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Registered number: 06260621
BRIGHTPEARL LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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COMPANY INFORMATION
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P Bensch (appointed 15 July 2025)
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C23 - 5 & 6 Cobalt Park Way
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Merlin Place
Milton Road
Cambridge
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CONTENTS
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Statement of Directors' Responsibilities in respect of the Annual Report and Financial Statements for the year ended 30 September 2025
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Independent Auditor's Report to the Members of Brightpearl Limited
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Statement of Comprehensive Income
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Statement of Changes in Equity
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Notes to the Financial Statements
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STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
The Directors present their Strategic Report for Brightpearl Limited (the “Company") for the year ended 30 September 2025. The Directors of The Sage Group plc., the ultimate parent company, set the strategy for the whole Sage group of companies (“Sage”, or the “Group"), including Brightpearl Limited. This is set out within the Sage Group plc. Annual Report and Accounts for the year ended 30 September 2025 (the “Plc Annual Report and Accounts”), which does not form part of this report. The business has a clearly defined strategy to respond to the changes taking place in technology and in the markets in which it operates in a way that leverages the strengths of the business model and delivers organic revenue and margin growth.
The principal activity of the Company is to develop and sell subscriptions of cloud-based retail management software and to provide implementation consultancy.
Brightpearl is a digital operations platform (DOP) for the retail and wholesale sector. Built to manage the complexity of modern business, the scalable platform offers flexibility to respond to rapid changes in demand and smooth integration with other core operational systems within the organisation. Brightpearl’s complete DOP solution includes financial management, inventory and sales order management, purchasing and supplier management, CRM, fulfilment, warehouse and logistics. In addition, the solution has high-performing connectors to major ecommerce platforms. The platform is designed for retailers and wholesalers to manage the heart of their business from one single system. Brightpearl’s configurable automation workflows have measurable time and cost saving impact for customers, allowing businesses to focus more resources on growth.
The Company incurred a loss on ordinary activities before taxation of £13,300,136 (2024: loss of £14,385,343) on revenue of £15,512,276 (2024: £14,355,027).
The company has been loss making since acquisition due to investments in product development and customer acquisition costs. The company expects a reduction in losses on ordinary activities before taxation as revenue grows and there is a reduction in upfront costs.
The company will continue to invest in the platform in the coming year and the Directors remain confident that the current level of performance is expected to be maintained in the near term.
Page 1
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
Principal risks and uncertainties
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The Global Risk Management Framework has been built to identify, evaluate, analyse, manage and mitigate those risks which threaten the successful achievement of our business strategy and objectives, within acceptable tolerances. Risks are owned and managed at a Global level and are formally reviewed on a quarterly basis.
Risk is inherent within our business activities, and the Group as a whole continues to prioritise and develop its risk management capability in recognition of this. Timely identification of risks, combined with their appropriate management and escalation, enables the Group to successfully run each business and deliver strategic change, whilst ensuring that the likelihood and/or impact associated with such risks is understood and managed within our defined risk appetite.
Currently there are ten principal risks which are monitored and reported against at a Global level which also apply to the Company.
• Customer Experience
• Execution of Product Strategy
• Developing and Exploiting New Business Models
• Route to Market
• People and Performance
• Culture
• Cyber Security
• Data and AI Governance
• Readiness to Scale
• Environmental, Social & Governance
The background, management and mitigation process are disclosed in the Plc Annual Report and Accounts.
Financial instruments
Financial risk management
The Company's operations expose it to a variety of financial risks that include credit risk and interest rate risk.
Credit Risk
The Company has implemented policies that require appropriate credit checks on potential customers before sales are made. The amount of exposure with any counterparty is subject to a limit.
The treasury function is managed at a Group level. The credit risk on liquid funds is considered to be low, as the Audit and Risk Committee approved Group Treasury policy restricts the value that can be invested in each approved counterparty to minimise the risk of loss. All counterparties must meet minimum credit rating requirements.
Interest rate risk
The Company’s exposure to interest rate risk is managed by the Group treasury function. The Company holds no external borrowings so is only exposed to interest rate fluctuations on intercompany borrowings, whose rates are set by the treasury function. The Company does not use derivative financial instruments to manage interest rate risk and as such, no hedge accounting is applied.
Page 2
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
Competitive Risk
Competition within the marketplace could cause revenue growth not to meet forecasts. However, management believe that the quality of the product and the high level of service delivered by the Group enables it to meet this competitive challenge.
Key performance indicators
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The Directors of The Sage Group plc. manage and measure the Group's operations on a regional and segmental basis. For this reason, the Directors believe that analysis using other key performance indicators, in addition to the revenue and profit set out above, for the Company is not necessary or appropriate for an understanding of the development, performance or position of the Company’s business. The key performance indicators used by the Directors of The Sage Group plc. to manage and measure the performance of the Group are discussed within the Plc Annual Report and Accounts.
