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Registered number:
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Once Upon A Time Marketing Limited
Company Information
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Once Upon A Time Marketing Limited
Contents
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Once Upon A Time Marketing Limited
Strategic Report
For the Year Ended 30 April 2025
The Directors present their Strategic Report and the financial statements for the year ended 30 April 2025.
Turnover for the year decreased to £17.6m from £18.3m in 2024, and gross profit reduced to £10.6m from £11.1m. EBITDAE (Earnings before interest, tax, depreciation, amortisation and exceptional items) was £1.4m compared with £2.2m in the prior year, reflecting the lower level of activity and higher overhead absorption. Profit before tax, and before exceptional items, was £1.1m compared with £2.0m in 2024.
The Company reported a loss before tax of £11.4m for the year, compared with a profit before tax of £2.0m in 2024, after recognising an exceptional impairment provision of £12.5m against amounts owed by group undertakings. On 1 May 2024, the trade and assets of a fellow group company, Once Upon a Time Media Limited, were hived across to Once Upon a Time Marketing Limited. The Company was acquired by Once Upon A Time Creative Limited on 17 November 2025. The Company has been profitable through the year ended 30 April 2026 and various cost saving initiatives in the early part of 2026 will significantly improve profitability in the financial year to 30 April 2027.
Funding and liquidity
The objective is to ensure continuity of funding and cash levels sufficient to meet the ongoing needs of the business. The policy is to smooth the cash management of the business and to arrange funding ahead of requirements, should it be needed. Competitive risk The company operates in competitive markets. The breadth of the client base reduces the possible effect of the loss of any one single client, and the business continually seeks to bring new customers in to minimise the potential risk of customer concentration. Competitive advantage The company focuses on providing clients with a wide range of added value services, thus developing very strong customer relationships. This enables the company to maintain long-term relationships with clients. Debtors The company maintains strong relationships with all its key clients, and has established credit control parameters. Appropriate credit terms are agreed with all customers and these are closely managed. Major disruption/disaster risk The company has a formal business continuity contingency plan which is reviewed regularly. Control environment The company has formal authority limits for all key decisions and clear administration procedures for the timely reporting of critical business information.
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Once Upon A Time Marketing Limited
Strategic Report (continued)
For the Year Ended 30 April 2025
Employee involvement
The company’s policy is to continue to develop its communications with all employees, to inform them on matters of concern to them as employees and to promote awareness of the financial and economic factors affecting the company and, subject to practical and commercial considerations, to consult them in decisions that affect their current jobs or future prospects. Disabled employees The company gives full consideration to applications for employment from disabled persons where the requirements of the job can be adequately fulfilled by a disabled person. Financial Key Performance Indicators The following KPIs form part of the overall management administration structure used to monitor business performance:
This report was approved by the board and signed on its behalf.
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Once Upon A Time Marketing Limited
Directors' Report
For the Year Ended 30 April 2025
The directors present their report and the financial statements for the year ended 30 April 2025.
The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙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 to 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.
The loss for the year, after taxation, amounted to £11,639,345 (2024 - profit £1,462,559).
The Directors do not recommend payment of a final dividend.
The directors who served during the year were:
The future developments of the Company are disclosed in the Strategic Report.
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Once Upon A Time Marketing Limited
Directors' Report (continued)
For the Year Ended 30 April 2025
Financial risk management
The Company's operations expose it to a variety of financial risks which include the effects of credit risk and foreign exchange risk. The Company has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the the Company by monitoring the factors that affect each of these risks. Liquidity risk The objective is to ensure continuity of funding and cash levels sufficient to meet the ongoing needs of the business. The policy is to smooth the cash management of the business and to arrange funding ahead of requirements, should it be needed. Credit risk Credit risk is managed by running credit checks on new customers and by monitoring payments against the contractual arrangements. Foreign exchange risk The Company maintains a natural hedge through the use of foreign currency bank accounts with sales and purchases made in foreign currencies. Funding risk The group, headed by Once Upon a Time Global Ltd during the year ended 30 April 2025, finances its operations by a combination of equity, cash flow loans, leases and working capital. The group undertakes short-term cash forecasting to monitor its expected cash flows against its cash availability and finance facilities. The group also undertakes longer term cash forecasting to monitor its expected funding requirements in order to meet its current business plan in the context of its existing facilities, and to identify and address its requirement for future funding facilities. The group also maintains an active dialogue with a wide range of finance providers in order to ensure that it is aware of all possible sources of finance when it is assessing the availability and cost of providing for the funding requirements in the current business plan. The Company was acquired by Once Upon a Time Creative Limited in November 2025 and this approach continues to be adopted in the new group.
