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Registered number: 10952202 BIG MAMMA HOLDINGS LIMITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
BIG MAMMA HOLDINGS LIMITED
COMPANY INFORMATION
Directors | V Lugger
| T Seydoux
| Big Mamma Food S.A.S.
Registered number | 10952202
Registered office | 144 Great Portland Street
| London
| W1W 6QT
Independent auditors | Sopher + Co LLP
| Chartered Accountants & Statutory Auditors
| 5 Elstree Gate
| Elstree Way
| Borehamwood
| Hertfordshire
| WD6 1JD
BIG MAMMA HOLDINGS LIMITED
CONTENTS
| Page
Strategic Report | 1 - 4
Directors' Report | 5 - 7
Independent Auditors' Report | 8 - 11
Statement of Comprehensive Income | 12
Statement of Financial Position | 13
Statement of Changes in Equity | 14
Statement of Cash Flows | 15
Notes to the Financial Statements | 16 - 27
BIG MAMMA HOLDINGS LIMITED
STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2025
Introduction
Big Mamma Holdings Limited is a subsidiary of the Big Mamma Group, a French-based Group of Italian restaurants founded at the end of 2013 by Victor Lugger and Tigrane Seydoux. The concept is Italian trattorias with products imported directly from Italy, 100% homemade cuisine by a predominantly Italian team, affordable prices, and a warm atmosphere. At the end of the year, the company had eight restaurants in London: Gloria, Circolo Popolare, Ave Mario, Jacuzzi, Barbella and Carlotta, as well as one restaurant in Birmingham (La Bellezza) and one in Manchester (Circolo Popolare). Barbella & Circolo Popolare Manchester opened in June 2025. These establishments continue to have resounding results translated by exciting media coverage and a real public success.
Business review
2025 was the first year where all eight restaurants were operating. Out of eight, six restaurants operated throughout the year. Gloria, Circolo Popolare, Ave Mario, Jacuzzi, Barbella, La Bellezza, Circolo Popolare - Manchester and Carlotta all performed strongly in excess of expectations driven by consistently high customer feedback scores and strong brand awareness . Each of these factors has enabled the Group to maintain its high demand for the product with the restaurants continually fully booked one month in advance up throughout 2025. The Company loss for the year, before the corporation tax and deferred tax movement, was £1,349,092 (2024 – Profit £2,042,306), a decrease of £3,391,398. Company turnover for the year was £56,190,699 (2024 - £44,276,559). Environmental The company recognises its corporate responsibility to carry out its operations whilst minimising environmental impacts. The directors’ continued aim is to comply with all applicable environmental legislation, prevent pollution and reduce waste wherever possible. The total energy use during the year including electricity and gas, was 5,388,563 kWh (gas: 2,094,093 kWh; electricity: 3,294,470 kWh). The emissions in CO2 (carbon dioxide equivalent) related to energy consumption amounted to 913.3 MT CO2e (gas: 350.2 MT CO2e; electricity: 646.8 MT CO2e). Following the establishment of our emissions baseline last year, we have focused on implementing and strengthening targeted reduction initiatives. We continued promoting energy-efficient practices across our sites, including switching off unnecessary lighting and equipment, and reinforcing employee awareness around responsible energy use and public transport options. We have also begun engaging more closely with landlords to explore opportunities for increased renewable energy procurement. Where feasible, we are assessing the use of Renewable Energy Certificates (RECs) to help offset electricity consumption. As we do not operate company-owned vehicles, our primary emissions remain electricity-related. Therefore, our efforts continue to prioritise reducing energy consumption and embedding sustainable behaviours, while building partnerships that support a transition toward cleaner energy sources. To calculate energy consumption using the GHG Protocol, we gather electricity (kWh) and gas (m³ or kWh) data from bills, convert all to kWh, and sum the totals. We then multiply by UK-specific emission factors to estimate emissions. Source of EF = https://www.carbonfootprint .com/international_electricity_factors .html. Page 1
BIG MAMMA HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025 The company’s governance arrangements for assessing and managing climate-related risks and opportunities are overseen by the Board of Directors. The board is responsible for monitoring climate-related risks and ensuring these factors are integrated into the company’s strategic decision-making processes. To support its work, the company has engaged Environmental Resource Management (ERM), an environmental consultancy, to provide a detailed climate risk assessment report. This engagement supports the company’s strategy in addressing climate-related risks and opportunities in a comprehensive and systematic way. Climate-related risks are fully integrated into the company’s overall risk management process. These risks are evaluated on an ongoing basis, and mitigation measures are incorporated into business planning, operations, and strategic development. The company ensures that climate-related considerations are factored into the company’s business continuity planning, investment decisions, and performance evaluations. The company has set a target to reduce carbon emission, reduce energy consumption and to obtain some energy from renewable resources. The company is committed to proactively managing climate-related risks and capitalizing on climate-related opportunities. By aligning with ERM recommendations, integrating climate risks into our overall risk management framework, and setting measurable targets, we aim to contribute to a more sustainable future while ensuring the long-term resilience and success of the business.