Page 3
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
As required under Section 172(1) of the Companies Act 2006 (“Section 172 (1)”), the Directors of the Company have acted in the way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole. In doing so, they have had regard to the matters set out in Section 172(1) (a) to (f), which include:
• the likely consequences of decisions in the long term;
• the interests of the Company’s employees;
• fostering business relationships with customers, suppliers and others; the impact on society and the
environment
• maintaining high standards of conduct; and
• acting fairly between members of the Company.
The principal activity of the Company is to develop and sell subscriptions of cloud-based retail management software and to provide implementation consultancy.
The Company is a wholly owned subsidiary of the ultimate parent company The Sage Group plc. As is typical for a company which is part of a large, listed, group, day-to-day decision making is delegated to Sage’s management. Sage’s management engage with the Company’s immediate shareholder, Sage Holdings Company Limited, and other Group undertakings through Sage management activities and meetings. Decisions made by the Directors are guided by Sage Group’s governance framework, values, Code of Conduct and robust standard of business conduct and ethics.
The Directors recognise that the Company’s stakeholders are largely consistent with those set out in The Sage Group plc.’s Annual Report and Accounts, and balancing their respective needs and expectations is important. The decision-making process is structured to enable the Directors to
evaluate the merit of proposed business activities in view of competing priorities and the likely consequences of decisions on our stakeholders over the short, medium and longer term. The Directors are committed to effective engagement with all stakeholders of the Company and engagement through delegation to its management teams. The values and behaviours upheld when engaging with stakeholders are consistent across Sage, irrespective of which member of the Group is communicating with any and all of Sage’s stakeholders.
The Directors also recognise that the Group is committed to managing the Group's use of resources proactively to minimise environmental impact and investing in education, technology, and environmental change to protect the planet and give individuals and small and mid-sized businesses, the opportunity to thrive. The Directors of the Company also support Sage's culture and commitment to doing business the right way, demonstrated through Sage Foundation, which encourages colleague engagement with charitable giving and philanthropic support for non-profit organisations and communities.
The Directors are kept informed of stakeholder priorities through regular engagement with Sage management and reporting mechanisms, and factor the wider interests of the Group into decision making when relevant.
The Company makes autonomous decisions through Board meetings which are convened, as required, to consider those matters which impact the Company. The Directors consider relevant Section 172(1) factors to ensure stakeholders interests are balanced and that decisions are made in the context of long-term sustainable success of the Company.
Colleagues
Colleagues want to work for a company that values them, and that provides them an opportunity to be themselves and thrive. They expect the Company to address societal issues from diversity and inclusion to the future of work. Sage colleagues are proud of the work we do in our communities through our Sustainability and Society Strategy and Sage Foundation.
The Directors recognise that colleagues are a key resource and the lifeblood of the Company. Every day they
Page 4
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
serve our customers through their innovation, integrity and passion. Engagement with the Company’s employees during the year ended 30 September 2025 included, amongst other things, Sage TV broadcasts, presentations of strategy, quarterly performance updates, bi-annual colleague ‘Pulse’ surveys, ongoing ‘Always Listening’ channels and other feedback channels. Diversity, equity and inclusion remains an area of focus at Sage. The Directors are committed to fostering a culture of diversity, equity and inclusion and promoting a healthy and supportive corporate culture by setting the tone from the top.
Customers
Our customers are focused on (i) running and growing their business; (ii) having products that keep their business compliant; (iii) delivering quality customer service; and (iv) having greater visibility into their business and deriving actionable insights from their data. Improving efficiencies and productivity remain priorities, but they are also increasingly interested in the wellbeing of their staff and the environment and their role in protecting it.
Customers are at the heart of the Company’s business and the Directors recognise that fostering business relationships with them is essential to the long-term sustainable success of the Company. They are the small and mid-sized businesses which are the growth engine of the global economy, and the accountants and other professionals who rely on Sage to help them deliver a great service to their clients, whatever their size. Engagement with our customers is conducted through Sage management activities and ongoing meetings and dialogue.
Partners
The Directors recognise that our partners are fundamental to Sage’s ongoing growth and our unwavering commitment to customer success. By expanding our market reach and delivering enhanced outcomes across diverse customer segments, partners amplify the impact of our solutions and services. We support our partners through a tailored, collaborative approach that connects customers to Sage’s digital network, facilitating seamless interactions and value creation. Through these strategic partnerships, we further our mission to deliver exceptional experiences and results for customers worldwide.
Partners seek opportunities to create monetizable value and sustainable growth, and we are committed to enabling that ambition. Partners want the ability to differentiate their offering to remain competitive in the market and deliver business impact to the evolving needs of customers. The Directors recognise that partners look to Sage for support with driving growth by accelerating the time they spend on increasing value and revenue.
