REGISTERED NUMBER: 12601996 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

GSUKCO LIMITED

Page

Company Information

1

Statement of Financial Position

2

Notes to the Financial Statements

4

DIRECTORS:

P Andurand

M Zelaznik

REGISTERED OFFICE:

5th Floor

36 St James’s Street

London

SW1A 1JD

REGISTERED NUMBER:

12601996 (England and Wales)

ACCOUNTANTS:

Thorne Lancaster Parker

5th Floor

Palladium House

1-4 Argyll Street

London

W1F 7TA

FIXED ASSETS

Intangible assets

5

13,537,538

14,323,131

Property, plant and equipment

6

25,153

19,184

13,562,691

14,342,315

CURRENT ASSETS

Inventories

13,745

35,246

Debtors

7

1,142,413

778,542

Cash at bank and in hand

1,108,758

114,765

2,264,916

928,553

CREDITORS

Amounts falling due within one year

8

(2,502,579

)

(1,942,320

)

NET CURRENT LIABILITIES

(237,663

)

(1,013,767

)

TOTAL ASSETS LESS CURRENT LIABILITIES

13,325,028

13,328,548

CREDITORS

Amounts falling due after more than one year

9

(9,062,679

)

(4,758,131

)

NET ASSETS

4,262,349

8,570,417

CAPITAL AND RESERVES

Called up share capital

10

13,237,055

13,237,055

Fair value reserve

11

4,568,598

4,568,598

Retained earnings

11

(13,543,304

)

(9,235,236

)

SHAREHOLDERS' FUNDS

4,262,349

8,570,417

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2024 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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 23 December 2025 and were signed on its behalf by:

P Andurand - Director

1.	STATUTORY INFORMATION

GSUKCO 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 (£).

2.	STATEMENT OF COMPLIANCE

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

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention as modified by the recognition of intellectual property rights measured at fair value.

Turnover

Revenue is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Events income

Revenue represents the income receivable from the organisation and management of events that occur in the financial period, net of value added tax.

Revenue is recognised at the fair value of the consideration received or receivable for sale of services to external customers in the ordinary nature of the business. The fair value of the consideration takes into account trade discounts, settlement discounts and volume rebate.

Income and directly allocable costs arising from events are taken to the profit and loss account in the financial period in which the relevant event take place. Income and directly related costs arising from to be events held at a date subsequent to the balance sheet date are not taken to the profit and loss account and included in the balance sheet as deferred exhibition income and deferred exhibition costs respectively.

Other income

All other income relating to media income, sponsorship income and are recognised on an accruals basis and is presented within turnover.

Merchandise income

Revenue from merchandise sales is recognised when the goods are dispatched to the customer as it is at that stage when the title of the merchandise passes to the customer.

Intangible assets

Except for the recognition of intellectual property rights all other intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Intellectual property rights are stated at fair value at the date of revaluation less accumulated amortisation. The fair value is based on the valuation undertaken by the company.

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

Intellectual property rights are being amortised evenly over their useful life of 20 years.

Associated costs for patents and trade marks are being amortised over their useful life of 4 years.

Streaming platform licences are being amortised evenly over their useful life of 4 years.

Signing fees are being amortised evenly over the term of the contract.

Tangible fixed assets

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

Computer equipment 33% on cost

Fixtures and Fittings 33% on cost

Plant and Machinery 20% on cost

Stocks

Inventories are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Cash and cash equivalents

Cash and cash equivalents in the balance sheet comprise cash at banks and in hand and short-term deposits with an original maturity date of three months or less.

Financial instruments

a) Basic financial assets

Trade and other debtors, and bank balances, which are due within one year are initially recognised at transaction price and subsequently carried at amortised cost being the transaction price less any amounts settled and any impairment losses.

At the end of each reporting period basic financial assets measured at amortised cost are assessed for objective evidence of impairment. 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 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.

A financial asset is derecognised only when the contractual rights to cash flows expire or are settled, or substantially all the risks and rewards of ownership are transferred to another party, 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.

b) Basic financial liabilities and equity

Financial liabilities are classified as liabilities and equity instruments 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.

