Company No: 06059366 (England and Wales)

Contents

• Company Information
• Strategic Report
• Directors' Report
• Directors' Responsibilities Statement
• Independent Auditor's Report
• Profit and Loss Account
• Balance Sheet
• Statement of Changes in Equity
• Statement of Cash Flows
• Notes to the Financial Statements

DIRECTORS	Thierry Herve Henri Cheval (Appointed 09 September 2025)
	Gail Marie Federici (Resigned 09 September 2025)
	Madeleine Mary Haden (Appointed 09 September 2025)
	Olivier Gerard Hubin (Appointed 09 September 2025)
	Alexis Philippon (Appointed 09 September 2025)
	Erin Elizabeth Schaffner (Appointed 09 September 2025)

REGISTERED OFFICE	Gateway Central
	White City Place
	187 Wood Lane
	London
	W12 7SA
	United Kingdom

COMPANY NUMBER

06059366 (England and Wales)

AUDITOR	Dixon Wilson Audit Services LLP
	Statutory Auditor
	22 Chancery Lane
	London
	WC2A 1LS
	United Kingdom

The directors present their Strategic Report for the financial year ended 31 December 2025.

REVIEW OF THE BUSINESS

Federici Brands Ltd is known for disruptive innovation in the beauty industry. Customer-focused innovators, we are committed to creating the highest quality products to address real, unmet consumer needs.

Federici Brands Ltd was acquired by L’oreal S.A on the 9th of September 2025.

The L’oreal S.A purchase represents a transformational moment in Federici Brands Ltd’s growth journey and sets the stage for the brand’s continued success and will help drive innovation to new heights.

The business has a synergistic omni-channel distribution strategy that places it in a strong position against its competition. Our three main sales channels are Professional, Prestige Retail, and Direct-to-Consumer, which work together to fortify relationships with current customers and introduce our products to new customers.

The company continues to invest heavily in its people, systems and processes which has generated efficiencies both financially and operationally and given the brand capacity to scale its growth rapidly.

RESULTS AND PERFORMANCE

The business turnover increased to £77,754,760 (2024: £70,490,173) which was a growth of 10.3% and gross profit increased by 12.5% to £58,099,664 (2024: £51,640,320) which was driven by continued growth in brand equity resulting from effective marketing and advertising that communicates clearly to our customers. The innovative products are backed by science and created to solve real, unmet consumer needs which has ultimately led to the brand being seen as an industry leader in haircare.

Accordingly, shareholders’ funds have increased in line with profit year on year.

KEY PERFORMANCE INDICATORS ('KPIS')

The company uses a range of performance measures to monitor and manage the business effectively. These are both financial and non-financial, and the most significant of these are the following:

	2025		2024
	£		£
Turnover	77,754,760		70,490,173
Operating profit	22,720,762		20,786,841
Profit for the financial year	17,094,760		15,388,802
Total Shareholders' Funds	41,779,592		24,684,832

Gross margin in the year ended 31 December 2025 increased to 74.7% (2024 – 73.3%).

PRINCIPAL RISKS AND UNCERTAINTIES

The principal financial risks arising from the company's activities and the company's policies to address these risks are set out below:

Liquidity risk

The company has generated positive cash flows in the year ended 31 December 2025 and continues to maintain tight controls on liquidity to ensure that the business continues to have liquid resources to meet the business needs and commitments.

Foreign exchange risk

The company's Turnover is generated in sterling and certain products are manufactured internationally, which give rise to a certain level of currency risk. However, currency risk is viewed as minimal and monitored regularly.

Credit risk

The company's revenue is generated from third party customers. There is a robust credit control process in place to minimise the risk of the third-party customers defaulting on their debt. This includes (but is not limited to) using a reputable credit reference agency to credit check new customers on the inception of the trading relationship and existing customers on at least an annual basis. In addition, the company has policies in place to insure its aged debt ledger balances.