Shareholders
The Directors consider the long-term impact of corporate actions and decisions on and for the benefit of the Company’s direct and indirect shareholders. Engagement with other Sage Group undertakings, including the Company’s shareholder is conducted through internal Sage management activities and ongoing meetings and dialogue. The Company’s ultimate parent is The Sage Group plc.
Society
The Directors are committed to managing the Group’s use of resources proactively to minimise environmental impact and investing in education, technology, and environmental change to give individuals, small and mid-sized businesses and our planet the opportunity to thrive. Sage has made good progress on the Group’s Sustainability and Society strategy and has strengthened executive oversight and responsibility with the inclusion of ESG targets (one on climate, one on products and one on DEI) in leadership incentives.
The Directors of the Company support Sage’s culture and commitment to doing business the right way. Sage’s culture and commitment are demonstrated through the work of the Sage Foundation, which combines charitable giving and supporting colleague engagement with non-profit organisations delivering change.
Page 5
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
Suppliers
In addition to the above stakeholders, it is recognised that suppliers are also relevant to the Company’s activities. The Directors have regard for and engage with such groups to the extent that they are affected by, and themselves affect, the operations of the Company. The Company’s suppliers are significant to the Company, and therefore the Company seeks to develop and foster business relationships with them to maximise value and efficiency. The Company engages with its suppliers through a thorough supplier onboarding process and procurement life-cycle (including to appropriately manage data privacy and security matters) through Sage’s governance model.
The Company also operates and engages with its suppliers in accordance with Sage’s Supplier Code of Conduct, which all suppliers are required to follow, and which defines Sage’s expectations of responsible business and behaviour underlying the strategic focus on customer needs, in line with the high standards of business conduct that Sage strives to promote. It is essential that our suppliers hold similar values to us, promote ethical business practices and conduct their business in accordance with applicable laws and regulations. That’s why the principles set out in the Supplier Code of Conduct are shared principles; we follow them in our business and we expect our suppliers to as well. By working together to promote good practices, we can ensure these principles are reflected in both Sage’s and our supply chain’s ways of working.
This report was approved by the board on 28 April 2026 and signed on its behalf.
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DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
The Directors present their report and the audited financial statements for the year ended 30 September 2025.
The loss for the year, after taxation, amounted to £13,300,136 (2024 - loss £14,421,213).
The Directors do not recommend payment of a dividend (2024: nil).
The Directors who served during the year and to the date of this report were:
P Bensch (appointed 15 July 2025)
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S Browne (resigned on 23 January 2025)
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C Ewen
M Parry (appointed 23 January 2025)
As at the date of this report, indemnities (which are qualifying third party indemnity provisions under the Companies Act 2006) are in place under which the Company has agreed to indemnify the Directors of the Company and the former Directors of the Company who held office during the year ended 30 September 2025, to the extent permitted by law and by the Company's articles of association, in respect of all liabilities incurred in connection with the performance of their duties as a Director of the Company or its subsidiaries. Copies of these indemnities are available for review at the registered office of the Company.
Information included in the strategic report
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Information on future developments and financial instruments is disclosed in the Strategic Report in accordance with Section 414C(11) of the Companies Act 2006.
Research and development activities
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The Directors regard the investment in research and development as integral to the continuing success of the business and ensuring our products remain a strong player in this sector. Details of total spend in research and development are included within note 6 to the financial statements.
The Directors have prepared the financial statements on the going concern basis as they have concluded that the company's financial position means that this is realistic.
The Directors have robustly tested the going concern assumption in preparing the financial statements ensuring that the Company can continue to pay its liabilities as they fall due through a forecasted period of 12 months from the date of the approval of the financial statements (“the going concern assessment period”).
This included reviewing the Company’s cash position, net current asset position and obligations under debt arrangements with other Sage Group companies.
Page 7
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
Disclosure of information to auditor
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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 auditor is 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 auditor is aware of that information.
This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.
Post balance sheet events
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Subsequent to the year end, on 31 January 2026, the Company completed an intragroup reorganisation under which its wholly-owned subsidiary, Brightpearl, Inc., was transferred to another group entity within The Sage Group plc at fair value.
The external auditor of the company for the prior financial year was EY. As a result of an audit tender
undertaken by the Company's ultimate parent company, The Sage Group plc, KPMG LLP were appointed by the Company as auditors for the year ended 30 September 2025.
Pursuant to Section 487 of the Companies Act 2006, the auditor will be deemed to be reappointed and KPMG
LLP will therefore continue in office.
This report was approved by the board on 28 April 2026 and signed on its behalf.
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DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
The Directors are responsible for preparing the Annual Report, 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 they have elected to prepare the financial statements in accordance with UK accounting standards and applicable law (UK Generally Accepted Accounting Practice), including FRS 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 and then apply them consistently;
• make judgements and 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;
• assess the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and
• use the going concern basis of accounting unless they either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are 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, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BRIGHTPEARL LIMITED
We have audited the financial statements of Brightpearl Limited (“the Company”) for the year ended 30 September 2025 which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and related notes, including the accounting policies in note 1.
