Company registration number 13784941 (England and Wales)
SHAKEN UDDER GROUP LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
SHAKEN UDDER GROUP LIMITED
COMPANY INFORMATION
Directors
A Ferrero Jordi
(Appointed 13 November 2025)
X Pons Pes
(Appointed 13 November 2025)
R Reames
(Appointed 13 November 2025)
E Pink
(Appointed 13 November 2025)
Secretary
E Pink
Company number
13784941
Registered office
Heathwell Farm
Simpsons Lane
Tiptree
Colchester
CO5 0PP
Auditor
Azets Audit Services
5 Yeomans Court
Ware Road
Hertford
Hertfordshire
United Kingdom
SG13 7HJ
SHAKEN UDDER GROUP LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Profit and loss account
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 36
SHAKEN UDDER GROUP LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 1 -

The directors present the strategic report for the period ended 31 December 2025.

Review of the business

During the period, the Group was wholly acquired by Idilia Foods SLU, the Spanish family-owned food company. This transaction saw the exit from the business of the founders of Shaken Udder Limited and LDC. The management team continue to be responsible for the day-to-day running of the business, and new investment from Idilia will help support the continuing expansion of the Group.

The Group has a number of key performance indicators, both financial and non-financial, that are used to manage the business.

Financial measurement is driven by reviewing movements in turnover, gross margin and EBITDAE (earnings before interest, tax, depreciation, amortisation and non-recurring costs).

The Group's key financial and other performance indicators during the year were as follows:

| Period ended 31 December 2025 | Year ended 31 March 2025
| £’000 | £’000
Turnover | 27,147 | 28,790
Gross Profit | 6,856 | 7,590
EBITDAE | 4,007 | 4,027
Non recurring costs | (1,424) | (199)
EBITDA | 2,583 | 3,828

The Group had a very positive period, recording turnover of £27,147k (31 March 2025: £28,790k). In a competitive environment the Group continued to grow distribution of its products including the launch of a new 250ml bottle size.

The Group saw a decrease in its gross margin as a percentage of turnover for the period to 25% (31 March 2025: 26%), due to increases in manufacturing, distribution and promotional costs.

In the period, the Group invested significantly in staffing and marketing activities to drive growth, brand awareness and expansion into new commercial channels. This resulted in EBITDAE of £4,007 k (31 March 2025: £4,027k) which demonstrates strong underlying performance from these activities. There are non-recurring costs totalling £1,424 k in the current period (31 March 2025: £199k) resulting from expenses related to the change of ownership of the Group, expenditure incurred in changing manufacturing supplier and restructuring costs.

The Group has a strong balance sheet with net assets of £9,628 k (31 March 2025: £10,805k) including cash balances of £1,916k (31 March 2025: £3,357k) following a £14,449k optional loan repayment in the period (31 March 2025: £5,000k).

The Group's non-financial performance is driven by our strong commitment to consumer satisfaction, captured through diverse feedback networks across multiple channels. In the period, the Group saw the continued growth of its protein milkshake range, alongside the launch of two new core chilled milkshake flavours, demonstrating clear evidence of strong consumer engagement and successful product innovation. Feedback received across our retail partners, social channels and direct customer touchpoints reinforces the sustained momentum of the brand.

A core strategic priority is the availability of our flavour and product portfolios, ensuring consumers have access to a wide range of top-quality milkshake options. Central to our values is the use of real ingredients, free from artificial colours, flavours, and sweeteners, positioning our products as a premium, more authentic alternative to other offerings in the market.

SHAKEN UDDER GROUP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 2 -
Principal risks and uncertainties

The Group operates in a highly competitive market place particularly with regard to pricing, promotional activity and the introduction of new product developments. The Group manages competitive trading risk by providing well priced, high quality products and by maintaining strong relationships with its customer base.

Upwards input price pressure represents a key risk to the Group. This risk is addressed through a continuous review of input costs and selling prices and maintaining strong supplier relationships to ensure continuity of supply of products at competitive prices.

To manage liquidity and cash flow risk, the Group monitors closely its operating cash flows ensuring that there are sufficient cash and cash equivalents to meet its operating requirements. In assessing the adequacy of its cash balances, management reviews its operating cash flows, working capital requirements and its projected capital commitments.

Going concern

The financial statements have been prepared on the going concern basis, which the directors believe to be appropriate for the following reasons:

- A cash flow forecast to March 2028 has been prepared which anticipates continuing growth in sales and gross margin.

- The Group has net assets of £9,628 k (31 March 2025: £10,805k), net current assets of £4,336 k (31 March 2025: £6,028k) and cash of £1,916k (31 March 2025: £3,357k).

- The Group has a long-term financing agreement in place in the form of a shareholder loan, with the balance repayable in November 2030.

- Overall, despite some uncertainty in the economy and potential market risks in global supply chains, management are forecasting to trade profitably for the foreseeable future. The Group is built on strong, long-standing relationships with a small number of key customers and suppliers. Reputation and services received from and provided to these counterparties are built on trust and credibility over many positive years of trade which underpins the forecasting process. Management are continually reviewing and managing the risks to the Group and at the balance sheet date and for 12 months from the signing of the accounts they believe that the going concern status is deemed appropriate.

Future developments

The Group is focused on driving growth in both turnover and profitability. There is no expected change to the activity of the Group in the foreseeable future.