Trade creditors, and other creditors are initially recognised at transaction price and subsequently carried at amortised cost, being transaction price less any amounts settled.

Other loans are initially recognised at the transaction price, including transaction costs and subsequently measured at amortised cost using the effective interest method. Interest expense is recognised on the basis of the effective interest method and is included in interest payable and other similar charges.

Basic financial liabilities are derecognised when the contractual obligation is discharged, cancelled or expired.

c) Equity instruments

The ordinary share capital of the company is classified as equity and recorded at fair value of the cash or other resources received or receivable, net of direct costs of issuing the equity instruments.

Going concern

As described in the profit and loss and balance sheet the company incurred a loss of £4,308,068 and has total net current liabilities of £237,663.

Accordingly the company is dependant upon the continued support of it's shareholders in order to meet its day to day working capital requirements. The shareholders of the company have indicated that they will continue support for a period of at least one year from the approval date of these financial statements. On this basis the directors consider it appropriate to prepare the financial statements on a going concern basis.

If the company were unable to continue in operational existence for the foreseeable future, adjustments would have to be made to reduce the balance sheet values of assets to their recoverable amounts, and to provide for further liabilities that might arise, and to reclassify fixed assets and long-term liabilities as current assets and liabilities.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 4 (2023 - 3 ) .

5.	INTANGIBLE FIXED ASSETS

Other

intangible

assets

£

COST OR VALUATION

At 1 January 2024

14,653,881

Additions

29,192

At 31 December 2024

14,683,073

AMORTISATION

At 1 January 2024

330,750

Charge for year

814,785

At 31 December 2024

1,145,535

NET BOOK VALUE

At 31 December 2024

13,537,538

At 31 December 2023

14,323,131

Cost or valuation at 31 December 2024 is represented by:

Other

intangible

assets

£

Valuation in 2023

762,945

Cost

13,920,128

14,683,073

6.	PROPERTY, PLANT AND EQUIPMENT

Plant and

machinery

etc

£

COST

At 1 January 2024

42,338

Additions

16,031

At 31 December 2024

58,369

DEPRECIATION

At 1 January 2024

23,154

Charge for year

10,062

At 31 December 2024

33,216

NET BOOK VALUE

At 31 December 2024

25,153

At 31 December 2023

19,184

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade debtors

513,061

625,146

Other debtors

629,352

153,396

1,142,413

778,542

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade creditors

1,549,936

1,063,190

Taxation and social security

31,164

3,020

Other creditors

921,479

876,110

2,502,579

1,942,320

9.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2024

2023

£

£

Other creditors

9,062,679

4,758,131

Other loans

Other loans are due for repayment on a quarterly basis from 31 March 2026 with the final repayment due on 31 January 2027. Interest is charged at 1.5% above the Bank of England base rate. This loan is secured by way of a first fixed charge over the assets of the company. At 31 December 2024 the amount outstanding in respect of this facility is £2,698,420.

Shareholder loans

Shareholder loans are due to mature on 22 July 2027. Interest is charged at a rate equal to 5% plus the US prime rate from time to time per annum. The above loan is secured by way of a fixed charge and floating charge over the assets of the company. At 31 December 2024 the amount outstanding in respect of this facility is £5,378,826 with accrued interest payable of £985,433.

10.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

456,555

Ordinary

£28.9

9

13,237,054

13,237,054

100

Ordinary

£0.01

1

1

13,237,055

13,237,055

11.

RESERVES

Fair

Retained

value

earnings

reserve

Totals

£

£

£

At 1 January 2024

(9,235,236

)

4,568,598

(4,666,638

)

Deficit for the year

(4,308,068

)

(4,308,068

)

At 31 December 2024

(13,543,304

)

4,568,598

(8,974,706

)

12.	RELATED PARTY DISCLOSURES

The company’s shareholders are considered to be related parties.

During the year, the company was financed by shareholder loans. As at 31 December 2024, amounts owed to shareholders totalled £5,378,826, with accrued interest of £985,433. Details of this are included in Note 9.