Pattern Trading Ltd
Annual Report and Financial Statements
For the year ended 31 December 2024
Company Registration No. 06994603 (England and Wales)
Pattern Trading Ltd
Company Information
Directors
M Alder
D Wright
Company number
06994603
Registered office
76 Wardour Street
London
England
W1F 0UR
Auditor
Moore Kingston Smith LLP
The Shipping Building
The Old Vinyl Factory
Blyth Road
Hayes
London
UB3 1HA
Pattern Trading Ltd
Contents
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 10
Group profit and loss account
11
Group statement of comprehensive income
12
Group balance sheet
13
Company balance sheet
14
Group statement of changes in equity
15
Company statement of changes in equity
16
Group statement of cash flows
17
Notes to the financial statements
18 - 33
Pattern Trading Ltd
Strategic Report
For the year ended 31 December 2024
Page 1

The directors present the strategic report for the year ended 31 December 2024.

Business Review

The Group is an ecommerce retailer — the Group purchases inventory and uses proprietary technology to help manufacturers and brands manage and grow their online commerce around the world — including competitive analysis, advertising and market technology, creative design, logistics and fulfilment, and growth services.

The Group contracts with consumer product companies to market, sell and distribute products via domestic and international online platforms using the Group’s proprietary technology and team of experts. Manufacturers and brands that contract with the Group operate in various industries including health and wellness, consumer electronics, clothing, and pet products.

Principal Risks and Uncertainties

Pattern operates in a dynamic and competitive European market, and its performance is subject to several principal risks and uncertainties. Macroeconomic volatility, including inflationary pressures, fluctuating exchange rates, and shifts in consumer spending, may impact both demand and margins. The continued geopolitical uncertainty in Europe, particularly around regulatory divergence and cross-border trade friction, presents operational and compliance challenges. Supply chain disruption, whether from global events or regional logistics constraints, remains a risk to service levels. The business continues to monitor these risks closely and implement mitigating strategies, including diversified supplier networks, brand partners, and marketplaces to avoid undue concentration of risk. The Group continue to monitor geopolitical risks for further developments.

The Group also face risk from disruption to brand partnerships for any number of reasons. To mitigate against the effects of loss of any single brand partner, the Group include protective contractual provisions in each agreement to mitigate credit and inventory risk. The Group also continually strive to partner with brands across a range of industries so as not to be unduly exposed to shocks to individual industries.

Liquidity risk

The Group has sufficient funds to meet its working capital needs and also to explore investment opportunities and as such is not significantly exposed to liquidity risk..

Interest rate risk

T he majority of the Group's statement of financial position is not sensitive to interest rate risk.

Foreign currency risk

The Group is exposed to Currency risk due to its operations in its geographical locations, however, the impact of this is minimised through treasury management as well as the assets and liabilities held across the respective foreign currencies.

Credit risk

The Group uses well known highly rated banks for its cash deposits. Also, the Group evaluates each client's credibility before entering into agreements with them and mainly deals with creditable clients. Overall, the Group continually assesses recovery of trade receivables and makes a provision where necessary and where there is a sufficient doubt of recovery. All intercompany loans are recoverable.

Development and performance

The Group remains focused on its ecommerce services and technology to help manufacturers and brands grow their online commerce.

Pattern Trading Ltd
Strategic Report (Continued)
For the year ended 31 December 2024
Page 2
Key Performance Indicators

The group’s key performance indicators (KPI’s) are turnover, gross profit, gross profit margin and operating profit margin before exceptional items. The directors monitor the KPI’s on a regular basis to assess the group’s ongoing financial performance.

2024
2023
Turnover
£38.2m
£25.9m
Gross profit
£12.4m
£9.7m
Gross profit %
32.43%
37.32%
Operating loss %
7.07%
5.35%

On behalf of the board

D Wright
Director
28 August 2025
Pattern Trading Ltd
Directors' Report
For the year ended 31 December 2024
Page 3

The directors present their annual report and financial statements for the year ended 31 December 2024.

