Company registration number 01708566 (England and Wales)
NEWMARKET PROMOTIONS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
NEWMARKET PROMOTIONS LIMITED
COMPANY INFORMATION
Directors
T P Frei
J C Griffin
S C Hibbs
N Alobaidi
R J Gillougley
(Appointed 1 September 2025)
Company number
01708566
Registered office
Cantium House
Railway Approach
Wallington
Surrey
SM6 0BP
Auditor
Landau Morley LLP
325-327 Oldfield Lane North
Greenford
Middlesex
UB6 0FX
NEWMARKET PROMOTIONS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Independent auditor's report
3 - 6
Statement of comprehensive income
7
Statement of financial position
8
Statement of changes in equity
9
Notes to the financial statements
10 - 22
NEWMARKET PROMOTIONS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The directors present the strategic report for the year ended 31 December 2025.

Principal activities

The principal activity of the company during the year was as a management company providing services to other group companies. The company employs most of the staff on behalf of the group and recharges their costs to the relevant operating entities.

Review of the Business

Turnover for the period was £10.4m (2024: £8.3m), reflecting the growth in the underlying trading businesses and the corresponding increase in management service recharges. During the year the company strengthened its senior leadership team, including the appointment of a new Chief Financial Officer and a Chief Marketing Officer, as part of the group’s investment in building the capabilities required for its next phase of growth.

Principal risks and uncertainties

The main risks and uncertainties that will affect the performance of the company are internal. All its services are to other group companies and therefore its performance is entirely dependent upon the fortunes of Newmarket Holidays Limited and Newmarket Transport Limited. For those two companies, the ongoing geopolitical tensions - including the conflict in Ukraine, the instability across the Middle East and the widespread disruption to global trade arising from the US tariff regime - remain the most significant external uncertainties, however the business continues to mitigate against these risks through product innovation and a focus on negotiation with key supply partners.

The business believes that it is already well placed to respond to these risks, and that its targeted customer demographic is more protected against these uncertainties than most other customer groupings. This is demonstrated through the continued strong trading performance of the group.

At the year ended 31 December 2025, the company’s financial position is healthy, having net assets of £7.9m. The company’s staff and management are committed and expert. The company’s partners are long-standing and loyal. On these foundations the directors believe there is considerable scope for further development of the business.

On behalf of the board

R J Gillougley
Director
18 June 2026
NEWMARKET PROMOTIONS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

The directors present their annual report and financial statements for the year ended 31 December 2025.

Results and dividends

The results for the year are set out on page 7.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

T P Frei
J C Griffin
S C Hibbs
M T R Vincent
(Resigned 11 September 2025)
N Alobaidi
R J Gillougley
(Appointed 1 September 2025)
Statement of directors' responsibilities

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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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; 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 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.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
R J Gillougley
Director
18 June 2026
NEWMARKET PROMOTIONS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF NEWMARKET PROMOTIONS LIMITED
- 3 -
Opinion

We have audited the financial statements of Newmarket Promotions Limited (the 'company') for the year ended 31 December 2025 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended;

- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

- have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

- the information given in the strategic report and the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

NEWMARKET PROMOTIONS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF NEWMARKET PROMOTIONS LIMITED (CONTINUED)
- 4 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

- the financial statements are not in agreement with the accounting records and returns; or

- certain disclosures of directors' remuneration specified by law are not made; or

- we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the directors' r esponsibilities s tatement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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 auditor's 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.

We are not responsible for preventing non-compliance and cannot be expected to detect non compliance with all laws and regulations - this responsibility lies with management with the oversight of the directors.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

NEWMARKET PROMOTIONS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF NEWMARKET PROMOTIONS LIMITED (CONTINUED)
- 5 -

- We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our sector experience through discussion with management (as required by auditing standards).

- We had regard to laws and regulations in areas that directly affect the financial statements including financial reporting and taxation legislation. We considered that extent of compliance with those laws and regulations as part of our procedures on the related financial statement items.

- With the exception of any known or possible non-compliance, and as required by auditing standards, our work in respect of these included enquiry of management about company's policies, procedures and related controls regarding compliance with laws and regulations and if there are any known instances of non-compliance.

- There is a presumed risk that revenue may be misstated due to the improper recognition of revenue. To address this risk, we obtained an understanding of the company’s revenue recognition policies and compared these to the accounting standard, performed a walkthrough to confirm our understanding of the processes and controls through which the business initiates, records, processes and reports revenue transactions. We tested a sample of revenue transactions to supporting evidence and tested, on a sample basis, revenue related balances in the balance sheet.

