The directors present the strategic report for the year ended 30 June 2025.

The principal activities of Saracens Limited (‘the Company’) are those of a professional rugby union football club including entertainment, ticket sales, hospitality, catering, stadium events and merchandise. Saracens Limited is part of the wider Saracens Group (‘Group’), the parent company being Saracens Group Holdings Limited.

The Group also previously included MBN Events Group Limited which staged entertainment and business events; UK Investor Show Limited which hosted UK investor events; and an investment in Saracens Mavericks Limited, which competed in the Netball Super League. Subsequent to the 2024 year end, the Group decided to cease its events and netball activities in order to concentrate on growing and improving its core rugby and community-focused operations. As a result, MBN Events Group, UK Investor Show Limited and Saracens Mavericks Limited, which formed part of the Group in 2024, ceased trading during the year.

Additionally, affiliated to the Group are The Saracens Foundation which is the club’s charitable arm and the Saracens Multi-Academy Trust which operates the Saracens High School, Saracens Bell Lane Primary School, and Saracens Broadfields Primary School – which joined the Trust as its second primary school in October 2025. A new Saracens Primary School is also planned to open in September 2027.

Fair review of the business

We assess progress towards our long-term goals with a series of KPI's, which in this reporting year focused on:

• Achieving entertaining, high sports performance

• Creating an unrivalled customer experience at the 'Showdown' showcasing top class rugby entertainment at the magnificent Tottenham Hotspur stadium

• Growing our audience and selling out StoneX stadium for more home games

• Remaining at the forefront of women's sport

• Safeguarding our people first, caring, high-performance culture

• Growing our partnership base and enhancing our relationships with existing partners

• Managing cash flow and meeting our financial targets and reporting requirements

• Committing to the community and having a substantial socio-economic impact

The Group has made progress in key areas as detailed below.

Saracens Limited financial performance

Revenues decreased from £22.8m to £21.2m in the year ended June 2025. Despite a challenging environment, we saw a £0.1m increase in our ticketing, hospitality and partnership revenues. The main decreases were due to £0.9m of lower PRL revenue, £0.6m as a result of change in revenue recognition of merchandise sales and £0.3m of additional exceptional, one-off income received in 2024.

Operating losses increased by £1.5m to £8.9m in year ended June 2025. We continue to work hard to manage our cost base given the difficult economic climate which is impacting our consumer fan base as well as our escalating supplier costs.

The Balance Sheet continued to show a positive net asset position of £5.9m compared to £5.3m in the prior year with a positive bank balance of £1.3m (2024: £0.8m).

StoneX Stadium is not included in this Balance Sheet as it is held in another Group entity, Saracens Copthall LLP, and that entity has £12.2m of positive net assets.

Additionally, when the Directors are assessing the strength of the business, we consider the underlying nature of the liabilities. Included within the liabilities falling due within one year of £8.6m (2024: £10.6m) and provisions for liabilities of £3.1m (2024: £3.1m), the following should be taken into account:

• There is a total current deferred income liability of £4.4m, £2.7m of which is monies received relating to the 2025/26 season, not a liability in the traditional sense, and the liability will be released once matches in the 2025/26 season are played. There is a further £1.3m relating to Partnership revenue invoiced in advance of the 2025/26 season, to be released in the next financial year.

• There is a deferred tax liability of £3.1m which is not payable to HMRC. It is a provision for taxes on the revaluation of shares in PRL Investor Limited. The taxes would only ever become payable if these shares were sold by the Company and at the value held in the Balance Sheet.

The only third-party debt is with the Department of Culture, Media and Sports (DCMS) and as of the Balance Sheet date the outstanding loan and accrued interest totalled £6.3m. All payments to the DCMS are fully up to date, with the first repayment having been made in September 2024.

2024/2025 Overview

The last year has been another one of significant strategic growth for Saracens as the Original Club of North London continue to push boundaries and take strides forward both on and off the pitch.