Principal activities

The principal activity of the company and group continued to be that of consultancy and e-commerce.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

M Alder
D Wright
T Schaefer
(Resigned 11 July 2025)
Results and dividends

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Auditor

The auditor Moore Kingston Smith LLP is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Strategic report

The true group has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of future development.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

Going concern

The financial statements are prepared on a going concern basis, which assume Pattern Trading Limited and its subsidiaries, the group and parent company will continue in operational existence for the foreseeable future.

As at 31 December 202 4 the group had net assets of £7,118,460 (2023: net liabilities of £6,151,380), net current assets of £6,833,411 (2023: net current liabilities of £6,488,821), cash of £6,433,151 (2023: £4,355,971) and made a loss of £2,713,484 (2023: 1,416,648) for the year.

Pattern Trading Limited and its subsidiaries are financed through loans made by its ultimate parent company, Pattern Group Inc, and its fellow group subsidiaries, which amounted to £2,883,304 as at 31 December 202 4. The ultimate parent company has confirmed that the wider group will not seek repayment of the amounts owed to it by Pattern Trading Limited and its subsidiaries until such time as they are able to repay them without compromising their ability to continue to trade and to meet their liabilities as they fall due. In addition the ultimate parent company has provided a letter of support to confirm they will provide continued financial support to the group and parent company, as required, for a minimum of 12 months from the date of approval of the audit report.

Pattern Trading Ltd
Directors' Report (Continued)
For the year ended 31 December 2024
Page 4

Based on the above and the on-going projected trading performance of Pattern Group Inc, the directors believe that the group and company will be able to continue in business and meet its liabilities as they fall due for a period of at least 12 months from the date of approval of the financial statements. Therefore the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

On behalf of the board
D Wright
Director
28 August 2025
Pattern Trading Ltd
Directors' Responsibilities Statement
For the year ended 31 December 2024
Page 5

The directors are responsible for preparing the Annual 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. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 group and company, 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 accounting estimates that are reasonable and prudent;

- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

- 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 group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Pattern Trading Ltd
Independent Auditor's Report
To the Members of Pattern Trading Ltd
Page 6
Opinion

We have audited the financial statements of Pattern Trading Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Group Profit And Loss Account, the Group Statement of Comprehensive Income, the Group Balance Sheet, the Company Balance Sheet, the Group Statement of Changes in Equity, the Company Statement of Changes in Equity, the Group Statement of Cash Flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- give a true and fair view of the state of the group's and the parent company's affairs as at 31 December 2024 and of the group's loss for the year then ended;

- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and 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's and parent company’s ability to continue as a going concern for a period of at least twelve months from 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.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the 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.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. 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.

Pattern Trading Ltd
Independent Auditor's Report (Continued)
To the Members of Pattern Trading Ltd
Page 7

Opinions on other matters prescribed by the Companies Act 2006

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

- the information given in the Strategic Report and the Directors' R eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the Strategic Report and the Directors' 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 and the parent company and their environment obtained in the course of the audit, we have not identifie d material misstatements in the Strategic Report or the Directors' R eport.

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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

- the parent company 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.

Responsibilities of directors

As explained more fully in the Directors' R esponsibilities S tatement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, 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, the directors are responsible for assessing the group's and parent company'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 the directors either intend to liquidate the group or parent company or to cease operations, or have no realistic alternative but to do so.

Pattern Trading Ltd
Independent Auditor's Report (Continued)
To the Members of Pattern Trading Ltd
Page 8
Auditor's responsibilities for the audit of the financial statements

Our objectives 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 our 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.

As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

- Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

- Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the company’s internal control.

- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

- Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group's or the parent company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the group or the parent company to cease to continue as a going concern.

- Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

- Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Pattern Trading Ltd
Independent Auditor's Report (Continued)
To the Members of Pattern Trading Ltd
Page 9

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. The extent to which our procedures are capable of detecting irregularities,

including fraud is detailed below.