- We tested the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

- We performed analytical procedures to identify any unusual or unexpected relationships.

- We examined supporting documents for all material balances, transactions and disclosures.

- We evaluated the selection and application of accounting policies related to subjective measurements and complex transactions.

- We reviewed the Board of directors minutes.

Owing to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements of the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK).

The potential effects of inherent limitations are particularly significant in the case of misstatement resulting from fraud because fraud may involve sophisticated and carefully organized schemes designed to conceal it, including deliberate failure to record transactions, collusion or intentional misrepresentations being made to us.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an 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.

NEWMARKET PROMOTIONS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF NEWMARKET PROMOTIONS LIMITED (CONTINUED)
- 6 -
Sabrina Dunn FCA (Senior Statutory Auditor)
For and on behalf of Landau Morley LLP, Statutory Auditor
Chartered Accountants
325-327 Oldfield Lane North
Greenford
Middlesex
UB6 0FX
18 June 2026
NEWMARKET PROMOTIONS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 7 -
2025
2024
Notes
£
£
Turnover
5
10,388,896
8,331,956
Cost of sales
(9,894,187)
(8,331,956)
Gross profit/(loss)
494,709
-
Administrative expenses
248,794
327,259
Other operating income
38,071
2,250
Operating profit
4
781,574
329,509
Interest receivable and similar income
9
29,468
2,783
Profit before taxation
811,042
332,292
Tax on profit
10
(163,061)
(189,228)
Profit for the financial year
647,981
143,064

The income statement has been prepared on the basis that all operations are continuing operations.

NEWMARKET PROMOTIONS LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025
- 8 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
11
534,385
262,785
Investments
12
20,000
20,000
554,385
282,785
Current assets
Debtors
14
24,449,431
11,564,224
Cash at bank and in hand
20,731
527,445
24,470,162
12,091,669
Creditors: amounts falling due within one year
15
(17,033,878)
(5,388,604)
Net current assets
7,436,284
6,703,065
Total assets less current liabilities
7,990,669
6,985,850
Creditors: amounts falling due after more than one year
16
(72,384)
-
0
Net assets
7,918,285
6,985,850
Capital and reserves
Called up share capital
20
75,000
75,000
Share premium account
21
475,000
475,000
Other reserves
21
287,954
3,500
Profit and loss reserves
21
7,080,331
6,432,350
Total equity
7,918,285
6,985,850

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 18 June 2026 and are signed on its behalf by:
R J Gillougley
Director
Company registration number 01708566 (England and Wales)
NEWMARKET PROMOTIONS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
Share capital
Share premium account
Other reserves
Profit and loss reserves
Total
£
£
£
£
£
Balance at 1 January 2024
75,000
475,000
-
6,289,286
6,839,286
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
-
143,064
143,064
Transfers
-
-
3,500
-
0
3,500
Balance at 31 December 2024
75,000
475,000
3,500
6,432,350
6,985,850
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
-
647,981
647,981
Movement in respect of share based payments
-
-
284,454
-
0
284,454
Balance at 31 December 2025
75,000
475,000
287,954
7,080,331
7,918,285
NEWMARKET PROMOTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
1
Accounting policies
Company information

Newmarket Promotions Limited is a private company limited by shares incorporated in England and Wales. The registered office is Cantium House, Railway Approach, Wallington, Surrey, SM6 0BP.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. T he company has therefore taken advantage of e xemptions from the following disclosure requirements:

- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

- Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

The financial statements of the company are consolidated in the financial statements of Blossom Topco Limited. These consolidated financial statements are available from its registered office at Cantium House, Railway Approach, Wallington, SM6 0B P.

1.2
Turnover

Revenue comprises sales of goods or services provided net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer.

NEWMARKET PROMOTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 11 -
1.3
Tangible fixed assets

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

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

Leasehold Buildings/Improvements
10% on cost
Fixtures/ Computer Equipmemt
15% reducing balance/ 33% on cost
Motor vehicles
25% reducing balance

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.4
Fixed asset investments

Investments in subsidiaries are accounted for at cost less impairment in individual financial statement.

Other fixed asset investments are measured at fair value with changes in fair value being recognised in profit or loss.