A change in leadership has seen Charlie Beall appointed as the new Chief Executive Officer at StoneX Stadium, bringing extensive experience across a wide range of commercial and marketing roles.

Mike Leslie has joined the club as Chief Growth Officer, supported by Creative Director Flo Williams, the first person to take on this role in club rugby.

On the pitch, the Saracens Men’s team underwent a transitional year, missing out on the Gallagher Premiership semi-finals. This contrasts with the club’s otherwise consistent record over the past two decades.

The ‘Built from Within’ strategy which aims to bring through the next generation of talent has caused enormous excitement with the likes of Charlie Bracken, Noah Caluori and Tobias Elliott all making names for themselves.

Whilst new talent came to the fore, there were also some highlights for the older guard as Alex Goode became the first person in professional rugby to make 400 appearances for a club as he brought the curtain down on a glittering career in record breaking fashion.

There were still some famous victories throughout the season. A memorable win in Paris against Stade Francais, a late triumph at Welford Road against Leicester Tigers and a home win over the then champions Northampton Saints were all ones that fans will remember.

The Showdown 5 in Association with StoneX drew in a crowd of almost 55,000 and with the partnership with Tottenham Hotspur Stadium extended until 2028, there is huge excitement about the prospect of a first ever double header later this season.

Saracens Women made it to the PWR Final which was held at StoneX Stadium for the first time. The occasion drew in a record crowd and showcased the very best of the club. Despite the Gloucester-Hartpury triumph, Saracens proved once again to be challenging at the top of the sport.

On the international front, Saracens continued to be at the forefront of the global game. Club captain Maro Itoje was named as captain of the British and Irish Lions for their tour of Australia. Fellow teammates Ben Earl, Jamie George, Elliot Daly and Owen Farrell were also called up for the trip Down Under.

Following many strong individual performances in the 24/25 season, 19 of Saracens Women’s squad represented their countries in the recent Rugby World Cup as the Red Roses lifted the trophy at a sold out Allianz Stadium.

Off the pitch, the ambition to make StoneX Stadium a venue used for all 365 days in the year made further progress with events such as the Varsity Matches, countless conferences and weddings all filling the calendar of the premier venue in London.

We continue to work closely with Barnet Council to ensure that StoneX Stadium and its surrounding areas continue to evolve as a hub, not just for Saracens matchdays, but as a catalyst for health and well-being benefits in the community all year-round. We are extremely thankful for the continued support and positive partnership approach of both Barnet Council and Middlesex University, which occupy part of our West Stand at StoneX Stadium.

The partnership with principal partner StoneX was also extended for the long term. StoneX is incredibly engaged with the Saracens community and the people-first culture, both on and off the pitch. Their relationship with the club also includes being the lead partner of our award-winning Saracens Foundation, and they also offer work experience and placement opportunities to pupils within the Saracens High School.

The Saracens Multi Academy Trust continues to thrive and in September they opened the Bell Lane Primary School in addition to the already established Saracens High School and Sixth Form. In its first Key Stage 5 cohort of A Levels and T Levels, an exceptional 90% of students progressed to university, whilst its general academic performance and attendance continue to exceed national benchmarks.

In the Community, we continue to expand and champion the incredible work delivered across the Group, and in particular by the Saracens Foundation. This year marked a major milestone as we celebrated 25 years of the Foundation's commitment to our communities, principally in North London and Hertfordshire. With more than 30 projects now in operation, supporting people with disabilities, school children, older adults, and individuals within the

criminal justice system, the Foundation is engaging with more participants than ever before.

Looking ahead, the Foundation's ambitious new five-year strategy will ensure we continue to strengthen our collective impact, deepen our reach, and build brighter futures across the communities we proudly serve, building on the strong foundations of the last quarter-century.

The future at Saracens continues to get brighter by the day as a sustainable and prosperous new chapter emerges.