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

Our approach was as follows:

- We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, and UK taxation legislation.

- We obtained an understanding of how the company complies with these requirements by discussions with management and those charged with governance.

- We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.

- We inquired of management and those charged with governance as to any known instances of noncompliance or suspected non-compliance with laws and regulations.

- Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

Pattern Trading Ltd
Independent Auditor's Report (Continued)
To the Members of Pattern Trading Ltd
Page 10

Use of our report

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 for no purpose other than to draw to the attention of the company’s members those matters we are required to include in an auditor's report addressed to them. To the fullest extent permitted by law, we do not accept or assume responsibility to any party 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.

Amar Shah
(Senior Statutory Auditor)
for and on behalf of Moore Kingston Smith LLP
3 September 2025
Chartered Accountants
Statutory Auditor
The Shipping Building
The Old Vinyl Factory
Blyth Road
Hayes
London
UB3 1HA
Pattern Trading Ltd
Group Profit and Loss Account
For the year ended 31 December 2024
Page 11
2024
2023
Notes
£
£
Turnover
3
38,153,009
25,890,999
Cost of sales
(25,779,738)
(16,228,330)
Gross profit
12,373,271
9,662,669
Administrative expenses
(15,118,705)
(11,088,086)
Other operating income
47,105
40,926
Operating loss
4
(2,698,329)
(1,384,491)
Interest receivable and similar income
12,454
4,142
Interest payable and similar expenses
-
0
(4,665)
Loss before taxation
(2,685,875)
(1,385,014)
Tax on loss
8
(27,609)
(31,634)
Loss for the financial year
(2,713,484)
(1,416,648)
Loss for the financial year is all attributable to the owners of the parent company.
Pattern Trading Ltd
Group Statement of Comprehensive Income
For the year ended 31 December 2024
Page 12
2024
2023
£
£
Loss for the year
(2,713,484)
(1,416,648)
Other comprehensive income
Currency translation (loss)/gain arising in the year
(45,582)
9,912
Total comprehensive income for the year
(2,759,066)
(1,406,736)
Total comprehensive income for the year is all attributable to the owners of the parent company.
Pattern Trading Ltd
Group Balance Sheet
As at 31 December 2024
Page 13
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
9
285,049
337,441
Current assets
Stocks
12
4,600,191
3,056,649
Debtors
13
6,272,844
9,985,949
Cash at bank and in hand
6,433,151
4,355,971
17,306,186
17,398,569
Creditors: amounts falling due within one year
14
(10,472,775)
(23,887,390)
Net current assets/(liabilities)
6,833,411
(6,488,821)
Net assets/(liabilities)
7,118,460
(6,151,380)
Capital and reserves
Called up share capital
17
280
280
Capital contribution reserve
788,724
788,724
Currency translation reserve
(376,824)
(331,242)
Shares to be issued
19
16,028,906
-
0
Profit and loss reserves
(9,322,626)
(6,609,142)
Total equity
7,118,460
(6,151,380)
The financial statements were approved by the board of directors and authorised for issue on 28 August 2025 and are signed on its behalf by:
28 August 2025
D Wright
Director
Pattern Trading Ltd
Company Balance Sheet
As at 31 December 2024
31 December 2024
Page 14
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
9
176,120
129,010
Investments
10
2,141,527
41
2,317,647
129,051
Current assets
Stocks
12
4,275,991
2,615,125
Debtors
13
4,679,077
9,303,325
Cash at bank and in hand
4,053,684
2,266,343
13,008,752
14,184,793
Creditors: amounts falling due within one year
14
(7,271,388)
(19,951,364)
Net current assets/(liabilities)
5,737,364
(5,766,571)
Net assets/(liabilities)
8,055,011
(5,637,520)
Capital and reserves
Called up share capital
17
280
280
Capital contribution reserve
788,724
788,724
Shares to be issued
19
16,028,906
-
0
Profit and loss reserves
(8,762,899)
(6,426,524)
Total equity
8,055,011
(5,637,520)

As permitted by s408 Companies Act 2006, the company has not presented its own loss account and related notes. The company’s loss for the year was £2,336,375 (2023: 1,342,527).

