REGISTERED NUMBER: 03944055 (England and Wales)

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

FOR

PRESTIGE BRANDS (UK) LIMITED

Page

Company Information

1

Statement of Financial Position

2

Notes to the Financial Statements

3

to

10

DIRECTORS:

Mr R Lombardi

Ms C Sacco

Mr W P'Pool

REGISTERED OFFICE:

Clockhouse Court

5-7 London Road

St Albans

Hertfordshire

AL1 1LA

REGISTERED NUMBER:

03944055 (England and Wales)

AUDITORS:

Seymour Taylor Limited, Statutory Auditor

First Floor North

40 Oxford Road

High Wycombe

Buckinghamshire

HP11 2EE

BANKERS:

Clydesdale Bank PLC (trading as Virgin Money)

30 St Vincent Place

Glasgow

G1 2HL

FIXED ASSETS

Intangible assets

4

-

-

Tangible assets

5

54,148

67,095

Investments

6

1

1

54,149

67,096

CURRENT ASSETS

Stocks

1,717,748

1,770,303

Debtors

7

1,985,129

2,177,974

Cash at bank

106,029

129,093

3,808,906

4,077,370

CREDITORS

Amounts falling due within one year

8

3,422,001

3,339,711

NET CURRENT ASSETS

386,905

737,659

TOTAL ASSETS LESS CURRENT LIABILITIES

441,054

804,755

CAPITAL AND RESERVES

Called up share capital

11

100

100

Capital contribution reserve

12

251,240

251,240

Share based payments reserve

12

139,462

139,462

Retained earnings

12

50,252

413,953

SHAREHOLDERS' FUNDS

441,054

804,755

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 Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 15 December 2025 and were signed on its behalf by:

Ms C Sacco - Director

1.	STATUTORY INFORMATION

Prestige Brands (UK) Limited is a private company limited by shares and incorporated in England and Wales. The address of the company's registered office is 5 Clockhouse Court, 5-7 London Road, St Albans, Hertfordshire, AL1 1LA. The registered number is 03944055.

The principal activity of the company is that of packaging and selling healthcare products.

The presentation currency of these financial statements is Sterling (£), being the currency of the primary economic market in which the entity operates. All amounts in these financial statements have been rounded to the nearest pound unless stated otherwise.

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

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.

Going concern

The directors have assessed expected future cashflows, giving due consideration to all relevant factors affecting the company. The directors have considered the potential impact on the company as well as its capital resources and believe that the company has adequate resources in place to continue in operation for at least twelve months from the date of approval of the financial statements. Consequently, the company continues to adopt the going concern basis in preparing these financial statements.

Preparation of consolidated financial statements

The financial statements contain information about Prestige Brands (UK) Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 402 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as its subsidiary undertaking is not material to the financial statements in accordance with Section 405 of the Companies Act 2006.

Turnover

Turnover from the sale of goods is recognised when significant risks and rewards of ownership of the goods have transferred to the buyer, the amount of turnover can be reliably measured, it is probable that the economic benefits associated with the transaction will flow to the company and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

This is usually when the goods have been delivered and legal title has passed.

Goodwill

Goodwill arising on the acquisition of businesses is capitalised, classified as an asset in the statement of financial position, and amortised on a straight line basis over its estimated useful life. The period chosen for the amortisation of goodwill is 20 years, and the goodwill has now been fully amortised.

Tangible fixed assets

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

Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimate useful life:

Plant and machinery - straight line - 33%

Computer equipment - straight line - 33%

Improvements to property - over the lease term

Depreciation methods, useful lives and residual values are reviewed if there is an indication of a significant change since the last annual reporting date in the pattern by which the company expects to consume an asset's future economic benefits.

The directors asses at each reporting date whether tangible fixed assets are impaired, and subsequently a provision is recognised if required.

Investments in subsidiaries

Investments in subsidiaries are carried at cost less impairment.

