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Gen3 Marketing UK Limited

Annual Report and Financial Statements
Year Ended 31 December 2024

Registration number: 13085127

 

Gen3 Marketing UK Limited

Contents

Balance Sheet

1

Notes to the Financial Statements

2 to 6

 

Gen3 Marketing UK Limited

Balance Sheet

31 December 2024

Note

2024
£

2023
£

Fixed assets

 

Investments

4

6,014,709

6,014,709

Current assets

 

Debtors

5

19,529

19,529

Cash at bank and in hand

 

100

100

 

19,629

19,629

Creditors: Amounts falling due within one year

6

(4,645,271)

(3,480,480)

Net current liabilities

 

(4,625,642)

(3,460,851)

Total assets less current liabilities

 

1,389,067

2,553,858

Creditors: Amounts falling due after more than one year

6

(3,258,842)

(4,085,959)

Net liabilities

 

(1,869,775)

(1,532,101)

Capital and reserves

 

Called up share capital

7

100

100

Profit and loss account

(1,869,875)

(1,532,201)

Shareholders' deficit

 

(1,869,775)

(1,532,101)

These financial statements have been prepared and delivered in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006 and the option not to file the Profit and Loss Account has been taken.

Approved and authorised by the Board on 7 August 2025 and signed on its behalf by:
 

.........................................
Mr M D Russell
Director

   
     

Company Registration Number: 13085127

 

Gen3 Marketing UK Limited

Notes to the Financial Statements

Year Ended 31 December 2024

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
C/O Francis Clark LLP
Melville Building East
Unit 18, 23 Royal William Yard
Plymouth
Devon
PL1 3GW
United Kingdom

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The company is exempt from the requirement to prepare group accounts as it is itself a subsidiary undertaking, its parent undertaking is not established under the United Kingdom and the company is a wholly owned subsidiary of the parent undertaking.

Going concern

The financial statements have been prepared on a going concern basis. The directors acknowledge the company's net current liability and net liability positions at the balance sheet date. The directors have satisfied themselves on the validity of applying the going concern basis of preparation as assurances have been received from the company's subsidiary company that financial support will be provided to ensure that the company can meet it's financial obligations as and when they fall due.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

 

Gen3 Marketing UK Limited

Notes to the Financial Statements

Year Ended 31 December 2024

Tax

Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current corporation tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.


Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Financial instruments

Classification
The company holds the following financial instruments:

• Short term other debtors and creditors; and
• Cash balances.

All financial instruments are classified as basic.

 Recognition and measurement
The company has chosen to apply the recognition and measurement principles in FRS102.

Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the company’s obligations are discharged, expire or are cancelled.

Such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of the cash or other consideration expected to be paid or received, after taking account of impairment adjustments.


 

 

Gen3 Marketing UK Limited

Notes to the Financial Statements

Year Ended 31 December 2024

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was 0 (2023 - 0).

4

Investments

2024
£

2023
£

Investments in subsidiaries

6,014,709

6,014,709

Subsidiaries

£

Cost or valuation

At 1 January 2024

6,014,709

At 31 December 2024

6,014,709

Provision

At 1 January 2024

-

At 31 December 2024

-

Carrying amount

At 31 December 2024

6,014,709

At 31 December 2023

6,014,709

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2024

2023

Subsidiary undertakings

UK Affiliate Management Limited

C/o Francis Clark LLP
Melville Building East
Unit 18, 23 Royal William Yard
Plymouth
Devon
PL1 3GW

United Kingdom

Ordinary

100%

100%

 

Gen3 Marketing UK Limited

Notes to the Financial Statements

Year Ended 31 December 2024

Subsidiary undertakings

UK Affiliate Management Limited

The principal activity of UK Affiliate Management Limited is affiliated marketing management, providing management services for online advertisers.

5

Debtors

2024
£

2023
£

Amounts owed by group undertakings

19,529

19,529

19,529

19,529

6

Creditors

2024
£

2023
£

Due within one year

Amounts owed to group undertakings

4,643,236

3,478,980

Accruals and deferred income

2,035

1,500

4,645,271

3,480,480

2024
£

2023
£

Due after one year

Amounts owed to group undertakings

3,258,842

4,085,959

7

Share capital

Allotted, called up and fully paid shares

2024

2023

No.

£

No.

£

Ordinary shares of £1 each

100

100

100

100

       

Ordinary shares carry full rights regarding voting, payment of dividends and distributions.

8

Audit report

The Independent Auditors' Report was unqualified. The name of the Senior Statutory Auditor who signed the audit report was James Barrett, who signed for and on behalf of PKF Francis Clark on 8 August 2025.

 

Gen3 Marketing UK Limited

Notes to the Financial Statements

Year Ended 31 December 2024

9

Relationship between entity and parents

The parent of the smallest group in which these financial statements are consolidated is Gen3 Marketing LLC, incorporated in United States of America.

The address of Gen3 Marketing LLC is:
960b Harvest Drive
Suite 210
Blue Bell
Pennsylvania 19422
United States