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Once Upon A Time Marketing Limited
Directors' Report (continued)
For the Year Ended 30 April 2025
The financial statements have been prepared on a going concern basis.
The Company experienced losses totalling £11.6m in the year ended 30 April 2025 (2024: £1.5m profit) after exceptional costs of £12.5m (2024: £nil). As a result, the Company has net liabilities totalling £1.6m (2024: £10m net assets) at the reporting date. The exceptional costs are one-off provisions made against amounts owed by group undertakings; these amounts were written off subsequent to the year end. The Company generated an Operating profit of £1.1m in the year ended 30 April 2025 (2024: £2.0m) and was profitable in the FY25/26 period, for which statutory financial statements have not yet been prepared. Subsequent to the year end, in November 2025, the entire share capital of the Company was acquired by Once Upon a Time Creative Limited (formerly Project Princeton Holdco Limited), with the new group effectively refinancing with debt facilities totalling £19,500,000. The Board has reviewed forecasts prepared by management, which demonstrate that, with continued focus on profitable business, and strong control of costs, the Company will meet its day-to-day working capital requirements from positive operating cash flows in the 12 months following the date of the accounts being approved. To this end, the Company is forecast to remain profitable through to 30 April 2027. The directors believe it is appropriate, therefore, to prepare the financial statements to 30 April 2025 on a going concern basis and there will be no adverse impact on solvency for more than twelve months after the date of approval of the financial statements.
Amounts owed by group undertakings totalling £13.9m were written off subsequent to the year end, of which £12.5m existed at 30 April 2025 and for which a provision has been made in these financial statements. Amounts owed to group undertakings totalling £2.8m were also waived (written back) subsequent to the year end.
On 17 November 2025, the entire share capital of the Company was acquired by Once Upon a Time Creative Limited (formerly Project Princeton Holdco Limited). The share capital of the Company was reduced from £1,575,000 to £1, and reserves were credited by the same amount. At the same time, the share premium account was reduced by £12,600,000 and this amount was also credited to reserves. The ultimate parent undertaking is now Trinity Debt Holdings Limited, and there is not a single controlling party.
The auditors, Hurst Accountants Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
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Once Upon A Time Marketing Limited
Directors' Report (continued)
For the Year Ended 30 April 2025
This report was approved by the board and signed on its behalf.
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Once Upon A Time Marketing Limited
Independent Auditors' Report to the Members of Once Upon A Time Marketing Limited
We have audited the financial statements of Once Upon A Time Marketing Limited (the 'Company') for the year ended 30 April 2025, which comprise the Statement of comprehensive income, the Analysis of net debt, the Balance sheet, the Statement of cash flows, the Statement of changes in equity and the related notes, including a summary of 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 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 a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.
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Once Upon A Time Marketing Limited
Independent Auditors' Report to the Members of Once Upon A Time Marketing Limited (continued)
In our opinion, based on the work undertaken in the course of the 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.