Competitor Risk

There is an increasing level of competition in the beauty and personal care space in the UK. We believe that we manage this risk effectively by maintaining the high quality and performance of our products, by focusing on new and innovative products that solve our customer's needs and by investing in people that drive our sales, marketing and operational strategy.

FUTURE DEVELOPMENTS

We expect that the general level of growth will continue to increase in the forthcoming financial year as we continue to invest in the brand through high-impact advertising campaigns, innovative new products and maintaining good relationships with all key customers.

Approved by the Board of Directors and signed on its behalf by:

Erin Elizabeth Schaffner Director

23 July 2026

The directors present this annual report on the affairs of the company, together with the financial statements and auditor's report, for the financial year ended 31 December 2025.

PRINCIPAL ACTIVITIES

The principal activity of the company is the marketing and sale of innovative personal hair care products.

DIRECTORS

The directors, who served during the financial year and to the date of this report except as noted, were as follows:

Thierry Herve Henri Cheval	(Appointed 09 September 2025)
Gail Marie Federici	(Resigned 09 September 2025)
Madeleine Mary Haden	(Appointed 09 September 2025)
Olivier Gerard Hubin	(Appointed 09 September 2025)
Alexis Philippon	(Appointed 09 September 2025)
Erin Elizabeth Schaffner	(Appointed 09 September 2025)

AUDITOR

Each of the persons who is a director at the date of approval of this report confirms that:

* So far as the directors are aware, there is no relevant audit information of which the Company's auditor is unaware; and

* The directors have taken all the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the Company's auditor is aware of that information.


Dixon Wilson Audit Services LLP have expressed their willingness to continue in office as auditor and appropriate arrangements have been put in place for them to be deemed reappointed as auditors in the absence of an Annual General Meeting.

Approved by the Board of Directors and signed on its behalf by:

Erin Elizabeth Schaffner Director

23 July 2026

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), 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 financial period.

In preparing these financial statements, the directors are required to:
* Select suitable accounting policies and then apply them consistently;
* Make judgements and accounting estimates that are reasonable and prudent;
* State whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
* Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. The directors 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.

Report on the audit of the financial statements

Opinion

We have audited the financial statements of Federici Brands Ltd (the ‘company’) for the year ended 31 December 2025 which comprise the profit and loss account, balance sheet, statement of changes in equity, statement of cashflows and notes to the financial statements, including a summary of 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;

•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. 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.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Report on other legal and regulatory requirements

Opinions on other matters prescribed by the Companies Act 2006

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

•the information given in the strategic report and the directors' report 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 has been prepared in accordance with applicable legal requirements.

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 identified material misstatements in the strategic report and the directors’ report. 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’ responsibilities 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, 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. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We gained an understanding of the legal and regulatory framework applicable to the company by considering, amongst other things, the industry, sector and jurisdictions in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the assessed level of risk, but recognised that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

We focused on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, UK Company Law and UK tax legislations.

Our tests included agreeing the financial statement disclosures to underlying supporting documentation, enquiries with management and enquiries with third parties including the company’s banker.

As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by management that represented a risk of material misstatement due to fraud.

There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. We did not identify any key audit matters relating to irregularities, including fraud.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: 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.

Charlotte Milner (Senior Statutory Auditor)
For and on behalf of Dixon Wilson Audit Services LLP
Statutory Auditor

22 Chancery Lane
London
WC2A 1LS
United Kingdom

29 July 2026

	Note	2025		2024
		£		£
Turnover	3	77,754,760		70,490,173
Cost of sales		( 19,655,096)		( 18,849,853)
Gross profit		58,099,664		51,640,320
Distribution costs		( 1,959,395)		( 2,718,774)
Administrative expenses		( 51,426,002)		( 28,137,178)
Other operating income	4	18,006,495		2,473
Operating profit		22,720,762		20,786,841
Interest receivable and similar income		18,932		1,199
Interest payable and similar expenses		( 7,149)		( 261,834)
Profit before taxation	5	22,732,545		20,526,206
Tax on profit	8	( 5,637,785)		( 5,137,404)
Profit for the financial year		17,094,760		15,388,802

