The director of the company has elected not to include a copy of the profit and loss account within the financial statements.true

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

Trico Limited is a private company limited by shares incorporated in England and Wales. The registered office is Dyke Yaxley Limited, 1 Brassey Road, Old Potts Way, Shrewsbury, Shropshire, SY3 7FA.

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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. The principal accounting policies adopted are set out below.

The company's annual financial statements are made up to the weekend nearest to 31 December. These financial statements cover the financial period from 30 December 2023 to 28 December 2024, with comparative figures covering the financial period from 1 January 2023 to 29 December 2023.

Although these accounts are prepared on the going concern basis there are multiple uncertainties which cast doubt on the entities ability to continue trading for the next 12 months.

Firstly, the company has continued to make multiple large losses in the year ended 29 December 2024 casting doubt on whether the business can continue trading.

Furthermore, the company are also reliant on group debtors to fund the company. There are group debtors in the accounts of £17,785,286 & group creditors of £14,323,802 which result in net group debtors of £3,461,484. However, due to the issues in the wider group as mentioned above, the company cannot place reliability on these balances being recoverable and therefore is another reason a material uncertainty relating to going concern exists.

After the balance sheet date, First Brands Group, the Company’s ultimate parent undertaking, entered into a court‑supervised restructuring process. As part of this process, on or around 16 April 2026 Premium Guard Inc. (“PGI”) acquired a portfolio of brands and related intellectual property, including the "Trico" brand associated with the operations of the Trico entities located and operating in the United States of America. The "Trico" brand and the associated trademarks registered in Europe were carved out from the acquisition carried out by PGI.

This event occurred after the reporting date and is therefore a non‑adjusting event under FRS 102 Section 32. The financial statements have not been amended to reflect the transaction.

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 dispatch 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.

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:

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. Cost is calculated using the AVCO (average costing) method. Provisions are made for obsolete, slow moving or defective items where appropriate.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

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.

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 balance sheet 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.

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.

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.

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.

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.

Exceptional Items

Exceptional items are items that fall within the ordinary activities of the Company but have been presented separately due to their size and nature.

In the application of the company’s accounting policies, the director is 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.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows:

Carrying value of stocks

Provision is made for those items of inventory which are obsolete and where the net realisable value is estimated to be lower than cost. Net realisation value is based upon both historic experience and assumptions regarding future selling values, and is consequently a source of uncertainty.

Recognition of deferred tax assets

Tax losses are available to be utilised against future profits. The directors assess whether to recognise a deferred tax asset in respect of these losses based on forecast future profitability levels and an assessment of whether the timing difference giving rise to these assets will reverse in the foreseeable future.

Impairment of debtors

The company makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the ageing profile of debtors and historical experience.

Useful economic lives and tangible assets

Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.

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

Trade debtors are stated after provision for impairment of £55,189 (2023: £55,000).

Amounts due from fellow group undertakings due within one year are unsecured, interest free and are repayable on demand.

Amounts due from the parent undertaking are unsecured, incur interest at 4% per annum, and wholly fall due for repayment after more than one year. Amounts due from fellow group companies due after more than one year are unsecured, incur interest at 6.4% per annum, and wholly fall due for repayment after more than one year.

Amounts owed to group undertakings are unsecured, interest free and repayable on demand.

The company is subject to a fixed and floating charge over current and future acquired property and intellectual property rights.

Onerous lease provision

Where leasehold properties become vacant, the company provides for all costs, net of anticipated income, to the end of the lease or the anticipated date of the disposal of the sublease. This provision relates to the warehouse property in Pontypool, of which the decision to vacate was taken in October 2019 as part of the restructuring activity undertaken, and which was vacated by 28 December 2019. The provision is expected to be utilised over the life of the related lease to 2024.

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is qualified and includes the following:

Disclaimer of opinion

We do not express an opinion on the accompanying financial statements of the company. Because of the significance of the matters described in the 'Basis for Disclaimer of Opinion' section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.

Basis for disclaimer of opinion

We have not been able to complete the detailed audit procedures that would be needed to obtain sufficient and appropriate audit evidence to issue an unmodified audit report on the company's financial statements for the year ended 29 December 2024.

This is because of the fact that there have been issues in receiving associated audit evidence for all areas of the financial statements due to change in management and issues at the wider group level during the year. This has led to the current management not being able to provide us information, due to certain systems which were operating during the year ended 29 December 2024 being shut down and no longer accessible.

Therefore, we are disclaiming our opinion on the financial statements.

Notwithstanding our disclaimer of an opinion on the financial statements, in the light of the knowledge and understanding of the company and its environment obtained in the course of the audit performed subject to the pervasive limitation described above, we have not identified material misstatements in the directors’ report.

Arising from the limitation of our work referred to above:

• we have not obtained all the information and explanations that we considered necessary for the purpose of our audit; and

• we were unable to determine whether adequate accounting records have been kept.

The directors consider the only key management personnel to be the directors.

Transactions with fellow group undertakings

The company has taken advantage of the exemptions under FRS102 paragraph 33.1A, from disclosing transactions with members of the same group that are wholly owned.

The Directors regard Trico Investments Corporation, which is incorporated in the United States of America as the company's immediate parent undertaking, by virtue of its interest in the equity share capital of Trico Limited.

The ultimate parent company is First Brands Group LLC (formerly Trico Group Holdings LLC), a company registered in the United States of America. First Brands Group LLC is the parent undertaking of both the smallest and largest group to consolidate these financial statements.

After the balance sheet date, First Brands Group, the Company’s ultimate parent undertaking, entered into a court‑supervised restructuring process. As part of this process, on or around 16 April 2026 Premium Guard Inc. (“PGI”) acquired a portfolio of brands and related intellectual property, including the "Trico" brand associated with the operations of the Trico entities located and operating in the United States of America. The "Trico" brand and the associated trademarks registered in Europe were carved out from the acquisition carried out by PGI.

This event occurred after the reporting date and is therefore a non‑adjusting event under FRS 102 Section 32. The financial statements have not been amended to reflect the transaction.