group’s former operations as discontinued operations, ensuring consistency with the current-period presentation. The restatement was required because Uscom Limited completed the sale of its wholly-owned subsidiaries to AXO Medtech VCC during the period, resulting in the disposal of the Group’s international business and loss of control, as detailed in Note 1. Consequently, the results of the disposed subsidiaries have been reclassified from continuing operations and are now presented within “Loss from discontinued operations” for both the current and comparative periods.

Uscom 2026 Half Yearly Report

Appendix 4D Page 10

Appendix 4D Half Yearly Report

Interim Financial Report

31 Dec 2025 31 Dec 2024
$ $
Note 2 – Continuing operations
Revenue and other income
Sale of goods 502,000 455,457
Interest received 1,513 21,542
Grants 190,000 210,000
Exchangegains - 172,959
Total revenue and other income 693,513 859,958
Raw materials and consumables used (100,599) (95,145)
Expenses from continuing activities
Depreciation and amortisation expenses (14,383) (70,843)
Depreciation – right-of-use assets (99,635) (119,562)
Employee expenses (787,445) (759,005)
Research and development expenses (3,836) (13,661)
Advertising and marketing expenses (215,891) (239,803)
Regulatory expenses (90,197) (62,412)
Administrative expenses (113,494) (137,143)
Exchange losses (1,465) -
Finance costs (131,573) (41,784)
Total expenses from ordinary activities (1,457,919) (1,444,213)
31 Dec 2025 31 Dec 2024
$ $
Note 3 – Discontinued operations
Sale of goods 301,448 977,024
Interest received 74 22,647
Grants - 21,080
Miscellaneous income 179,120 128
Raw materials and consumables used (24,915) (138,683)
Depreciation and amortisation expenses (2,735) (4,484)
Employee expenses (696,667) (805,468)
Advertising and marketing expenses (139,594) (330,241)
Occupancy expenses (69,584) (80,315)
Regulatory expenses (215) (90,874)
Administrative expenses (193,801) (55,654)
Income Tax Expense (19,946) (24,355)
(Loss) after tax (666,815) (509,195)

Recognition and measurement

On 30 November 2025, the company disposed of its 100% interest in its international subsidiaries as listed below:

  • Uscom Inc. (USA)

  • Uscom Medical Ltd (UK)

  • Uscom Kft (Hungary)

  • Uscom SNG Pte. Ltd (Singapore)

  • Beijing Uscom Consulting Co. Ltd (China)

The disposal resulted in the company losing control of these entities from that date. Accordingly, the assets and liabilities of the subsidiaries were derecognised from the consolidated statement of financial position.

On 30 November 2025, the Company disposed of its international subsidiaries operating in the USA, UK, Hungary, Singapore and China. These entities represented the Group’s overseas trading operations and comprised a significant geographical component of the Group’s business.

Uscom 2026 Half Yearly Report

Appendix 4D Page 11

Appendix 4D Half Yearly Report

Interim Financial Report

The disposal resulted in the Group exiting all international markets and ceasing overseas trading activities. Accordingly, the results of these subsidiaries up to the date of disposal, together with the gain on disposal, have been presented as discontinued operations in the consolidated statement of profit or loss.

Note 3 – Discontinued operations (Continued)

Discontinued operations are excluded from the results of continuing operations and are presented as a single amount as profit or loss after tax from discontinued operations in the consolidated statement of profit or loss and other comprehensive income.

Note 4 – Gain on disposal of business

Consideration Received

Consideration Received
$
Settlement of intercompanybalances 2,591,000
Total consideration 2,591,000
**Carrying amounts of assets and liabilities disposed of at the date of disposal were: **
$
Cash and cash equivalents 310,000
Inventories 396,990
Other assets and receivable 146,817
Plant and equipment 21,960
Right to use assets 378,407
Total asset disposed 1,254,174
Trade payables and other payables (202,833)
Short-term provisions (78,150)
Lease liabilities (556,763)
Total liabilities disposed (837,746)
Total Net Assets Disposed 416,428
Gain on Disposal
$
Consideration received 2,591,000
Net assets disposed (416,428)
Recycle of FX reservegain on disposal 178,491
Totalgain on disposal 2,353,063
Note 5 – Loan from shareholders
31 Dec 2025 30 June 2025
Loan from shareholders 21,093 1,574,033

Immediately prior to completion of the disposal, loans payable to related parties totalled $2,612,093, comprising $1,612,093 (including accrued interest) owing to Executive Chairman, Rob Phillips, and $1,000,000 owing to Jetan Pty Ltd (includes $700,000 drawn down in cash during the current reporting period pursuant to a loan agreement).