Approved by the Board and signed on its behalf by;

R Reames
Director
27 March 2026
SHAKEN UDDER GROUP LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 3 -

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

Principal activities

The Group's principal activity during the period continued to be the production and distribution of milkshakes.

Results and dividends

The results for the period are set out on page 9. No ordinary dividends were declared in the period (31 March 2025: Nil).

Directors

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

A Howie
(Resigned 13 November 2025)
J Howie
(Resigned 13 November 2025)
S Peacock
(Resigned 13 November 2025)
D Garman
(Resigned 13 November 2025)
N Wong
(Resigned 18 September 2025)
A Ferrero Jordi
(Appointed 13 November 2025)
X Pons Pes
(Appointed 13 November 2025)
R Reames
(Appointed 13 November 2025)
D Bains
(Appointed 18 September 2025 and resigned 13 November 2025)
E Pink
(Appointed 13 November 2025)
Qualifying third party indemnity provisions

The Group has made qualifying third party indemnity provisions for the benefit of its directors during the period.

Post reporting date events

There have been no significant events affecting the Group since the period end.

Auditor

Azets Audit Services were appointed as auditor to the Group in accordance with section 487 of the Companies Act 2006, the auditor will deem to be reappointed and therefore Azets Audit Services will continue in office.

Strategic report

The Group has chosen in accordance with Companies Act 2006, s414C(11) to set out in the Group's strategic report information required by Schedule 7 to the Large and Medium-sized Companies and Groups Accounts and reports Regulations 2008. Certain matters which are required to be disclosed in the directors’ report have been omitted as they are included in the strategic report. These matters relate to the business review and principal risks and uncertainties.true

SHAKEN UDDER GROUP LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 4 -
Statement of disclosure to auditor

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

Reporting period

In the current period, the Group and Company shortened their reporting period to 31 December 2025 to coincide with fellow group companies. As a result, the figures presented are for a nine month period. The prior year results cover a twelve month period and are therefore not directly comparable.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
R Reames
Director
27 March 2026
SHAKEN UDDER GROUP LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 5 -

The directors are responsible for preparing the Group strategic report, the directors' report and the consolidated financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial period. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and Company, and of the profit or loss of the Group for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;

- make judgements and accounting estimates that are reasonable and prudent;

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and C ompany will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group’s and Company’s transactions and disclose with reasonable accuracy at any time the financial position of the Group and Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Group and Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

SHAKEN UDDER GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SHAKEN UDDER GROUP LIMITED
- 6 -
Opinion

We have audited the financial statements of Shaken Udder Group Limited (the 'P arent C ompany') and its subsidiaries (the 'G roup') for the period ended 31 December 2025 which comprise the Group profit and loss account, the Group balance sheet, the Company balance sheet, the Group statement of changes in equity, the Company statement of changes in equity, the Group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- give a true and fair view of the state of the Group's and the Parent Company's affairs as of 31 December 2025 and of the Group's loss for the 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 Group and Parent Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's and Parent C ompany’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:

- T he information given in the strategic report and the directors' r eport for the financial 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.

SHAKEN UDDER GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SHAKEN UDDER GROUP LIMITED
- 7 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Group and the Parent C ompany and their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

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

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

- the Parent Company financial statements are not in agreement with the accounting records and returns; or

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

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

Responsibilities of directors

As explained more fully in the directors' r esponsibilities s tatement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the Parent C ompany'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 Parent Company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

SHAKEN UDDER GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SHAKEN UDDER GROUP LIMITED
- 8 -

Extent to which 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 and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we 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. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

- Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;

- Reviewing minutes of meetings of those charged with governance;

- Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the C ompany through enquiry and inspection;

- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

- Performing audit work over the risk of management bias and override of controls, including the use of analytical procedures to identify unusual or unexpected relationships and transactions. Data analytics were also used for the testing of journal entries throughout the period and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. 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.