Principal risks and uncertainties
The UK restaurant sector continues to face external uncertainties, with elevated cost pressures across labour, energy, and food, alongside increases in taxation and business rates. Consumer spending also remains influenced by ongoing cost-of-living considerations. Big Mamma is actively managing these challenges through disciplined cost control, pricing strategies, and operational efficiencies. The Directors remain confident in the Group’s resilience, adaptability, and long-term growth prospects.
Financial key performance indicators
The continued success and sustainability of the company will be determined significantly by the ability to continue to grow revenues more than its costs. Therefore, the level of sales and year on year growth are key performance indicators (KPIs).
Other key performance indicators
In line with the company's operating objectives, financial and non-financial KPIs are used to measure and support the success of the business, including: • Detailed analysis and monitoring of sales using average spend per head, table rotation • F&B costs • Labour costs • EBITA • Free Cash Flow • Investment Payback • Employee Turnover • Customer Satisfaction via rating on social media • BCorp Page 2
BIG MAMMA HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025 Where appropriate, we also use qualitative measures in addition to KPIs to evaluate performance against our objectives where numerical measures are not appropriate. None of the above are individually key to assessing the overall performance of the company. Gross Profit Margin is used to measure performance: Gross Profit Margin 2025 - 75% (2024 - 74%) Non-financial KPIs are monitored on a regular basis and include food and drink quality, customer feedback and staff turnover levels. These are monitored by management and drive the actions across the business to deliver the strategy. Management were satisfied with these KPIs in 2025.
Directors' statement of compliance with duty to promote the success of the company
Members and Employees The members of the Company along with any future employees, are considered essential to the Company’s future. The interests and wellbeing of all members and future employees are held in the highest regard and the Company is dependent on a collegial environment to ensure success. Scheduled meetings are held on a regular basis to ensure all members are informed of business decisions and material information as it pertains to the Company. Equal opportunities are offered to all, regardless of gender, race, ethnicity or national origin, sexual orientation, religious belief, colour, disability, marital status, or age. All applicants are treated equally in respect to any recruitment, promotion, training, pay and other employment policies and practices. Under no circumstances will discrimination against any individual or group be tolerated. Business Relationships Business relationships are held in the utmost regard and are critical to the success of the Company. This includes all vendors, service providers, advisers, and strategic partnership with whom the Company initiates and maintains a professional relationship. Of particular importance as it pertains to the Company is our partners in the finance, compliance, and law areas to assist with navigating local guidelines and procedures with the highest integrity. Community and Environment The company, given its B-Corp accreditation, actively works to protect and operate harmoniously within its surrounding environment and local community. As part of the day-to-day running of the business it consistently considers its impact and how its operations can benefit the local community and environment. Standards of Business Conduct One of the tenets the Company was built upon is upholding a reputation for high standards of business conduct and ethics. We continue to focus our efforts around maintaining this reputation, which is a guiding beacon in our path to help our investments and shareholders succeed. When considering any business activity or conduct, much thought is given to longer-term implications of that decision. Decisions material to the direction and success of the Company are made on a consensual basis among the directors. Careful thought is also given to the likely scenarios we foresee materialising over the long term regarding the macro and operating environment prior to implementation. Page 3