1.5
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible 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 in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.6
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

NEWMARKET PROMOTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 12 -
1.7
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

NEWMARKET PROMOTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 13 -
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. A m ounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are s ubsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

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

1.8
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.9
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

NEWMARKET PROMOTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 14 -
1.10
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.11
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.12
Share-based payments

Certain of the company’s employees participate in a group share-based payment arrangement operated by the ultimate parent undertaking, under which equity instruments of the parent company are awarded to directors and employees of group entities, including employee s of the company.

The fair value of the shares in the parent company is arrived at using a valuation model and the surplus of fair value over the amount received on issue of the shares is recognised as an expense in the profit and loss account over the vesting period of the award.,with a corresponding credit recognised within equity as a capital contribution from the parent undertaking,

1.13
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease s asset are consumed.

1.14
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Change in accounting policy

In the current year, the FRS 102 Periodic Review 2024 was applied by the company for the first time and affects the financial statements as follows.

NEWMARKET PROMOTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
2
Change in accounting policy
(Continued)
- 15 -
Leases

The company has applied the FRS 102 Periodic Review 2024 amendments to Section 20 Leases as an adjustment to the opening balance of retained earnings at the date of initial application, if material. Comparative information is not restated.

The company’s revised accounting policies for leases are set out in note 1 and the adjustment for each financial statement line item affected by the application of the Periodic Review 2024 in the current period is set out below.

The c ompany has taken advantage of the following practical expedients permitted when applying the Periodic Review 2024:

- For contracts that have previously been assessed for the existence of a lease, the company has not reassessed whether a contract is, or contains, a lease at the date of initial application.

- Leases previously classified as operating leases for which the lease term ends within 12 months of the date of initial application have been treated as short-term leases.

- A single discount rate has been applied to portfolios of leases with reasonably similar characteristics.

- Information received and choices made after the date of initial application have been applied to the assessment of leases previously classified as operating leases, such as in determining the lease term where the contract contains options to extend or terminate the lease.

- Where leases have previously been assessed as onerous operating leases, the right-of-use asset recognised at the date of initial application has been adjusted by the amount of any provision for onerous leases recognised, instead of carrying out a separate impairment assessment.

The effect on the opening balance of retained earnings at the date of initial application of the FRS 102 Periodic Review s not material and consequently no adjustment has been made

Revenue

The FRS 102 Periodic Review 2024 amendments to Section 23 Revenue are not relevant to the company as it does not have contract revenue.

3
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

NEWMARKET PROMOTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 16 -
4
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange gains
(2,814)
(2,439)
Fees payable to the company's auditor for the audit of the company's financial statements
26,934
29,934
Depreciation of owned tangible fixed assets
231,000
137,446
Depreciation of tangible fixed assets held under finance leases
43,363
-
Profit on disposal of tangible fixed assets
(15,005)
(6,729)
Share-based payments
284,454
3,500
Operating lease charges
-
201,955
5
Turnover and other revenue
2025
2024
£
£
Rendering of services
10,388,896
8,331,956
2025
2024
£
£
Other significant revenue
Interest income
29,468
2,783
6
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
26,934
29,934
7
Employees

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

2025
2024
Number
Number
150
141
NEWMARKET PROMOTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
7
Employees
(Continued)
- 17 -

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
7,157,780
7,900,749
Social security costs
853,027
905,460
Pension costs
181,153
241,323
8,191,960
9,047,532
8
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
457,700
1,823,941
Company pension contributions to defined contribution schemes
7,917
39,389
465,617
1,863,330

The number of directors for whom retirement benefits are accruing under defined contribution schemes is 2 (202 4 - 5).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
393,333
563,654
Company pension contributions to defined contribution schemes
4,924
-

The directors are considered to be the only key management personnel of the group.

9
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
2,242
2,783
Interest receivable from group companies
27,226
-
0
Total income
29,468
2,783
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
29,468
2,783
NEWMARKET PROMOTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 18 -
10
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
163,061
134,853
Deferred tax
Origination and reversal of timing differences
-
0
54,375
Total tax charge
163,061
189,228