Impairment of assets

Assets not measured at fair value are reviewed for any indication that the asset may be impaired at each statement of financial position date. If such indication exists, the recoverable amount of the asset, or the asset's cash generating unit, is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in the statement of comprehensive income. unless the asset is carried at a revalued amount where the impairment loss is a revaluation decrease.

Impairment of non-financial and financial assets

At each 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.

If the recoverable amount of an asset is estimated to be less that its carrying amount, the carrying amount is reduced to its recoverable amount, with the impairment recognised immediately in the statement of comprehensive income.

Stocks

Stocks are stated at the lower of cost and net realisable value.

Cost incurred in bringing each product to its present location and condition is based on standard cost, set by the US parent undertaking on a first-in, first-out basis, including transport.

Net realisable value is based on estimated normal selling price, less further costs expected to be incurred to completion and disposal. Provision is made for obsolete, slow moving or defective items where appropriate.

Taxation

Tax on the profit or loss for the year comprises current and deferred tax. Tax is recognised in the statement of comprehensive income. except to the extent that it relates to items recognised directly in equity or other comprehensive income, in which case it is recognised directly in equity or other comprehensive income.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the statement of financial position date, and any adjustment to tax payable in respect of previous years.

Deferred tax

Deferred tax is provided on timing differences which arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements. Differences between accumulated depreciation and tax allowances for the cost of a fixed asset, if and when all conditions for retaining the tax allowances have been met, are not provided for. Deferred tax is not recognised on permanent differences arising because certain types of income or expense are non-taxable or are disallowable for tax or because certain tax charges or allowances are greater or smaller than the corresponding income or expense.

Deferred tax is measured at the tax rate that is expected to apply to the reversal of the related difference, using tax rates enacted or substantively enacted at the statement of financial position date. Deferred tax balances are not discounted.

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

Foreign currencies

Transactions denominated in foreign currencies are translated into Sterling at the rate of exchange ruling at the date of the transaction. Monetary assets and liabilities at the period end denominated in a foreign currency are translated into Sterling at the rate of exchange ruling at the statement of financial position date. Exchange differences are taken into account when arriving at the operating profit.

Hire purchase and leasing commitments

Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged against profits on a straight line basis over the period of the lease.

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.

Share based payments

The cost of equity-settled share-based payment transactions with employees is measured by reference to the fair value at the date at which they are granted and is recognised as an expense over the vesting period, which ends on the date on which the relevant employees become fully entitled to the award. Fair value is determined by an external valuer using a Black-Scholes option pricing model.

At each statement of financial position date before vesting, the cumulative expense is calculated and recognised in the income statement, representing the extent to which the vesting period has expired and management's best estimate of the achievement or otherwise of non-market conditions and of the number of equity instruments that will ultimately vest. In the case of an instrument subject to a market condition, this will be treated as vesting as described above.

The financial effect of awards by the parent company of options over its equity shares to the employees of subsidiary undertakings are recognised by the parent company in its individual financial statements. In particular the parent company records an increase in its investment in subsidiaries with a credit to equity equivalent to the cost in the subsidiary undertakings.

Financial instruments

The company has applied the provisions of Section 11 "Basic Financial Instruments" and Section 12 "Other Financial Instrument Issues" of FRS 102 to its financial statements.

Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as either financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the statement of financial position. Finance costs and gains or losses relating to financial liabilities are included in the statement of comprehensive income. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability.

Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 9 (2024 - 9 ) .