BIG MAMMA HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025 Anti-bribery and anti-corruption The Company has adopted an anti-corruption and bribery policy which applies to the Board and employees of the Company. It generally sets out their responsibilities in observing and upholding a zero-tolerance position on bribery and corruption in all jurisdictions in which the Company operates. It also provides guidance to those working for the Company on how to recognise and deal with bribery and corruption issues and the potential consequences of failing to adhere to this guidance. The Company expects all employees, suppliers and consultants to conduct their day-to-day business activities in a fair, honest and ethical manner, be aware of and refer to this policy in all of their business activities worldwide and to conduct business on the Company’s behalf in compliance with it. Management at all levels are responsible for ensuring that those reporting to them, internally and externally, are made aware of and understand this policy. The anti-corruption and bribery policy is aligned to meet UK and Europe laws governing anti-bribery and anti-corruption. The Company takes a zero tolerance approach to acts of bribery and corruption and will not offer, give or receive bribes, or accept improper payments to obtain new business, retain existing business or secure any advantage and will not permit others to do so on its behalf. This report was approved by the board on 22 May 2026 and signed on its behalf.
T Seydoux Director
Page 4
BIG MAMMA HOLDINGS LIMITED
DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The directors present their report and the financial statements for the year ended 31 December 2025.
Directors
The directors who served during the year were:
V Lugger
T Seydoux
Big Mamma Food S.A.S.
Directors' responsibilities statement
The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 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.
Results and dividends
The loss for the year, after taxation, amounted to £350,211 (2024 - profit £692,043).
Future developments
There are no plans which will significantly change the activities and risks of the company.
Engagement with employees
Engaging with employees is crucial for creating a positive work environment and driving organizational success. We foster a culture where employees feel comfortable sharing ideas, feedback, and concerns. We invest in training and career development opportunities. We include employees in decision-making processes, especially those that affect their work. We try and create a positive and inclusive work environment where employees feel safe and respected and can address any issues of discrimination or harassment promptly to the management. Page 5
BIG MAMMA HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Engagement with suppliers, customers and others
Suppliers : We try and have regular and clear communication. We keep our suppliers informed about their needs, expectations, and any changes in our business. Provide constructive feedback on their performance. Customers : We actively listen to customer feedback and address their concerns promptly. This shows that we value their input and are committed to improving. We try and provide a consistent experience across all touchpoints, from customer service to product quality. We utilize various channels (social media, email, in-person) to engage with customers and keep them informed, implement programs that reward repeat customers and encourage long-term relationships. Stakeholders : We keep stakeholders informed about our company’s performance, goals, and challenges. Transparent reporting builds trust and credibility. We actively engage with stakeholders through meetings, reports, and community involvement.
Disabled employees
The company is committed to ensuring equal opportunities for all employees, including those with disabilities. Our policies are designed to promote diversity and inclusion, fostering a workplace where everyone can thrive and reach their full potential. The company ensures that disabled candidates are given full and fair consideration for employment, promotion, and training opportunities. Recruitment processes are designed to eliminate barriers and provide an equitable experience for all candidates, including those with disabilities. If an employee becomes disabled during their employment, the company makes every effort to continue their employment. This includes identifying suitable alternative roles if necessary and providing training or assistance to support their transition and ongoing development. The company is dedicated to creating an accessible working environment by making necessary adjustments to the workplace and working arrangements to enable disabled employees to perform their roles effectively. We continuously review our policies and practices to ensure they comply with relevant legislation and reflect best practices in supporting disabled employees.
