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Registered number: 08313280
WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Registered office address:
Sea Containers
18 Upper Ground
London
SE1 9GL
United Kingdom
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
CONTENTS
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Independent Auditors' Report
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Statement of Changes in Equity
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Notes to the Financial Statements
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The Directors present their Strategic report on WPP Data & Technology Solutions Ltd (formerly known as Choreograph Limited) (the 'Company') for the year ended 31 December 2025.
The Company is a member of the WPP plc Group (the 'Group' or 'WPP'). The Company's principal activity is that of an intellectual property (IP) holding and development Company in support of the wider WPP Media network.
WPP Media is the world’s leading media investment company operating through agencies including Mindshare, EssenceMediacom, EssenceMediacomX, Wavemaker, and T&Pm, as well as the outcomes-driven GroupM Nexus business. WPP Media creates competitive advantage for advertisers via its worldwide organisation of media experts who deliver powerful insights on consumers and media platforms, trading expertise, market leading brand-safe media, technology solutions, addressable TV, content, sports and more.
The Directors do not envisage any major change to the nature of the business in the foreseeable future.
Revenue has increased by 70% during the year, increasing from £66,001,000 to £112,006,000. This growth was primarily driven by the expanded deployment and utilisation of the WPP Open Media Platform. The resulting WPP Open Media Platform offers an end-to-end campaign management solution spanning intelligence, audience discovery, media planning, partner activation/optimisation, and performance measurement.
The Company made a loss for the year ended 31 December 2025 of £4,551,000 which will be transferred to reserves (2024 - a loss of £23,334,000 which was transferred to reserves).
In August 2025, the Company changed its name from Choreograph Limited to WPP Data & Technology Solutions Ltd.
In September 2025, the Company issued 10,000 ordinary shares of £1 each to its immediate parent entity, WPP Samson Limited for an aggregate subscription price of £155,000,000. The Company then carried out a capital reorganisation to reduce the nominal value of its ordinary shares from £1 to £0.00001 and to convert the share premium that arose on issue of shares into free reserves, resulting in an increase to its retained earnings of £155,000,000.90. As a result of this movement and the profit in the year, the Company's balance sheet position has increased from net liabilities of £(70,331,000) at 31 December 2024 to net assets of £80,431,000 at 31 December 2025.
The Directors are of the opinion that the current level of activity and performance is sustainable as there will be improvement in the performance of the business with continued support from WPP Media for the foreseeable future. Further details are provided in the "Going concern and liquidity risk" section.
The Company did not pay or declare a dividend in the current year or prior year to its ordinary shareholders.
Going concern and liquidity risk
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The Directors have assessed the ongoing business activities and the factors likely to affect the future development, performance and financial position of the Company for at least the next 12 months from the date of signing the financial statements.
In performing its going concern assessment, in line with the Group approach, the Company’s forecasts and
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
projections take account of (i) reasonably possible declines in revenue or increases in costs arising from severe but plausible downside scenarios and (ii) the results of reverse stress tests to quantify the level of revenue less pass-through cost declines compared to 2025.
As at 31 December 2025, the Company has net current assets of £34,205,000 and net assets of £80,431,000 and can therefore meet its short and long-term obligations as they fall due.
After making enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for at least the next 12 months from the date of signing the financial statements. Additionally, the Company is a subsidiary of WPP plc and is therefore subject to the overall WPP plc financing arrangements. The Company has received a letter of support from WPP Jubilee Limited, an intermediate parent entity, to provide adequate financial support to the Company, subject to the terms of the letter, for a period of no less than 12 months from the date of this financial report to enable the Company to meet its debts as and when they fall due.
The Directors therefore continue to adopt the going concern basis of accounting in preparing the financial statements.
Financial risk management and principal risks and uncertainties
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The Directors of the Company have considered the principal risks and uncertainties affecting the Company as at 31 December 2025 and up to date of this report. The principal risks for the Company are shown below:
Economic risk
Adverse economic conditions, including those caused by conflicts, severe and sustained inflation, tariffs and other trade barriers, supply chain issues including around resilience affecting the distribution of our clients’ products and/or disruption in credit markets, pose a risk our clients may reduce, suspend or cancel spend with us or be unable to satisfy obligations.
Economic conditions, including inflation, currency volatility and increasing interest rates among others, have a direct impact on our business, results of operations and financial position.