	Note	2025		2024
		£		£
Fixed assets
Tangible assets	10	532,109		305,709
Investments	11	91		91
		532,200		305,800
Current assets
Stocks	12	9,997,944		10,276,479
Debtors	13	11,457,073		12,113,494
Cash at bank and in hand	14	25,005,933		10,225,821
		46,460,950		32,615,794
Creditors: amounts falling due within one year	15	( 5,213,558)		( 8,236,762)
Net current assets		41,247,392		24,379,032
Total assets less current liabilities		41,779,592		24,684,832
Net assets		41,779,592		24,684,832
Capital and reserves	17
Called-up share capital		1,000		1,000
Profit and loss account		41,778,592		24,683,832
Total shareholders' funds		41,779,592		24,684,832

The financial statements of Federici Brands Ltd (registered number: 06059366) were approved and authorised for issue by the Board of Directors on 23 July 2026. They were signed on its behalf by:

Erin Elizabeth Schaffner Director

	Called-up share capital		Profit and loss account		Total
	£		£		£
At 01 January 2024	1,000		14,295,030		14,296,030
Profit for the financial year	0		15,388,802		15,388,802
Total comprehensive income	0		15,388,802		15,388,802
Dividends paid on equity shares (note 9)	0		( 5,000,000)		( 5,000,000)
At 31 December 2024	1,000		24,683,832		24,684,832
At 01 January 2025	1,000		24,683,832		24,684,832
Profit for the financial year	0		17,094,760		17,094,760
Total comprehensive income	0		17,094,760		17,094,760
At 31 December 2025	1,000		41,778,592		41,779,592

	2025		2024
	£		£
Net cash flows from operating activities (note 19)	15,164,009		4,755,667
Cash flows from investing activities
Proceeds from sale of plant and machinery	3,477		0
Purchase of plant and machinery	( 387,374)		( 360,295)
Net cash flows from investing activities	( 383,897)		( 360,295)
Cash flows from financing activities
Payment of dividends on equity shares	0		(5,000,000)
Net cash flows from financing activities	0		( 5,000,000)
Net increase/(decrease) in cash and cash equivalents	14,780,112		( 604,628)
Cash and cash equivalents at beginning of year	10,225,821		10,830,449
Cash and cash equivalents at end of year	25,005,933		10,225,821
Reconciliation to cash at bank and in hand:
Cash at bank and in hand at end of year	25,005,933		10,225,821
Cash and cash equivalents at end of year	25,005,933		10,225,821

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Federici Brands Ltd (the company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the company's registered office is Gateway Central, White City Place, 187 Wood Lane, London, W12 7SA, United Kingdom.

The principal activities are set out in the Strategic Report.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Financial Reporting Standard 102 (FRS 102) applicable in the UK and Republic of Ireland issued by the Financial Reporting Council and the requirements of the Companies Act 2006.

The financial statements are presented in pounds sterling which is the functional currency of the company and rounded to the nearest £.

Going concern

The Company’s business activities, together with future developments and performance are set out in the Strategic Report. The Strategic Report describes the financial results of the Company and its exposure to liquidity, foreign exchange, credit and competitor risk.

The directors have, at the time of approving the financial statements, an expectation that the Company has adequate resources to continue in operational existence for at least 12 months from the signing of these financial statements. For this reason, we continue to adopt the going concern basis of accounting in preparing the financial statements.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.

Turnover

Turnover is stated net of VAT and trade discounts and is recognised when the significant risks and rewards are considered to have been transferred to the buyer. Turnover from the sale of goods is recognised when the goods are physically delivered to the customer. Where payments are received from customers in advance of services provided, the amounts are recorded as deferred income and included as part of creditors due within one year.

Taxation

Current tax, including UK corporation tax and foreign tax, is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date.