Disclosure of information to auditors
Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that: ∙so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware, and ∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company's auditors are aware of that information.
Post balance sheet events
Details of post balance sheet events are disclosed in note 26. Page 6
BIG MAMMA HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Auditors
Under section 487(2) of the Companies Act 2006, Sopher + Co LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier. This report was approved by the board on 22 May 2026 and signed on its behalf.
T Seydoux Director
Page 7
BIG MAMMA HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BIG MAMMA HOLDINGS LIMITED
Opinion
We have audited the financial statements of Big Mamma Holdings Limited (the 'company') for the year ended 31 December 2025, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, 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 our opinion the financial statements: ∙give a true and fair view of the state of the company's affairs as at 31 December 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 Auditors' 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 United Kingdom, including the Financial Reporting Council'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 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.
Other information
The directors are responsible for the other information. The other information comprises the information included in the Annual Report, other than the financial statements and our Auditors' Report thereon. 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. Page 8
BIG MAMMA HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BIG MAMMA HOLDINGS LIMITED (CONTINUED) Other information (continued) In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
Opinion on other matters prescribed by the Companies Act 2006
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.
Matters on which we are required to report by exception
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.
Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement set out on page 5, 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. Page 9
BIG MAMMA HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BIG MAMMA HOLDINGS LIMITED (CONTINUED)
Auditors' responsibilities for the audit of the financial statements
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: Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows: ∙the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations; ∙we identified the laws and regulations applicable to the Company through discussions with directors and other management, and from our commercial knowledge and experience of the hospitality sector; ∙we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation; ∙we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and ∙identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit. We assessed the susceptibility of the Company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by: ∙making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; ∙considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and ∙understanding the design of the Company’s remuneration policies. To address the risk of fraud through management bias and override of controls, we: ∙performed analytical procedures to identify any unusual or unexpected relationships; ∙tested journal entries to identify unusual transactions; ∙assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and ∙investigated the rationale behind significant or unusual transactions. In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: ∙agreeing financial statement disclosures to underlying supporting documentation; ∙enquiring of management as to actual and potential litigation and claims; and ∙reviewing correspondence with HMRC, relevant regulators and the Company’s legal advisors. Page 10
BIG MAMMA HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BIG MAMMA HOLDINGS LIMITED (CONTINUED) Auditors' responsibilities for the audit of the financial statements (continued) There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or 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.
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 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. Martyn Atkinson FCA (Senior Statutory Auditor) for and on behalf of Sopher + Co LLP Chartered Accountants Statutory Auditors 5 Elstree Gate Elstree Way Borehamwood Hertfordshire WD6 1JD 22 May 2026 Page 11
BIG MAMMA HOLDINGS LIMITED
STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2025
| 2025 | 2024
Note | £ | £
Turnover | 4 | 56,190,699 | 44,276,559
Cost of sales |  | (14,091,437) | (10,909,529)
Exceptional cost of sales | 12 | (23,421) | (490,627)
Gross profit |  | 42,075,841 | 32,876,403
Administrative expenses |  | (41,957,312) | (29,266,680)
Other operating income | 5 | 187,048 | 26,049
Operating profit | 6 | 305,577 | 3,635,772
Interest payable and similar expenses | 10 | (1,654,669) | (1,593,466)
(Loss)/profit before tax |  | (1,349,092) | 2,042,306
Tax on (loss)/profit | 11 | 998,881 | (1,350,263)
(Loss)/profit for the financial year |  | (350,211) | 692,043
There was no other comprehensive income for 2025 (2024:£NIL).
The notes on pages 16 to 27 form part of these financial statements.
