Caseware UK (AP4) 2025.0.111 2025.0.111 2025-12-31 2026-05-11 2026-05-11 2025-12-31 2026-05-11 0 true true true true true true true true to act as a financing company false 2025-01-01 0 true false 08754657 2025-01-01 2025-12-31 08754657 2024-01-01 2024-12-31 08754657 2025-12-31 08754657 2024-12-31 08754657 2024-01-01 08754657 1 2025-01-01 2025-12-31 08754657 d:Director1 2025-01-01 2025-12-31 08754657 d:Director2 2025-01-01 2025-12-31 08754657 d:Director3 2025-01-01 2025-12-31 08754657 c:CurrentFinancialInstruments 2025-12-31 08754657 c:CurrentFinancialInstruments 2024-12-31 08754657 c:Non-currentFinancialInstruments 2025-12-31 08754657 c:Non-currentFinancialInstruments 2024-12-31 08754657 c:CurrentFinancialInstruments c:WithinOneYear 2025-12-31 08754657 c:CurrentFinancialInstruments c:WithinOneYear 2024-12-31 08754657 c:Non-currentFinancialInstruments c:AfterOneYear 2025-12-31 08754657 c:Non-currentFinancialInstruments c:AfterOneYear 2024-12-31 08754657 c:UKTax 2025-01-01 2025-12-31 08754657 c:UKTax 2024-01-01 2024-12-31 08754657 c:ShareCapital 2025-12-31 08754657 c:ShareCapital 2024-12-31 08754657 c:ShareCapital 2024-01-01 08754657 c:RetainedEarningsAccumulatedLosses 2025-01-01 2025-12-31 08754657 c:RetainedEarningsAccumulatedLosses 2025-12-31 08754657 c:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 08754657 c:RetainedEarningsAccumulatedLosses 2024-12-31 08754657 c:RetainedEarningsAccumulatedLosses 2024-01-01 08754657 c:TaxLossesCarry-forwardsDeferredTax 2025-12-31 08754657 c:TaxLossesCarry-forwardsDeferredTax 2024-12-31 08754657 d:OrdinaryShareClass1 2025-01-01 2025-12-31 08754657 d:OrdinaryShareClass1 2025-12-31 08754657 d:OrdinaryShareClass1 2024-12-31 08754657 d:FRS101 2025-01-01 2025-12-31 08754657 d:Audited 2025-01-01 2025-12-31 08754657 d:FullAccounts 2025-01-01 2025-12-31 08754657 d:PublicLimitedCompanyPLCNotQuotedOnAnyExchange 2025-01-01 2025-12-31 08754657 2 2025-01-01 2025-12-31 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 08754657 WPP FINANCE 2013 ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 Registered office address: Sea Containers House 18 Upper Ground London SE1 9GL United Kingdom
WPP FINANCE 2013 CONTENTS
| Page(s)
Strategic Report | 1 - 3
Directors' Report | 4 - 5
Independent Auditors' Report | 6 - 11
Income Statement | 12
Balance Sheet | 13
Statement of Changes in Equity | 14
Notes to the Financial Statements | 15 - 23
WPP FINANCE 2013 STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The Directors present their Strategic Report on WPP Finance 2013 (the 'Company') for the year ended 31 December 2025.
Principal activities
The Company is a member of the WPP plc Group (the 'Group'). The Company's principal activity is to act as a financing company.
Future developments
The Directors do not envisage any major change to the nature of the business in the foreseeable future.
Business review
The Company made a profit for the year ended 31 December 2025 of £1,087,000 which will be transferred to reserves (2024: a profit of £8,269,000 which was transferred to reserves). During the year, the Company issued a 3.63% €1,000,000,000 corporate bond due in 2031. The Directors are of the opinion that the current level of activity and performance is sustainable, due to the positive financial position of the Company and will remain so for the foreseeable future. Further details are provided in the "Going concern and liquidity risk" section.
Dividends
During 2025, the Company did not pay any dividend to its ordinary shareholders (2024: paid a dividend of £35,743.31 per share totalling £106,801,000).