In the past, clients have responded to weak economic and financial conditions by reducing or shifting their marketing budgets which are easier to reduce in the short term than their other operating expenses.
Our account teams work proactively with our clients to understand the challenges they are facing, anticipate and determine general trends in marketing spend and develop pre-emptive plans to prepare, redeploy resources and manage costs according to expected shifts.
Geopolitical risk
Geopolitical tensions and an increase in conflicts continue to have a destabilising effect. Alongside an adverse effect upon the economic outlook, there is general erosion of trust in institutions and - in relation to global cooperation and integration – an increasing political focus both on national interests and regional convergence. Such factors and economic conditions may be reflected in our clients’ confidence in making longer-term investments and commitments in marketing spend.
Actual and threatened geopolitical tension and conflicts lead to greater uncertainty, supply chain risk and economic instability, and a general lack of confidence for many of our clients who are inclined to scale back, delay or cancel their marketing plans and budgets.
Our primary focus is the safety and security of our people, and for extreme events or periods of disruption we have developed a series of crisis and response plans that focus upon the wellbeing of our people and their families.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Financial risk management and principal risks and uncertainties (continued)
We have detailed operational and financial plans, developed through the consideration of a range of potential scenarios and outcomes that are continuously monitored and, if required, used to make interventions and support decision making over our operations, investments and advice to clients.
AI
Failure to adapt to the pace of change in the tech landscape and AI and to optimise, deploy and engage clients in the suite of products offered by WPP Open, the Group's agentic marketing platform, may impact the overall operation of the business.
IP laws, and in particular the analysis of copyright infringement, are evolving in generative AI specifically. Where AI is used in client deliverables, IP infringement risk, particularly copyright infringement risk, must be assessed in the context of the underlying data sets used in the creation of client work.
The use of AI agents within our operations, particularly in client-facing or decision-making roles, introduces risks related to unintended or erroneous outputs, lack of transparency in their decision-making processes, or the potential for misuse if compromised.
Without the automation and efficiency gains offered by generative AI, and AI more broadly, we may experience increased costs and inefficiencies in our operations, impacting profitability and competitiveness.
Clients expect us to use generative AI-driven tools and technologies in our services and deliverables and are increasingly able to purchase and use licences to such tools and technologies themselves. If we fail to optimise and deploy the suite of products offered by WPP Open and/or fail to continue to advance and evolve our commercial model, we may struggle to keep up with these demands, leading to decreased relevance and effectiveness of our services and deliverables for clients, and allow an opportunity for AI vendors to contract directly with our clients.
Falling behind new and emerging competitors leveraging the opportunities AI offers to gain a competitive advantage could result in lost market share, decreased revenue and reduced profitability. Generated materials may infringe third-party IP resulting in legal costs and client reputation impact. Client dissatisfaction, reputational damage and financial penalties could result if AI agents act outside established ethical guidance or regulatory frameworks.
We actively monitor the changing regulatory landscape and the introduction of new laws regulating AI to assess the impact on our business and work, and how they will impact how we service our clients.
We have a comprehensive due diligence process in place to review the third-party AI tools/platforms used in the business. This process considers the use case for the tool/platform and includes reviews of the security, legal and technology aspects of the tool/platform as well as sources of underlying learning data, where applicable, to develop a ‘traffic light’ approach to risk.
While AI provides many opportunities (including efficiencies and new services and offerings), we also continue to review and consider the impact around our business model.
Client loss
WPP Media companies compete for clients in a highly competitive industry which is continuously evolving and undergoing structural change and advancements in AI, data and technology. Client net loss to competitors or as a consequence of client consolidation, insolvency or a reduction in marketing budgets due to a geopolitical change or shift in client spending could have an adverse effect on our business, revenues, results of operations, financial condition and prospects.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Financial risk management and principal risks and uncertainties (continued)
The ability to attract new clients and to retain or increase the amount of work from existing clients may be impacted if we fail to react quickly enough to changes in the market and to evolve our structure, or as a consequence of any loss of reputation, and may be limited by clients’ policies on conflicts of interest.
WPP Media companies manage the risk of client loss by placing an emphasis on leading through AI, data and technology, accelerating growth through the power of creative transformation, building world class, market-leading brands and executing efficiently to drive financial returns through margin and cash.