The Directors consider that the principal risks to the Company include ongoing difficulties with operating a disjointed rugby calendar, particularly as multiple stakeholders in the game balance club and international commitments, while ensuring adequate player rest. Securing a coherent calendar would allow the Premiership to grow and commercialise its audiences better (ensuring better distributions to clubs). A failure to do so risks leaving club rugby under-exposed in a saturated media and entertainment landscape. Furthermore, we foresee risk if consumer sentiment and macroeconomic performance remains stagnant, which would impact ticket, hospitality and events sales.

One of our board goals is to maintain leading governance processes. These include risk management, ensuring no breaches in regulatory requirements, optimised business processes and systems, regular meetings of the risk and audit committee and having a clear strategy outlined within the three-year financial plan. Our Audit and Risk Committee as well as our Salary Cap Committee meet three to four times a year and are well established. Our Board review our Safeguarding policies and processes to ensure they are reflective of the most recent legislation and fit for purpose.

In accordance with the new Financial Monitoring Regulations established by Premier Rugby Limited in May 2024, all clubs are required to submit their financial projections to PRL to ensure all participants in the league have confirmed their ability and access to finance to complete the following season without running into financial difficulty. The directors consider this alongside their assessment of going concern.

The Board and shareholders continue to have a deep commitment to diversity, community, and sustainability. Furthermore, we will continue to maximise Saracens socio-economic impact, caring for our people and community, as well as maintain the stadium’s sector leading environmental standards.

On behalf of the board

The directors present their annual report and financial statements for the year ended 30 June 2025.

The results for the year are set out on page 11.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

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

Going concern

The company has net current liabilities of £4.4m at 30 June 2025 (2024: £6.3m) and a loss for the year then ended of £8.8m (2024: £7.5m). The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons:

As in previous years, the company met its working capital needs through funds provided from its parent company, Saracens Group Holdings Limited and continues to do so until becoming profitable. During the year, the Company capitalised £9.4m of loans from Saracens Group Holdings Limited, as these were considered capital in nature. As a result, as at 30 June 2025 the company reported a net asset position of £5.9m (2024: £5.3m). The owners of Saracens Group Holdings Limited (Kimono House Limited and Euroblue Investments Limited) have confirmed their willingness to provide financial support to facilitate the continued operation of the company to meets its liabilities as they fall due, should it be required, and as set out in the outlined business plan provided to investors, for the period to 30 June 2027 to meet the cash requirements as outlined in its business plan.

The business plan assumes conservative growth in revenues from match day operations and partnerships but were these assumptions not to materialise, then the directors have contingency plans to reduce the impact on cash flow and the owners have committed to fund any shortfall. Whilst there is judgement involved in forecasting future income which may be impacted by any changes in the structure of the Premiership, this is also against a backdrop of a challenging economic environment, both of which could impact the incoming cash flows for the group, the directors are not aware of any other events or conditions beyond the period of their assessment that may cast significant doubt on the entity's ability to continue as a going concern.

Our Growth strategy is centred on a series of key intiatives. We are looking to bolster our partnerships revenues by developing innovative new packages and inventory, backed by the support of a newly-appointed sales agency. We aim to grow our venue events revenue by focusing increased efforts on sales and marketing. Longer term, we want to grow our audience through enhanced content and social media output and more targeted digital communications. We are investing in talent to support these intiatives and hope that this will drive incremental improvements in our attendance related revenues (in particular, ticketing, hospitality and retail).

We continue to invest in our senior men's playing squad through which we hope to ensure continued on-pitch success. The talent coming up through our Academy structures is amongst the best our coaching team has ever seen and we hope that these homegrown players will contribute to our rugby success well into the future.

Following on from the Red Roses victory, the feel-good factor for Women’s Rugby continued with more numbers than ever before coming through the gate at StoneX Stadium.

Mark McCall will step down as Director of Rugby at the end of the 2025/26 season, concluding a highly successful 15-year tenure leading the Club’s rugby programme. In line with the transition plan, Mark will continue his association with the Club as Technical Adviser and as a member of the Board of Directors, ensuring continuity of expertise and leadership. Brendan Venter, who previously worked alongside Mark in establishing the foundations of Saracens’ success, will assume the role of Director of Rugby from the start of the 2026/27 season.

