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COMPANY REGISTRATION NUMBER: 15440760

Dark Horse Agency Holdings Limited

Filleted Unaudited Financial Statements

30 April 2025

Dark Horse Agency Holdings Limited

Financial Statements

Period from 24 January 2024 to 30 April 2025

Contents | Page

Statement of financial position | 1

Notes to the financial statements | 3

Dark Horse Agency Holdings Limited

Statement of Financial Position

30 April 2025

| 30 Apr 25
Note | £

Fixed assets

Investments | 4 | 2,594,016

Current assets

Cash at bank and in hand | 75,729

Creditors: amounts falling due within one year | 5 | 99,141
| --------
Net current liabilities | 23,412
| ------------
Total assets less current liabilities | 2,570,604

Creditors: amounts falling due after more than one year | 6 | 1,000,000
| ------------
Net assets | 1,570,604
| ------------

Capital and reserves

Called up share capital | 100
Merger reserve | 571,429
Profit and loss account | 999,075
| ------------
Shareholders funds | 1,570,604
| ------------

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime and in accordance with Section 1A of FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.
In accordance with section 444 of the Companies Act 2006, the statement of comprehensive income has not been delivered.
For the period ending 30 April 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
Directors' responsibilities:
- The members have not required the company to obtain an audit of its financial statements for the period in question in accordance with section 476 ;
- The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of financial statements .

Dark Horse Agency Holdings Limited

Statement of Financial Position (continued)

30 April 2025
These financial statements were approved by the board of directors and authorised for issue on 22 April 2026 , and are signed on behalf of the board by:

Mr T D Mardling
Director

Company registration number: 15440760

Dark Horse Agency Holdings Limited

Notes to the Financial Statements

Period from 24 January 2024 to 30 April 2025
1. General information
The company is a private company limited by shares, registered in England and Wales. The address of the registered office is Unit 11 - 13, The Steadings Business Centre, Maisemore, Gloucester, GL2 8EY.
2. Statement of compliance
These financial statements have been prepared in compliance with Section 1A of FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.
3. Accounting policies
Basis of preparation
The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.
The financial statements are prepared in sterling, which is the functional currency of the entity.
Consolidation
The company has taken advantage of the option not to prepare consolidated financial statements contained in Section 398 of the Companies Act 2006 on the basis that the company and its subsidiary undertakings comprise a small group.
Taxation
The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.
Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other 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. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.
Investments
Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.
Listed investments are measured at fair value with changes in fair value being recognised in profit or loss.
Investments in associates
Investments in associates accounted for in accordance with the cost model are recorded at cost less any accumulated impairment losses. Investments in associates accounted for in accordance with the fair value model are initially recorded at the transaction price. At each reporting date, the investments are measured at fair value, with changes in fair value recognised in other comprehensive income/profit or loss. Where it is impracticable to measure fair value reliably without undue cost or effort, the cost model will be adopted. Dividends and other distributions received from the investment are recognised as income without regard to whether the distributions are from accumulated profits of the associate arising before or after the date of acquisition.
Impairment of fixed assets
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets. For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the company are assigned to those units.
4. Investments

| Shares in group undertakings
| £
Cost |
At 24 January 2024 | –
Additions | 2,594,016
| ------------
At 30 April 2025 | 2,594,016
| ------------
Impairment |
At 24 January 2024 and 30 April 2025 | –
| ------------

Carrying amount |
At 30 April 2025 | 2,594,016
| ------------

On 6 June 2024, the company acquired 100% of the ordinary shares in Dark Horse Holdings Limited from two exiting shareholders for total consideration of £2,000,000. The consideration comprised £1,000,000 in cash and £1,000,000 satisfied by the issue of a loan note.
On 6 June 2024, the company issued shares to two existing shareholders in exchange for their shares in Dark Horse Holdings Limited. As this transaction involved entities under common control, it has been accounted for using merger accounting principles.
5. Creditors: amounts falling due within one year

| 30 Apr 25
| £
Amounts owed to group undertakings and undertakings in which the company has a participating interest | 98,979
Corporation tax | 162
| --------
| 99,141
| --------

6. Creditors: amounts falling due after more than one year

| 30 Apr 25
| £
Other creditors | 1,000,000
| ------------

As part of the acquisition of the ordinary shares in Dark Horse Holdings Limited, the company issued a loan note with a principal value of £1,000,000. The loan note bears interest at 0% and is repayable over 3 to 5 years depending on available cash flows.