Going concern and liquidity risk
The Directors have assessed the ongoing business activities and the factors likely to affect the future development, performance and financial position of the Company for at least the next 12 months from the date of signing the financial statements. After making enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for at least the next 12 months from the date of signing the financial statements. The Company is a subsidiary of WPP plc and is therefore a beneficiary of the overall WPP plc financing arrangements. The Directors therefore continue to adopt the going concern basis of accounting in preparing the financial statements.
Financial risk management and principal risks and uncertainties
The Directors of the Company have considered the principal risks and uncertainties affecting the Company as at 31 December 2025 and up to date of this report. The principal risks for the Company are shown below: Credit risk The Company is subject to credit risk principally through amounts owed by fellow group undertakings, including from cash pool arrangements. These amounts are subject to monitoring in line with the WPP plc treasury policies. Page 1
WPP FINANCE 2013 STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Environmental matters and streamlined energy and carbon reporting (SECR)
The Company will seek to minimise adverse impacts on the environment from its activities, whilst continuing to address health, safety and economic issues. The Company has complied with all applicable legislation and regulations. As the Company is a UK subsidiary of WPP plc, its SECR reporting details are included, together with the other Group subsidiaries, in the WPP plc Annual report. Refer to pages 43-49 of the 2025 Annual report of WPP plc available at wpp.com/investors for more information.
Financial key performance indicators
| 2025 | 2024 | Change
| £'000 | £'000 | %
Profit before tax | 1,087 | 8,269 | (86.9)%
Net assets | 16,998 | 15,911 | 6.8%
Profit before tax decreased significantly in 2025 compared to the prior year, primarily reflecting the absence of a non-recurring early repayment premium income of £15,468,000 recognised within interest income in 2024 following the early settlement of intercompany loans with WPP Jubilee Limited together with a revaluation of financial instruments loss of £8,150,000.
Directors' statement of compliance with duty to promote the success of the Company
The Directors of the company, as of those of all UK companies, must act in accordance with section 172 of the Companies Act 2006. The Directors are of the opinion that they have acted fairly and in good faith to promote the success of the company for its members. In doing this, section 172 requires the directors to have regard for, among other matters: ∙The likely consequences of any decision in the long term. ∙The interests of the Company’s employees. ∙The need to foster the Company’s business relationship with suppliers, customers and others. ∙The impact of the Company’s operations on the community and environment. ∙The desirability of the Company maintaining a reputation for high standards of business conduct. ∙The need to act fairly as between members of the Company. Consequences of any long-term decisions Our business philosophy is to create long term value. We build our business and all our relationships with integrity. We also strive to attract and retain profitability as this will lead to growth in the long term. Employees The Company has no employees. Business relationship with suppliers, customers and others The Company has no suppliers or customers. Community and Environment We consider our impact on the wider community and environment of our business activities. We adhere to the Sustainability policy which can be found at the website of the ultimate parent company at wpp.com. The policy includes objectives focusing on key impacts under our control and influence such as minimising the impact from energy use, transport, consumption of paper, water use and managing any sustainability risks in our supply chain. Page 2
WPP FINANCE 2013 STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Directors' statement of compliance with duty to promote the success of the Company (continued)
Business conduct We have a number of key policies, including modern slavery, anti-bribery, corruption and data protection, all of which can be found on the website of the ultimate parent company at wpp.com. We have a zero-tolerance approach to corruption and bribery and policies are in place for areas such as ethical business relationships with customers, suppliers and employees, gift giving and receiving, charitable donations and competition laws. Acting fairly as between members of the company As a wholly owned subsidiary of WPP plc, our interests are aligned with those of our ultimate parent. This report was approved by the board on 11 May 2026 and signed on its behalf.
A Ashby Director
Page 3
WPP FINANCE 2013 DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The Directors present their Annual report and the financial statements for the year ended 31 December 2025.
Results
The Company's results for the financial year are shown in the income statement on page 12.
