The directors present the strategic report for the 15 month period ended 31 March 2025.

The principal activity of the group in the period under review is that of mail order and online sales of museum, art, and travel related merchandise and gifts from 2 consumer brands Museum Selection and Culture Vulture.

The financial results for the group for the period are set out on page 10. The operating loss for the financial period, after exceptional costs, was £(224,000); (2023: £(5,000)).

The directors did not declare or pay dividend, (2023 - Nil). At 29th March 2025, the total shareholders' funds were £3,497,000 (31st December 2023 - £3,654,000). The Directors are satisfied with the trading performance of the business and are confident of future prospects.

Sales of Museum Selection Ltd for the 15-month period were £19.04m compared to 12-month period £16.55m in 2023. For the 12-month period ending 31st December 2024 sale were £15.61m compared to £16.55m in the 12-month period ending 31st December 2023, a reduction of £(0.94m). Sales reduced £(1.04m) due the withdrawal from the German market at the end of the 2023 summer season.

Operating loss for the period ended 29th March 2025 was £(224,000) and this compares to £(5,000) for the period ended 31st December 2023 largely due to the 15-month period having two seasonally low periods, January to March and £120,000 of exceptional one-off costs relating to sale of the business.

On the 29th October 2024 the entire share capital of Museum Selection Ltd was purchased by Wourth Group Limited ("Wourth Group"), (company number 09369753). Wourth Group is a UK-based omnichannel, multi-category retailer trading through a stable of distinctive lifestyle brands that target different segments of the valuable demographic aged over 50. Wourth Group has successfully acquired a number of businesses in the last two years, including Scotts & Co, Thought, Hotter and Peter Hahn. These brands supplemented the original Wourth Group lifestyle brands of WoolOvers, Pure Collection and Roama.  Wourth Group has over 8m identifiable customers and services the over 50’s audience in UK, US, Australia and Europe.

The accounting period was extended by three months to 29th March 2025 to be consistent with Wourth Group.

External economic challenges remained in 2024, with household incomes under pressure, however the overall economic environment showed marginal improvement over 2023 with both inflation and interest rates reducing over the period and modest GDP growth. The business achieved slightly higher volumes of New Customers compared to Reactivated Customers and more Web orders, a little above where it was in 2023 at 36% of orders, with a significant swing to web on Museum Selection brand. Repeat customers also saw an increase year-on-year.

The focus of marketing expenditure during the period was on retaining and converting customers and less about overall growth, given the tightness of consumer spending in the period.

Our gross margin rates improved during 2024/25, as we controlled discounts.

One off costs in the period totalled £120,000 relating to the sale of the business to Wourth Group in October 2024.

The Directors consider that the principal risks and uncertainties are of a general economic and political nature, such as the continuing political uncertainties in the Middle East, the imposition of US tariffs on China that may disrupt or impact our supply chain, the cost of shipping and the price of goods, as well as those related to the current UK economic outlook: the ongoing war in Ukraine, the increase in employer national insurance rates and uncertainty over economic growth. The lack of UK GDP growth continues to pose a market risk for the Company with the resultant adverse impact on consumer spending. In addition, climate change and global weather events has also become a consideration in relation to supply chain disruption.

The company continues to take steps to understand and evaluate operational risks and uncertainties and will mitigate these risks where it is possible to do so. Emphasis is placed on a carefully curated product proposition across catalogues and websites to meet customer tastes and on the recruitment of new customers and retention of existing customers. Our investment in a strong strategic fulfilment partner, Whistl South-West Ltd, as mentioned above, now in its third year is providing a strong operational base for the business to yield operational efficiencies alongside excellent customer service. We continue to work on improving our French operation and have begun the process of diversifying our supply chain where it is feasible to do so. This coupled with continued improvement in the digital experience will better position the company to take advantage of growth opportunities when wider economic environment improves.

The increasingly competitive employment market, poses a risk and the business continues to focus on attracting, retaining, and motivating staff and maintaining a strong culture. We mitigate this risk through staff engagement surveys where staff feedback continues to influence business decisions and help us meet our objectives.