Any loss of clients by WPP Media companies would have a related impact on the Company due to lower demand for its services.
There is management focus on the importance of a positive and inclusive culture across our business to attract and retain talent and clients. There are regular updates to the management team on the status of WPP Media company client losses and upcoming pitches for new clients.
There is continuous engagement with our clients and suppliers through this period of uncertainty and any resulting reductions in economic activity.
People and culture
Our performance could be adversely affected if we do not react quickly enough to changes in our market; fail to attract, develop and retain key talent; are unable to retain and incentivise key talent; or are unable to adapt to new ways of working including through workforce responsiveness to, for example, the incorporation into team architecture and management of intelligent systems and capabilities, and accountabilities required for that.
We are highly dependent on the talent, creative abilities and technical skills of our people as well as their relationships with our clients. We are vulnerable to the loss of people to competitors and clients, leading to disruption to the business.
We continue to work across the business to embed collaboration and invest in training and development to retain and attract talented people. The Group’s investment in co-located campus properties continues to increase the co-operation across Group companies and provides extremely attractive and motivating working environments.
Cyber and information security
The Group has in the past, and may in the future, experience a cyber attack that leads to harm or disruption to our operations, systems or services. This risk has increased as the prevalence and sophistication of generative AI means there are both human and AI-generated attacks. Attackers are increasingly leveraging AI and agentic systems to automate and scale their offensive capabilities, leading to the deployment of more sophisticated, evasive and rapidly evolving cyber threats.
Such an attack may also affect suppliers and partners through the unauthorised access to or manipulation, corruption or destruction of data.
We may be subject to investigative or enforcement action or legal claims or incur fines, damages or costs and client loss if we fail to adequately protect data. A system breakdown or intrusion could have a material adverse effect on our business, revenues, results of operations, financial condition or prospects and have an impact on long-term reputation and lead to client loss.
The imposition of sanctions and the associated geopolitical situation following conflicts continue to trigger an increase in cyber-attacks generally.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Financial risk management and principal risks and uncertainties (continued)
AI enables attackers to develop highly customised and adaptive attack vectors, making them difficult to detect and defend against using traditional security tools. Automation through AI can significantly amplify the scale and speed of attacks, overwhelming our human defensive response capacities. AI can help attackers identify and exploit weaknesses in defensive systems more effectively. AI-generated content (for example, deepfakes or highly personalised phishing emails) can make social engineering attacks far more convincing and widespread.
We are aligned with the Group IT control framework which mitigates the risk of cyber security and IT breaches by monitoring and logging our network and systems, as well as undertaking threat intelligence activities, vulnerability scanning, and penetration testing. Breach and attack simulation software provides continuous assessment and incident response plans and playbooks are tested, with lessons learned and improvements made.
We continually raise our people’s security awareness through mandatory training and rolling phishing simulation and education programmes. We also run lessons-learned exercises on any major industry breach.
The Group is developing, evaluating and integrating advanced AI-powered defensive strategies and tools into our security operations to supplement human resources.
Currency risk
Overall, we have minimal exposure to currency risks due to mainly transacting in Pounds sterling. The Group's treasury function manages currency risk centrally.
Environmental matters and streamlined energy and carbon reporting (SECR)
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The Company will seek to minimise adverse impacts on the environment from its activities, whilst continuing to address health, safety and economic issues. The Company has complied with all applicable legislation and regulations. As the Company is a UK subsidiary of WPP plc, its SECR reporting details are included, together with the other Group subsidiaries, in the WPP plc Annual report. Refer to pages 43-49 of the 2025 Annual report of WPP plc available at wpp.com/investors for more information.
Financial key performance indicators
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The Company is a wholly owned subsidiary of WPP plc. For this reason, the Company's Directors believe that key performance indicators for the Company are not necessary or appropriate for an understanding of the development, performance or position of the business. The performance of WPP plc, which includes this Company, is discussed in the Group's annual report, which does not form part of this report. The financial statements of WPP plc are available at www.wpp.com/investors.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Directors' statement of compliance with duty to promote the success of the Company
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The Directors of the Company, as those of all UK companies, must act in accordance with section 172 of the UK Companies Act 2006. The Directors are of the opinion that they have acted fairly and in good faith to promote the success of the Company for the benefits of its members.