Directors and their interests
The Directors who served during the year and up to the date of signing of the financial statements, unless otherwise stated, were:
A Ashby
K Johnson
P New
No Director had, during the year or at the end of the year, any material interest in any contract of significance to the Company’s business.
Directors' indemnity
Each of the Directors benefit from a third party qualifying indemnity given by the Company in respect of liabilities incurred by the Directors in the execution and discharge of their duties. The provision remains in force throughout the financial year and up until the date of this report.
Directors' responsibilities statement
The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations. Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the Directors are required to: ∙select suitable accounting policies and then apply them consistently; ∙make judgements and accounting estimates that are reasonable and prudent; ∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and 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. Page 4
WPP FINANCE 2013 DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Matters covered in the Strategic Report
The following items have been included in the strategic report on pages 1 - 3: ∙principal activities and future developments; ∙review of business; ∙dividends paid or declared; ∙going concern statement; ∙financial risk management policies and objectives; and ∙environmental matters and streamlined energy and carbon reporting.
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. This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.
Post balance sheet events
There have been no significant events affecting the Company since the year end.
Auditors
Under section 487(2) of the Companies Act 2006, PricewaterhouseCoopers 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 11 May 2026 and signed on its behalf.
A Ashby Director
Page 5
WPP FINANCE 2013 INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WPP FINANCE 2013
Report on the audit of the financial statements
Opinion In our opinion, WPP Finance 2013’s financial statements: ∙give a true and fair view of the state of the company’s affairs as at 31 December 2025 and of its profit for the year then ended; ∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, including FRS 101 “Reduced Disclosure Framework”, and applicable law); and ∙have been prepared in accordance with the requirements of the Companies Act 2006. We have audited the financial statements, included within the Annual Report and Financial Statements (the “Annual Report”), which comprise: ∙the Balance Sheet as at 31 December 2025; ∙the Income Statement for the year then ended; ∙the Statement of Changes in Equity for the year then ended; and ∙the notes to the financial statements, comprising material accounting policy information and other explanatory information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Independence We remained independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, which includes the FRC’s Ethical Standard, as applicable to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Our audit approach Context The principal activity of WPP Finance 2013 is to act as a financing company. The company is a wholly owned subsidiary of WPP plc. Overview Audit scope ∙As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements. Our work focused on testing all material balances and transactions including corporate bond liabilities, amounts owed to and by group undertakings, interest receivable and similar income and interest payable and similar expenses. Key audit matters ∙Carrying value of corporate bonds Materiality ∙Overall materiality: £19,990,000 (2024: £10,930,000) based on 1% of total liabilities. ∙Performance materiality: £14,990,000 (2024: £8,190,000). Page 6
WPP FINANCE 2013 INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WPP FINANCE 2013 (CONTINUED) The scope of our audit As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements. In particular, we looked at where the directors made subjective judgements, for example in respect of significant accounting estimates that involved making assumptions and considering future events that are inherently uncertain. Key audit matters Key audit matters are those matters that, in the auditors’ professional judgement, were of most significance in the audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by the auditors, including those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. These matters, and any comments we make on the results of our procedures thereon, were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. This is not a complete list of all risks identified by our audit. The key audit matters below are consistent with last year.
Key audit matter | How our audit addressed the key audit matter
Carrying value of corporate bonds Corporate bonds in issue and the associated interest payable at the balance sheet date total £1,991,566,000 (2024: £1,085,603,000) and are held at amortised cost. These are shown net of bond issue costs of £17,913,000 (2024: £9,997,000), which are being amortised over the life of the bonds. During the year, the company issued a €1,000,000,000 corporate bond due in 2031. These balances are disclosed in notes 12 and 13 to the financial statements. A small error in the calculation of the amortised cost of the bonds could have a material impact on the financial statements. | We obtained a schedule detailing the movements of the corporate bond liabilities in the year and reconciled it to the financial statements. We obtained and inspected relevant agreements and assessed whether any changes to the agreements have occurred. We recalculated the interest charge for the year and traced payments to bank statements. In respect of the new bond issuance, we vouched the proceeds to bank statements and recalculated the value to be recognised upon issue. We have confirmed the existence and value of external debt to third party sources, including publicly available market data. We have recalculated the remaining carrying value of debt by re-performing amortised cost calculations. Based on the procedures performed, we noted no material issues arising from our work.