The business is subject to cyber risks, including risk of theft of customer and company information, as well as interruptions to trading. We mitigate these risks through an appropriate IT framework and processes across the business.

In conclusion the Directors would like to thank all our staff for their continuing loyalty, hard work, and good spirit.

The Directors consider that the business is in a solid financial position with a strong balance sheet and support of the Wourth Group to be able to withstand the continuing low growth economic environment and see opportunities to leverage synergies and market opportunities from being part of an omnichannel, multi-category retailer that target different segments of the valuable demographic aged over 50.

Sales so far in 2025 sales have been in line with expectations on Museum Selection, with about the same volume of customers ordering, and spending more. Recruitment of new customers is solid and existing customer performance is strong. Culture Vulture customer recruitment is behind expectations but improvement in Reactivated customers, has helped to offset the recruitment downside.

Customer response rates continue to remain above 2019 pre-covid levels leading us to believe we will be in a strong position for recovery and expansion once the economic outlook improves. The policy of the company is a continued focus on operational efficiencies during 2025 and if the environment permits, expand customer acquisition strategies later in the winter period.

Management drives the performance of the business via the setting and review of a range of measures. These are both financial and non-financial KPI’s and they are assessed against internal targets and prior period performance. The most appropriate KPI’s for an understanding of the performance of the business are total number of orders, total sales, gross profit, average order value, cost per order and EBITDA.

On behalf of the board

The directors present their annual report and financial statements for the 15 month period ended 31 March 2025.

In accordance with Section 414C(11) of the Companies Act 2006, information relating to future developments and risk management are included in the Strategic Report.

The principal activity of the company continued to be that of mail order and online sales of museum, art, and travel related merchandise, and gifts from two consumer brands, Museum Selection and Culture Vulture.

The results for the 15 month period are set out on page 10.

No dividends have been paid during the period (2023: £nil).

The directors who held office during the 15 month period and up to the date of signature of the financial statements were as follows:

Moore Kingston Smith LLP were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006. The auditor, Moore Kingston Smith LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

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 company’s auditor 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 company’s auditor is aware of that information.

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 company and of the profit or loss of the company 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 company will continue in business.

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

We have audited the financial statements of Museum Selection Limited (the 'company') for the 15 month period ended 31 March 2025 which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity 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 FRS 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 company's affairs as at 31 March 2025 and of its loss for the 15 month period 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 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 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.

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' Report for the financial 15 month period 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.

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

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

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

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

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

As explained more fully in the Directors' Responsibilities Statement, 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 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 company or to cease operations, or have no realistic alternative but to do so.

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 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 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.

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.

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 non-compliance 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.

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 so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

The Profit and Loss Account has been prepared on the basis that all operations are continuing operations.

The notes on pages 13 to 29 form part of these financial statements.

The notes on pages 13 to 29 form part of these financial statements.

The notes on pages 13 to 29 form part of these financial statements.

Museum Selection Limited is a private company limited by shares incorporated in England and Wales. The registered office is 29-30 Monument Park, Chalgrove, Oxfordshire, England, OX44 7RW.

The accounting period for the company covers the period from 1 January 2024 to 31 March 2025. The reason for this was to align the accounting reference date with the wider group and for commercial reporting requirements.

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 amounts in these financial statements are rounded to the nearest £'000.

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

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

• Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

• Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The results are included in the consolidated financial statements of Wourth Group Limited. The consolidated financial statements of Wourth Group Limited are prepared in accordance with FRS 102 and are available to the public and may be obtained from Woolovers House, Victoria Gardens, Burgess Hill, RH15 9NB.

Ttruehe Company is a trading company within the Wourth Group Limited group, which provides a treasury function for the wider group. The Company has made a small loss in the year (£0.2m) but forecasts to trade profitably and generate positive cash flows moving forward, which ultimately can flow into the wider group to aid cash flow. The Company has net current assets of £3.5m (2024: £3.6m) when including amounts due from group undertakings totalling £3.8m (2024: £0.2m). The directors have prepared cash flow forecasts for the Company which show that even when factoring in a possible downturn in consumer spending and the seasonality around product purchasing and sales, sufficient cash resources are available to finance its own trading for a period of at least 12 months from the date of approval of the financial statements without the need for amounts owed by group undertakings to be repaid. These cash flow forecasts are before any additional amounts are transferred out as part of the group treasury function.