Page 12
BIG MAMMA HOLDINGS LIMITED REGISTERED NUMBER:10952202
STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 13 |  | 38,405,534 |  | 29,611,378
Current assets |  |  |  |  |
Stocks | 14 | 1,289,805 |  | 1,175,612 |
Debtors: amounts falling due within one year | 15 | 13,834,948 |  | 9,179,109 |
Bank and cash balances | 16 | 7,193,347 |  | 3,745,843 |
|  | 22,318,100 |  | 14,100,564 |
Current liabilities |  |  |  |  |
Creditors: amounts falling due within one year | 17 | (35,733,651) |  | (24,915,454) |
Net current liabilities |  |  | (13,415,551) |  | (10,814,890)
Total assets less current liabilities |  |  | 24,989,983 |  | 18,796,488
Creditors: amounts falling due after more than one year | 18 |  | (23,595,000) |  | (16,052,413)
|  |  | 1,394,983 |  | 2,744,075
Provisions for liabilities |  |  |  |  |
Deferred tax |  |  | (351,382) |  | (1,350,263)
Net assets |  |  | 1,043,601 |  | 1,393,812
Capital and reserves |  |  |  |  |
Called up share capital | 21 |  | 1 |  | 1
Profit and loss account | 22 |  | 1,043,600 |  | 1,393,811
|  |  | 1,043,601 |  | 1,393,812
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 22 May 2026.
T Seydoux
Director
The notes on pages 16 to 27 form part of these financial statements. Page 13
BIG MAMMA HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 January 2024 | 1 | 701,768 | 701,769
Profit for the year | - | 692,043 | 692,043
At 1 January 2025 | 1 | 1,393,811 | 1,393,812
Loss for the year | - | (350,211) | (350,211)
At 31 December 2025 | 1 | 1,043,600 | 1,043,601
| The notes on pages 16 to 27 form part of these financial statements.
Page 14
BIG MAMMA HOLDINGS LIMITED
STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2025
|  |  | 2025 | 2024
|  |  | £ | £
Cash flows from operating activities |  |
(Loss)/profit for the financial year | (350,211) | 692,043
Adjustments for: |  |
Depreciation of tangible assets | 3,399,234 | 2,613,934
Interest paid | 1,654,669 | 1,593,466
Taxation charge | (998,881) | 1,350,263
Increase in stocks | (114,193) | (11,077)
(Increase)/decrease in debtors | (1,364,264) | 160,829
Increase in amounts owed by groups | (3,291,574) | (594,328)
Increase/(decrease) in creditors | 5,179,210 | (340,907)
Increase in amounts owed to groups | 13,181,575 | 146,546
Net cash generated from operating activities | 17,295,565 | 5,610,769
Cash flows from investing activities |  |
Purchase of tangible fixed assets | (12,193,390) | (5,877,898)
Net cash from investing activities | (12,193,390) | (5,877,898)
Cash flows from financing activities |  |
Interest paid | (1,654,669) | (1,593,466)
Net cash used in financing activities | (1,654,669) | (1,593,466)
Net increase/(decrease) in cash and cash equivalents | 3,447,506 | (1,860,595)
Cash and cash equivalents at beginning of year | 3,745,841 | 5,606,436
Cash and cash equivalents at the end of year | 7,193,347 | 3,745,841
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 7,193,347 | 3,745,841
| 7,193,347 | 3,745,841
Page 15
BIG MAMMA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
Big Mamma Holdings Limited is a private limited liability company registered in England and Wales. Its registered office is at 144 Great Portland Street, London, W1W 6QT and its business address is at Huckletree Soho, Basement - Second Floor, Ingestre Court Basement, Ingestre PI, London W1F 0JL. The principal activity of the company is that of operating restaurants. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
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 judgment in applying the company's accounting policies (see note 3). The following principal accounting policies have been applied:
| 2.2 | Going concern
The company made a loss for the year and at the statement of financial position date had net current liabilities. The directors have obtained assurance from the ultimate parent undertaking that funds will be made available to the company so that it will be able to carry on on trading and meet its financial obligations as and when they fall due for at least twelve months from the date of accounts are approved. The accounts have therefore been prepared under the going concern basis.