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Once Upon A Time Marketing Limited
Independent Auditors' Report to the Members of Once Upon A Time Marketing Limited (continued)
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 Auditors' 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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
Identifying and assessing potential risks related to irregularities In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following: • The nature of the industry and sector in which the company operates; the control environment and business performance including key drivers for directors' remuneration, bonus levels and performance targets. • The outcome of enquiries of management, including whether management was aware of any instances of non compliance with laws and regulations, and whether management had knowledge of any actual, suspected, or alleged fraud. • Supporting documentation relating to the Company's policies and procedures for: - Identifying, evaluating, and complying with laws and regulations - Detecting and responding to the risks of fraud • The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations. • The outcome of discussions amongst the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud. • The legal and regulatory framework in which the Company operates, particularly those laws and regulations which have a direct effect on the financial statements, such as the Companies Act 2006, pensions and tax legislation, or which had a fundamental effect on the operations of the Company, including General Data Protection requirements, and Anti-bribery and Corruption. Audit response to risks identified Our procedures to respond to the risks identified included the following: • Reviewing the financial statements disclosures and testing to supporting documentation to assess compliance with the provisions of those relevant laws and regulations which have a direct effect on the financial statements. • Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud. • Evaluation of the operating effectiveness of management’s controls designed to prevent and detect irregularities. • Enquiring of management about any actual and potential litigation and claims. • Performing analytical procedures to identify any unusual or unexpected relationships which may indicate risks of material misstatement due to fraud.
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Once Upon A Time Marketing Limited
Independent Auditors' Report to the Members of Once Upon A Time Marketing Limited (continued)
We have also considered the risk of fraud through management override of controls by:
• Testing the appropriateness of journal entries and other adjustments. We have used data analytics software to identify accounting transactions which may pose a heightened risk of material misstatement, whether due to fraud or error. • Challenging assumptions made by management in their significant accounting estimates, and assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and • Evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business. We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. There are inherent limitations in the audit procedures described above, and the further removed non-compliance with laws and regulations are from the events and transactions reflected in the financial statements, the less likely we would become aware of them. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' 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 Auditors' 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.
for and on behalf of
Chartered Accountants
Statutory Auditors
3 Stockport Exchange
Stockport
Cheshire
SK1 3GG
22 May 2026
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Once Upon A Time Marketing Limited
Statement of Comprehensive Income
For the Year Ended 30 April 2025
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Once Upon A Time Marketing Limited
Registered number: 03406501
Balance Sheet
As at
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 16 to 33 form part of these financial statements.
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Once Upon A Time Marketing Limited
Statement of Changes in Equity
For the Year Ended 30 April 2025
Statement of Changes in Equity
For the Year Ended 30 April 2024
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Once Upon A Time Marketing Limited
Statement of Cash Flows
For the Year Ended 30 April 2025
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Once Upon A Time Marketing Limited
Analysis of Net Debt
For the Year Ended 30 April 2025
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
Once Upon A Time Marketing Limited is a private company limited by share capital, incorporated in England. The address of the registered office and principal place of business is 98 Theobalds Road (1st Floor), London, WC1X 8WB. The company's registered number is 03406501.
The principal activity of the Company during the period was that of fully integrated Marketing Agency, operating predominantly in the Entertainment sector.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The financial statements have been prepared on a going concern basis.
The Company experienced losses totalling £11.6m in the year ended 30 April 2025 (2024: £1.5m profit) after exceptional costs of £12.5m (2024: £nil). As a result, the Company has net liabilities totalling £1.6m (2024: £10m net assets) at the reporting date. The exceptional costs are one-off provisions made against amounts owed by group undertakings; these amounts were written off subsequent to the year end. The Company generated an Operating profit of £1.1m in the year ended 30 April 2025 (2024: £2.0m) and was profitable in the FY25/26 period, for which statutory financial statements have not yet been prepared. Subsequent to the year end, in November 2025, the entire share capital of the Company was acquired by Once Upon a Time Creative Limited (formerly Project Princeton Holdco Limited), with the new group effectively refinancing with debt facilities totalling £19,500,000. The Board has reviewed forecasts prepared by management, which demonstrate that, with continued focus on profitable business, and strong control of costs, the Company will meet its day-to-day working capital requirements from positive operating cash flows in the 12 months following the date of the accounts being approved. To this end, the Company is forecast to remain profitable through to 30 April 2027. The directors believe it is appropriate, therefore, to prepare the financial statements to 30 April 2025 on a going concern basis and there will be no adverse impact on solvency for more than twelve months after the date of approval of the financial statements.
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
2.Accounting policies (continued)
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
The estimated useful lives range as follows:
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
2.Accounting policies (continued)
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” 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 trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
Impairment of financial assets
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
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 the deduction of all its liabilities.
Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
2.Accounting policies (continued)
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Derecognition of financial instruments
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flows expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.
Derecognition of financial liabilities
Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.
The company's functional and presentational currency is GBP. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Profit and loss account. Foreign exchange gains and losses are presented in the Profit and loss account within 'administrative expenses'.
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
2.Accounting policies (continued)
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
2.Accounting policies (continued)
Judgements in applying accounting policies: Accrued income and Work in progress The management of the company exercises judgement in estimating the completeness of projects and the expected recovery of income. It also exercises judgement in determining the valuation of work in progress. The carrying value of accrued income and work in progress at 30 April 2025 was £660,883 (2024: £1,172,998).
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
Analysis of turnover by country of destination:
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
12.Taxation (continued)
Factors that may affect future tax charges
The Company has losses available to offset against future corporation tax liabilities, subject to HMRC approval, of £760,000 (2024: £2,150,000) and a deferred tax asset totalling £195,000 (2024: £537,500) has been recognised.
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
14.Intangible assets (continued)
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
Share premium account
Share premium account - includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium. Profit and loss account Profit and loss account - includes all current period retained profits.
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
A charge was registered in December 2019 in favour of Toscafund GP Limited as security for a Facilities Agreement made with the ultimate parent company. The Company is party to a security deed of accession, supplemental to a debenture between the ultimate parent company and Toscafund GP Limited. Under the deed, there is a fixed charge and a floating charge (covering all property of the Company). The liability outstanding on the ultimate parent company's debt facility at 30 April 2025 was £19,399,792 (2024: £17,812,410). This charge was subsequently released in November 2025.
A charge was also registered in December 2019 in favour of Calculus Nominees Limited as security for £2,000,000 guaranteed fixed rate loan notes issued by the ultimate parent company. The Company is party to a deed of accession, supplemental to a debenture between the ultimate parent company and Calculus Nominees Limited. Under the deed, there is a fixed charge and a floating charge (covering all property of the Company). This charge was subsequently released in November 2025. Subsequent to the year end, a new fixed and floating charge has been registered in favour of Trinity DC GP Limited as security trustee, in relation to the new immediate parent undertaking's debt facility totalling £19,500,000.
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £112,741 (2024: £100,377). Contributions totalling £30,596 (2024: £29,676) were payable to the fund at the balance sheet date.
Amounts totalling £25,000 were advanced to a director during a previous period under the terms of a loan agreement. The loan was unsecured, interest-free and repayable by equal monthly instalments over a 3 year period. The maximum amount outstanding during the year was £694 (2024: £9,026) and the balance outstanding at the balance sheet date was £nil (2024: £694).
A second loan for £50,000 was advanced to the same director during the previous period under the terms of a loan agreement. The loan is unsecured, interest-free and repayable over a 5 year period. The balance outstanding at the balance sheet date was £37,500 (2024: £48,800).
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Once Upon A Time Marketing Limited
Notes to the Financial Statements
For the Year Ended 30 April 2025
On 17 November 2025, the entire share capital of the Company was acquired by Once Upon a Time Creative Limited (formerly Project Princeton Holdco Limited). The share capital of the Company was reduced from £1,575,000 to £1, and reserves were credited by the same amount. At the same time, the share premium account was reduced by £12,600,000 and this amount was also credited to reserves.
At 30 April 2025, the Company's immediate parent undertaking was Once Upon a Time London Ltd. Once Upon a
Time London Ltd was renamed TAUO 2025 Limited in November 2025, its registered number is 08037404 and the registered office is c/o KR8 Advisory Limited, The Lexicon, 10-12 Mount Street, Manchester, M2 5NT. At 30 April 2025, Once Upon a Time Global Ltd was the ultimate parent undertaking and there was no overall ultimate controlling party. Once Upon a Time Global Ltd's registered number is 12329089 and its registered office is 17 Bowling Green Lane, Clerkenwell, London, EC1R 0QH. Subsequent to the year end, in November 2025, the entire share capital of the Company was acquired by Once Upon a Time Creative Limited (formerly Project Princeton Holdco Limited). The ultimate parent undertaking is now Trinity Debt Holdings Limited. There is not a single controlling party.
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