Use of our report

This report is made solely to the C ompany’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 C ompany’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 C ompany and the C ompany’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Alistair Campbell BA ACA
Senior Statutory Auditor
For and on behalf of Azets Audit Services
27 March 2026
Chartered Accountants
Statutory Auditor
5 Yeomans Court
Ware Road
Hertford
Hertfordshire
United Kingdom
SG13 7HJ
SHAKEN UDDER GROUP LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 9 -
Period
Year
ended
ended
31 December 2025
31 March 2025
Notes
£
£
Turnover
3
27,146,618
28,789,512
Cost of sales
(20,290,607)
(21,199,980)
Gross profit
6,856,011
7,589,532
Administrative expenses
(4,970,553)
(6,391,801)
Non recurring expenses
4
(1,423,716)
(198,597)
Operating profit
5
461,742
999,134
Interest receivable and similar income
46,407
98,737
Interest payable and similar expenses
9
(1,104,205)
(1,627,542)
Loss before taxation
(596,056)
(529,671)
Tax on loss
10
(756,715)
(706,639)
Loss for the financial period
(1,352,771)
(1,236,310)
Loss for the financial period is all attributable to the owners of the Parent Company.
SHAKEN UDDER GROUP LIMITED
GROUP BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 10 -
31 December 2025
31 March 2025
Notes
£
£
£
£
Fixed assets
Goodwill
12
14,518,630
16,282,758
Other intangible assets
12
2,179,348
2,452,709
Total intangible assets
16,697,978
18,735,467
Tangible assets
11
97,978
97,095
16,795,956
18,832,562
Current assets
Stocks
15
1,164,365
702,365
Debtors
16
5,659,698
5,672,270
Cash at bank and in hand
1,915,584
3,356,963
8,739,647
9,731,598
Creditors: amounts falling due within one year
17
(4,403,596)
(3,703,402)
Net current assets
4,336,051
6,028,196
Total assets less current liabilities
21,132,007
24,860,758
Creditors: amounts falling due after more than one year
18
(10,948,788)
(13,430,973)
Provisions for liabilities
Deferred tax liability
21
555,696
624,319
(555,696)
(624,319)
Net assets
9,627,523
10,805,466
Capital and reserves
Called up share capital
24
9,143
9,143
Share premium account
25
316,302
316,302
Equity reserve
26
-
0
237,745
Other reserves
27
17,992,220
17,992,220
Profit and loss reserves
29
(8,690,142)
(7,749,944)
Total equity
9,627,523
10,805,466
The financial statements were approved by the board of directors and authorised for issue on 27 March 2026 and are signed on its behalf by:
27 March 2026
E Pink
Director
SHAKEN UDDER GROUP LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 11 -
31 December 2025
31 March 2025
Notes
£
£
£
£
Fixed assets
Investments
13
15,938,697
15,874,830
15,938,697
15,874,830
Current assets
Debtors
16
41,968
2,035,809
Cash at bank and in hand
59,225
61,815
101,193
2,097,624
Creditors: amounts falling due within one year
17
(3,256,365)
(4,064,998)
Net current liabilities
(3,155,172)
(1,967,374)
Total assets less current liabilities
12,783,525
13,907,456
Creditors: amounts falling due after more than one year
18
(10,948,788)
(13,430,973)
Net assets
1,834,737
476,483
Capital and reserves
Called up share capital
24
9,143
9,143
Share premium account
25
316,302
316,302
Equity reserve
26
-
0
237,745
Profit and loss reserves
29
1,509,292
(86,707)
Total equity
1,834,737
476,483

As permitted by s408 Companies Act 2006, the C ompany has not presented its own profit and loss account and related notes. The C ompany’s profit for the period was £1,183,426 (31 March 2025: £61,071 profit).

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 27 March 2026 and are signed on its behalf by:
27 March 2026
E Pink
Director
Company registration number 13784941 (England and Wales)
SHAKEN UDDER GROUP LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 12 -
Share capital
Share premium account
Share-based payment reserve
Other reserves
Own shares
Profit and loss reserves
Total
£
£
£
£
£
£
£
Balance at 1 April 2024
9,039
289,387
181,305
17,992,220
(23,636)
(6,513,634)
11,934,681
Year ended 31 March 2025:
Loss and total comprehensive income for the year
-
-
-
-
-
(1,236,310)
(1,236,310)
Issue of share capital
104
26,915
-
-
-
-
27,019
Own shares acquired
-
-
-
-
(30,392)
-
(30,392)
Share-based payment charge
-
-
56,440
-
-
-
56,440
Purchases of shares
-
-
-
-
54,028
-
54,028
Balance at 31 March 2025
9,143
316,302
237,745
17,992,220
-
0
(7,749,944)
10,805,466
Period ended 31 December 2025:
Loss and total comprehensive income for the period
-
-
-
-
-
(1,352,771)
(1,352,771)
Share-based payment charge
-
-
174,828
-
-
-
174,828
Transfers
-
-
(412,573)
-
-
412,573
-
Balance at 31 December 2025
9,143
316,302
-
0
17,992,220
-
0
(8,690,142)
9,627,523
SHAKEN UDDER GROUP LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 13 -
Share capital
Share premium account
Share-based payment reserve
Own shares
Profit and loss reserves
Total
£
£
£
£
£
£
Balance at 1 April 2024
9,039
289,387
181,305
(23,636)
(147,777)
308,318
Year ended 31 March 2025:
Profit and total comprehensive income for the year
-
-
-
-
61,070
61,070
Issue of share capital
104
26,915
-
-
-
27,019
Own shares acquired
-
-
-
(30,392)
-
(30,392)
Share-based payment charge
-
-
56,440
-
-
56,440
Purchases of shares
-
-
-
54,028
-
54,028
Balance at 31 March 2025
9,143
316,302
237,745
-
0
(86,707)
476,483
Period ended 31 December 2025:
Profit and total comprehensive income for the period
-
-
-
-
1,183,426
1,183,426
Share-based payment charge
-
-
174,828
-
-
174,828
Transfers
-
-
(412,573)
-
412,573
-
Balance at 31 December 2025
9,143
316,302
-
0
-
0
1,509,292
1,834,737
SHAKEN UDDER GROUP LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 14 -
Period
Year
ended
ended
31 December 2025
31 March 2025
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
34
2,431,183
3,521,688
Income taxes paid
(334,622)
(491,217)
Net cash inflow from operating activities
2,096,561
3,030,471
Investing activities
Purchase of subsidiaries
(63,867)
(63,877)
Purchase of intangible assets
(2,033)
-
Purchase of tangible fixed assets
(20,756)
(80,048)
Proceeds from disposal of tangible fixed assets
2,309
4,233
Interest received
46,407
98,737
Net cash used in investing activities
(37,940)
(40,955)
Financing activities
Proceeds from issue of shares
-
59,095
Purchase of own shares
-
0
(30,392)
Proceeds from borrowings
10,948,787
-
Repayment of borrowings
(9,833,103)
(3,743,697)
Interest paid
(4,615,684)
(1,256,303)
Net cash used in financing activities
(3,500,000)
(4,971,297)
Net decrease in cash and cash equivalents
(1,441,379)
(1,981,781)
Cash and cash equivalents at beginning of period
3,356,963
5,338,744
Cash and cash equivalents at end of period
1,915,584
3,356,963
SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 15 -
1
Accounting policies
Company information

Shaken Udder Group Limited (“the Company”) is a private company limited by shares domiciled and incorporated in England and Wales. The registered office i s Heathwell Farm, Simpsons Lane, Tiptree, Colchester, United Kingdom, CO5 0PP.

