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Registered number: 15331615
WRSTBHVR UK LTD
FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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WRSTBHVR UK LTD
COMPANY INFORMATION
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Ecovis Wingrave Yeats LLP
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WRSTBHVR UK LTD
CONTENTS
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Notes to the financial statements
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WRSTBHVR UK LTD
REGISTERED NUMBER: 15331615
BALANCE SHEET
AS AT 31 DECEMBER 2024
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Debtors: amounts falling due after more than one year
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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Provisions for liabilities
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WRSTBHVR UK LTD
REGISTERED NUMBER: 15331615
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2024
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 22 July 2026.
The notes on pages 3 to 14 form part of these financial statements.
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WRSTBHVR UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
WRSTBHVR UK Ltd (the 'Company') is a private company, limited by shares, incorporated in England and Wales, registration number 15331615. The registered office address is 3rd Floor, Waverley House, 7–12 Noel Street, London, W1F 8GQ. The Company operates as part of the Worst Behavior group, whose headquarters are located at Franklinstraße 12–14, 10587 Berlin.
The Company was incorporated on 6 December 2023 and these financial statements cover the period from incorporation to 31 December 2024.
2.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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The following principal accounting policies have been applied:
The parent company has agreed to continue to provide financial support to the Company in order for it to continue to operate on a going concern basis for a period of no less than twelve months from the date of signing of these financial statements. As a result the directors have an expectation that the Company will have adequate resources to continue in operational existence for the foreseeable future.
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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
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WRSTBHVR UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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:
Sale of goods
Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
∙the Company has transferred the significant risks and rewards of ownership to the buyer;
∙the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Company will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Interest income is recognised in profit or loss using the effective interest method.
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.
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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WRSTBHVR UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.
At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
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.
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.
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Provisions for liabilities
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Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
Increases in provisions are generally charged as an expense to profit or loss.
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Company's Balance sheet when the Company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
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WRSTBHVR UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Financial instruments (continued)
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Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
Financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.
Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
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Operating leases: the Company as lessee
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Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
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WRSTBHVR UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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Judgements in applying accounting policies and key sources of estimation uncertainty
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Intercompany funding arrangements and determination of market rate
As disclosed in note 9, the Company has an intercompany loan of £656,135, together with accrued interest of £17,948, and a trade credit facility with a balance of £171,673, together with accrued interest of £5,150. Interest is charged on these balances at rates of 5% and 3% per annum respectively.
Under FRS 102, financial liabilities are required to be recognised initially at the present value of future cash flows, discounted at a market rate of interest for a similar instrument. The directors have considered this requirement and assessed whether a reliable estimate of an appropriate market rate is available.
In making this assessment, the directors have taken into account the Company’s specific circumstances, including its recent incorporation, loss-making position, net liability position of £851,000, and its stage in the growth cycle. These factors indicate that the Company would be unlikely to obtain comparable third-party financing on similar terms. As a result, the directors consider that a reliable market rate of interest for an equivalent instrument cannot be determined. In forming this view, the directors have considered the base interest rates and corporate lending rates published by the German Bundesbank, however, this is not considered to represent a directly comparable standalone market rate for the UK Company.
While the arrangements are legally structured as debt, the directors consider that, in substance, the funding is more akin to equity support from the parent undertaking. The accounting standards do not provide specific guidance for such circumstances. Accordingly, and in the absence of a reliably determinable market rate, the directors have recognised the balances at the transaction values and have not applied a fair value adjustment to reflect a market rate of interest.
Dilapidations provision
The Company has entered into a lease for its retail premises which includes obligations to maintain the property and, where required by the landlord, to reinstate alterations carried out during the lease term. Judgement is required in determining whether a present obligation exists at the reporting date in respect of such reinstatement costs, as the requirement to reinstate is contingent on the landlord’s future instruction. The Company has recognised a provision of £8,850 in respect of the anticipated costs of reinstating fit-out works, based on management’s expectation that such obligations will arise in practice and an estimate of the associated costs. The timing and quantum of any outflow remain uncertain and will depend on the condition of the property and the landlord’s requirements at the end of the lease term.
Onerous lease provision
The Company operates a single retail store which is currently loss-making. Judgement is required in determining whether the lease is onerous and the appropriate measurement of any provision. Forecasts indicate that the store does not generate sufficient economic benefit to cover its lease costs, and an onerous lease provision has therefore been recognised. In measuring the provision, management has estimated the unavoidable period over which lease costs will be incurred, taking into account the lease terms. The lease permits assignment only after the second anniversary and subject to landlord consent, and management has assumed a realistic period to effect such an assignment. The provision of £222,765 represents management’s best estimate of the unavoidable costs expected to arise, based on these assumptions.