How we tailored the audit scope We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial statements as a whole, taking into account the structure of the company, the accounting processes and controls and the industry in which it operates. Given the nature of the company, our work was focused on the carrying value of corporate bond liabilities and the associated income statement transactions. The impact of climate risk on our audit As part of our audit we made enquiries of management to understand the extent of the potential impact of climate risk on the company’s financial statements, and we remained alert when performing our audit procedures for any indicators of the impact of climate risk. Our procedures did not identify any material impact as a result of climate risk on the company’s financial statements. Materiality The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These, together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit procedures on the individual financial statement line items and disclosures and in evaluating the effect of misstatements, both individually and in aggregate on the financial statements as a whole. Page 7
WPP FINANCE 2013 INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WPP FINANCE 2013 (CONTINUED) Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Overall company materiality | £19,990,000 (2024: £10,930,000)
How we determined it | 1% of total liabilities
Rationale for benchmark applied | The company is a financing company whose purpose is to provide funding to other group entities. Therefore, we have determined that total liabilities are an appropriate basis for the calculation of the overall materiality.
We use performance materiality to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds overall materiality. Specifically, we use performance materiality in determining the scope of our audit and the nature and extent of our testing of account balances, classes of transactions and disclosures, for example in determining sample sizes. Our performance materiality was 75% (2024: 75%) of overall materiality, amounting to £14,990,000 (2024: £8,190,000) for the company financial statements. In determining the performance materiality, we considered a number of factors - the history of misstatements, risk assessment and aggregation risk and the effectiveness of controls - and concluded that an amount at the upper end of our normal range was appropriate. We agreed with those charged with governance that we would report to them misstatements identified during our audit above £1,990,000 (2024: £1,090,000) as well as misstatements below that amount that, in our view, warranted reporting for qualitative reasons.
Conclusions relating to going concern
Our evaluation of the directors’ assessment of the company’s ability to continue to adopt the going concern basis of accounting included: ∙Assessing the company's ongoing role and relationship within the WPP plc group including intentions for the company and the ability of the WPP plc group to continue to finance and support the company; ∙Assessing the adequacy of company's resources to continue to operate for the foreseeable future by inspecting the bonds agreements, bonds repayment dates, macroeconomic factors (such as interest and inflation) and net asset position of the company; and ∙Reviewing the company's disclosures related to the going concern basis of preparation. 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. 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. However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the company's ability to continue as a going concern. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. Page 8
WPP FINANCE 2013 INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WPP FINANCE 2013 (CONTINUED)
Reporting on other information
The other information comprises all of the information in the Annual Report other than the financial statements and our auditors’ report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance thereon. 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 an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of 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 based on these responsibilities. With respect to the Strategic report and Directors' Report, we also considered whether the disclosures required by the UK Companies Act 2006 have been included. Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described below.
Strategic report and Directors' Report
In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic report and Directors' Report for the year ended 31 December 2025 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements. In light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we did not identify any material misstatements in the Strategic report and Directors' Report.
Responsibilities for the financial statements and the audit
Responsibilities of the directors for the financial statements
As explained more fully in the Directors' responsibilities statement, the directors are responsible for the preparation of the financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The directors are also responsible for such internal control as they 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
WPP FINANCE 2013 INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WPP FINANCE 2013 (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. Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to the Companies Act 2006 and Irish stock exchange listing rules, and we considered the extent to which non-compliance might have a material effect on the financial statements. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to manipulation of financial reporting through the use of inappropriate journal entries. Audit procedures performed by the engagement team included: ∙Identifying and, where applicable, testing unusual journal entries, in particular journal entries posted with unusual account combinations impacting interest payable and similar expenses; ∙Reviewing minutes of meetings of the Board of Directors; and ∙Enquiries with management and those charged with governance, including consideration of any known or suspected instances of non-compliance with laws and regulations and fraud. There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. 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. Our audit testing might include testing complete populations of certain transactions and balances, possibly using data auditing techniques. However, it typically involves selecting a limited number of items for testing, rather than testing complete populations. We will often seek to target particular items for testing based on their size or risk characteristics. In other cases, we will use audit sampling to enable us to draw a conclusion about the population from which the sample is selected. A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report.