In doing this, section 172 requires the Directors to have regard for, among other matters:
∙The likely consequences of any decision in the long term.
∙The interests of the Company’s employees.
∙The need to foster the Company’s business relationship with suppliers, customers and others.
∙The impact of the Company’s operations on the community and environment.
∙The desirability of the Company maintaining a reputation for high standards of business conduct.
∙The need to act fairly as between members of the Company.
Consequences of any long-term decisions
Our business philosophy is to create long term value for both clients and shareholders alike. We build our business and all our relationships with integrity and treat our clients’ money like our own making sure all budgets maximise the best outputs to achieve the client’s goals. We endeavor to attract and retain high calibre individuals who will grow with us over the long term and ensure employees think and act like owners in all their decisions. We also strive to attract and retain profitability as this will lead to growth in the long term.
Employees
We regularly survey our staff about their experiences at work and have extensive internal communications programmes and platforms to keep staff informed. Our All In survey helps us better support employees, hold ourselves accountable, and create a culture that is inclusive and empowering for all.
We are committed to diversity and inclusion and offering equal opportunities to all people in their recruitment, training and career development. We will select people based on qualification and merit, without discrimination or concern for race, religion, national origin, colour, sex, sexual orientation, gender identity or expression, age or disability.
Business relationship with suppliers, customers and others
We focus on the cultivation of strong relationships with major suppliers to ensure continuity of supply at competitive prices. It is our policy to agree terms of payment when orders for goods and services are placed and to adhere to these arrangements when making payments, provided the relevant goods and services have been supplied in accordance with the contract.
We comply with the Modern Slavery Act (MSA) and we fully support the principles of the MSA.
We engage with our clients on issues including strategy, changes taking place in our market and understanding the changes taking place in our clients’ markets. We carry out client satisfaction surveys including on our ability to support their diversity, equity and inclusion, and sustainability goals.
Community and Environment
We consider our impact on the wider community and environment of our business activities. We adhere to the Sustainability policy which can be found at the website of the ultimate parent company at wpp.com. The policy includes objectives focusing on key impacts under our control and influence such as minimising the impact from energy use, transport, consumption of paper, water use and managing any sustainability risks in our supply chain.
We engage with clients on issues ranging from climate action to biodiversity and human rights during the development of their campaigns.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
We encourage our people to volunteer their time and continue to run employee match funding appeals for disaster relief.
Business conduct
We have a number of key policies, including modern slavery, anti-bribery, corruption and data protection, all of which can be found on the website of the ultimate parent company at wpp.com. We have a zero-tolerance approach to corruption and bribery and policies are in place for areas such as ethical business relationships with customers, suppliers and employees, gift giving and receiving, charitable donations and competition laws. As such, employees are mandated to complete in depth anti bribery and corruption training.
Acting fairly as between members of the company
As a wholly owned subsidiary of WPP plc, our interests are aligned with those of our ultimate parent.
This report was approved by the board on 24 July 2026 and signed on its behalf.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The Directors present their report and the audited financial statements for the year ended 31 December 2025.
The Company's results for the financial year are shown in the income statement on page 14
Directors and their interests
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The Directors who served during the year and up to the date of signing the financial statements, unless otherwise stated, were:
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L McCance (resigned 28 February 2025)
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R Astley (appointed 28 February 2025, resigned 3 December 2025)
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A Steer (appointed 28 February 2025)
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R Mooney (appointed 3 December 2025)
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No Director had, during the year or at the end of the year, any material interest in any contract of significance to the Company's business.
Each of the Directors benefits from a third party qualifying indemnity given by the Company in respect of liabilities incurred by the Director in the execution and discharge of their duties. The provision remains in force throughout the financial year and up until the date of this report.
Engagement with employees
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The Company places considerable value on the involvement of its employees and has continued to keep them informed on matters affecting them as employees and on the various factors affecting the performance of the Company. This is achieved through formal and informal meetings, briefings and thorough group and Company communications. Employee representatives are consulted regularly on a wide range of matters affecting their current and future interests. The employee share scheme has been running successfully since its inception. It is open to all employees who have at least two years' service for a Company wholly-owned by WPP. The WPP stock options are granted annually with the number granted at WPP's discretion. After three years, employees can choose whether to keep their options or buy WPP stock at the fixed option price. Options may be exercised for up to 10 years from the grant date.