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Profit before taxation
811,042
332,292
Expected tax charge based on the standard rate of corporation tax in the UK of 25% (2024: 25%)
202,761
83,073
Effects of:
Expenses that are not deductible in determining taxable profit
(5,164)
105,234
Permanent capital allowances in excess of depreciation
(1,284)
921
Tax under/(over) provided in prior years
(33,252)
-
0
Taxation charge in the financial statements
163,061
189,228
11
Tangible fixed assets
Leasehold Buildings/Improvements
Fixtures/ Computer Equipmemt
Motor vehicles
Total
£
£
£
£
Cost
At 1 January 2025
330,321
301,014
235,775
867,110
Additions
279,628
200,129
91,701
571,458
Disposals
(4,561)
(15,440)
(76,067)
(96,068)
At 31 December 2025
605,388
485,703
251,409
1,342,500
Depreciation and impairment
At 1 January 2025
316,732
206,836
80,757
604,325
Depreciation charged in the year
119,223
110,035
45,105
274,363
Eliminated in respect of disposals
(4,561)
(15,440)
(50,572)
(70,573)
At 31 December 2025
431,394
301,431
75,290
808,115
NEWMARKET PROMOTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
11
Tangible fixed assets
Leasehold Buildings/Improvements
Fixtures/ Computer Equipmemt
Motor vehicles
Total
£
£
£
£
(Continued)
- 19 -
Carrying amount
At 31 December 2025
173,994
184,272
176,119
534,385
At 31 December 2024
13,589
94,178
155,018
262,785

Included within tangible fixed assets are right-of-use assets, as follows:

Right-of-use assets
Leasehold Buildings/Improvements
Fixtures/ Computer Equipmemt
Total
£
£
£
Net carrying value at 1 January 2025
Cost
6,849
-
6,849
Accumulated depreciation and impairment
-
-
-
Amount brought forward
6,849
-
6,849
Movements in the year
Additions
279,628
162,081
441,709
Depreciation charge
(112,483)
(43,363)
(155,846)
Net carrying value at 31 December 2025
Cost
286,477
162,081
448,558
Accumulated depreciation and impairment
(112,483)
(43,363)
(155,846)
Net carrying value
173,994
118,718
292,712

The carrying value of land and buildings comprises:

2025
2024
£
£
Short leasehold
173,994
13,589
12
Fixed asset investments
2025
2024
Notes
£
£
Investments in subsidiaries
13
20,000
20,000
NEWMARKET PROMOTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
13
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Newmarket Holidays Ltd
United Kingdom
Ordinary
100.00
-
Newmarket Transport Ltd
United Kingdom
Ordinary
0
100.00
14
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
632
1,200
Amounts owed by group undertakings
23,428,622
10,851,311
Other debtors
1,020,177
711,713
24,449,431
11,564,224
15
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Lease liabilities
17
193,865
-
0
Trade creditors
418,615
328,930
Amounts owed to group undertakings
14,672,305
3,209,595
Corporation tax
201,497
134,853
Other taxation and social security
232,838
181,515
Accruals and deferred income
1,314,758
1,533,711
17,033,878
5,388,604

Included within creditors is an amount due to IATA of £218,583 (202 4 - £1,116,341).

16
Creditors: amounts falling due after more than one year
2025
2024
Notes
£
£
Lease liabilities
17
72,384
-
0
NEWMARKET PROMOTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
17
Lease payables
2025
2024
Amounts due:
£
£
Within one year
193,865
-
0
After more than one year
72,384
-
0
266,249
-

Finance lease payments represent rentals payable by the company for property and certain items of plant and machinery.

18
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
181,153
241,323

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

19
Share-based payment transactions
Equity instruments other than share options
2025
2024
£
£
Expenses recognised in the year
Arising from equity-settled transactions
284,454
3,500
Group share-based payments

The company is a member of an equity settled share based payment scheme operated by its ultimate parent, whereby certain of the employees are awarded shares in the ultimate parent in return for providing service s to Newmarket Promotions Limited.

The fair value of the shares in the parent company is arrived at using a valuation model and the surplus of fair value over the amount received on issue of the shares is charged to the profit and loss account over the vesting period of the award.

20
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
75,000
75,000
75,000
75,000
NEWMARKET PROMOTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
21
Reserves
Share premium

This reserve represents the premium paid on the issue of new shares.

Profit and loss reserves

This reserve records retained earnings and accumulated losses

Other reserves

Other reserves represents a capital contributions reserve in respect of shares issued to employees of the company in a share based payment scheme operated by the parent company.

22
Financial commitments, guarantees and contingent liabilities

Along with other companies in the group, certain assets of the company are subject to a fixed and floating charge to guarantee the borrowings of a fellow group company, the value of which at the Balance Sheet date, stood at £19,549,584.

23
Ultimate controlling party

This company is a wholly owned subsidiary of Blossom Bidco Limited, which is part of a group with Blossom Topco Limited as the ultimate parent company. All companies are incorporated in the United Kingdom.

The company is controlled by directors common to both the company and its ultimate parent company, Blossom Topco Limited.

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