Use of this report
This report, including the opinions, has been prepared for and only for the company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing. Page 10
WPP FINANCE 2013 INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WPP FINANCE 2013 (CONTINUED) Other required reporting Companies Act 2006 exception reporting Under the Companies Act 2006 we are required to report to you if, in our opinion: ∙we have not obtained all the information and explanations we require for our audit; or ∙adequate accounting records have not been kept by the company, or returns adequate for our audit have not been received from branches not visited by us; or ∙certain disclosures of directors’ remuneration specified by law are not made; or ∙the financial statements are not in agreement with the accounting records and returns. We have no exceptions to report arising from this responsibility. Ryan Morley (Senior Statutory Auditor) for and on behalf of PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors London, United Kingdom 11 May 2026 Page 11
WPP FINANCE 2013 INCOME STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2025
| 2025 | 2024
Notes | £'000 | £'000
Administrative expenses |  | - | (155)
Revaluation of financial instruments |  | - | (8,150)
Interest receivable and similar income | 7 | 43,811 | 65,706
Interest payable and similar expenses | 8 | (42,724) | (49,132)
Profit before tax |  | 1,087 | 8,269
Tax on profit | 9 | - | -
Profit for the financial year |  | 1,087 | 8,269
There are no items of other comprehensive income for 2025 or 2024 other than the profit for the year. As a result, no separate Statement of Comprehensive Income has been presented.
The notes on pages 15 to 23 form part of these financial statements.
Page 12
WPP FINANCE 2013 REGISTERED NUMBER: 08754657 BALANCE SHEET AS AT 31 DECEMBER 2025
| 2025 | 2024
Notes | £'000 | £'000
Non-current assets |  |  |
Trade and other receivables | 11 | 1,999,724 | 1,096,316
Current assets |  |  |
Trade and other receivables | 11 | 16,679 | 13,193
Current liabilities |  |  |
Trade and other payables | 12 | (22,755) | (20,436)
Net current liabilities |  | (6,076) | (7,243)
Total assets less current liabilities |  | 1,993,648 | 1,089,073
Non-current liabilities |  |  |
Trade and other payables | 13 | (1,976,650) | (1,073,162)
Net assets |  | 16,998 | 15,911
Capital and reserves |  |  |
Called up share capital | 15 | - | -
Profit and loss account |  | 16,998 | 15,911
Total equity |  | 16,998 | 15,911
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 11 May 2026.