4.	INTANGIBLE FIXED ASSETS

Goodwill

£

COST

At 1 April 2024

and 31 March 2025

251,240

AMORTISATION

At 1 April 2024

and 31 March 2025

251,240

NET BOOK VALUE

At 31 March 2025

-

At 31 March 2024

-

5.	TANGIBLE FIXED ASSETS

Improvements

to

Plant and

Computer

property

machinery

equipment

Totals

£

£

£

£

COST

At 1 April 2024

and 31 March 2025

96,407

19,145

16,578

132,130

DEPRECIATION

At 1 April 2024

31,598

19,145

14,292

65,035

Charge for year

12,185

-

762

12,947

At 31 March 2025

43,783

19,145

15,054

77,982

NET BOOK VALUE

At 31 March 2025

52,624

-

1,524

54,148

At 31 March 2024

64,809

-

2,286

67,095

6.	FIXED ASSET INVESTMENTS

Shares in

group

undertaking

£

COST

At 1 April 2024

and 31 March 2025

1

NET BOOK VALUE

At 31 March 2025

1

At 31 March 2024

1

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

1,338,419

1,495,457

Amounts owed by group undertakings

126,566

126,566

Other debtors

520,144

555,951

1,985,129

2,177,974

Included in other debtors is a deferred tax asset of £150,149 falling due after more than one year from the reporting date.

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

621,579

953,242

Amounts owed to group undertakings

2,326,283

1,902,488

Taxation and social security

112,488

108,189

Other creditors

361,651

375,792

3,422,001

3,339,711

9.	LEASING AGREEMENTS

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

2025

2024

£

£

Within one year

66,202

66,202

Between one and five years

27,584

93,786

93,786

159,988

10.	DEFERRED TAX

2025

2024

£

£

Movements in deferred taxation asset

Balance at 1 April 2024

150,149

139,259

Credit to Income Statement during year

121,233

10,890

Losses surrendered under group loss relief

(126,017

)

-

Balance at 31 March 2025

145,365

150,149

2025

2024

£

£

Analysis of deferred taxation asset

Tax losses carried forward

149,360

157,380

Accelerated capital allowances

(3,995

)

(7,231

)

145,365

150,149

11.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

£

100

Ordinary

£1

100

100

12.

RESERVES

Share

Capital

based

Retained

contribution

payments

earnings

reserve

reserve

Totals

£

£

£

£

At 1 April 2024

413,953

251,240

139,462

804,655

Deficit for the year

(363,701

)

-

-

(363,701

)

At 31 March 2025

50,252

251,240

139,462

440,954

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

The Report of the Auditors was unqualified.

Timothy Fulker BSc FCA (Senior Statutory Auditor)

for and on behalf of Seymour Taylor Limited, Statutory Auditor

14.	PENSION COMMITMENTS

The company operates a defined contributions scheme. The assets of the scheme are held separately from those of the company in an independently administrated fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £31,615 (2024 - £32,495).

15.	RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Section 1A of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

16.	SHARE-BASED PAYMENT TRANSACTIONS

Restricted Shares

Prestige Consumer Healthcare Inc. (formerly Prestige Brands Holdings) granted restricted shares to employees of Prestige Brands (UK) Limited. Restricted shares generally vest in 3 years, contingent on attainment of group performance goals, including revenue and earnings before income taxes, depreciation and amortisation targets, or the certain time vesting thresholds. The restricted share awards provide for accelerated vesting if there is a change in control, as defined in the plan or document pursuant to which awards were made. The fair value of non-vested restricted shares is determined as the closing price of Prestige Consumer Healthcare Inc. common stock on the day preceding the grant date.

Options

The option plan outlines that the exercise price of the option granted shall be no less than the fair market value of the parent company's common stock on the date the option is granted. Options granted have a term of 10 years from the grant date and vest in accordance with a schedule determined at the time the option is granted, generally 3 years. The option awards provide for accelerated vesting if there is a change in control.

The company has taken advantage of exemption, under the terms of Section 1A of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose the requirement of Section 26 Share-based payments as the equivalent disclosures required by this requirement are included in the consolidated financial statements of the group in which the company is consolidated.

17.	ULTIMATE PARENT UNDERTAKING AND CONTROLLING PARTY

The directors consider the ultimate parent undertaking and controlling party to be Prestige Consumer Healthcare Inc, a company incorporated in the state of Delaware, USA..

The largest and smallest group of which the company is a member and for which consolidated financial statements are prepared is that headed by Prestige Consumer Healthcare Inc.

Copies of the group financial statements, which include the company, can be obtained from 660 White Plains Road, Suite 250, Tarrytown Office Park, Tarrytown, New York, 10591, USA.