Sale proceeds of $2,591,000 were applied against these balances, resulting in a remaining amount payable of $21,093 as at reporting date.

Note 6 – Loan to Uscom Australia Pty Ltd

Note 6 – Loan to Uscom Australia Pty Ltd
31 Dec 2025 30 June 2025
Loan to Uscom Australia 200,000 -

During the period, the Company advanced a short-term loan of $200,000 to Uscom Australia Pty Ltd to fund its start-up operations. The loan is unsecured, bears no interest, and is repayable within six months.

Uscom 2026 Half Yearly Report

Appendix 4D Page 12

Appendix 4D Half Yearly Report

Interim Financial Report

31 Dec 2025 30 Jun 2025 31 Dec 2025 30 Jun 2025
Note 7 – Issued Capital Number Number $ $
Ordinary shares
Fully paid ordinaryshares 260,147,121 250,477,004 40,433,133 40,435,161
Total contributed equity 260,147,121 250,477,004 40,433,133 40,435,161
Movement in issued capital
Opening balance 250,477,004 244,587,610 40,435,161 40,423,139
Ordinary shares issued for cash - - - -
Ordinary share issued for in lieu of salary 9,670,117 5,889,394 - 13,590
Share issue costs - - (2,028) (1,568)
Ordinary shares at the end of theperiod 260,147,121 250,477,004 40,433,133 40,435,161
31 Dec 2025 30 Jun 2025
Note 8 – Reserves $ $
Options and rights reserves (i) - 4,344,339
Foreign currencytranslation reserves - 63,354
Total reserves - 4,407,693
(i) Movement in options and rights reserves 31 Dec 2025 30 Jun 2025 31 Dec 2025 30 Jun 2025
Number Number $ $
Opening balance 10,220,117 5,306,891 4,344,339 4,170,277
Granted during the period (a) - 9,670,117 - -
Exercised during the period (a) (9,670,117) (4,756,891) - -
Lapsed during the period (500,000) (4,344,339) -
Share-basedpayment expenses - - - 174,062
At the end of theperiod - 10,220,117 - 4,344,339

(a) 9,670,117 Indeterminate rights were issued to Rob Phillips on the terms and conditions approved by shareholders at the AGM on 25 October 2024 under the Equity Incentive plan, vesting dependent on performance hurdles on 1 July 2025. Consideration payable upon vesting is $nil. The Board may exercise its discretion to pay cash in lieu of issue of ordinary shares. Upon meeting the performance hurdles, total of 9,670,117 were exercised on 9 July 2025.

Note 9 – Operating segments

Segment information

The consolidated entity operates in the global health and medical products industry. Globally the company has 4 geographic sales and distribution segments as shown below. For each segment, the CEO and General Manager review internal management reports on at least a monthly basis. Following the disposal of all subsidiaries in November during the financial year, the Group ceased operations in all overseas segments. Subsequent to the disposal, only one Australian entity continued to operate, undertaking limited transactions.

Australia Asia Americas Europe Consolidated
$ $ $ $ $
31 Dec 2025
Sales to external customers 98,195 301,586 15,283 388,384 803,448
Other income 191,513 177,460 - 1,734 370,707
Gainondisposalofbusiness 2,353,063 - - - 2,353,063
Total segment revenue 2,642,771 479,046 15,283 390,118 3,527,218
Segment expenses 1,573,435 614,648 115,209 382,737 2,686,029
Segmentresult 1,069,336 (135,602) (99,926) 7,380 841,189
IncomeTax - - - (19,946) (19,946)
Consolidated profit (loss) from
ordinary activities after income tax
1,069,336 (135,602) (99,926) (12,566) 821,243
31 Dec 2024
Sales to external customers 282,375 707,131 10,075 432,900 1,432,481
Other revenues 404,501 22,182 - 131 426,814
Total segment revenue 686,876 729,313 10,075 433,031 1,859,295
Segment expenses 1,439,162 834,342 223,893 526,138 3,023,535
Segment result (752.286) (105,029) (213,818) (93,107) (1,164,240)
IncomeTax - - - (24,355) (24,355)
Consolidated profit (loss) from
ordinary activities after income tax
(752,286) (105,029) (213,818) (117,462) (1,188,595)

