Company registration number 09897155 (England and Wales)
PATCH GARDENS LTD
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025
PAGES FOR FILING WITH REGISTRAR
PATCH GARDENS LTD
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 7
PATCH GARDENS LTD
BALANCE SHEET
AS AT
30 APRIL 2025
30 April 2025
- 1 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
4
1,301
1,789
Tangible assets
5
12,576
14,808
Investments
6
445
445
14,322
17,042
Current assets
Stocks
533,663
434,666
Debtors
8
273,262
239,450
Cash at bank and in hand
184,612
354,236
991,537
1,028,352
Creditors: amounts falling due within one year
9
(2,894,152)
(2,388,936)
Net current liabilities
(1,902,615)
(1,360,584)
Total assets less current liabilities
(1,888,293)
(1,343,542)
Creditors: amounts falling due after more than one year
10
-
0
(179,487)
Net liabilities
(1,888,293)
(1,523,029)
Capital and reserves
Called up share capital
11
494
494
Share premium account
9,564,451
9,564,451
Profit and loss reserves
(11,453,238)
(11,087,974)
Total equity
(1,888,293)
(1,523,029)

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

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

The financial statements were approved by the board of directors and authorised for issue on 12 May 2026 and are signed on its behalf by:
Mr J Hackett
Director
Company registration number 09897155 (England and Wales)
PATCH GARDENS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025
- 2 -
1
Accounting policies
Company information

Patch Gardens Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 3rd Floor, 45 Albermarle Street, London, United Kingdom, W1S 4JL.

1.1
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 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 a mounts 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 has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.

1.2
Going concern

A true t the time of approving the financial statements, t he directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future, based on the continued financial support of its parent company. Thus t he directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
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 have passed to the buyer (on delivery of goods), provided that 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.

1.4
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.

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

Trademarks, patents & licenses
10 years
1.5
Tangible fixed assets

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

PATCH GARDENS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
1
Accounting policies
(Continued)
- 3 -

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

Plant and equipment
4 years straight line
Fixtures and fittings
4 years straight line
Computer equipment
3 years straight line

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.

1.6
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.

1.7
Financial instruments

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.

Basic financial assets

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.

Classification of financial liabilities

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

Basic financial liabilities, including creditors, other borrowings and loans from fellow group companies, 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 paymen ts 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. A m ounts 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.

PATCH GARDENS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
1
Accounting policies
(Continued)
- 4 -
Derecognition of financial liabilities

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

1.8
Equity instruments

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.

1.9
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense.

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.

1.10
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 s asset are consumed.

1.11
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.

2
Judgements and key sources of estimation uncertainty

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 directors consider there to be no significant judgements or key sources of estimation uncertainty in the financial statements.

3
Employees

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

2025
2024
Number
Number
Total
11
16
PATCH GARDENS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
- 5 -
4
Intangible fixed assets
Trademarks, patents & licenses
£
Cost
At 1 May 2024 and 30 April 2025
4,888
Amortisation and impairment
At 1 May 2024
3,099
Amortisation charged for the year
488
At 30 April 2025
3,587
Carrying amount
At 30 April 2025
1,301
At 30 April 2024
1,789
5
Tangible fixed assets
Plant and equipment
Fixtures and fittings
Computer equipment
Total
£
£
£
£
Cost
At 1 May 2024
13,500
6,861
65,372
85,733
Additions
2,428
-
0
-
0
2,428
At 30 April 2025
15,928
6,861
65,372
88,161
Depreciation and impairment
At 1 May 2024
-
0
5,809
65,116
70,925
Depreciation charged in the year
3,375
1,052
233
4,660
At 30 April 2025
3,375
6,861
65,349
75,585
Carrying amount
At 30 April 2025
12,553
-
0
23
12,576
At 30 April 2024
13,500
1,052
256
14,808
6
Fixed asset investments
2025
2024
£
£
Shares in group undertakings and participating interests
445
445
7
Subsidiaries

Details of the company's subsidiaries at 30 April 2025 are as follows:

PATCH GARDENS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
7
Subsidiaries
(Continued)
- 6 -
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Patch Gardens BV
Netherlands
Ordinary
100.00
8
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
38,495
23,033
Other debtors
100,072
54,204
Prepayments and accrued income
134,695
162,213
273,262
239,450
9
Creditors: amounts falling due within one year
2025
2024
£
£
Other borrowings
192,702
306,469
Trade creditors
218,817
221,604
Amounts owed to group undertakings
1,865,612
1,056,689
Corporation tax
2
47,627
Other taxation and social security
296,791
379,347
Other creditors
17,866
28,093
Accruals and deferred income
302,362
349,107
2,894,152
2,388,936

Other borrowings are secured by a fixed and floating charge over the assets of the company. Other borrowings are also secured by the legal assignment of key-person assurance policies in the name of the Company covering the life of a director.

10
Creditors: amounts falling due after more than one year
2025
2024
£
£
Other creditors
-
0
179,487

PATCH GARDENS LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
- 7 -
11
Called up share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.002p each
24,133,086
24,133,086
482
482
Ordinary shares class Z of 0.002p each
600,000
600,000
12
12
24,733,086
24,733,086
494
494
12
Operating lease commitments
Lessee

At the reporting end date the company had no outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:

2025
2024
£
£
-
0
5,000
13
Audit report information

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 unqualified and includes the following:

Opinion

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 30 April 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.

Senior Statutory Auditor:
Darshna Choudhury
Statutory Auditor:
HW Fisher Audit
Date of audit report:
12 May 2026
14
Parent company

The immediate and ultimate parent company is Arena Online Limited, whose registered office address is Unit 19 Long Bank, Berry Hill Industrial Estate, Droitwich, England, WR9 9AN.

The results of Patch Gardens Ltd are included in the consolidated financial statements of Arena Online Limited which are available from Companies House.

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