| 2.3 | Turnover
Turnover comprises revenue recognised by the company in respect of goods and services supplied during the period, exclusive of Value Added Tax and trade discounts. Turnover consists of food and beverage sales, which are recognised at the point of sale.
| 2.4 | Operating leases: the company as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset. Page 16
BIG MAMMA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.5 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount. 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. The estimated useful lives range as follows:
|  |  |  | Short-term leasehold property | - | over the life of the lease
|  |  |  | Decoration (included in short-term leasehold property) | - | 5 years straight line
|  |  |  | Fixtures and fittings | - | 2-5 years straight line
|  |  |  | Computer and other equipment | - | 3 years straight line
|  |  |  | Kitchen equipment (included in fixtures and fittings) | - | 25 years straight line
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.
| 2.6 | Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. At each reporting 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.
| 2.7 | Holiday pay accrual
A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the reporting date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the reporting date. Page 17
BIG MAMMA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.8 | Basic financial instruments
The company enters into transactions that result in basic financial instruments such as trade and other debtors, trade and other creditors, cash and cash equivalents, and loans with related parties. Trade debtors, other debtors and loans to related parties are recognised initially at the transaction price less attributable transaction costs. Trade creditors, other creditors and loans from related parties are recognised initially at transaction price plus attributable transaction costs. Subsequently they are measured at amortised cost using the effective interest method, less any impairment losses in the case of trade and other debtors, and loans to related parties. Cash and cash equivalents comprise cash balances and call deposits.
| 2.9 | Foreign currency translation
The company's functional and presentational currency is £ Sterling. 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 and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. 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 Statement of Comprehensive Income.
| 2.10 | Finance costs
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
| 2.11 | Pensions
The company contributes to a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations. The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the company in independently administered funds. Page 18
BIG MAMMA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.12 | Current and deferred taxation
The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
| 2.13 | Exceptional items
Exceptional items are transactions that fall within the ordinary activities of the company but are presented separately due to their size or incidence. The company's exceptional items are pre-opening costs incurred up until the date of opening a new restaurant.
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
In preparing these financial statements, management have made the following judgments: a) Determining whether there are indicators of impairment of the company's tangible assets. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset. In preparing these financial statements, the management have considered the following key sources of estimation uncertainty: a) Tangible 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 estimated disposal values. Page 19
BIG MAMMA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
4. | Turnover
All turnover arose within the United Kingdom, and it is wholly attributable to the principal activity of the company.
5. | Other operating income
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Management fees | 187,048 | 601
| Insurance claims receivable | - | 25,448
|  | 187,048 | 26,049
6. | Operating profit
| The operating profit is stated after charging:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Depreciation of tangible fixed assets | 3,399,234 | 2,613,934
| Exchange differences | 789,282 | (500,795)
| Other operating lease rentals | 3,412,852 | 2,361,598
| Pension contributions | 301,134 | 213,277
7. | Auditors' remuneration
| During the year, the company obtained the following services from the company's auditors and their associates:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Fees payable to the company's auditors and their associates for the audit of the company's financial statements | 48,330 | 46,330
| All other services |  |
| All other services | - | 146,786
Page 20
BIG MAMMA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
8. | Employees
| Staff costs were as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Wages and salaries | 18,306,963 | 13,128,585
| Social security costs | 2,126,235 | 1,286,035
| Cost of defined contribution scheme | 301,134 | 213,277
|  | 20,734,332 | 14,627,897
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2025 | 2024
|  |  | No. | No.
|  | Employees (including directors) | 625 | 519
9. | Directors' remuneration
| No remuneration was paid to the directors during the year. Directors are remunerated through other companies within the group, and no related costs are recharged to this entity.