The financial statements were approved by the board of directors and authorised for issue on 28 August 2025 and are signed on its behalf by:
28 August 2025
D Wright
Director
Company Registration No. 06994603 (England and Wales)
Pattern Trading Ltd
Group Statement of Changes in Equity
For the year ended 31 December 2024
Page 15
Share capital
Capital contribution reserve
Shares to be issued
Currency translation reserve
Profit and loss reserves
Total
£
£
£
£
£
£
Balance at 1 Januray 2023
280
788,724
-
(341,154)
(5,192,494)
(4,744,644)
Year ended 31 December 2023:
Loss for the year
-
-
-
-
(1,416,648)
(1,416,648)
Other comprehensive income:
Currency translation differences
-
-
-
9,912
-
0
9,912
Total comprehensive income for the year
-
-
-
9,912
(1,416,648)
(1,406,736)
Balance at 31 December 2023
280
788,724
-
(331,242)
(6,609,142)
(6,151,380)
Year ended 31 December 2024:
Loss for the year
-
-
-
-
(2,713,484)
(2,713,484)
Other comprehensive income:
Currency translation differences
-
-
-
(45,582)
-
0
(45,582)
Total comprehensive income for the year
-
-
-
(45,582)
(2,713,484)
(2,759,066)
Debt conversion
-
-
16,028,906
-
-
16,028,906
Balance at 31 December 2024
280
788,724
16,028,906
(376,824)
(9,322,626)
7,118,460
Pattern Trading Ltd
Company Statement of Changes in Equity
For the year ended 31 December 2024
Page 16
Share capital
Capital contribution reserve
Shares to be issued
Profit and loss reserves
Total
£
£
£
£
£
Balance at 1 January 2023
280
788,724
-
(5,083,997)
(4,294,993)
Year ended 31 December 2023:
Loss and total comprehensive income for the year
-
-
-
(1,342,527)
(1,342,527)
Balance at 31 December 2023
280
788,724
-
(6,426,524)
(5,637,520)
Year ended 31 December 2024:
Loss and total comprehensive income for the year
-
-
-
(2,336,375)
(2,336,375)
Debt conversion
-
-
16,028,906
-
16,028,906
Balance at 31 December 2024
280
788,724
16,028,906
(8,762,899)
8,055,011
Pattern Trading Ltd
Group Statement of Cash Flows
For the year ended 31 December 2024
Page 17
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
22
2,189,807
281,514
Interest paid
-
0
(4,665)
Income taxes paid
(4,117)
(99,264)
Net cash inflow from operating activities
2,185,690
177,585
Investing activities
Purchase of tangible fixed assets
(136,644)
(214,666)
Proceeds from disposal of tangible fixed assets
15,680
-
Interest received
12,454
4,142
Net cash used in investing activities
(108,510)
(210,524)
Net increase/(decrease) in cash and cash equivalents
2,077,180
(32,939)
Cash and cash equivalents at beginning of year
4,355,971
4,378,998
Effect of foreign exchange rates
-
0
9,912
Cash and cash equivalents at end of year
6,433,151
4,355,971
Pattern Trading Ltd
Notes to the Group Financial Statements
For the year ended 31 December 2024
Page 18
1
Accounting policies
Company information

Pattern Trading Ltd (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 76 Wardour Street, London, England, W1F 0UR.

The group consists of Pattern Trading Ltd and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Basis of Consolidation

In the parent company financial statements, t he cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. I nvestments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

The consolidated group financial statements consist of the financial statements of the parent company Pattern Trading Ltd together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the g roup.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 19
1.3
Going concern

The financial statements are prepared on a going concern basis, which assume Pattern Trading Limited and its subsidiaries, the group and parent company will continue in operational existence for the foreseeable future.