Deferred tax is recognised where applicable in respect of 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 Company'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.

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 other creditors as a liability in the Statement of financial position. The assets of the plan are held separately from the Company in independently administered funds.

Tangible fixed assets

Tangible fixed assets are stated at cost, net of depreciation and any provision for impairment. The cost of tangible assets
includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives as follows;

Leasehold improvements	5 years straight line
Plant and machinery etc.	3 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

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.

Fixed asset investments

Investments in equity shares which are not publicly traded are measured at cost less impairment.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to the net realisable value. Cost is calculated using the weighted average cost method. Provision is made for obsolete, slow-moving or defective items where appropriate.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs, capitalised freight costs and those overheads that have been incurred in bringing the inventory to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit and loss.

Trade and other debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade and other debtors are initially recognised at transaction price and thereafter stated at amortised cost using the effective interest method less impairment losses for bad and doubtful debts, except where the effect of discounting would be immaterial. In such cases the receivables are stated at cost less impairment losses for bad and doubtful debts. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtor.

Trade and other creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the company does not have an unconditional right, at the endof the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is anunconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade and other creditors are initially recognised at transaction price and thereafter stated at amortised cost using theeffective interest rate method, unless the effect of discounting would be immaterial, in which case they are stated at cost.

Ordinary share capital

The ordinary share capital of the Company is presented as equity. Equity instruments are measured at fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Group accounts exemption

The Company has taken advantage of the exemption not to prepare consolidated accounts, on the basis that the only other group entities are dormant companies which have had no transactions outside of share capital. The financial statements present information about the Company as an individual entity and not about its group.

The subsidiaries are held as a fixed asset investment and are measured at cost less impairment.

2. Critical accounting judgements and key sources of estimation uncertainty

Estimates and underlying assumptions are reviewed on an ongoing basis and are based on historical experience and other factors that are considered to be relevant.

The directors do not consider that any critical judgements have been made from key sources of estimation uncertainty.

3. Turnover

Turnover represents the fair value of goods provided to customers during the financial year excluding value added tax.

Breakdown by geographical market:

An analysis of the company's turnover by geographical market is set out below.

	2025		2024
	£		£
United Kingdom	60,233,732		51,335,954
Europe	15,640,813		18,239,964
Rest of World	1,880,215		914,255
	77,754,760		70,490,173

An analysis of the company's turnover is as follows:

	2025		2024
	£		£
Sale of goods	77,754,760		70,490,173

4. Other operating income

	2025		2024
	£		£
Staff costs recharge	18,006,495		0
Other income	0		2,473
	18,006,495		2,473

During the year ended 31 December 2025, the Company recharged staff bonuses and associated expenses in connection with the acquisition by L'Oreal S.A to its parent company.

5. Profit before taxation

Profit before taxation is stated after charging/(crediting):

	2025		2024
	£		£
Depreciation of tangible fixed assets (note 10)	158,172		73,843
Research and development	10,612		20,224
Foreign exchange losses	57,791		139,454

6. Auditor's remuneration

An analysis of the auditor's remuneration is as follows:

	2025		2024
	£		£
Fees payable to the company’s auditor and its associates for the audit of the company's annual financial statements:	29,483		31,258
Total audit fees	29,483		31,258
Taxation compliance services	6,500		6,200
Other services	27,039		25,836
Total non-audit fees	33,539		32,036

7. Staff number and costs

	2025		2024
	Number		Number
The average monthly number of employees (including directors) was:
Administration	9		7
Sales	15		10
Marketing	14		9
Operations	6		5
Management	1		1
	45		32

Their aggregate remuneration comprised:

	2025		2024
	£		£
Wages and salaries	18,518,148		2,462,007
Social security costs	2,716,960		298,151
Other retirement benefit costs	888,424		84,938
	22,123,532		2,845,096

The Directors received no remuneration during the current or previous financial year.