The Company's principal activity during the period was that of a holding company, and it is expected that the Company will continue to operate as a holding company for the foreseeable future. The principal activity of the Group's trading subsidiary is that of the production and distribution of milkshakes.

The Group consists of Shaken Udder Group Limited and its subsidiary as shown in note 14.

1.1
Reporting period

In the current period, the Group and Company shortened their reporting period to 31 December 2025 to coincide with fellow group companies. As a result, the figures presented are for a nine month period. The prior year results cover a twelve month period and are therefore not directly comparable.

1.2
Accounting convention

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

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

The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. 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 33 ‘Related Party Disclosures’: Compensation for key management personnel.

SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
1.3
Business combinations

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

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

1.4
Basis of consolidation

The consolidated G roup financial statements consist of the financial statements of the P arent C ompany Shaken Udder Group Limited together with all entities controlled by the P arent C ompany (its subsidiar y) and the G roup’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the G roup.

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

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

1.5
Going concern

The financial statements have been prepared on the going concern basis, which the directors believe to be appropriate for the following reasons:

- A cash flow forecast to March 202 8 has been prepared which anticipates continuing growth in sales and gross margin.

- T he Group has net assets of £9,628k (31 March 2025: £10,805k), net current assets of £4,336k (31 March 2025: £6,028k) and cash of £1,916k (31 March 2025: £3,357k).

- Overall, despite some uncertainty in the economy and potential market risks in global supply chains, management are forecasting to trade profitably for the foreseeable future. The Group is built on strong, long-standing relationships with a small number of key customers and suppliers. Reputation and services received from and provided to these counterparties are built on trust and credibility over many positive years of trade which underpins the forecasting process. Management are continually reviewing and managing the risks to the Group and at the balance sheet date and for 12 months from the signing of the accounts they believe that the going concern status is deemed appropriate.

SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
1.6
Turnover

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

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

1.7
Interest income
Interest income is recognised using the effective interest method.
1.8
Interest payable and similar expenses
Interest payable and similar expenses are charged to the Group profit and loss account over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
1.9
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.10
Intangible fixed assets other than goodwill

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:

Trademarks
5 or 10 years straight line
Brand
10 years straight line
SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -
1.11
Tangible fixed assets

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

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

Leasehold improvements
10 years straight line
Plant and equipment
10 years straight line
Fixtures and fittings
25% reducing balance
Computers
3 years straight line
Motor vehicles
25% reducing balance

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

1.12
Fixed asset investments

I n the P arent C ompany financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

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

1.13
Impairment of fixed assets

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

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.

SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 19 -
1.14
Stocks

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

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

1.15
Cash and cash equivalents

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

1.16
Financial instruments

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

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Trade and other creditors are measured at their transaction price unless the arrangement constitutes a financing transaction in which case the transaction is measured at present value of future payments discounted at prevailing market rate of interest. Other financial liabilities are initially measured at fair value net of their transaction costs. They are subsequently measured at amortised cost using the effective interest method.

1.17
Compound instruments

Compound financial instruments issued by the G roup comprise convertible loan notes that can be converted to share capital at the option of the holder, and the number of shares to be issued does not vary with changes in their fair value.

The liability component of a compound financial instruments is initially recognised at the fair value of a similar liability that does not have an equity conversion option.

The equity component is initially recognised at the difference between the fair value of the compound financial instrument as a whole and the fair value of the liability component. Any directly attributable transaction costs are allocated to the liability and equity components in proportion to their initial carrying amounts.

Subsequent to initial recognition, the liability component of a compound financial instrument is measured at amortised cost using the effective interest method. The equity component of a compound financial instrument is not re-measured subsequent to initial recognition except on conversion or expiry.

1.18
Equity instruments

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

SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 20 -
1.19
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the period. 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

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

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

Deferred tax is calculated using tax rates that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.

1.20
Pension costs and other post-retirement benefits

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once contributions have been paid the Group has no further payment obligations. Contributions payable to the Group's pension schemes are charged to Group profit and loss account in the period to which they relate.

1.21
Share-based payments

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 Monte Carlo 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, forfeitures 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.

SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 21 -
1.22
Leases

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

1.23
Foreign exchange

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

SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 22 -
2
Judgements and key sources of estimation uncertainty

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

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

Significant estimates and judgements included within the financial statements are as follows:

Investment in subsidiary

The directors consider the judgement of whether the Company's investments are impaired. This judgement depends on the key estimate of their fair value. The carrying amount as at 31 December 2025 was £15,938,697 (31 March 2025: £15,874,830). Please see note 1.12 and 1.13 for more detail regarding how this judgement and estimate is made.