Our non-discrimination and anti-harassment policies are included in the Group Code of Conduct. Refer to pages 51-53 of the 2025 Annual report of WPP plc available at wpp.com/investors for more information.
Engagement with suppliers, customers and others
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The Company recognises the importance of its continued partnerships with its wider stakeholders, including suppliers and customers, in delivering its business strategy and sustainability goals. The Company aims to have an open and transparent relationship which is based on honesty and respect. The Company engages in constant conversation with clients and suppliers on improving delivery of services and relationships.
A detailed statement on the Group’s external stakeholder engagement can be found on pages 72-75 of the 2025 Annual report of WPP plc.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment with the Company continues and that appropriate training is arranged. It is the policy of the Company that the training, career development and promotion of disabled persons should, as far as possible, be identical with that of other employees.
Statement of Directors' responsibilities in respect of the financial statements
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The Directors are responsible for preparing the Annual Report and 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 prepared the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 101 "Reduced Disclosure Framework", and applicable law).
Under company law, 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;
∙state whether applicable United Kingdom Accounting Standards, comprising FRS 101 have been followed, subject to any material departures disclosed and explained in the financial statements;
∙make judgements and accounting estimates that are reasonable and prudent;
∙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 safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors are also 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 to enable them to ensure that the financial statements comply with the Companies Act 2006.
Matters covered in the Strategic Report
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The following items have been included in the strategic report on pages 1 - 7:
∙principal activities;
∙future developments;
∙business review;
∙dividends paid or declared;
∙going concern and liquidity risk statement;
∙financial risk management and principal risks and uncertainties; and
∙environmental matters and streamlined energy and carbon reporting.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
In the case of each Director in office at the date the Directors’ report is approved:
∙so far as the Director is aware, there is no relevant audit information of which the Company’s auditors are unaware; and
∙they 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 auditors are aware of that information.
This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.
Post balance sheet events
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On 23 February 2026 the Company changed its name from Choreograph Limited to WPP Data & Technology Solutions Ltd.
Under section 487(2) of the Companies Act 2006, PricewaterhouseCoopers LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
This report was approved by the board on 24 July 2026 and signed on its behalf.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
Opinion
In our opinion, WPP Data & Technology Solutions Ltd (formerly known as Choreograph Limited)'s financial statements:
∙give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its loss for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, including FRS 101 "Reduced Disclosure Framework", and applicable law); and
∙have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements, included within the Annual Report and Financial Statements (the "Annual Report"), which comprise:
∙the Balance Sheet as at 31 December 2025;
∙the Income Statement for the year then ended;
∙the Statement of Changes in Equity for the year then ended; and
∙the notes to the financial statements, comprising material accounting policy information and other explanatory information.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) ("ISAs (UK)") and applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
We remained independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, which includes the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
Conclusions relating to going concern
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.
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.
However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the company's ability to continue as a going concern.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Reporting on other information
The other information comprises all of the information in the Annual Report other than the financial statements and our auditors’ report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance thereon.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
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 an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of 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 based on these responsibilities.
With respect to the Strategic report and Directors' Report, we also considered whether the disclosures required by the Companies Act 2006 have been included.
Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described below.
Strategic report and Directors' Report
In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic report and Directors' Report for the year ended 31 December 2025 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements.
In light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we did not identify any material misstatements in the Strategic report and Directors' Report.
Responsibilities for the financial statements and the audit
Responsibilities of the directors for the financial statements
As explained more fully in the Statement of Directors' responsibilities in respect of the financial statements, the directors are responsible for the preparation of the financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The directors are also responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
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.
Auditors’ 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 auditors’ 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.
Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to tax legislation and compliance with the Companies Act 2006, and we considered the extent to which non-compliance might have a material effect on the financial statements. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to manipulate results and potential management bias in accounting
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
estimates and judgements. Audit procedures performed by the engagement team included:
∙Discussions with management, inquiring specifically as to whether there was any known or suspected instances of non-compliance with laws and regulations and fraud;
∙Review of legal expense accounts in the year to identify any potential non-compliance with laws and regulations;
∙Challenging assumptions made by management in their significant accounting estimates, in particular in relation to impairment of capitalised software and revenue recognition; and
∙Identifying and testing journal entries in particular any journal entries posted with unusual account combinations, focusing on those that increased revenue.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, 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.