As at 31 December 202 4 the group had net assets of £7,118,460 (2023: net liabilities of £6,151,380), net current assets of £6,833,411 (2023: net current liabilities of £6,488,821), cash of £6,433,151 (2023: £4,355,971) and made a loss of £2,713,484 (2023: £1,416,648) for the year.

Pattern Trading Limited and its subsidiaries are financed through loans made by its ultimate parent company, Pattern Group Inc, and its fellow group subsidiaries, which amounted to £2,883,304 as at 31 December 202 4. The ultimate parent company has confirmed that the wider group will not seek repayment of the amounts owed to it by Pattern Trading Limited and its subsidiaries until such time as they are able to repay them without compromising their ability to continue to trade and to meet their liabilities as they fall due. In addition the ultimate parent company has provided a letter of support to confirm they will provide continued financial support to the group and parent company, as required, for a minimum of 12 months from the date of approval of the audit report.

Based on the above and the on-going projected trading performance of Pattern Group Inc, the directors believe that the group and company will be able to continue in business and meet its liabilities as they fall due for a period of at least 12 months from the date of approval of the financial statements. Therefore the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 20

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold improvements
Over the term of the lease
Plant and equipment
7 years straight line
Fixtures and fittings
5 years straight line
Computers
3 years straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.6
Fixed asset investments

I n the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.7
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

1.8
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.9
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 21
1.10
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally 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.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest m ethod unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 22
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
1
Accounting policies
(Continued)
Page 23
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are 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. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.15
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease d asset are consumed.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

1.16
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
Page 24
2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Income recognition

There is a degree of judgement exercised at each period end in respect of contracts that extend beyond the year end, where recognition of income and related external expenditure is based on key milestones.

Depreciation

The annual depreciation charge in respect of tangible fixed assets are based on the directors' best estimate of the useful economic lives and residual values of each class. The useful economic lives and residual values of each asset class are reassessed annually.
Annual impairment reviews are performed on each class of asset to ensure that the carrying values are appropriate.

3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
E-commerce
34,669,536
17,128,643
Consultancy
3,483,473
8,762,356
38,153,009
25,890,999
2024
2023
£
£
Turnover analysed by geographical market
UK
27,219,569
18,145,092
Rest of the World
10,933,440
7,745,907
38,153,009
25,890,999
Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
3
Turnover and other revenue
(Continued)
Page 25
2024
2023
£
£
Other revenue
Interest income
12,454
4,142
4
Operating loss
2024
2023
£
£
Operating loss for the year is stated after charging/(crediting):
Exchange losses/(gains)
434,691
(380,298)
Depreciation of owned tangible fixed assets
155,758
135,831
Loss on disposal of tangible fixed assets
17,598
-
Operating lease charges
1,003,805
1,016,426
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
64,875
61,500
Audit of the financial statements of the company's subsidiaries
22,500
28,000
87,375
89,500
For other services
All other non-audit services
3,675
3,500
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Sales
226
176
49
42
Warehouse
21
57
12
12
Administrative
27
22
7
5
Total
274
255
68
59
Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
6
Employees
(Continued)
Page 26

Their aggregate remuneration comprised:

Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
10,414,665
9,095,455
4,822,426
3,910,900
Social security costs
514,980
387,777
494,373
387,777
Pension costs
709,172
256,735
203,990
103,018
11,638,817
9,739,967
5,520,789
4,401,695
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
-
112,975
Company pension contributions to defined contribution schemes
-
942
-
113,917

Retirement benefits were not accruing for any of the directors under defined contribution schemes (202 3 - 1).

Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
Page 27
8
Taxation
2024
2023
£
£
Current tax
Foreign current tax on profits for the current period
29,382
30,148
Deferred tax
Origination and reversal of timing differences
(1,773)
1,486
Total tax charge
27,609
31,634

The actual charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Loss before taxation
(2,685,875)
(1,385,014)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2023: 25.00%)
(671,469)
(346,254)
Unutilised tax losses carried forward
700,509
395,008
Other non-reversing timing differences
-
0
11,423
Effect of overseas tax rates
29,382
(27,595)
Other movements
(30,813)
(948)
Taxation charge
27,609
31,634
Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
Page 28
9
Tangible fixed assets
Group
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Total
£
£
£
£
£
Cost
At 1 January 2024
125,215
24,373
104,788
320,035
574,411
Additions
43,616
829
22,681
69,518
136,644
Disposals
(14,677)
-
0
(57,773)
(84,008)
(156,458)
At 31 December 2024
154,154
25,202
69,696
305,545
554,597
Depreciation and impairment
At 1 January 2024
48,099
8,719
47,073
133,079
236,970
Depreciation charged in the year
27,041
3,528
16,776
108,413
155,758
Eliminated in respect of disposals
(9,790)
-
0
(31,161)
(82,229)
(123,180)
At 31 December 2024
65,350
12,247
32,688
159,263
269,548
Carrying amount
At 31 December 2024
88,804
12,955
37,008
146,282
285,049
At 31 December 2023
77,116
15,654
57,715
186,956
337,441
Company
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Total
£
£
£
£
£
Cost
At 1 January 2024
103,890
23,921
15,397
76,017
219,225
Additions
40,495
-
0
11,620
66,818
118,933
Disposals
(5,533)
-
0
(14,120)
(25,459)
(45,112)
At 31 December 2024
138,852
23,921
12,897
117,376
293,046
Depreciation and impairment
At 1 January 2024
30,503
8,543
13,698
37,471
90,215
Depreciation charged in the year
23,284
3,418
2,818
35,637
65,157
Eliminated in respect of disposals
(646)
-
0
(14,120)
(23,680)
(38,446)
At 31 December 2024
53,141
11,961
2,396
49,428
116,926
Carrying amount
At 31 December 2024
85,711
11,960
10,501
67,948
176,120
At 31 December 2023
73,387
15,378
1,699
38,546
129,010
Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
Page 29
10
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
11
-
0
-
0
2,141,527
41
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2024
41
Additions
2,141,486
At 31 December 2024
2,141,527
Carrying amount
At 31 December 2024
2,141,527
At 31 December 2023
41

The additions relate to a capital contribution made by the company to its subsidiaries Practicology Pty Limited and Pattern Australia Limited during the year. See note 19 for further details.

11
Subsidiaries

Details of the company's subsidiaries at 31 December 2024 are as follows:

Name of undertaking
Registered office
Nature of business
Class of shares held
% Held
Direct
Indirect
Pattern Australia Pty Ltd
Australia
E-Commerce
Ordinary
100.00
-
Practicology Pty Limited
Hong Kong
E-Commerce
Ordinary
100.00
-
Practicology Pty China Limited
China
E-Commerce
Ordinary
0
100.00
Pattern SB
Serbia
E-Commerce
Ordinary
100.00
-
12
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Finished goods and goods for resale
4,600,191
3,056,649
4,275,991
2,615,125
Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
Page 30
13
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
3,162,990
3,044,522
2,275,782
2,066,732
Amounts owed by group undertakings
1,208,259
5,356,168
974,204
5,970,999
Other debtors
49,434
601,110
786
520,916
Prepayments and accrued income
1,788,731
922,492
1,428,305
744,678
6,209,414
9,924,292
4,679,077
9,303,325
Amounts falling due after more than one year:
Deferred tax asset (note 15)
63,430
61,657
-
0
-
0
Total debtors
6,272,844
9,985,949
4,679,077
9,303,325
14
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
£
£
£
£
Trade creditors
4,820,210
1,764,009
4,637,829
1,600,553
Amounts owed to group undertakings
2,883,304
19,236,906
157,834
16,199,330
Other taxation and social security
627,944
274,300
627,922
155,205
Deferred income
-
0
64,376
-
0
69,333
Other creditors
730,662
775,727
707,639
687,535
Accruals
1,410,655
1,772,072
1,140,164
1,239,408
10,472,775
23,887,390
7,271,388
19,951,364
15
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Assets
Assets
2024
2023
Group
£
£
Tax losses
63,430
61,657
The company has no deferred tax assets or liabilities.
Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
15
Deferred taxation
(Continued)
Page 31
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 January 2024
61,657
-
Charge to profit or loss
1,773
-
Liability at 31 December 2024
63,430
-
16
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
709,172
256,735

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

Contributions amounting to £66,071 (2023 - £27,286) were payable at the year end.