Impairment assessment

At each reporting date, the directors consider whether there are any factors such as technological advancements or changes in market conditions that indicate a need to reconsider the useful life of goodwill and other intangibles. Where an indication of impairment is identified the estimation of recoverable value requires estimation of the recoverable value of the cash generating units (CGUs). This requires estimation of the future cash flows from the CGUs and also selection of appropriate discount rates in order to calculate the net present value of those cash flows. The carrying amount of goodwill as at 31 December 2025 is £14,518,630 (31 March 2025: £16,282,758) and the carrying amount of the brand identified on business combinations as at 31 December 2025 is £2,167,230 (31 March 2025: £2,440,473).

Fair Value of Share Based Payments

The C ompany had existing share-based payments in the period. These are fair valued at the grant date using the Monte Carlo model, and the resultant share-based payment expense is spread over the expected vesting period of the instruments. The Monte Carlo model projects and averages the results for a range of potential outcomes for the vesting conditions.

Share holders will only be able to realise any benefit upon certain "exit events". These exit events include a "share sale" (i.e. where a purchaser acquires a sufficient number of the C ompany's shares to acquire control of the C ompany) or a "listing" (i.e. where the shares of the C ompany, or a newly formed holding company, are listed on a stock exchange). The C ompany considers 4.3 years from 31 December 202 1 to represent a reasonable vesting period for the purposes of the share valuation in the financial statements. This period coincides with the C ompany's key investors' typical investment horizons.

The share-based payments charge for the period was calculated based on the percentage of share holders expected to remain upon an exit event. This percentage was estimated with reference to employee holder attrition rates.

With the exception of the judgement and estimates described above, the directors consider that there are no other significant judgements or estimates in the preparation of these financial statements.

SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 23 -
3
Turnover and other revenue
Period ended
Year ended
31 December 2025
31 March 2025
£
£
Turnover analysed by class of business
Milkshake beverages
27,146,618
28,789,512
Period ended
Year ended
31 December 2025
31 March 2025
£
£
Other revenue
Interest income
46,407
98,737
4
Non recurring costs
Period ended
Year ended
31 December 2025
31 March 2025
£
£
Expenditure
Change of manufacturing supplier
86,957
102,314
Restructuring costs
38,358
96,283
Costs related to change of ownership
1,298,401
-
1,423,716
198,597

Non recurring costs relate to expenditure incurred during the process of changing manufacturing supplier during the period, expenses related to the change in ownership of the Group and Company, and costs incurred for changes to personnel in the period.

5
Operating profit
Period ended
Year ended
31 December 2025
31 March 2025
£
£
Operating profit for the period is stated after charging/(crediting):
Exchange gains
(5,690)
(9,705)
Plastic packaging tax
63,405
21,502
Depreciation of owned tangible fixed assets
18,284
32,243
Profit on disposal of tangible fixed assets
(720)
(1,688)
Amortisation of intangible assets
2,103,389
2,796,741
Share-based payments
174,828
56,440
Operating lease charges
36,623
45,830
SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 24 -
6
Auditor's remuneration
Period ended
Year ended
31 December 2025
31 March 2025
Fees payable to the Company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the Group and Company
20,000
16,700
Audit of the financial statements of the Company's subsidiary
48,700
49,675
68,700
66,375
For other services
Taxation compliance services
6,550
5,800
All other non-audit services
7,100
6,800
13,650
12,600
7
Employees

The average monthly number of persons (including directors) employed by the Group and Company during the period was:

Group
Company
Period ended
Year ended
Period ended
Year ended
31 December 2025
31 March 2025
31 December 2025
31 March 2025
Number
Number
Number
Number
Sales and marketing
18
17
3
2
Administrative
2
1
-
2
Directors
5
7
6
5
Total
25
25
9
9

Their aggregate remuneration (including directors) comprised:

Group
Company
Period ended
Year ended
Period ended
Year ended
31 December 2025
31 March 2025
31 December 2025
31 March 2025
£
£
£
£
Wages and salaries
2,244,282
1,570,695
1,603,886
949,864
Social security costs
282,825
147,075
227,097
90,984
Equity-settled share-based payment expense
174,828
56,440
174,828
56,440
Pension costs
41,672
68,145
9,676
47,011
2,743,607
1,842,355
2,015,487
1,144,299
SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 25 -
8
Directors' remuneration
Period ended
Year ended
31 December 2025
31 March 2025
£
£
Remuneration for qualifying services
1,050,529
538,213
Share based payment charge
136,057
70,458
Group pension contributions to defined contribution schemes
9,676
47,011
1,196,262
655,682
Remuneration disclosed above includes the following amounts paid to the highest paid director:
Period ended
Year ended
31 December 2025
31 March 2025
£
£
Remuneration for qualifying services
824,949
247,927
Group pension contributions to defined contribution schemes
5,220
2,990

During the period four directors accrued benefits (31 March 2025: four) in respect of defined contribution pension schemes and five directors (31 March 2025: five) incurred share based payment charges under the share based payment plan.