10. | Interest payable and similar expenses
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Loans from group undertakings | 1,649,550 | 1,593,466
| Other interest payable | 5,119 | -
|  | 1,654,669 | 1,593,466
11. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Deferred tax |  |
| Deferred tax movement | (998,881) | 1,350,263
Page 21
BIG MAMMA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 11.Taxation (continued)
| Factors affecting tax charge for the year
| The tax assessed for the year is lower than (2024 - higher than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| (Loss)/profit on ordinary activities before tax | (1,349,092) | 2,042,306
| (Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | (337,273) | 510,577
| Effects of: |  |
| Expenses not deductible for tax purposes | 27,393 | (17,184)
| Capital allowances for year in excess of depreciation | (1,332,665) | (411,058)
| Utilisation of tax losses | - | (82,335)
| Unrelieved tax losses carried forward | 1,642,545 | -
| Deferred tax movement | (998,881) | 1,350,263
| Total tax charge for the year | (998,881) | 1,350,263
| Factors that may affect future tax charges
At the reporting date the company has estimated tax losses of £15,194,959 (2024 - £8,624,778) available to carry forward and use against future taxable profits. A deferred tax asset has been recognised in relation to these losses. Further details are disclosed in note 19.
12. | Exceptional items
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Pre-trading expenses | 23,421 | 490,627
| The pre-trading expenses represent pre-opening costs incurred up until the date of opening a new restaurant.
Page 22
BIG MAMMA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
13. | Tangible fixed assets
|  | Short-term leasehold property | Fixtures and fittings | Computer equipment | Total
|  | £ | £ | £ | £
| Cost |  |  |  |
| At 1 January 2025 | 33,805,507 | 4,558,479 | 363,481 | 38,727,467
| Additions | 9,264,653 | 2,815,792 | 112,945 | 12,193,390
| At 31 December 2025 | 43,070,160 | 7,374,271 | 476,426 | 50,920,857
| Depreciation |  |  |  |
| At 1 January 2025 | 6,054,983 | 2,778,479 | 282,627 | 9,116,089
| Charge for the year on owned assets | 2,436,251 | 906,967 | 56,016 | 3,399,234
| At 31 December 2025 | 8,491,234 | 3,685,446 | 338,643 | 12,515,323
| Net book value |  |  |  |
| At 31 December 2025 | 34,578,926 | 3,688,825 | 137,783 | 38,405,534
| At 31 December 2024 | 27,750,524 | 1,780,000 | 80,854 | 29,611,378
| No depreciation is recognised on £1,138,878 of short-term leasehold property costs, incurred in relation to two restaurants which had not opened by the reporting date and therefore the assets were not yet ready for use. Short-term leasehold property relates solely to improvements made to properties held under lease agreements and does not represent the purchase or ownership of the underlying property.
14. | Stocks
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Raw materials and consumables | 1,289,805 | 1,175,612
Page 23
BIG MAMMA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
15. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade debtors | 347,019 | 78,782
| Amounts owed by group undertakings | 8,813,447 | 5,521,873
| Other debtors | 3,774,022 | 2,639,193
| Prepayments and accrued income | 900,460 | 939,261
|  | 13,834,948 | 9,179,109
16. | Cash and cash equivalents
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Cash at bank and in hand | 7,193,347 | 3,745,841
17. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade creditors | 2,342,930 | 1,553,308
| Amounts owed to group undertakings | 21,195,864 | 15,556,877
| Other taxation and social security | 2,767,720 | 1,413,714
| Other creditors | 1,709,821 | 1,217,525
| Accruals and deferred income | 7,717,316 | 5,174,030
|  | 35,733,651 | 24,915,454
| Amounts owed to group undertakings due within one year are unsecured. Interest was charged at an average rate of 8.09% for 2025 (2024 - 8.95% per annum).
18. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Amounts owed to group undertakings | 23,595,000 | 16,052,413
|  | 23,595,000 | 16,052,413
| Amounts owed to group undertakings due after more than one year are unsecured. Interest was charged at an average rate of 8.09% for 2025 (2024 - 8.95% per annum).
Page 24
BIG MAMMA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
19. | Financial instruments
| The company only enters into transactions that result in the recognition of basic financial assets and liabilities. It does not have financial assets and liabilities measured at fair value.