Uscom 2026 Half Yearly Report

Appendix 4D Page 13

Appendix 4D Half Yearly Report

Interim Financial Report

Note 10 – Related parties transaction

The disposal of the Company’s international subsidiaries on 30 November 2025 involved the settlement of amounts owing to related parties. The consideration of $2.59 million was satisfied through the discharge of loans previously payable to:

  • Professor Rob Phillips (Executive Chairman), and

  • Jetan Pty Ltd (a substantial shareholder of the Company).

The transaction was approved by shareholders at the General Meeting held on 7 November 2025. The directors consider that the transaction was conducted on terms approved by shareholders.

All other related party transactions and outstanding balances are disclosed in Note 6.

Note 12. Commitments and contingent liabilities

There were no commitments or contingent liabilities made at the reporting date that were not recognised in the statement of financial position.

Note 13 – Events after the reporting date

In January 2026, the ASX granted the Company a period of two years, expiring on 29 September 2027, to satisfy the requirements necessary to remain listed on the ASX. If these requirements are not met within that timeframe, the Company may be removed from the official list.

Uscom 2026 Half Yearly Report

Appendix 4D Page 14

Appendix 4D Half Yearly Report

Interim Financial Report

DIRECTORS’ DECLARATION

In the directors' opinion:

  • the attached financial statements and notes thereto comply with the Corporations Act 2001, Australian Accounting Standard AASB 134 'Interim Financial Reporting', the Corporations Regulations 2001 and other mandatory professional reporting requirements;

  • the attached financial statements and notes thereto give a true and fair view of the consolidated entity's financial position as at 31 December 2025 and of its performance for the financial half-year ended on that date; and

  • there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.

Signed in accordance with a resolution of directors made pursuant to section 303(5)(a) of the Corporations Act 2001.

On behalf of the directors

==> picture [136 x 62] intentionally omitted <==

Professor Rob Phillips Chairman Sydney, 27 February 2026

Uscom 2026 Half Yearly Report

Appendix 4D Page 15

Parkline Place Level 25, 252 Pitt Street Sydney NSW 2000 Australia

Tel: +61 2 9251 4100 Fax: +61 2 9240 9821 www.bdo.com.au

==> picture [77 x 30] intentionally omitted <==

INDEPENDENT AUDITOR'S REVIEW REPORT

To the members of Uscom Limited

Report on the Half-Year Financial Report

Conclusion

We have reviewed the half-year financial report of Uscom Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 31 December 2025, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the half-year ended on that date, material accounting policy information and other explanatory information, and the directors’ declaration.

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the accompanying half-year financial report of the Group does not comply with the Corporations Act 2001 including:

  • i. Giving a true and fair view of the Group’s financial position as at 31 December 2025 and of its financial performance for the half-year ended on that date; and

  • ii. Complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001.

Basis for conclusion

We conducted our review in accordance with ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity . Our responsibilities are further described in the Auditor’s Responsibilities for the Review of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to the audit of the annual financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

We confirm that the independence declaration required by the Corporations Act 2001 which has been given to the directors of the Company, would be the same terms if given to the directors as at the time of this auditor’s review report.

Emphasis of matter - Basis of preparation

We draw attention to Note 1 of the financial report which states the financial statements have been prepared on a basis other than going concern because the entity has ceased to trade subsequent to disposal of all its wholly owned subsidiaries, and is expected to be wound up within 12 months of the issuance of this report. Our opinion is not modified in respect of this matter.

BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.

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Responsibility of the directors for the financial report

The directors of the Company are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

Auditor’s responsibility for the review of the financial report

Our responsibility is to express a conclusion on the half-year financial report based on our review. ASRE 2410 requires us to conclude whether we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including giving a true and fair view of the Group’s financial position as at 31 December 2025 and its financial performance for the half-year ended on that date and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .

A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

BDO Audit Pty Ltd

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Tina Han Director

Sydney, 27 February 2026

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