9
Interest payable and similar expenses
Period ended
Year ended
31 December 2025
31 March 2025
£
£
Interest payable
951,559
1,537,332
Debt issue costs
152,646
90,210
Total finance costs
1,104,205
1,627,542
SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 26 -
10
Taxation
Period ended
Year ended
31 December 2025
31 March 2025
£
£
Current tax
UK corporation tax on profits for the current period
825,338
797,720
Deferred tax
Origination and reversal of timing differences
(68,623)
(91,081)
Total tax charge
756,715
706,639

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

Period ended
Year ended
31 December 2025
31 March 2025
£
£
Loss before taxation
(596,056)
(529,671)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (31 March 2025: 25.00%)
(149,014)
(132,418)
Tax effect of expenses that are not deductible in determining taxable profit
906,848
850,373
Tax effect of income not taxable in determining taxable profit
(180)
(423)
Permanent capital allowances in excess of depreciation
(939)
(10,893)
Taxation charge
756,715
706,639

The Group and Company is out of scope of the OECD Pillar Two model rules. Pillar Two legislation was enacted in the United Kingdom, the jurisdiction in which the Group and Company is incorporated and came into effect from 1 January 2024.

There are no factors that may affect the future tax charges of the Group or Company.

SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 27 -
11
Tangible fixed assets
Group
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 April 2025
29,568
35,451
5,066
50,868
5,155
126,108
Additions
-
0
-
0
-
0
20,756
-
0
20,756
Disposals
-
0
-
0
-
0
(12,610)
-
0
(12,610)
Transfers
-
0
-
0
-
0
-
0
42,771
42,771
At 31 December 2025
29,568
35,451
5,066
59,014
47,926
177,025
Depreciation and impairment
At 1 April 2025
13,058
7,682
2,356
31,873
(25,956)
29,013
Depreciation charged in the period
2,983
2,578
508
6,876
5,339
18,284
Eliminated in respect of disposals
-
0
-
0
-
0
(11,021)
-
0
(11,021)
Transfers
-
0
-
0
-
0
-
0
42,771
42,771
At 31 December 2025
16,041
10,260
2,864
27,728
22,154
79,047
Carrying amount
At 31 December 2025
13,527
25,191
2,202
31,286
25,772
97,978
At 31 March 2025
16,510
27,769
2,710
18,995
31,111
97,095
The Company had no tangible fixed assets at 31 December 2025 or 31 March 2025.
SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 28 -
12
Intangible fixed assets
Group
Goodwill
Trademarks
Brand
Total
£
£
£
£
Cost
At 1 April 2025
24,277,535
21,815
3,643,242
27,942,592
Additions
63,867
2,033
-
0
65,900
At 31 December 2025
24,341,402
23,848
3,643,242
28,008,492
Amortisation and impairment
At 1 April 2025
7,994,777
9,579
1,202,769
9,207,125
Amortisation charged for the period
1,827,995
2,151
273,243
2,103,389
At 31 December 2025
9,822,772
11,730
1,476,012
11,310,514
Carrying amount
At 31 December 2025
14,518,630
12,118
2,167,230
16,697,978
At 31 March 2025
16,282,758
12,236
2,440,473
18,735,467
The Company had no intangible fixed assets at 31 December 2025 or 31 March 2025.
13
Fixed asset investments
Group
Company
31 December 2025
31 March 2025
31 December 2025
31 March 2025
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
15,938,697
15,874,830
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 April 2025
15,874,830
Additions
63,867
At 31 December 2025
15,938,697
Carrying amount
At 31 December 2025
15,938,697
At 31 March 2025
15,874,830
SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 29 -
14
Subsidiaries

Details of the Company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Shaken Udder Limited
Heathwell Farm, Simpsons Lane, Tiptree, Colchester, CO5 0PP
Production and distribution of milkshakes.
Ordinary
100.00
15
Stocks
Group
Company
31 December 2025
31 March 2025
31 December 2025
31 March 2025
£
£
£
£
Finished goods and goods for resale
1,164,365
702,365
-
0
-
0

At balance sheet date, there is no stock provision (31 March 2025: £Nil).

16
Debtors
Group
Company
31 December 2025
31 March 2025
31 December 2025
31 March 2025
Amounts falling due within one year:
£
£
£
£
Trade debtors
5,191,524
5,269,703
-
0
-
0
Amounts owed by group undertakings
-
-
-
2,000,000
Other debtors
262,365
239,200
2,742
24,030
Prepayments and accrued income
205,809
163,367
39,226
11,779
5,659,698
5,672,270
41,968
2,035,809

Group trade debtors is stated net of a provision of £Nil (31 March 2025: £63,867).

In the prior year t he C ompany h eld an interest-free convertible loan with a principal amount of £2,000,000 that was issued to Shaken Udder Limited, recognised in amounts falling due within one year owed by group undertakings. During the period, the convertible loan was settled in full. At the date of issue, the prevailing market interest rate for a similar non-convertible instrument ha d been estimated to be 6.25%. Implicit interest has been charged to Shaken Udder Limited for the period amounting to £Nil, due to the loan being designated as repayable on demand (31 March 2025: £Nil). The loan included an option to convert the debt into 20 £1 ordinary shares in Shaken Udder Limited or require repayment in full on demand.

SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 30 -
17
Creditors: amounts falling due within one year
Group
Company
31 December 2025
31 March 2025
31 December 2025
31 March 2025
Notes
£
£
£
£
Other borrowings
86,390
-
0
86,390
-
0
Trade creditors
2,194,487
2,328,438
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
2,471,471
3,937,154
Corporation tax payable
703,866
213,150
-
0
-
0
Other taxation and social security
-
5,426
-
5,426
Other creditors
21,037
17,963
15,967
-
0
Accruals and deferred income
1,397,816
1,138,425
682,537
122,418
4,403,596
3,703,402
3,256,365
4,064,998
18
Creditors: amounts falling due after more than one year
Group
Company
31 December 2025
31 March 2025
31 December 2025
31 March 2025
Notes
£
£
£
£
Other borrowings
19
10,948,788
13,430,973
10,948,788
13,430,973

At the balance sheet date, other loans totalling £10,948,788 (31 March 2025: £Nil) were due to Idilia Foods SLU, the immediate parent company. These loans bear interest equal to the Bank of England Rate plus 2 points per annum, payable on a quarterly basis. At 31 December 2025, recognised in other borrowings falling due within one year is accrued interest totalling £86,390 (31 March 2025: £Nil). The remaining loans are contractually repayable in November 2030.