In our opinion the financial statements:
• give a true and fair view of the state of the Company’s affairs as at 30 September 2025 and of its loss for
the year then ended;
• have been properly prepared in accordance with UK accounting standards, including FRS 102 The
Financial Reporting Standard applicable in the UK and Republic of Ireland; and
• have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities are described below. We have fulfilled our ethical responsibilities under, and are independent of the Company in accordance with, UK ethical requirements including the FRC Ethical Standard. We believe that the audit evidence we have obtained is a sufficient and appropriate basis for our opinion.
The Directors have prepared the financial statements on the going concern basis as they do not intend to liquidate the Company or to cease its operations, and as they have concluded that the Company’s financial position means that this is realistic. They have also concluded that there are no material uncertainties that could have cast significant doubt over its ability to continue as a going concern for at least a year from the date of approval of the financial statements (“the going concern period”).
In our evaluation of the Directors’ conclusions, we considered the inherent risks to the Company’s business model and analysed how those risks might affect the Company’s financial resources or ability to continue operations over the going concern period.
Our conclusions based on this work:
• we consider that the Directors’ use of the going concern basis of accounting in the preparation of the
financial statements is appropriate;
• we have not identified, and concur with the Directors’ assessment that there is not, a material uncertainty
related to events or conditions that, individually or collectively, may cast significant doubt on the
Company's ability to continue as a going concern for the going concern period.
However, as we cannot predict all future events or conditions and as subsequent events may result in outcomes that are inconsistent with judgements that were reasonable at the time they were made, the above conclusions are not a guarantee that the Company will continue in operation.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BRIGHTPEARL LIMITED (CONTINUED)
Fraud and breaches of laws and regulations – ability to detect
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Identifying and responding to risks of material misstatement due to fraud
To identify risks of material misstatement due to fraud (“fraud risks”) we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures included:
• Enquiring of Directors and inspection of policy documentation as to the Company’s high-level policies and
procedures to prevent and detect fraud as well as whether they have knowledge of any actual, suspected
or alleged fraud.
• Reading Board minutes.
• Using analytical procedures to identify any unusual or unexpected relationships.
We communicated identified fraud risks throughout the audit team and remained alert to any indications of fraud throughout the audit.
As required by auditing standards, we perform procedures to address the risk of management override of controls, in particular the risk that management may be in a position to make inappropriate accounting entries. On this audit we do not believe there is a fraud risk related to revenue recognition because of the overall process in place for accounting for the high volume and low value revenue transactions and relatively lower and consistent level of manual adjustments to revenue. We did not identify any additional fraud risks.
We performed procedures including:
• Identifying journal entries based on risk criteria and comparing the identified entries to supporting
documentation. These include journals posted to seldom used accounts or journals posted after the
closure of the general ledger.
• Assessing whether the judgements made in making accounting estimates are indicative of a potential
bias.
Identifying and responding to risks of material misstatement related to compliance with laws and regulations
We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience and through discussion with the Directors and other management (as required by auditing standards), and discussed with the Directors and other management the policies and procedures regarding compliance with laws and regulations
We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit.
The potential effect of these laws and regulations on the financial statements varies considerably.
Firstly, the Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation), distributable profits legislation and taxation legislation, and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
Secondly, the Company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation or the loss of Company’s license to operate. We identified the following areas as those most likely to have such an effect: health and safety, data protection laws, anti-bribery, employment law, contract legislation and certain aspects of company legislation recognising the nature of the Company’s activities.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BRIGHTPEARL LIMITED (CONTINUED)
Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the Directors and other management and inspection of regulatory and legal correspondence, if any. Therefore if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.
Context of the ability of the audit to detect fraud or breaches of law or regulation
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it.
In addition, as with any audit, there remained a higher risk of non-detection of fraud, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.
Strategic report and Directors’ report
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The Directors are responsible for the strategic report and the Directors’ report. Our opinion on the financial statements does not cover these reports and we do not express an audit opinion thereon.
Our responsibility is to read the strategic report and the Directors’ report and, in doing so, consider whether, based on our financial statements audit work, the information therein is materially misstated or inconsistent with the financial statements or our audit knowledge. Based solely on that work:
• we have not identified material misstatements in the strategic report and the Directors’ report;
• in our opinion the information given in these reports for the financial year is consistent with the financial
statements; and
• in our opinion these reports have been prepared in accordance with the Companies Act 2006.
Matters on which we are required to report by exception
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Under the Companies Act 2006 we are required 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.
We have nothing to report in these respects.