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WRSTBHVR UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
3.Judgments in applying accounting policies (continued)
Deferred tax asset
Management is required to assess whether it is appropriate to recognise a deferred tax asset relating to taxable losses available to the Company. The recognition of deferred tax assets is based upon whether it is more likely than not that sufficient and suitable taxable profits will be available in the future against which the reversal of losses and other deductions can be deducted.
To determine the future taxable profits, reference is made to the latest available forecasts. Therefore, this involves judgement regarding the future financial performance of the Company in which a deferred tax asset has been recognised.
The Company has not recorded a deferred tax asset due to the uncertainty as to whether and when future taxable profits will arise.
Tangible fixed assets
Fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.
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The Company did not have any employees until May 2024. The average monthly number of employees, including directors, during the period from May to 31 December 2024 was 6.
The director did not receive any remuneration during the period.
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WRSTBHVR UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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Long-term leasehold property
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Office and Computer equipment
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WRSTBHVR UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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Finished goods and goods for resale
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The Company does not recognise a provision against slow moving or obsolete stock, as unsold goods are routinely returned to its parent undertaking and a full credit received. Therefore there is no risk to the Company that the net realisable value of inventory is lower than cost.
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Due after more than one year
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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 relates to unpaid share capital.
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WRSTBHVR UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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Creditors: Amounts falling due within one year
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Other taxation and social security
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Accruals and deferred income
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Creditors: Amounts falling due after more than one year
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Amounts owed to group undertakings
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Amounts owed to group undertakings include an intercompany loan of £656,135, together with accrued interest of £17,948. The loan is advanced under a facility with a maximum limit of €1,000,000 available for drawdown. It bears interest at a rate of 5% per annum, accruing daily on the outstanding balance and payable on maturity. The loan is repayable on 31 December 2030, although early repayment is permitted. The loan is unsecured.
Also included is a balance of £171,673, together with accrued interest of £5,150, arising from the purchase of goods from the Company’s parent undertaking under a trade credit facility with a limit of €500,000. Amounts invoiced under this arrangement are deferred and become payable by 31 December 2030, with interest accruing at 3% per annum.
The remaining balance within amounts due to group undertakings represents funding provided by the parent company, primarily in respect of invoice payments. This balance is unsecured, interest free and repayable on demand.
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WRSTBHVR UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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Charged to profit or loss
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The Company operates a single retail store which is currently loss-making. Judgement is required in determining whether the lease is onerous and the appropriate measurement of any provision. Forecasts indicate that the store does not generate sufficient economic benefit to cover its lease costs, and an onerous lease provision has therefore been recognised. In measuring the provision, management has estimated the unavoidable period over which lease costs will be incurred, taking into account the lease terms. The lease permits assignment only after the second anniversary and subject to landlord consent, and management has assumed a realistic period to effect such an assignment. The provision of £222,765 represents management’s best estimate of the unavoidable costs expected to arise, based on these assumptions.
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Allotted, called up and unpaid
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100 Ordinary shares shares of £100.00 each
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The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £967. Contributions totalling £369 were payable to the fund at the Balance sheet date and are included in creditors.
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WRSTBHVR UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
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Commitments under operating leases
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At 31 December 2024 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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Related party transactions
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The Company has taken the exemption under FRS 102 section 33 Related Party Disclosures paragraph 33.1A, whereby the Company is not required to disclose transactions with other wholly owned subsidiaries or companies in a group that are wholly owned.
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The immediate parent undertaking at 31 December 2024 was Worst Behavior GmbH, a company registered in Germany. Its registered address is Franklinstraße 12–14, 10587 Berlin.
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WRSTBHVR UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
The auditors' report on the financial statements for the period ended 31 December 2024 was qualified.
The qualification in the audit report was as follows:
We were unable to obtain sufficient appropriate audit evidence regarding the carrying amount of inventory
included within the balance sheet at £95,888 as at 31 December 2024, and the related cost of sales of £119,705 for the period then ended.
Although we attended the physical counting of inventory on 6 January 2025, discrepancies were identified
between the quantities counted and the underlying stock records, and management was unable to provide
adequate supporting evidence for a number of these differences. Furthermore, we were unable to obtain
sufficient appropriate audit evidence concerning certain inventory movements between 31 December 2024 and the date of the inventory count. Consequently, we were unable to satisfy ourselves by alternative means concerning the inventory quantities held at 31 December 2024.
Accordingly, we were unable to determine whether any adjustment to these amounts were necessary.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified opinion.
Emphasis of matter
We draw attention to Note 3 to the financial statements which describes the judgements in applying accounting policies and key sources of estimation uncertainty, in particular the judgement regarding the interest rate applied to amounts due to group undertakings. Our opinion is not modified in respect of this matter
The audit report was signed on 22 July 2026 by Sally Casson (Senior statutory auditor) on behalf of Ecovis Wingrave Yeats LLP.
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