A recently launched ambitious brand evolution with the aim of creating a platform for the future has delivered record breaking results. Average engagement has increased +121% year-on-year to October, showing the strongest year-on-year growth of any Club across the Premiership.

Views on the social media channels have tripled up to 11.3 million. The transition to one of the most dominant rugby brands online from a previously mid-tier performer is helping rewrite their digital trajectory at the top of the sport.

The auditor, Azets Audit Services, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

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 company’s auditor 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 company’s auditor is aware of that information.

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

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. 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 company and of the profit or loss of the company 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; and

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the 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 company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

We have audited the financial statements of Saracens Limited (the 'company') for the year ended 30 June 2025 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity 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 company's affairs as at 30 June 2025 and of its loss for the year 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 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 company's ability to continue as a going concern for the period to 30 June 2027.

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:

• the information given in the strategic report and the directors' report for the financial year 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.

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

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, or returns adequate for our audit have not been received from branches not visited by us; or

• the 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.

As explained more fully in the directors' responsibilities statement, 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 company'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 company or to cease operations, or have no realistic alternative but to do so.

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.

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 company 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 testing of journal entries 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 company'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 company'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 company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

The income statement has been prepared on the basis that all operations are continuing operations.

Saracens Limited is a private company limited by shares incorporated in England and Wales. The registered office is StoneX Stadium, Greenlands Lane, Hendon, London, United Kingdom, NW4 1RL.

These financial statements have been prepared in accordance with 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 company. Monetary amounts 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.

The financial statements of the company are consolidated in the financial statements of Saracens Group Holdings Limited. These consolidated financial statements are available from its registered office, StoneX Stadium, Greenlands Lane, Hendon, London, United Kingdom, NW4 1RL.

The company has net current liabilities of £4.4m at 30 June 2025 (2024: £6.3m) and a loss for the year then ended of £8.8m (2024: £7.5m). The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons:true

As in previous years, the company met its working capital needs through funds provided from its parent company, Saracens Group Holdings Limited and continues to do so until becoming profitable. During the year, the Company capitalised £9.4m of loans from Saracens Group Holdings Limited, as these were considered capital in nature. As a result, as at 30 June 2025 the company reported a net asset position of £5.9m (2024: £5.3m). The owners of Saracens Group Holdings Limited (Kimono House Limited and Euroblue Investments Limited) have confirmed their willingness to provide financial support to facilitate the continued operation of the company to meets its liabilities as they fall due, should it be required, and as set out in the outlined business plan provided to investors, for the period to 30 June 2027 to meet the cash requirements as outlined in its business plan.

The business plan assumes conservative growth in revenues from match day operations and partnerships but were these assumptions not to materialise, then the directors have contingency plans to reduce the impact on cash flow and the owners have commited to fund any shortfall. Whilst there is judgement involved in forecasting future income which may be impacted by any changes in the structure of the Premiership, this is also against a backdrop of a challenging economic environment, both of which could impact the incoming cash flows for the group, the directors are not aware of any other events or conditions beyond the period of their assessment that may cast significant doubt on the entity's ability to continue as a going concern.

Turnover represents the amounts derived from ticketing and hospitality sales, merchandise, catering, stadium rental, executive boxes, sponsorship, Premier Rugby central income, RFU funding and non-matchday revenue arising from the sale of eventing space, net of value added tax. Turnover is recognised in the period to which it relates, and future income which has been received in advance is shown in the statement of financial position as deferred income.

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

Goodwill arising on the purchase of Saracens Rugby Football Club, being the excess of the cost of interests acquired over the fair value of underlying net assets, is amortised evenly over twenty years beginning in the year of acquisition. In the opinion of the directors, this represents the period over which the goodwill is effective.

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 if the fair value can be measured reliably.