Directors' responsibilities
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As explained more fully in their 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; 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; 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 they either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
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INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BRIGHTPEARL LIMITED (CONTINUED)
Auditor's responsibilities
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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 our opinion in an auditor’s report. Reasonable assurance is a high level of assurance, but does not 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 aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.
A fuller description of our responsibilities is provided on the FRC’s website at www.frc.org.uk/auditorsresponsibilities.
The purpose of our audit work and to whom we owe our responsibilities
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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 auditor’s 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.
Dan Gibson (Senior Statutory Auditor)
for and on behalf of KPMG LLP, Statutory Auditor
Chartered Accountants
Quayside House
110 Quayside
Newcastle Upon Tyne
NE1 3DX
28 April 2026
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STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Selling and administrative expenses
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Income from shares in group undertakings
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Amounts written off investments
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Loss for the financial year
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Total comprehensive loss for the year
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The notes on pages 17 to 36 form part of these financial statements. Further information on the prior year restatement is provided in note 3.2.
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Page 14
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REGISTERED NUMBER: 06260621
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BALANCE SHEET
AS AT 30 SEPTEMBER 2025
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Property, plant and equipment
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Trade and other receivables non-current
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Trade and other receivables
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Cash and cash equivalents
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Share-based payment reserve
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The financial statements were approved and authorised for issue by the Board and were signed on its behalf on 28 April 2026.
The notes on pages 17 to 36 form part of these financial statements.
Page 15
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STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Share based payment reserve
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Loss for the year ended 30 September 2024
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Total comprehensive loss for the period
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Equity-settled share-based payments
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Loss for the year ended 30 September 2025
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Total comprehensive loss for the period
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Equity-settled share-based payments
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Loss for the year ended 30 September 2025
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Total comprehensive loss for the period
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Equity-settled share-based payments
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The notes on pages 17 to 36 form part of these financial statements.
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Page 16
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
Brightpearl Limited (the “Company”) is incorporated and domiciled in England, it is a private company limited by shares and the Company’s registered address is C23 - 5 & 6 Cobalt Park Way, Cobalt Park, Newcastle upon Tyne, NE28 9EJ.
These financial statements have been prepared in compliance with FRS 102, "the Financial Reporting Standard applicable in the UK and the Republic of Ireland" as it applies to the financial statements of the company for the year ended 30 September 2025.
The entity satisfies the criteria of being a qualifying entity as defined in FRS 102. Its financial statements are consolidated into the financial statements of the Sage Group plc. which can be obtained from https://www.sage.com/investors/financial-information/annual-report/. As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102:
(a) No cash flow statement has been presented for the Company
(b) Disclosures in respect of key management personnel who are not Directors.
(c) Disclosures in respect of share-based payments have not been presented.
(d) Disclosures in respect of related party transactions where 100% of the voting rights are controlled within the Group.
The Directors have restated the comparative period statement of comprehensive income for the year
ended 30 September 2024 to reclassify intercompany reseller fee income and other intercompany
service income from selling and administrative expenses to revenue to align with the classification of
this income for the year ended 30 September 2025. The restatement increased both revenue and
selling and administrative expenses by £2,190,000 for the year ended 30 September 2024. There
was no impact on the profit for the year or the balance sheet at 30 September 2024.
3.Accounting policies
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Basis of preparation of financial statements
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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 4).
The following principal accounting policies have been applied:
Page 17
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
3.Accounting policies (continued)
The principal activity of the company is that of a trading company for the group headed by The Sage Group Plc (the ultimate parent company). The company’s cash flows are therefore dependent on the continuation, volume, and pricing of those operations.
The company meets its day to day working capital requirements through continued trading activity supported by intercompany loans from members of the Sage Group.
The Directors have performed a going concern assessment which indicates that, in reasonably possible downsides, the company will require additional funds, through funding from its ultimate company, The Sage Group Plc, to meet its liabilities as they fall due during 12 month period from the date of approval of accounts for year ended 30 September 25, the going concern assessment period.
The Sage Group Plc has indicated its intention to continue to make available such funds as are needed by the company, and that it does not intend to seek repayment of the amounts currently due to other members of the group of £66.5m, during the going concern period.
As with any company placing reliance on other group entities for financial support, the Directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.
Consequently, the Directors are confident that the company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.
Restatement
During the year, the Directors identified an adjustment within the previously published comparative information. In accordance with the requirements of FRS 102 Section 10 - Accounting Policies, Estimates and Errors, the Directors have restated the comparative statement of comprehensive income for the year ended 30 September 2024. Intercompany reseller fee income was previously presented within selling and administrative expenses instead of within revenue.
This has now been adjusted as follows:
Revenue increased by £2,189,820 from £12,165,207 as previously reported to £14,355,027.
Selling and administrative expenses increased by £2,189,820 from £18,798,541 as previously reported to £20,989,361.
This adjustment affects presentation only, with no impact on profit.