A Ashby
Director
The notes on pages 15 to 23 form an integral part of these financial statements. Page 13
WPP FINANCE 2013 STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Profit and loss account | Total equity
| £'000 | £'000 | £'000
At 1 January 2024 | - | 114,443 | 114,443
Profit and total comprehensive income for the year | - | 8,269 | 8,269
Dividends paid | - | (106,801) | (106,801)
At 31 December 2024 | - | 15,911 | 15,911
Profit and total comprehensive income for the year | - | 1,087 | 1,087
At 31 December 2025 | - | 16,998 | 16,998
Page 14
WPP FINANCE 2013 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
The Company is a private company, unlimited and is incorporated in the United Kingdom under the Companies Act 2006. The Company is registered in England and Wales. The address of the registered office is Sea Containers House, 18 Upper Ground, London, SE1 9GL, United Kingdom. The Company's principal business activities, future development and a review of its performance and position are set out in the strategic report on pages 1 - 3. 2.Material 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 101 'Reduced Disclosure Framework' ("FRS 101") and the Companies Act 2006. The preparation of financial statements in compliance with FRS 101 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 accounting policies have been applied consistently, other than where new policies have been adopted. The following principal accounting policies have been applied:
| 2.2 | Financial Reporting Standard 101 - reduced disclosure exemptions
The Company has taken advantage of the following disclosure exemptions under FRS 101: ∙the requirements of IFRS 7 Financial Instruments: Disclosures ∙the requirements of paragraphs 91-99 of IFRS 13 Fair Value Measurement ∙the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of: - paragraph 79(a)(iv) of IAS 1; ∙the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134-136 of IAS 1 Presentation of Financial Statements ∙the requirements of IAS 7 Statement of Cash Flows ∙the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors ∙the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures ∙the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member ∙the requirements of paragraphs 130(f)(ii), 130(f)(iii), 134(d)-134(f) and 135(c)-135(e) of IAS 36 Impairment of Assets. . Page 15
WPP FINANCE 2013 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Material accounting policies (continued)
| 2.3 | Consolidation and ultimate parent company
The Company is a wholly owned subsidiary of its ultimate parent company. WPP plc, a company incorporated in Jersey, is the Company's ultimate parent undertaking and controlling party. The largest group of undertakings for which group financial statements are prepared and which include the results of the Company are the consolidated financial statements of WPP plc. The registered address of WPP plc is 22 Grenville Street, St Helier, Jersey, JE4 8PX. Copies of the consolidated financial statements can be obtained from www.wpp.com/investors. The smallest group of undertakings for which group financial statements are prepared and which include the results of the Company are the consolidated financial statements of WPP Jubilee Limited, registered in the England and Wales. The registered address of WPP Jubilee Limited is Sea Containers House, 18 Upper Ground, London, SE1 9GL, United Kingdom. The immediate parent undertaking is WPP Jubilee Limited.
| 2.4 | Going concern
The Directors have assessed the ongoing business activities and the factors likely to affect the future development, performance and financial position of the Company for at least the next 12 months from the date of signing the financial statements. After making enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for at least the next 12 months from the date of signing the financial statements. The Company is a subsidiary of WPP plc and is therefore a beneficiary of the overall WPP plc financing arrangements. The Directors therefore continue to adopt the going concern basis of accounting in preparing the financial statements.
| 2.5 | Impact of new international reporting standards, amendments and interpretations
The Company has applied the following standards and amendments for the first time for the reporting period commencing 1 January 2025: ∙Lack of Exchangeability (Amendments to IAS 21) The amendments listed above did not have any impact on the amounts recognised in prior periods or the current period. At the date of authorisation of these financial statements, the following standards or amendments to standards, which have not been applied in these financial statements, were in issue but not yet effective: ∙Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7). The Company is currently assessing the impact of these standards. ∙Contracts Referencing Nature-dependent Electricity (Amendments to IFRS 9 and IFRS 7). These amendments to standards are not expected to have a material impact in these financial statements as the Company does not hold any such contracts. ∙Translation to a Hyperinflationary Presentation Currency (Amendments to IAS 21). No impact is expected on these financial statements. ∙IFRS 18 "Presentation and Disclosure in Financial Statements". The Company is currently assessing the impact of this standard. ∙IFRS 19 "Subsidiaries without Public Accountability Disclosures". The Company is currently assessing the impact of this standard. Page 16
WPP FINANCE 2013 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Material accounting policies (continued)
| 2.6 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is Pounds sterling (£). 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 and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Where the Company borrows externally in a foreign currency, there is an offsetting intercompany balance and therefore the Company does not carry any risk for foreign currency revaluation.
| 2.7 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.8 | Interest expense
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.