Furthermore, in assessing the Company's ability to continue as a going concern, given the existence of a group treasury function and the support this can provide, the directors have made reference to the going concern note as disclosed in Wourth Group Limited as shown below:

“The Group is exposed to trading risk in a highly competitive retail sector. The Group is susceptible to a possible downturn in consumer spending, influenced by factors such as a reduction in disposable income and changing interest rates. The Directors have assessed, and stress tested the group’s financial position, budgets and cash flow forecasts for the period up to 31 December 2026.

All forecasts have also factored in the seasonality around revenue and stock purchases. Cash levels are expected to be at their lowest in August and September each year when the group are purchasing seasonal stock which is then converted to cash in a strong October to December period. This is particularly pertinent in WoolOvers Limited and Pure Collection Cashmere Limited. Even when flexed for underperformance on revenue targets, the cash forecasts remain in a positive position, in part due to the availability of a £12.5m revolving credit facility that is due to expire in April 2028.

The parent group has also confirmed it will provide financial support if required for a period of at least 12 months from the anticipated sign off date of the financial statements. Consequently, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for more than one year from the date of approval of these financial statements."

Accordingly, given the directors know of no reason why financial support will not be forthcoming in relation to the group treasury function, they continue to adopt the going concern basis of accounting in preparing the Company's financial statements.

Turnover represents amounts receivable, net of value added tax and trade discounts, in respect of the sale of goods to customers.

Sale of goods

For sale of goods to retail customers, revenue is recognised when control of the goods has transferred, being at the point the customer purchases the goods at the retail store. Payment of the transaction price is due immediately at the point the customer purchases the goods.

For internet and mail order sales, revenue is recognised when the goods are despatched to customers, being at the point the goods are delivered to the customer. Delivery occurs when the goods have been shipped to the customer's specific location. When the customer initially purchases the goods, the transaction price receivable is recognised as a payment in advance in other creditors until the goods have been delivered to the customer.

Any credits issued for future purchases must be used within a finite period. The company recognises a liability for all unused credits and makes an estimate for expected breakage, being any amounts that may be unclaimed at the year end. Any breakage amount is recognised as revenue based on the historic aged usage rates that apply to credits issued to customers.

Under the company's standard contract terms, customers have a right to return within 28 days. At the reporting date, a refund liability and a corresponding adjustment to revenue is recognised for those products expected to be returned. At the same time, the company has a right to recover the product when customers exercise their right of return so consequently recognises a right to returned goods and corresponding adjustment to cost of sales. The net value of the returns provision is recognised in other creditors based on the estimated returns after the reporting date of sales that occurred in the period. The company uses its accumulated historical experience to estimate the number of returns to be

provided for.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation 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:

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

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:

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 credited or charged to profit or loss.

Interests in subsidiaries 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 company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

At each reporting period end date, the company 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.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Stock 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 stock to their present location and condition.

Stock 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 stock 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.

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.

The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with 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, 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 method 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, 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.

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.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company 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.

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 company after deducting all of its 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 payments 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.

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 through 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.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the company 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 company.

The tax expense represents the sum of the tax currently payable and deferred 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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

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 when the company has 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.

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.

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

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black-Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

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 leases asset are consumed.

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.

In the application of the company’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.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

The company makes an estimate of the net realisable values of stock which is based on assessments of

future sales projections and prevailing market conditions. These are re-assessed annually and amended

where necessary to reflect current estimates. Changes to these estimates could result in changes to the

profit and loss for the period and to the carrying value of the stock. See note 14 for the carrying value of

stock and changes to any provision made in the period.

The company makes an estimate of the post year end sales returns which is based on assessments of the expected level of returns within the 28 day returns policy. The company uses its accumulated historical experience of actual return levels to estimate the number of returns to be provided for. These are re-assessed annually and amended where necessary to reflect current estimates. Changes to these estimates could result in changes to the profit and loss for the period and to the value of the accrual.