Computer software is capitalised and amortised over its useful economic life.

Amortisation is included in administrative expenses in the statement of comprehensive income.

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:

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 credited or charged to profit or loss.

The company is entitled to income from three classes of shares owned in PRL Investor Limited: permanent 'P' shares, 'A' and 'B' shares. As a founding member of the Premiership, these shares were acquired at nominal value.

The company also holds an additional minority shareholding in Premier Rugby Limited via its partnership in Cobalto Co-Investment LP.

These investments are initially measured at cost and then subsequently measured at fair value, where the valuation method can be measured reliably, with changes in fair value recognised in profit or loss. Further details of the basis of valuation of 'P' shares is given in the fixed asset investment note in the financial statements.

The company holds an investment in Premier Women's Rugby Limited, which was acquired at a nominal value. The investment is recorded at cost less any impairment. The carrying amount is reviewed for impairment on an annual basis or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

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

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment 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.

Stock represents catering stock, which is valued at the lower of cost and net realisable value. Net realisable value is based upon estimated selling price less further costs expected to be incurred to completion and disposal.

At each reporting date, the company assesses whether stocks are impaired or if an impairment loss recognised in prior periods has reversed. Any excess of the carrying amount of stock 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.

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.

The company 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 company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with 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.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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 a 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.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, 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.

Financial liabilities and equity instruments are classified 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.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the company 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 company.

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

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 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 income statement, 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 when the company has 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.

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due. Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments.

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 leases asset are consumed.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

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.

Interest income

Interest income is recognised in the statement of income and retained earnings using the effective interest method.

In the application of the company’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.

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

The company recognises a provision for deferred tax in respect of timing differences which arise when gains and losses are recognised in profit or loss in a different period than when they are recognised in the tax computation and fair value adjustments, which is not strictly a timing difference. Where the investment in PRL Investor Limited is measured at fair value through profit or loss, the resulting gains or losses may be taxed when they are recognised in the financial statements, or they may be taxed on settlement or sale of the financial instrument. Where investments are only taxed on sale or settlement of the financial instrument, a timing difference will arise and deferred tax will need to be recorded as a result.

Deferred tax is determined using rates and laws that have been enacted or subsequently enacted by the reporting date. Refer to note 20 for further details on deferred tax.

The company holds an investment in ‘P’ shares in PRL Investor Limited entitling the holder to future income streams. In line with other shareholding clubs, the Company holds this investment at the most recent market transaction for the sale of PRL shares to CVC, which was conducted in 2019. The Directors consider this the most reliable valuation for these shares, as there is insufficient information to provide a more up to date reliable fair value assessment. Each year the investment is considered for impairment using a discounted cash flow method on the anticipated future cashflows provided by PRL and extrapolated out into the future, adjusting for any expected variances on a conservative basis.

The directors consider there to be only one material geographical market, the United Kingdom.

The average monthly number of persons (including directors) employed by the company during the year was:

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2024 - 1).

Please refer to note 27 for information in regards to sales to directors.

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

The company has tax losses of approximately £114 million (2024: £106 million) to use in future years (after considering the offset against the revaluation gains as detailed in note 20). The deferred tax asset measured at 25% (2024: 25%) has not been recognised except for below. On the basis of available evidence, it is more likely than not that there will be no taxable profits in the foreseeable future against which the asset can be recovered.

Unlisted investments of £17,551,780 (2024: £17,551,780) relates to an investment in PRL Investor Limited. In line with other shareholding clubs, the Company holds this investment at the most recent market transaction for the sale of PRL shares to CVC, which was conducted in 2019. The Directors consider this the most reliable valuation for these shares, as there is insufficient information to provide a more up to date reliable fair value assessment. The investment has been considered for impairment using a discounted cash flow method applied to short term future cashflows provided by PRL and extrapolated out into the future, adjusting for any expected variances on a conservative basis. No impairment is deemed necessary at the Balance Sheet date.