| 2.9 | 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 balance sheet 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 balance sheet 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 balance sheet date. Page 17
WPP FINANCE 2013 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Material accounting policies (continued)
| 2.10 | Trade and other receivables
Trade and other receivables are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any provisions for expected credit losses. Provisions are made based on an expected credit loss approach where the Company estimates the lifetime expected credit loss, taking into account ageing, previous experience and general economic conditions. When a trade or other receivable is determined to be uncollectable it is written off, firstly against any provisions available and then to the income statement. Subsequent recoveries of amounts previously provided for are credited to the income statement. Long-term receivables are discounted where the effect is material. The Company is a participant in the Group's 'zero balancing' pooling arrangements with a fellow Group company acting as the cash pool leader of these cash pools within the UK. The Company can transact as normal on its bank accounts and any overall external cash and/or overdraft balances will be held and reported by the cash pool leader. The 'zero balancing' pooling arrangements are available to the Company to enable it to meet its liabilities as they fall due and to enable it to act as a source of funding for the Group's UK companies. All related amounts owing to/from the cash pool leader are short-term in nature and reported as amounts due to/from group undertakings under current assets or current liabilities as applicable.
| 2.11 | Trade and other payables
Trade and other payables includes the corporate bonds that are recorded at the proceeds received, net of direct issue costs. Trade and other payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.
| 2.12 | Dividends
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.
| 2.13 | Share capital
Ordinary shares are classified as equity. Page 18
WPP FINANCE 2013 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
3. | Critical accounting judgements and key sources of estimation uncertainty
In the application of the Company’s accounting policies, the Directors are required to make judgements (other than those involving estimations) that have a significant impact on the amounts recognised and to make estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimate are recognised in the period in which the estimate is revised if the revision only affects only that period or in the period of the revision and future periods if the revision affects both current and future period. In the opinion of the Directors there are no critical judgements or accounting estimates that have a significant risk of causing material adjustments to the carrying amounts of assets and liabilities within the next financial year.
4. | Auditors' remuneration
| Auditors' remuneration of £17,600 for the audit of the Company's financial statements for the year ended 31 December 2025 has been borne by another Group entity (2024: £15,143 borne by another Group entity).
5. | Employees
| The Company has no employees (2024: nil).
6. | Directors' remuneration
| During the year all Directors of the Company were remunerated as executives of the Group by a fellow Group company. They received no remuneration in respect of their services to the Company (2024: £nil).
7. | Interest receivable and similar income
|  |  |  |  | 2025 | 2024
|  |  |  |  | £'000 | £'000
| Group interest receivable | 43,811 | 65,706
Page 19
WPP FINANCE 2013 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
8. | Interest payable and similar expenses
|  |  |  |  | 2025 | 2024
|  |  |  |  | £'000 | £'000
| Group interest payable | 444 | 238
| Interest payable on corporate bonds | 42,280 | 48,894
|  | 42,724 | 49,132
9. | Tax on profit
|  |  |  |  | 2025 | 2024
|  |  |  |  | £'000 | £'000
| Current tax on profits for the year | - | -
| Factors affecting tax charge for the year
| The tax assessed for the year is lower than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £'000 | £'000
| Profit before tax | 1,087 | 8,269
| Profit multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | 272 | 2,067
| Effects of: |  |
| Group relief | (272) | (2,067)
| Total tax charge for the year | - | -
| Factors that may affect future tax charges
The Company belongs to a group that falls within the scope of the OECD Pillar Two top-up tax rules which applied in the UK from 1 January 2024. Based on the Group's initial assessments, the Group does not expect a top-up tax in the UK and therefore no related current tax has been provided. There were no factors that may affect future tax charges. Page 20
WPP FINANCE 2013 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
10. | Dividends
|  |  |  |  | 2025 | 2024
|  |  |  |  | £'000 | £'000
| Ordinary |  |
| Dividends paid (2024: £35,743.31 per share) | - | 106,801
11. | Trade and other receivables
|  |  |  |  | 2025 | 2024
|  |  |  |  | £'000 | £'000
| Non-current assets |  |
| Amounts owed by group undertakings | 1,996,801 | 1,093,393
| Deferred tax asset | 2,923 | 2,923
|  | 1,999,724 | 1,096,316
|  |  |  |  | 2025 | 2024
|  |  |  |  | £'000 | £'000
| Current assets |  |
| Amounts owed by group undertakings | 16,679 | 13,193
| Included within amounts owed from Group undertakings due within one year is a balance of £2,285,000 (2024: £713,000), relating to intra-group loans with a fellow Group company in relation to the cash pooling arrangement. These accrued a range of variable interest rates with reference to SONIA plus an additional 0.30% or 0.50% during the current and prior year. The Company has several loans which are included in the amounts owed by group undertakings due after more than one year as these are linked to bond on-lending and therefore there is the intention to settle these on the same term as the original bond terms outlined in note 13. The interest rate applicable on these loans is 2.88%, 3.75%, 4.13% and 3.63% (2024: 2.88%, 3.75% and 4.13%). All other amounts owed by group undertakings are interest-free. All amounts owed by group undertakings are unsecured and repayable on demand.