At the balance sheet date, other loans totalling £Nil (31 March 2025: £9,833,103), recognised gross of £Nil (31 March 2025: £152,646) capitalised debt issue costs, were due to former shareholders of the Company. These loans bear an average interest at a rate of 10% per annum rolled up on a quarterly basis. At 31 December 2025, accrued interest totalled £Nil (31 March 2025: £3,750,516). During the period £14,448,787 was repaid (31 March 2025: £5,000,000), inclusive of £4,615,684 interest accrued (31 March 2025: £1,256,303). Included in the above are loans of £Nil (31 March 2025: £9,501,196) provided by the former shareholders which were listed as loan notes on The International Stock Exchange. During the period, the loan was repaid and the loan notes were delisted from the official list of the International Stock Exchange on 17 December 2025.

During the period, £152,646 (31 March 2025: £90,210) of capitalised debt issue costs has been amortised and recorded as an interest expense.

SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 31 -
19
Secured debt
Group
Company
31 December 2025
31 March 2025
31 December 2025
31 March 2025
£
£
£
£
Other loans
-
6,800,466
-
6,800,466
Payable after one year
-
6,800,466
-
6,800,466

An element of the other loans detailed in Note 18 above are secured by fixed and floating charges over the assets and undertakings in the Company and its subsidiary, Shaken Udder Limited.

20
Financial instruments
Group
Company
31 December 2025
31 March 2025
31 December 2025
31 March 2025
£
£
£
£
Carrying amount of financial assets
Financial assets measured at amortised cost
5,193,190
5,293,732
-
2,024,030
Cash and cash equivalents
1,915,584
3,356,963
59,225
61,815
Carrying amount of financial liabilities
Financial liabilities measured at amortised cost
14,648,518
16,915,799
14,205,153
17,490,545

Financial assets that are debt instruments measured at amortised cost comprise of trade debtors, amounts owed by group undertakings and other debtors.

Financial liabilities measured at amortised cost comprise of loan notes payable, deferred consideration, trade creditors, amounts owed to group undertakings, accruals and other creditors.

21
Deferred taxation

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

Liabilities
Liabilities
31 December 2025
31 March 2025
Group
£
£
Accelerated capital allowances
14,200
14,200
Intangible assets on business combination
541,496
610,119
555,696
624,319
The Company has no deferred tax assets or liabilities.
SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
21
Deferred taxation
(Continued)
- 32 -
Group
Company
31 December 2025
31 December 2025
Movements in the period:
£
£
Liability at 1 April 2025
624,319
-
Credit to profit or loss
(68,623)
-
Liability at 31 December 2025
555,696
-
22
Retirement benefit schemes
Period ended
Year ended
31 December 2025
31 March 2025
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
41,672
68,145

At balance sheet date, the Group and Company had no unpaid pension contributions payable (31 March 2025: £Nil).

23
Share-based payment transactions

Certain employees of the group subscribed for Class C Ordinary shares of the company. These shares provide a share of profits to shareholders of the C shares in the event that an exit event occurs past certain hurdles, subject to ongoing employment by those individuals. This means that the Class C Ordinary shares are to be accounted for as a share-based payment.

Class C Ordinary shares have a nominal value of £0.01, and an exercise price of £2.60. Whilst allotted, the Class C Ordinary shares are only partially paid-up. Full payment is not required by the shareholders until an exit event, at which point they will be entitled to distributions which vary depending on the total exit proceeds as defined in the company's Articles of Association.

Class C Ordinary shares may be forfeited if the participant ceases to remain an employee of the group before the scheme has fully vested.

During the period, an exit event occu r red and the shares have been vested in full.

Group and Company
Number of shares
31 December 2025
31 March 2025
Outstanding at 1 April 2025
51,953
32,470
Granted
-
31,172
Forfeited
-
(11,689)
Exercised
(51,953)
-
Outstanding at 31 December 2025
-
51,953
Exercisable at 31 December 2025
-
-
SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
23
Share-based payment transactions
(Continued)
- 33 -
Group and Company

There were no grants issued during the period (31 March 2025: 31,172 grants issued). The fair values of the shares granted historically were determined using the Monte Carlo Model. The use of this valuation methodology is consistent with generally accepted valuation methodologies. This model takes into account the volatility of the share price, expected exercise behaviour and other relevant factors.

