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REGISTERED NUMBER: 05709072 (England and Wales)

| FINANCIAL STATEMENTS |

| FOR THE YEAR ENDED 30 DECEMBER 2024 |

| FOR |

| THE SPORTS OFFICE UK LIMITED |

THE SPORTS OFFICE UK LIMITED (REGISTERED NUMBER: 05709072) |

CONTENTS OF THE FINANCIAL STATEMENTS

for the Year Ended 30 December 2024

Page |

| Company Information | 1 |

| Statement of Financial Position | 2 |

| Notes to the Financial Statements | 3 |

| THE SPORTS OFFICE UK LIMITED |

COMPANY INFORMATION

for the Year Ended 30 December 2024

| DIRECTORS: | S Smith

| J A Malloy

| K McLaughlin

| SECRETARY: | K McLaughlin

| REGISTERED OFFICE: | Suite 5.09

| Department Bonded Warehouse

| 18 Lower Byrom Street

| Manchester

| Greater Manchester

| M3 4AP

| REGISTERED NUMBER: | 05709072 (England and Wales)

| AUDITORS: | Fairhurst Audit Services Ltd

| Statutory Auditor

| Chartered Accountants

| Douglas Bank House

| Wigan Lane

| Wigan

| Lancashire

| WN1 2TB

THE SPORTS OFFICE UK LIMITED (REGISTERED NUMBER: 05709072) |

STATEMENT OF FINANCIAL POSITION

30 December 2024

| 2024 | 2023 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Tangible assets | 4 | 1,935 |  | 23,784 |  |

CURRENT ASSETS

Debtors | 5 | 110,145 |  | 115,440 |  |

Cash at bank | 77,221 |  | 109,163 |  |

187,366 |  | 224,603 |  |

CREDITORS

Amounts falling due within one year | 6 | 481,710 |  | 537,185 |  |

NET CURRENT LIABILITIES | (294,344 | ) | (312,582 | ) |

TOTAL ASSETS LESS CURRENT LIABILITIES | (292,409 | ) | (288,798 | ) |

CREDITORS

Amounts falling due after more than one year | 7 | 5,434,364 |  | 3,276,602 |  |

NET LIABILITIES | (5,726,773 | ) | (3,565,400 | ) |

CAPITAL AND RESERVES

Called up share capital | 9 | 2,497 |  | 2,497 |  |

Share premium | 10 | 5,096 |  | 5,096 |  |

Retained earnings | 10 | (5,734,366 | ) | (3,572,993 | ) |

SHAREHOLDERS' FUNDS | (5,726,773 | ) | (3,565,400 | ) |

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Statement of Comprehensive Income has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 4 December 2025 and were signed on its behalf by:

S Smith - Director

K McLaughlin - Director

THE SPORTS OFFICE UK LIMITED (REGISTERED NUMBER: 05709072) |

NOTES TO THE FINANCIAL STATEMENTS

for the Year Ended 30 December 2024

1. | STATUTORY INFORMATION

| The Sports Office UK Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

| The presentation currency of the financial statements is the Pound Sterling (£).

| During the current and preceding year the company was a wholly owned subsidiary of Kitman Labs Limited and these financial statements cover the company as an individual entity.

2. | ACCOUNTING POLICIES

| Basis of preparing the financial statements

| These financial statements have been prepared in accordance with the provisions of Section 1A "Small Entities" of Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

| The disclosure requirements of section 1a of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

| Going concern

| The Company made a loss in the period ending 30 December 2024 of £2.130m (2023: £2.099m) and has net current liabilities of £0.3m (2023: £0.3m) and net liabilities of £5.7m (2023: £3.6m). Included in the net liabilities are amounts due to the parent company of £5.4m (2023: £3.3m).

| The company is gradually transferring over all trade , contracts and employment to its parent company at which time all intercompany debts will be either written off or capitalised. During this transition the company is reliant on the ongoing financial support of its parent company to support working capital requirements.

| When assessing the appropriateness of going concern the directors have considered the company's current trading performance together with sales projections and the ability of the company's parent to provide support as required. In making this assessment the directors have considered a period of at least twelve months from the date of approval of the financial statements.

| Taking into the account the above the directors have deemed it appropriate to continue to prepare the financial statements on a going concern basis. The financial statements do not include the adjustments that would result if the company were unable to continue as a going concern.

| The principal accounting policies adopted in the preparation of the financial statements are set out below.

| Turnover

| Turnover is recognised at the fair value of the consideration received or receivable for subscription and maintenance services provided and is shown net of VAT.

| Turnover is recognised in accordance with the period that the customer has subscribed for.

| Tangible fixed assets

| Tangible fixed assets are stated cost less accumulated depreciation and accumulated impairment losses.

| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

| Plant and machinery etc. - 24 to 80 months on cost.

THE SPORTS OFFICE UK LIMITED (REGISTERED NUMBER: 05709072) |

NOTES TO THE FINANCIAL STATEMENTS - continued

for the Year Ended 30 December 2024

2. | ACCOUNTING POLICIES - continued

| Financial instruments

| The company has elected to apply the provisions of FRS 102 Section 11 'Basic Financial Instruments' to all of its financial instruments.

| The following assets and liabilities are classified as financial instruments; bank accounts, trade debtors, trade creditors and accruals.

| Financial instruments that are payable or receivable within one year, typically bank accounts, trade debtors trade creditors and accruals, are measured initially and subsequently at the undiscounted amount of the cash or other consideration that is expected to be paid or received.

| Financial instruments repayable in more than one year are initially measured at present value of the future payments and subsequently at amortised cost using the effective interest method unless the effect of discounting would be immaterial.

| Taxation

| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

| Current or deferred taxation assets and liabilities are not discounted.

| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

| Deferred tax

| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

| Pension costs and other post-retirement benefits

| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3. | EMPLOYEES AND DIRECTORS

| The average number of employees during the year was 40 (2023 - 46 ) .