20. | Deferred taxation
|  | 2025
|  | £
| At beginning of year | 1,350,263
| Charged to profit or loss | (998,881)
| At end of year | 351,382
| The provision for deferred taxation is made up as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Accelerated capital allowances | 4,150,122 | 3,506,458
| Deferred tax on tax losses carried forward | (3,798,740) | (2,156,195)
|  | 351,382 | 1,350,263
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the reporting date. At the balance sheet date, the Company had unutilised tax losses of £15,194,959 (2024: £8,624,778), which are available for offset against future taxable profits. A deferred tax asset of £3,798,740 has been recognised in respect of these losses, to the extent that it is considered probable that sufficient taxable profits will be available in future periods against which the losses can be utilised. Deferred tax liabilities of £4,150,122 have been recognised, primarily in relation to timing differences.These timing differences arise due to the difference between capital allowances claimed for tax purposes and depreciation charged in the financial statements, particularly as a result of significant additions to fixed assets during the year.
21. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 1 Ordinary share of £1 | 1 | 1
Page 25
BIG MAMMA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
22. | Reserves
Profit and loss account The profit and loss reserve contains the cumulative balance of retained profit and losses since the company started trading.
23. | Analysis of net debt
|  | At 1 January 2025 | Cash flows | At 31 December 2025
|  | £ | £ | £
| Cash at bank and in hand | 3,745,841 | 3,447,506 | 7,193,347
| Debt due after 1 year | (15,913,250) | (7,536,577) | (23,449,827)
| Debt due within 1 year | (1,767,928) | 52,490 | (1,715,438)
|  | (13,935,337) | (4,036,581) | (17,971,918)
24. | Contingent liabilities
A group company Big Mamma SAS has provided corporate guarantees to landlords in support of lease liabilities arising under lease agreements entered into by the company for new restaurant sites. As at the reporting date, no liability is expected to arise under these guarantees and accordingly no provision has been recognised in the financial statements.
25. | Pension commitments
The company contributed to 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 £301,134 (2024 - £213,277). At the Statement of Financial Position date the company owed £121,398 (2024 - £86,261) to the pension fund. Page 26
BIG MAMMA HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
26. | Commitments under operating leases
| At 31 December 2025 the company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Not later than 1 year | 2,126,775 | 1,878,861
| Later than 1 year and not later than 5 years | 12,813,082 | 8,558,967
| Later than 5 years | 27,382,671 | 17,006,067
|  | 42,322,528 | 27,443,895
27. | Related party transactions
| During the year the immediate parent undertaking charged management fees to the company of £3,354,620 (2024 - £2,887,347). During the year the company paid interest of £1,649,550 (2024 - £1,593,466) on loans from group undertakings. During the year the company recharged staff costs to group undertakings of £208,268 (2024 - £37,146). At the year end the company was owed £8,813,447 (2024 - £5,521,873) by group undertakings.The increase in balances due from group undertakings compared with the prior year primarily reflects costs recharged to group companies during the year. At the year end the company owed £44,790,864 (2024 - £31,609,290) to group undertakings. The movement in balances due to group undertakings was principally driven by a loan from a group company, together with trademark fees of 4% and management fees of 6% charged by a group company, as well as purchases from and cost recharges by group companies during the year. During the year, the company paid remuneration totalling £Nil (2024 - £Nil) to key management personnel. Key management personnel are remunerated through other companies within the group, and no related costs are recharged to this entity.
28. | Post balance sheet events
Continuing the company's expansion plans to grow the business in the UK, a further lease has been signed to open 1 new location in 2026.
29. | Controlling party
The company's immediate parent undertaking is Big Mamma Food S.A.S., a company registered in France with registered office address 35 Rue du Sentier, 75002, Paris, France. The company's ultimate parent undertaking is Metropolitan Properties International s.r.o., a company registered in Czechia with registered office address Ke Kaplance 60, zip code160, Prague, Czech Republic.
Page 27