17
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of 25p each
416
416
104
104
Ordinary A of 25p each
328
328
82
82
Ordinary B of 25p each
30
30
8
8
Ordinary C of 25p each
346
346
86
86
1,120
1,120
280
280

All classes of shares rank pari passu except that provisions allow for variable dividends to be paid and the order to payment of capital on winding up is Ordinary shares, then Ordinary A shares, the n Ordinary B Shares, then Ordinary C shares.

Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
Page 32
18
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
780,126
728,982
728,982
728,982
Between two and five years
2,919,858
2,915,929
2,915,929
2,915,929
In over five years
439,875
1,168,857
439,875
1,168,857
4,139,859
4,813,768
4,084,786
4,813,768
19
Shares to be issued

On 31 December 2024, Pattern Trading Limited assumed the outstanding balances owed by its subsidiaries, Practicology Pty Limited and Pattern Australia Limited, to Pattern Inc, the ultimate parent company. This amounted to £2,141,486 and was treated as a capital contribution. Consequently, Pattern Trading Limited’s investment in its subsidiaries increased by the same amount.

Following this, Pattern Inc agreed to forgive and irrevocably waive £16,028,906 owed to it by Pattern Trading Limited. In exchange, Pattern Trading Limited issued 64,115,624 Ordinary shares of £0.25 each. In accordance with FRS 102, the forgiven debt was recorded within equity under “Shares to be issued” reflecting the future issuance of shares in settlement of the debt. These shares have since been fully utilised and issued after the balance sheet date.

20
Related party transactions

At the balance sheet date, the amount s due to fellow group companies from the group w ere £2,883,304 (202 3: £19,236,906).

At the balance sheet date, the amount s due from fellow group companies from the group were £1,208,259 (202 3: £5,356,168). During the year, the group received management fees amounting to £6,504,095 (202 3: £64,668) and management fee charges of £1,757,549 (202 3: £639,414) were recognised with other companies within the group.

At the balance sheet date, the amount s due to fellow group companies from the company w ere £157,834 (202 3: £16,199,330).

At the balance sheet date, the amount s due from fellow group companies to the company were £974,204 (202 3: £5,970,999). During the year, the company received management fees amounting to £3,339,497 (202 3: £nil) and management fee charges of £1,170,076 (202 3: £314,172) were recognised with other companies within the group.

During the year the group went through a debt to equity conversion, see note 19 for further details.

Pattern Trading Ltd
Notes to the Group Financial Statements (Continued)
For the year ended 31 December 2024
Page 33
21
Controlling party

The company's immediate parent undertaking is Pattern Inc, incorporated in the United States of America, and the ultimate controlling party is Pattern Group Inc.(formerly known as Covalent Group Inc,) incorporated in United States of America.

22
Cash generated from group operations
2024
2023
£
£
Loss for the year after tax
(2,713,484)
(1,416,648)
Adjustments for:
Taxation charged
27,609
31,634
Finance costs
-
0
4,665
Investment income
(12,454)
(4,142)
Loss on disposal of tangible fixed assets
17,598
-
Depreciation and impairment of tangible fixed assets
155,758
135,831
Movements in working capital:
(Increase)/decrease in stocks
(1,543,542)
859,256
Decrease/(increase) in debtors
3,745,617
(4,598,446)
Increase in creditors
2,577,867
5,433,704
Decrease in deferred income
(65,162)
(164,340)
Cash generated from operations
2,189,807
281,514
23
Analysis of changes in net funds - group
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
4,355,971
2,077,180
6,433,151
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