Inputs were as follows:
31 December 2025
31 March 2025
Fair value per share
-
6.81
Price per share
-
2.60
Expected volatility
-
0.22
Expected life
-
1.36
Risk free rate
-
0.05
Group
Company
Period ended
Year ended
Period ended
Year ended
31 December 2025
31 March 2025
31 December 2025
31 March 2025
£
£
£
£
Expenses recognised in the period
Arising from equity settled share-based payment transactions
174,828
56,440
174,828
56,440
24
Share capital
Group and Company
31 December 2025
31 March 2025
31 December 2025
31 March 2025
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Class A shares of 1p each
200,000
200,000
2,000
2,000
Class B shares of 2.5p each
264,936
264,936
6,623
6,623
Class C shares of 1p each
51,953
51,953
520
520
516,889
516,889
9,143
9,143

As described in the Company's Articles, Class A Ordinary Shares, Class B Ordinary Shares and Class C Ordinary Shares rank pari-passu regarding voting rights, but constitute separate classes due to preferential returns.

Class C Ordinary shares provided a share of profits to Class C shareholders in the event that an exit event occurred past certain hurdles, subject to ongoing employment by those individuals. The Class C Ordinary shares were accounted for as a share-based payment. During the period, an exit event occur r ed and the shares have been vested in full.

25
Share premium account

This reserve represents the amount above the nominal value received for issued share capital, less transaction costs.

SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 34 -
26
Share-based payment reserve

Share-based payment reserve represents the cumulative share-based payment expense recognised since grant date.

27
Other reserves

This represents a merger relief reserve generated on acquisition of the subsidiary entity.

28
Own shares

There were no purchases of own shares during the period by the Company.

On 23 December 2024, 6,352 class C ordinary shares were purchased by employees for consideration of £16,515.

On 18 October 2024, 14,428 class C ordinary shares were purchased by employees for consideration of £37,513.

On 10 October 2024, 5,195 class C ordinary shares were repurchased by the Company for consideration of £13,507.

On 24 April 2024, 6,494 class C ordinary shares were repurchased by the Company for consideration of £16,884.

29
Profit and loss reserves

The reserve represents the cumulative losses of the Group and Company.

30
Operating lease commitments

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

Group
Company
31 December 2025
31 March 2025
31 December 2025
31 March 2025
£
£
£
£
Within one year
41,040
41,040
-
-
Between two and five years
56,430
82,080
-
-
97,470
123,120
-
-
31
Capital commitments

There are no amounts contracted for but not provided in the financial statements for the Group and the Company.

SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 35 -
32
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

Period ended
Year ended
31 December 2025
31 March 2025
£
£
Aggregate compensation
1,247,089
644,564
Other related party transactions

Transactions between group companies, which are related parties, have been eliminated on consolidation and are not disclosed in this note.

The C ompany has taken advantage of the exemption available under the terms 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 G roup.

At balance sheet date, there were no outstanding loans with the former shareholders (31 March 2025: £9,408,432) and interest of £Nil (31 March 2025: £3,630,325) accrued.

At balance sheet date, there are outstanding director loans of £Nil (31 March 2025: £424,671) and interest of £Nil (31 March 2025: £120,191) accrued.

During the period, loan repayments of £14,448,787 (31 March 2025: £5,000,000) inclusive of capital and interest were made to former shareholders and directors.

During the prior year, £122,985 of former shareholder loans were transferred to David Garman at nominal value, inclusive of accrued interest.

In the prior year, the Company repurchased 11,689 Class C Ordinary Shares, sold 20,780 Class C Ordinary Shares and issued 10,392 Class C Ordinary Shares at initial issue price.

At balance sheet date, there are balance s due from former shareholder s of the C ompany of £Nil (31 March 2025: £24,030). This amount is included within other debtors.

In the period, services were provided from LDC (Managers) Limited, a connected company, totalling £96,394 (31 March 2025: £120,547).

In the period, share based payment expense of £174,828 due to Class C Ordinary shareholders was recognised (31 March 2025: £56,440).

During the period, rental amounts of £36,623 were paid to two former Directors at a market rate (31 March 2025: £45,330).

33
Controlling party

The immediate parent company of Shaken Udder Group Limited is Idilia Foods S.L.U. and its registered office is Avenida de Aragon, 30, Edificio Europa, planta 8, Valencia (Spain).

The smallest group of undertakings for which consolidated financial statements have been drawn up is headed by the Company. The largest group of undertakings for which consolidated financial statements have been drawn up is headed by Ferretres SL, a company incorporated in Spain.

In the opinion of the Directors, there is no single ultimate controlling party.

SHAKEN UDDER GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 36 -
34
Cash generated from Group operations
31 December 2025
31 March 2025
£
£
Loss for the period after tax
(1,352,771)
(1,236,310)
Adjustments for:
Taxation charged
756,715
706,639
Finance costs
1,104,205
1,627,542
Investment income
(46,407)
(98,737)
Gain on disposal of tangible fixed assets
(720)
(1,688)
Amortisation and impairment of intangible assets
2,103,389
2,796,741
Depreciation and impairment of tangible fixed assets
18,284
32,243
Equity settled share based payment expense
174,828
56,440
Decrease in provisions
(63,867)
(63,877)
Movements in working capital:
(Increase)/decrease in stocks
(462,000)
257,652
Decrease/(increase) in debtors
76,439
(2,073,949)
Increase in creditors
123,088
1,518,992
Cash generated from operations
2,431,183
3,521,688
35
Analysis of changes in net debt - Group
1 April 2025
Cash flows
Other non-cash changes
31 December 2025
£
£
£
£
Cash at bank and in hand
3,356,963
(1,441,379)
-
1,915,584
Borrowings excluding overdrafts
(13,430,973)
3,500,000
(1,104,205)
(11,035,178)
(10,074,010)
2,058,621
(1,104,205)
(9,119,594)
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