REGISTERED NUMBER: 09928392 (England and Wales)

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JANUARY 2025

FOR

THUNDERHEAD MIDCO (ONE) LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

T F Poulk

B J Brukx

REGISTERED OFFICE:

3rd Floor 1 Ashley Road

Altrincham

Cheshire

WA14 2DT

REGISTERED NUMBER:

09928392 (England and Wales)

AUDITORS:

Oury Clark Chartered Accountants

Statutory Auditors

Herschel House

58 Herschel Street

Slough

Berkshire

SL1 1PG

CURRENT ASSETS

Debtors

5

6,158,607

6,362,209

CREDITORS

Amounts falling due within one year

6

3,929,906

4,127,325

NET CURRENT ASSETS

2,228,701

2,234,884

TOTAL ASSETS LESS CURRENT LIABILITIES

2,228,701

2,234,884

CAPITAL AND RESERVES

Called up share capital

7

19,181

19,181

Share premium

8

1,068,115

1,068,115

Capital redemption reserve

8

690

690

Other reserves

8

117,138,517

117,138,517

Retained earnings

8

(115,997,802

)

(115,991,619

)

SHAREHOLDERS' FUNDS

2,228,701

2,234,884

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 29 July 2026 and were signed on its behalf by:

T F Poulk - Director

1.	STATUTORY INFORMATION

Thunderhead Midco (One) Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going concern

The financial statements have been prepared on a going concern basis as Medallia, Inc., an intermediate parent company, will continue to support the company for a period of at least 12 months and 1 day from the date the audit report attached to these financial statements is signed.

Preparation of consolidated financial statements

The financial statements contain information about Thunderhead Midco (One) Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost less any provision for impairment.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Financial instruments

Basic financial instruments as covered by Section 11 of FRS102 are measured at amortised cost. The company does not have any other financial instruments as covered by Section 12 of FRS102.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was NIL (2024 - NIL).

4.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 February 2024

and 31 January 2025

913,116

PROVISIONS

At 1 February 2024

and 31 January 2025

913,116

NET BOOK VALUE

At 31 January 2025

-

At 31 January 2024

-

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.1.25

31.1.24

£

£

Amounts owed by group undertakings

6,158,607

6,362,209

Included within amounts owed by group undertakings is a debtor of £154,694,909 (2024: £154,693,990) which has an impairment provision included of £148,536,302 (2024: £148,536,302).

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.1.25

31.1.24

£

£

Amounts owed to group undertakings

3,802,369

3,970,039

Other creditors & accruals

127,537

157,286

3,929,906

4,127,325

7.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.1.25

31.1.24

value:

£

£

18,001,000

Ordinary

£0.00

1

18,001

18,001

1,180,000

Management incentive

£0.00

1

1,180

1,180

19,181

19,181

The management incentive shares do not carry voting, dividend or distribution rights. The shares carry limited rights to participate in respect of capital (including on a winding up). The shares are not redeemable.

Ordinary shares carry one vote each and have equal dividend and distributions rights. The shares carry equal rights to participate in respect of capital (including on a winding up). The shares are not redeemable.

8.

RESERVES

Capital

Retained

Share

redemption

Other

earnings

premium

reserve

reserves

Totals

£

£

£

£

£

At 1 February 2024

(115,991,619

)

1,068,115

690

117,138,517

2,215,703

Deficit for the year

(6,183

)

(6,183

)

At 31 January 2025

(115,997,802

)

1,068,115

690

117,138,517

2,209,520

The Company's reserves are as follows:

Share premium account

The share premium account includes the premium on issue of equity shares, net of any issue costs.

Capital redemption reserve

The capital redemption reserve relates to amounts paid for the buyback of the company's own shares.

Other reserves

Other reserves include amounts paid for the buyback of the company's own shares, as well as the difference between the fair value of the One division and the assets/liabilities transferred from SmartComms SC Limited and intercompany debts waived from the parent undertaking and treated as a capital contribution for financial year 2016. A capital contribution was made in a prior year when Medallia, Inc. purchased the Thunderhead group, and existing intercompany and external debts were repaid and treated as a capital contribution.

Profit and loss account

The profit and loss account represents cumulative profits or losses, net of dividends paid and other adjustments.

9.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Emma Crowley (Senior Statutory Auditor)

for and on behalf of Oury Clark Chartered Accountants

We would like to draw your attention to the following statement contained within our audit report as included within the full financial statements:-

"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 a Report of the Auditors 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."

10.	ULTIMATE CONTROLLING PARTY

The immediate parent company is Medallia Holdings LLC, a company incorporated in Delaware, United States. The registered office is Corporation Service Company, 251 Little Falls Drive, Wilmington, DE 19808, USA. Medallia, Inc. is an indirect parent of Thunderhead Midco (One) Ltd and is the parent of the largest group to consolidate results. Copies of the Medallia, Inc. financial statements are not publicly available.

The directors believe that there is no ultimate controlling party.