Page 18
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
3.Accounting policies (continued)
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Foreign currency translation
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Monetary assets and liabilities expressed in foreign currencies are translated into sterling at rates of exchange prevailing at the balance sheet date. Transactions in foreign currencies are converted into sterling at the rate prevailing at the dates of the transactions. All differences on exchange are taken to the statement of comprehensive income.
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:
Rendering of services
Revenue is recognised when the respective obligations in the contract are delivered to the customer and payment remains probable.
– Licences for standard on-premise software products are typically delivered by providing the customer with access to download the software. The licence period starts when such access is granted. Licence revenue is recognised at a point in time or over time depending on whether the Company delivers software with significant standalone functionality or software which is dependent on updates for ongoing functionality. The Company recognises revenue for these licences which have significant standalone functionality at the point in time when the customer has access to and thus control over the software. For licences which are dependent on updates for ongoing functionality, the Company recognises revenue based on time elapsed and thus rateably over the term of the contract.
– Where the Company’s performance obligation is the grant of a right to continuously access a cloud offering for a certain term, revenue is recognised based on time elapsed and thus rateably over the term.
– Maintenance and support revenue is typically recognised based on time elapsed and thus rateably over the term of the support arrangement. Under the standardised maintenance and support services, the Company’s performance obligation is to stand ready to provide technical product support and unspecified updates, upgrades and enhancements on a when-and-if-available basis. The customers simultaneously receive and consume the benefits of these services.
– Professional services and training revenue are typically recognised over time. Where the Company stands ready to provide the service (such as access to learning content), revenue is recognised based on time elapsed and thus rateably over the service period. Consumption-based services such as separately identifiable professional services and premium support services, messaging services, and classroom training services are recognised over time as the services are utilised, typically following the percentage-of-completion method or rateably.
– Non-refundable contract sign-up fees that qualify as separate performance obligations are recognised as revenue over the anticipated period of benefit to the customer of seven years, which takes account of the likelihood of the customer renewing the contract.
– Intercompany revenue relates to reseller fee income.
Page 19
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
3.Accounting policies (continued)
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Leases: the Company as lessee
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Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.
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.
The taxation expense for the period represents the sum of current tax payable and deferred tax. The
expense is recognised in the statement of comprehensive income according to the accounting
treatment of the related transaction.
Current tax payable or receivable is based on the taxable income for the period and any adjustment
in respect of prior periods. Current tax is measured at the amount expected to be recovered from or
paid to the taxation authorities, calculated using tax rates that have been enacted at the end of the
reporting period.
The Company is able to relieve its tax losses by surrendering them to other group companies within
the UK corporation tax group, where capacity to utilise these losses exists. Deferred tax liabilities
are generally recognised for all taxable temporary differences and deferred tax assets are
recognised to the extent that it is probable that taxable profits will be available against which
deductible temporary differences and carried forward tax credits or tax losses can be utilised. Such
assets and liabilities are not recognised if the temporary difference arises from goodwill or from the
initial recognition (other than in a business combination) of other assets and liabilities in a
transaction that affects neither the taxable profit nor the accounting profit.
Deferred tax is recognised in respect of all timing differences that have originated but not reversed
at the balance sheet date where transactions or events that result in an obligation to pay more tax in
the future or a right to pay less tax in the future have occurred at the balance sheet date. Timing
differences are differences between the Group's taxable profits and its results as stated in the
financial statements that arise from the inclusion of gains and losses in tax assessments in periods
different from those in which they are recognised in the financial statements.
Deferred tax is calculated on an undiscounted basis at the tax rates that are expected to apply in the
period when the liability is settled, or the asset realised based on tax rates that have been enacted
or substantively enacted at the end of the reporting period. The carrying amount of deferred income
tax asset is reviewed at each balance sheet date.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current
tax assets against current tax liabilities, the deferred income taxes relate to the same taxation
authority and that authority permits the Company to make a single net payment.
Page 20
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
3.Accounting policies (continued)
Fixed asset investments are stated at cost less provision for any diminution in value. Any impairment is charged to profit or loss as it arises.
Equity instruments issued by the Company are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs.
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Property, plant and equipment
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Property, plant and equipment are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line basis over its expected useful life, as follows:
Depreciation is provided on the following basis:
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Over the life of the lease
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At each balance sheet date, the Company reviews the carrying amounts of its property, plant and equipment and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated to determine the extent of the impairment loss (if any).
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Impairment of property, plant and equipment and intangible assets
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Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment.
An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs).
Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.
Intangible fixed assets are recognised at cost and amortised in equal instalments and provision made for any impairment.
Goodwill recognised represents the excess of the fair value and directly attributable costs of the purchase consideration over the fair values to the Company’s interest in the identifiable net assets acquired.