The Company also holds an additional minority shareholding in Premier Rugby Limited via Cobalto Co-Investment LP of £1,858,967 (2024: £1,983,080). The investment is held at its fair market value, which is considered to be £1,858,967 (2024: £1,983,080).

During the current year the Company acquired shares in Premier Women's Rugby Limited amounting to £6 (2024: £7) for total cost of £13. The investment is held at its cost less impairment.

Included within Trade debtors are £210,884 (2024: £123,025) relating to amounts due from related parties. See note 27 for details.

Other borrowings falling due after more than one year includes £5,806,286 (2024: £6,290,143) relating to a DCMS loan under the government scheme. See note 19 for details.

Other loans includes £6,322,051 (2024: £7,225,998) relating to a DCMS loan under the government scheme, which attracts interest of 2% per annum. The first repayment date was 30 September 2024.

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

The above deferred tax liability is not expected to reverse within 12 months of the reporting date. The deferred tax liability is a provision which would only become payable if the company was to sell its unlisted investment, which is currently held at £17,551,780, in PRL Investor Limited. Given this investment is intrinsically linked to the existence of the Premiership league, this liability is extremely unlikely to become payable.

Unrecognised deferred tax assets, to the extent that they cannot be offset against the unlisted investment noted above, are shown in note 11 to the financial statements.

The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. Contributions totalling £48,347 (2024: £52,530) were payable to the fund at the year end and are included in creditors.

Each ordinary share entitles the holder to one vote at general meetings. The deferred shares shall rank pari passu with the ordinary shares of 1p each in the capital of the company in respect of dividends and on a return of capital (whether in a winding up or otherwise), save that all of the holders of the deferred shares shall, in aggregate, be entitled to payment of 1p on any dividend and 1p on a return of capital. The deferred shares shall not entitle the holders thereof to receive notice or attend or vote at any general meetings of the company, shall not be redeemable, and shall not be capable of transfer at any time hereafter other than as provided with the consent of the directors of the company.

The special share may only be held or transferred to the amateur club, Saracens Amateur RFC, providing certain rights relating to the name and activities of the club. It confers no voting rights on the holder of the special share.

During the year, the Company capitalised loans due to the Parent Company, Saracens Group Holdings Limited. These were considered capital in nature.

The profit and loss account represents cumulative profit and loss net of distribution to owners, and the fair value reserve previously shown separately. This reflects the treatment of fair value gains and losses on investments under FRS 102 which requires such gains and losses to be shown in profit or loss. As the gains or losses relate to unlisted investments, they are not distributable until the gains or losses are realised on disposal.

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

£27,238,356 (2024: £28,238,356) of the above operating lease commitments are to a related group undertaking.

The immediate parent company is Saracens Group Holdings Limited, a company incorporated in the UK and is the parent of the largest and smallest group for which consolidated accounts are prepared. Consolidated accounts can be obtained from Companies House. The registered office of Saracens Group Holdings Limited is StoneX Stadium, Greenlands Lane, Hendon, London, NW4 1RL.

The ultimate parent company is Volume Five Limited, a company incorporated in the UK.

During the year the company entered into the following transactions with related parties:

The following amounts were outstanding at the reporting end date:

During the year, the company entered into transactions with other related parties. These related parties include entities under common control, entities with directors in common and transactions involving directors of the group. Transactions and balances are at arms lengh and consistent with ordinary trading activities of the Company.

Within other related parties at year end are debtors due from directors of the company of £2,693 (2024: £27,840) and debtors due from directors within the group of £39,913 (2024: £65,186).

At the year-end, amounts owed to/from these related parties are interest-free and have no fixed repayment terms.

Saracens Mavericks Limited, Saracens Copthall LLP, MBN Events Group Limited and UK Investor Show Limited are all related entities due to either direct or indirect ownership by Saracens Group Holdings Limited, the immediate parent.

One of the directors salary is recharged from MBN Events Group Limited, with total remuneration of £Nil (2024: £132,034).