Wages and salaries included within Administrative Expenses in the year were impacted by one-off costs relating to the acquisition of Federici Brands Ltd by L'Oréal S.A. on the 9 September 2025. See Other Operating Income in the Profit and Loss Account.

8. Tax on profit

	2025		2024
	£		£
Current tax on profit
UK corporation tax	5,665,843		5,135,503
Adjustments in respect of prior years
UK corporation tax	( 28,058)		1,901
Total current tax	5,637,785		5,137,404
Total tax on profit	5,637,785		5,137,404

Tax reconciliation

The tax assessed for the year is lower than (2024: higher than) the standard rate of corporation tax in the UK:

	2025		2024
	£		£
Profit before taxation	22,732,545		20,526,206
Tax on profit at standard UK corporation tax rate of 25% (2024: 25%)	5,683,136		5,131,552
Effects of:
Expenses not deductible for tax purposes	5,447		33,778
Adjustments in respect of prior years	( 28,058)		1,901
- Capital allowances for year in excess of depreciation	(22,740)		(29,827)
Total tax charge for year	5,637,785		5,137,404

9. Dividends on equity shares

	2025		2024
	£		£
Amounts recognised as distributions to equity holders in the financial year:
Interim dividend for the financial year ended 31 December 2025 of £Nil (2024: £5,000,000) per ordinary share	0		5,000,000

10. Tangible assets

	Leasehold improve- ments		Plant and machinery etc.		Total
	£		£		£
Cost
At 01 January 2025	198,401		227,553		425,954
Additions	216,583		170,791		387,374
Disposals	0		( 3,477)		( 3,477)
At 31 December 2025	414,984		394,867		809,851
Accumulated depreciation
At 01 January 2025	36,853		83,392		120,245
Charge for the financial year	84,847		73,325		158,172
Disposals	0		( 675)		( 675)
At 31 December 2025	121,700		156,042		277,742
Net book value
At 31 December 2025	293,284		238,825		532,109
At 31 December 2024	161,548		144,161		305,709

11. Fixed asset investments

	2025		2024
	£		£
Subsidiary undertakings	91		91

Investments in subsidiaries

	2025
	£
Cost
At 01 January 2025	91
At 31 December 2025	91
Carrying value at 31 December 2025	91
Carrying value at 31 December 2024	91

Investments in shares

Name of entity	Registered office	Principal activity	Class of shares	Ownership 31.12.2025	Ownership 31.12.2024
FBRP Limited (Ireland)	9/10 Fenain Street, Dublin, Ireland	Dormant	Ordinary	100.00%	100.00%
Federici Brands Spain S.L.	Consell de Cent Street, 417-419, 1º-1ª 08009-Barcelona, Spain	Dormant	Ordinary	100.00%	100.00%

12. Stocks

	2025		2024
	£		£
Raw materials	1,084,378		1,374,769
Finished goods	8,913,566		8,901,710
	9,997,944		10,276,479

13. Debtors

	2025		2024
	£		£
Trade debtors	10,535,613		10,605,459
Other debtors	299,388		358,815
Prepayments	526,598		1,068,983
Deposits	95,474		80,237
	11,457,073		12,113,494

14. Cash and cash equivalents

	2025		2024
	£		£
Cash at bank and in hand	25,005,933		10,225,821

15. Creditors: amounts falling due within one year

	2025		2024
	£		£
Directors loans (note 20)	0		214,746
Trade creditors	235,646		1,345,893
Amounts owed to group undertakings (note 20)	91		91
Amounts owed to connected companies (note 20)	125,985		1,501,367
Corporation tax	637,785		3,260,682
Payroll taxes payable	199,330		200,607
VAT	1,585,224		1,030,616
Accruals	2,374,036		633,576
Other creditors	55,461		49,184
	5,213,558		8,236,762

16. Financial instruments

The carrying values of the company’s financial assets and liabilities are summarised by category below:

	2025		2024
	£		£
Financial assets
Measured at undiscounted amount receivable
Trade debtors (note 13)	10,535,613		10,605,459
Other debtors (note 13)	299,388		358,815
	10,835,001		10,964,274
Financial liabilities
Measured at undiscounted amount payable
Trade creditors (note 15)	( 235,646)		( 1,345,893)
Other payables (note 15)	( 22,556)		0
Amounts owed to Group undertakings (note 15)	( 91)		( 91)
Amounts owed to connected companies (note 15)	( 125,985)		( 1,501,367)
Amounts owed to directors (note 15)	0		( 214,746)
	(384,278)		(3,062,097)

17. Called-up share capital and reserves

	2025		2024
	£		£
Allotted, called-up and fully-paid
1,000 Ordinary Shares shares of £ 1.00 each	1,000		1,000
Presented as follows:
Called-up share capital presented as equity	1,000		1,000

The company's other reserves are as follows:

The profit and loss reserve represents cumulative profits or losses net of dividends.

18. Financial commitments

Commitments

Total future minimum lease payments under non-cancellable operating leases are as follows:

	2025		2024
	£		£
Within one year	273,709		238,420
Between one and five years	0		199,881
Total future minimum lease payments under non-cancellable operating leases	273,709		438,301

The company has entered into commercial operating leases for property. These lease arrangements are non-cancellable and are due to expire in November 2026.

Pensions

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

	2025		2024
	£		£
Unpaid contributions due to the fund (inc. in other creditors)	32,905		49,184

19. Statement of Cash Flows

	2025		2024
	£		£
Operating profit	22,720,762		20,786,841
Adjustment for:
Depreciation and amortisation	158,172		73,843
Profit on sale of plant and equipment	( 675)		0
Operating cash flows before movement in working capital	22,878,259		20,860,684
Decrease/(increase) in stocks	278,535		( 5,615,633)
Decrease/(increase) in debtors	656,421		( 3,355,255)
Decrease in creditors	( 400,306)		( 1,738,494)
Cash generated by operations	23,412,909		10,151,302
Income taxes paid	( 8,260,683)		( 5,135,000)
Interest received/(paid)	11,783		( 260,635)
Net cash flows from operating activities	15,164,009		4,755,667

20. Related party transactions

Transactions with group companies

Amounts owed to Group undertakings

	2025		2024
	£		£
Due to FBRP Limited (Ireland)	90		90
Due to Federici Brands Spain S.L.	1		1
	91		91

The amounts owed to FBRP Limited (Ireland) and Federici Brands Spain S.L. are unsecured and repayable on demand.

Transactions with related parties or connected persons

Amounts owed to connected companies

	2025		2024
	£		£
Due to Federici Brands LLC - US	125,985		1,501,367

Federici Brands LLC was a related party up to 9 September 2025 due to having the same majority shareholders. There was a change in the shareholders of Federici Brands Limited on 9 September 2025, after which Federici Brands LLC ceased to be a related party.

During the period up to 9 September 2025, the Company made sales of goods of £166,789 (2024 - £1,697) to its related party Federici Brands LLC.

During the period up to 9 September 2025, the Company paid management expenses and royalty fees of £7,496,349 (2024 - £10,631,045) to its related party, Federici Brands LLC.

During the period up to 9 September 2025, the Company paid interest of £nil (2024 - £51,765) to its related party, Federici Brands LLC.

Transactions with the entity’s directors (or members of its governing body)

Amounts owed to directors

	2025		2024
	£		£
Amounts owed to Directors	0		214,746

At the year end the Company owed amounts to the Directors totalling £nil (2024 - £214,746).

21. Controlling party

Parent Company:

L'Oreal S.A.

France

L'Oréal S.A. is the parent undertaking of the largest and smallest group of undertakings to consolidate these financial statements at 31 December 2025. The consolidated financial statements of L'Oréal S.A. can be obtained from its registered office: 14, Rue Royale, 75008 Paris, France.