Page 21
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
3.Accounting policies (continued)
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Intangible assets (continued)
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Goodwill is amortised over its expected useful life which is estimated to be eight years. Goodwill is assessed for impairment when there are indicators of impairment and any impairment is charged to the income statement. No reversals of impairment are recognised.
The estimated useful lives range as follows:
Financial assets and financial liabilities are recognised in the Company’s balance sheet when the Company becomes a party to the contractual provisions of the instrument.
Financial assets are derecognised (i.e., removed from the Company’s balance sheet) when the rights to receive cash flows from the asset have expired; or when the Company has transferred those rights and either has also transferred substantially all the risks and rewards of the asset or has neither transferred nor retained substantially all the risks and rewards of the asset but no longer has control of the asset. Financial liabilities are derecognised when the obligation specified in the contract is discharged, cancelled or expires.
Financial assets and liabilities are only offset in the balance sheet when, and only when, there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
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Trade and other receivables
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Short term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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Cash and cash equivalents
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Cash and cash equivalents include cash at bank. Bank overdrafts that are an integral part of the Company’s cash management are included in cash and cash equivalents where they have a legal right of set-off and there is an intention to settle net, against positive cash balances, otherwise bank overdrafts are classified as borrowings.
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
Page 22
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
3.Accounting policies (continued)
Defined contribution pension plan
The Company operates 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 profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.
The Sage Group plc. issues equity-settled share-based payments to certain employees. Equity settled share-based payments are measured at fair value (excluding the effect of non-market-based vesting conditions) at the date of grant. The fair value determined at the grant date of the equity settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Company’s estimate of the shares that will eventually vest allowing for the effect of non-market based vesting conditions.
Fair value is measured using the Black-Scholes or the Monte Carlo pricing models, based on observable market prices. The expected life used in the model has been adjusted based on management’s best estimate, for the effects of non-transferability, exercise restrictions and behavioural considerations.
The Company also provides certain employees with the ability to purchase The Sage Group plc.'s ordinary shares at a discount to the current market value at the date of the grant. The Company records an expense, based on its estimate of the discount related to shares expected to vest, on a straight-line basis over the vesting period.
The Company is not charged by The Sage Group plc. for its allocation of the share-based payment charge for its employees and the Company records a non-distributable credit to equity.
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.
Page 23
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
3.Accounting policies (continued)
Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.
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Judgments in applying accounting policies and key sources of estimation uncertainty
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In the application of the Company's accounting policies, which are described in note 3, the Directors are required to make judgements, 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 estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Judgements and key sources of estimation uncertainty
There are no key assumptions concerning the future, or other key sources of estimation uncertainty at the end of the reporting period that may have a significant risk of causing a material adjustment to the carrying amount of the assets and liabilities within the next year.
Critical accounting judgement – Reseller fee income
Management has exercised judgement in determining that reseller fee income arising from intercompany transfer pricing arrangements is classified as revenue in the statutory financial statements of the IP owning entity.
Under the Group’s operating model, IP owning entities grant distribution and licensing rights to other Group entities in exchange for sales based consideration calculated by reference to external customer sales. Management considers this income to arise in the ordinary course of business, as the ownership and management of software intellectual property is one of the principal activities of the IP owning entity.
The arrangements are governed by enforceable contracts and represent a licence of intellectual property within the scope of Section 23 Revenue of FRS 102. The IP owning entity is principal in the licensing of the IP, retains ownership and control of the IP, and the consideration received in return is recognised over time as the licensed rights are exploited.
Accordingly, reseller fee income is presented as revenue in the individual statutory financial statements, with corresponding charges in reseller entities presented within selling and administrative expenses. This presentation is considered to faithfully reflect the underlying economics and business model.
Page 24
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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An analysis of turnover by class of business is as follows:
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Professional service revenue
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Analysis of turnover by country of destination:
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The operating loss is stated after charging/(crediting):
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Depreciation of property, plant and equipment
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Other operating lease rentals
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Amortisation of intangible assets
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Research and development expense
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Page 25
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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During the year, the Company obtained the following services from the Company's auditor and its associates:
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Fees payable to the Company's auditor and its associates for the audit of the Company's financial statements
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Staff costs, including Directors' remuneration, were as follows:
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Cost of defined contribution scheme
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The average number of employees, including the Directors, during the year was as follows:
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Sales Support/Customer Service
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Page 26
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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The Directors did not receive any emoluments during the year in respect of their services to the Company.
The highest paid Director received remuneration of £nil (2024 - £nil).
The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid Director amounted to £nil (2024: £nil).
During the year no Directors received shares under the long-term incentive schemes (2024 - nil)
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Interest payable on the loans from group undertakings
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Page 27
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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The tax charge is made up as follows:
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Adjustments in respect of previous periods
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Property, plant and equipment
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Timing differences - trading
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* As at 30 September 2025, the Company has an unrecognised deferred tax asset of £12,198,643 (2024 - £12,088,245).