Page 21
WPP FINANCE 2013 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
12. | Trade and other payables - current
|  |  |  |  | 2025 | 2024
|  |  |  |  | £'000 | £'000
| Amounts owed to group undertakings | 7,839 | 7,995
| Interest payable on corporate bonds | 14,916 | 12,441
|  | 22,755 | 20,436
| Amounts owed to Group undertakings represents intra-group loans with a fellow Group company in relation to the cash pooling arrangement. These accrued a range of variable interest rates with reference to SONIA plus an additional 0.30% or 0.50% during the current and prior year and are repayable on demand.
13. | Trade and other payables - non-current
|  |  |  |  | 2025 | 2024
|  |  |  |  | £'000 | £'000
| Corporate bonds | 1,976,650 | 1,073,162
| In 2016, the Company issued a £400,000,000 2.88% corporate bond due 2046 of which £20,000,000 has been repaid in 2024. The bond is listed on the Irish stock exchange and co-guaranteed by WPP plc, the Company’s ultimate parent company and by WPP Jubilee Limited and WPP 2005 Limited, fellow subsidiary undertakings in the WPP Group. In 2024, the Company issued a €600,000,000 3.63% corporate bond due 2046 of which €249,388,000 has been repaid in 2024. The bond is listed on the Irish stock exchange and co-guaranteed by WPP plc, the Company’s ultimate parent company and by WPP Jubilee Limited and WPP 2005 Limited, fellow subsidiary undertakings in the WPP Group. In 2024, the Company issued a €650,000,000 4.00% corporate bond due 2046 of which €150,000,000 has been repaid in 2024. The bond is listed on the Irish stock exchange and co-guaranteed by WPP plc, the Company’s ultimate parent company and by WPP Jubilee Limited and WPP 2005 Limited, fellow subsidiary undertakings in the WPP Group. In 2025, the Company issued a €1,000,000,000 3.63% corporate bond due 2031 which is listed on the Irish stock exchange and co-guaranteed by WPP plc, the Company’s ultimate parent company and by WPP Jubilee Limited and WPP 2005 Limited, fellow subsidiary undertakings in the WPP Group. At 31 December 2025, the bonds are shown net of bond issue costs of £17,913,000 (2024: £9,997,000) which are being amortised over the life of the bonds.
Page 22
WPP FINANCE 2013 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
14. | Deferred taxation
|  | 2025 | 2024
|  | £'000 | £'000
| At beginning of year | 2,923 | 2,923
| Charged to profit or loss | - | -
| At end of year | 2,923 | 2,923
| The deferred tax asset is made up as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £'000 | £'000
| Tax losses carried forward | 2,923 | 2,923
15. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 2,988 (2024 - 2,988) Ordinary shares of £0.0000089558 each | - | -
16. | Related party transactions
| As a wholly owned subsidiary of the ultimate parent company, WPP plc, advantage has been taken of the exemption afforded by FRS 101 'Reduced Disclosure Framework' not to disclose any related party transactions with other wholly owned members of the Group, or information around remuneration of key management personnel.
17. | Post balance sheet events
There have been no significant events affecting the Company since the year end.
Page 23