THE SPORTS OFFICE UK LIMITED (REGISTERED NUMBER: 05709072) |

NOTES TO THE FINANCIAL STATEMENTS - continued

for the Year Ended 30 December 2024

4. | TANGIBLE FIXED ASSETS

| Plant and

| machinery

| etc

£ |

| COST

| At 31 December 2023 | 120,203 |  |

| Disposals | (107,750 | ) |

| At 30 December 2024 | 12,453 |  |

| DEPRECIATION

| At 31 December 2023 | 96,419 |  |

| Charge for year | 21,849 |  |

| Eliminated on disposal | (107,750 | ) |

| At 30 December 2024 | 10,518 |  |

| NET BOOK VALUE

| At 30 December 2024 | 1,935 |  |

| At 30 December 2023 | 23,784 |  |

5. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

2024 | 2023 |

£ | £ |

| Trade debtors | 27,966 |  | 22,048 |  |

| Other debtors | 82,179 |  | 93,392 |  |

110,145 |  | 115,440 |  |

6. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

2024 | 2023 |

£ | £ |

| Trade creditors | 187,292 |  | 173,940 |  |

| Taxation and social security | 75,983 |  | 107,056 |  |

| Other creditors | 218,435 |  | 256,189 |  |

481,710 |  | 537,185 |  |

7. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

2024 | 2023 |

£ | £ |

| Amounts owed to group undertakings | 5,434,364 |  | 3,276,602 |  |

THE SPORTS OFFICE UK LIMITED (REGISTERED NUMBER: 05709072) |

NOTES TO THE FINANCIAL STATEMENTS - continued

for the Year Ended 30 December 2024

8. | LEASING AGREEMENTS

| Minimum lease payments under non-cancellable operating leases fall due as follows:

2024 | 2023 |

£ | £ |

| Within one year | - |  | 31,350 |  |

9. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 2024 | 2023 |

| value: | £ | £ |

| 100,125 | Ordinary A (new) | 1p | 1,001 |  | 1,001 |  |

| 49,875 | Ordinary B (new) | 1p | 499 |  | 499 |  |

| 75,000 | Ordinary C (new) | 1p | 750 |  | 750 |  |

2,250 |  | 2,250 |  |

| Allotted and issued:

| Number: | Class: | Nominal | 2024 | 2023 |

| value: | £ | £ |

| 24,739 | Ordinary D | 1p | 247 |  | 247 |  |

10. | RESERVES

| Retained |  | Share |

| earnings |  | premium |  | Totals

£ | £ | £ |

| At 31 December 2023 | (3,572,993 | ) | 5,096 |  | (3,567,897 | ) |

| Deficit for the year | (2,161,373 | ) | (2,161,373 | ) |

| At 30 December 2024 | (5,734,366 | ) | 5,096 |  | (5,729,270 | ) |

11. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

| The Report of the Auditors was unqualified.

| We draw attention to note 2 "Basis of Preparation" in the financial statements, which details the reliance of the company on continued support from its parent company along with the gradual transfer of trade, contracts and employment.

| Our opinion is not modified in respect of this matter.

| Louise Webster BSc BFP ACA (Senior Statutory Auditor)

| for and on behalf of Fairhurst Audit Services Ltd

THE SPORTS OFFICE UK LIMITED (REGISTERED NUMBER: 05709072) |

NOTES TO THE FINANCIAL STATEMENTS - continued

for the Year Ended 30 December 2024

11. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 - continued

| In forming our opinion on the financial statements, which is not modified, we have considered the adequacy of the disclosure made in note 2 to the financial statements concerning the company's ability to continue as a going concern.

| The Company made a loss in the period ending 30 December 2024 of £2.130m (2023: £2.099m) and has net liabilities of £5.7m (2023: £3.6m).

| The company is reliant on the ongoing financial support of its parent company to support working capital requirements. When assessing the appropriateness of going concern the directors have considered the company's current trading performance together with sales projections and the ability of the company's parent to provide support as required. In making this assessment the directors have considered a period of at least twelve months from the date of approval of the financial statements. Financial projections prepared at group level rely on future investment which at the time of signing these accounts have not been secured, this indicates a material uncertainty which may cast significant doubt upon the entities ability to continue as a going concern.

| Despite these uncertainties the directors are still of the opinion that sufficient support can be provided to ensure that the company can meet its liabilities as they fall due and therefore it is appropriate to continue to prepare the financial statements on a going concern basis. The financial statements do not include the adjustments that would result if the company were unable to continue as a going concern.

12. | RELATED PARTY DISCLOSURES

| Kitman Labs Limited

| Parent company

| During the reporting period the company received £3,629,622 (2023 - £2,937,710) from and paid £nil (2023 - £100,000) to Kitman Labs Limited.

| During the reporting period management fees totalling £1,513,258 (2023 - £1,017,384) were accrued to Kitman Labs Limited.

| Included in creditors is £5,434,364 (2023: £3,276,602) due to Kitman Labs Limited. This balance is unsecured and there are no fixed repayment terms.

13. | POST BALANCE SHEET EVENTS

| Since the reporting date up to the date of approving the financial statements the company has received loans totalling £2,514,737 from its parent company Kitman Labs Limited. The amounts advanced are unsecured and there are no fixed repayment terms.

14. | ULTIMATE CONTROLLING PARTY

| The controlling party is Kitman Labs Limited, a company registered in the Republic of Ireland.

| Consolidated group financial statements accounts are prepared by Kitman Labs Limited and are available from the company's registered office Dogpatch Labs, Unit 1, The CHQ Building, Custom House Quay, Dublin 1, D01 Y6H7