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Page 28
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
11.Taxation (continued)
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Factors affecting tax charge for the year
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The tax assessed for the year is higher than (2024 - higher than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
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Loss on ordinary activities before tax
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Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
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Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
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Adjustments to tax charge in respect of prior periods
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Non taxable dividend income
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Unrecognised deferred tax assets
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Total tax charge for the year
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Page 29
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Investments in subsidiary companies
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The following were direct subsidiary undertakings of the Company:
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211 E 7th St, Suite 800 , Austin, TX, USA
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O'Connell Street, Parramatta, NSW, 2150, Australia
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Page 30
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Charge for the year on owned assets
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Page 31
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Property, plant and equipment
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Charge for the year on owned assets
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Page 32
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Trade and other receivables
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Due after more than one year
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Prepayments and accrued income
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Amounts owed by group undertakings
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Prepayments and accrued income
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Amounts owed by group undertakings are non-interest bearing and due for payment on demand.
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Amounts owed to group undertakings
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Other taxation and social security
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Retention bonus liability
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Amounts owed to Group undertakings are repayable on demand and carry no interest with the exception to the Sage Treasury Company Limited loan attracting the interest rate of 1 month currency risk free rate plus 3.1%.
The Sage Treasury Company Limited loan makes up £65,851,725 of the balance (2024:
£49,444,352)
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Page 33
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Allotted, called up and fully paid
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53,882,956 (2024 - 53,882,956) Ordinary shares of £0.001 each
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The Company recognises a share-based payment expense based on an allocation from its parent company of the fair value of the awards granted, and an equivalent credit directly in equity as a capital contribution. The below is a description of the Group share based payment awards in the year:
Restricted Share Awards
Restricted Share Awards – Previously awards were granted under the Sage Group Restricted Share Plan, with the last awards granted in December 2024. The LTIP was approved in February 2025 and allows for grants of both performance awards and time-based awards. Subsequently, restricted award for
colleagues who contribute to Sage’s strategic outcomes are granted under the LTIP.
Restricted Share Awards granted under the Group’s RSP and LTIP are issued to colleagues who
contribute to Sage’s strategic outcomes.
These contingent share awards are made primarily with service conditions. Executive Directors are not
permitted to participate in the plan and shares are either purchased in the market or treasury shares are
utilised to satisfy vesting awards. These awards primarily have service conditions, and their fair values
are equal to the share price on the date of grant. During the year 4,274,238 (2024: 4,115,981) awards
were made, with fair values ranging from 12.30p to 13.12p.
Share Options
The Save and Share Plan is a savings-related share option scheme for employees of the Group and is
available to employees in the majority of countries in which the Group operates. The UK plan is an
HMRC-approved savings-related share option scheme. The fair value of the options is expensed over the
service period of three years, with a forfeiture assumption included for any anticipated lapses as
employees leave the Group. During the year 1,132,772 (2024: 1,423,017) options were granted under
the terms of the Save and Share Plan.
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Page 34
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
Share premium account
The share premium reserve contains the premium arising on issue of equity shares, net of issue expenses.
The warrants reserve
The warrants reserve represents the fair value of warrants issued to Silicon Valley Bank and Columbia Lake Partners.
The share-based payments reserve
The share-based payments reserve represents the cumulative expense of the share-based payments measured at fair value at grant date using the Black-Scholes methodology.
Retained earnings
Retained earnings represents cumulative profits or losses net of dividends paid and other adjustments.
The Company operates defined contribution retirement benefit schemes for all qualifying employees. The total expense charged to profit or loss in the year ended 30 September 2025 was £547,614 (2024: £674,016) of which £99,382 (2024: £81,141) was unpaid at year end.
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Commitments under operating leases
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At 30 September 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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Fair value measurement of financial assets and financial liabilities
Amounts owed by group undertakings and amounts owed to group undertakings are initially measured at fair value and are subsequently measured at amortised cost. The Directors consider that the carrying amounts of the financial assets and financial liabilities recognised in the financial statements approximate their fair values.
Page 35
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Immediate and ultimate parent company
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The Company’s immediate parent undertaking is Sage Holding Company Limited, a company registered in England and Wales.
The ultimate parent undertaking and ultimate controlling party is The Sage Group plc. a company registered in England and Wales. The Sage Group plc. is the largest and smallest group to consolidate these financial statements. Copies of the group financial statements can be obtained from the registered office at The Sage Group plc., C23 - 5 & 6 Cobalt Park Way, Cobalt Park, Newcastle upon Tyne, NE28 9EJ.
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Post balance sheet events
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Subsequent to the year end, on 31 January 2026, the Company completed an intragroup reorganisation under which its wholly-owned subsidiary, Brightpearl, Inc., was transferred to another group entity within The Sage Group plc at fair value.
Page 36
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