An estimate is made for credit note breakages based on the historical trends of credit notes being claimed. This estimate is derived using aged data of the claims of credit notes during their finite lifetime. The estimate is updated at least annually to take account of any changes in trends.

Depreciation is provided at rates calculated to write off the cost or valuation of fixed assets, less their estimated residual value, over their expected useful lives. Amortisation is calculated to write off the cost in equal annual instalments over their estimated useful lives. The company estimates the useful lives based on their historical experience and expectations of how long the assets will be used within the business.

The recoverability of trade debtors and intercompany debtors is regularly reviewed in the light of available economic information specific to each receivable and provisions are recognised for balances considered to be irrecoverable.

The company may issue share options to certain employees. The company calculate share based payments using the fair value of the shares on the grant date, and recognises an expense net of forfeitures based on the number of shares expected to vest, on a straight line basis over the requisite service period.

The company estimates the fair value for share options awards using entity-specific observable market data obtained through a recent independent valuation of the entity or its principal assets.

The exceptional costs incurred during the period relate to the cost arising from the acquisition of the company by a new parent group.

The exceptional costs incurred in the prior year related to the corrections of VAT and other professional fees as exceptional items.

The average monthly number of persons (including directors) employed by the company during the 15 month period was:

Their aggregate remuneration comprised:

The highest paid director has exercised share options on 114 Ordinary C shares of £0.25p each during the 15 month period.

The actual credit for the 15 month period can be reconciled to the expected credit for the 15 month period based on the profit or loss and the standard rate of tax as follows:

During the period the company reallocated website design costs from tangible fixed assets.

During the period the company reallocated website design costs to tangible fixed assets.

Details of the company's subsidiaries at 31 March 2025 are as follows:

Registered office addresses (all UK unless otherwise indicated):

Changes in finished goods recognised as cost of sales in the period amounted to £7.1m (2023: £7.4m) The stock provision amounted to £86k (2023: £95K).

Amounts totalling £3.82m (2024: £0.19m) relate to intercompany trading balances receivable which do not carry any interest. All intercompany balances are repayable on demand.

Fixed and floating charges exist in favour of Bank of Scotland plc and Barclays Bank plc over the Company's assets and undertakings as security for any sums that may be owed to the aforementioned institutions.

Amounts totalling £0.97m (2024: £0.01m) relate to intercompany trading balances payable which do not carry any interest. All intercompany balances are repayable on demand.

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

The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

A Ordinary Shares have attached to them full voting, dividend and capital distribution (including on winding up) rights. They do not confer any right of redemption.

C Ordinary Shares have attached to them full dividend and capital distribution (including on winding up) rights but holders are not entitled to vote. They do not confer any right of redemption.

During the year the company issued 171 C Ordinary shares of 25p each for a total consideration of £12,540 in respect of management share options in existence that were converted following the sale of the company to the new parent group. The company had not previously recognised a share based payment charge, as a result the excess of the consideration over the par value has been recognised in the Share premium reserve.

After the year end the company entered in to leases that were under licence following the change of ultimate ownership.

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

In accordance with FRS102 section 33 paragraph 33.1A, the company has not disclosed transactions with wholly owned subsidiaries or its parent company within the same group.

During the year the company were charged £nil (2023 - £68,971) for stock fulfilment services by a company with a common director. At the year end, this company was owed £nil (2023 - £nil).

During the year, the company were charged consultancy costs totalling £nil (2023 - £108,648) from companies with a common director. At the year end, these companies were owed £nil (2023 - £8,431).

The company is a subsidiary undertaking of Wourth Group Limited, registered office Woolovers House, Victoria Gardens, Burgess Hill, RH15 9NB.

The ultimate controlling party is a fund managed by Verdane Fund Manager AB, an investment management firm, by virtue of its majority shareholding in Aurora Holdco Limited, registered office 1 Chapel Street, Warwick, United Kingdom, CV34 4HL.

The results are included in the consolidated financial statements of Wourth Group Limited. The consolidated financial statements of Wourth Group Limited are prepared in accordance with FRS 102 and are available to the public and may be obtained from Woolovers House, Victoria Gardens, Burgess Hill, RH15 9NB.