A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report.
Use of this report
This report, including the opinions, has been prepared for and only for the company's member as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.
Other required reporting
Companies Act 2006 exception reporting
Under the Companies Act 2006 we are required to report to you if, in our opinion:
∙we have not obtained all the information and explanations we require for our audit; or
∙adequate accounting records have not been kept by the company or returns adequate for our audit have not been received from branches not visited by us; or
∙the company's financial statements are not in agreement with the accounting records and returns; or
∙certain disclosures of directors's remuneration specified by law are not made.
We have no exceptions to report arising from this responsibility.
Thomas Kendall (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Newcastle upon Tyne
24 July 2026
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
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Correction to impairment/(impairment) of intangible assets
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Interest receivable and similar income
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Interest payable and similar expenses
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Loss for the financial year
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The notes on pages 17 to 33 form part of these financial statements.
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The Company has no other comprehensive income during either the current year or prior year and therefore no separate statement to present other comprehensive income has been prepared.
All results arise from continuing operations.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
REGISTERED NUMBER: 08313280
BALANCE SHEET
AS AT 31 DECEMBER 2025
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Trade and other receivables
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Net current assets/(liabilities)
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Total assets less current liabilities
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Capital contribution reserve
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The financial statements were approved and authorised for issue by the board and were signed on its behalf on 24 July 2026.
The notes on pages 17 to 33 form part of these financial statements.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
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Capital contribution reserve
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Loss and total comprehensive loss for the year
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Equity settled share-based incentive plans (note 23)
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Loss and total comprehensive loss for the year
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Shares issued during the year (note 19)
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Non-cash settled share-based incentive plans (note 23)
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Capital reorganisation (note 19)
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The notes on pages 17 to 33 form part of these financial statements.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The Company is a private company, limited by shares and is incorporated in the United Kingdom under the Companies Act 2006. The Company is registered in England and Wales. The address of the registered office is Sea Containers, 18 Upper Ground, London, SE1 9GL, United Kingdom.
The Company's principal business activities, future development and a review of its performance and position are set out in the Strategic report on pages 1 - 7.
2.Material accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework' and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).
The following material accounting policies have been consistently applied to all the years presented, unless otherwise stated:
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Financial Reporting Standard 101 - reduced disclosure exemptions
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The Company has taken advantage of the following disclosure exemptions under FRS 101:
∙the requirements of paragraphs 45(b) and 46-52 of IFRS 2 Share-based payment
∙the requirements of IFRS 7 Financial Instruments: Disclosures
∙the requirements of paragraphs 91-99 of IFRS 13 Fair Value Measurement
∙the requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15 Revenue from Contracts with Customers
∙the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of:
- paragraph 79(a)(iv) of IAS 1;
- paragraph 73(e) of IAS 16 Property, Plant and Equipment;
∙the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134-136 of IAS 1 Presentation of Financial Statements
∙the requirements of IAS 7 Statement of Cash Flows
∙the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors
∙the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures
∙the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member
∙the requirements of paragraphs 130(f)(ii), 130(f)(iii), 134(d)-134(f) and 135(c)-135(e) of IAS 36 Impairment of Assets.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Material accounting policies (continued)
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Consolidation and ultimate parent company
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The Company is a wholly owned subsidiary of its ultimate parent company. WPP plc, a company incorporated in Jersey, is the Company's ultimate parent undertaking and controlling party.
The largest group of undertakings for which group financial statements are prepared and which include the results of the Company are the consolidated financial statements of WPP plc. The registered address of WPP plc is 22 Grenville Street, St Helier, Jersey, JE4 8PX. Copies of the consolidated financial statements can be obtained from www.wpp.com/investors.
The smallest group of undertakings for which group financial statements are prepared and which include the results of the Company are the consolidated financial statements of WPP Jubilee Limited, registered in the England and Wales. The registered address of WPP Jubilee Limited is Sea Containers House, 18 Upper Ground, London, SE1 9GL, United Kingdom.
The immediate parent undertaking is WPP Samson Limited.
The Directors have assessed the ongoing business activities and the factors likely to affect the future development, performance and financial position of the Company for at least the next 12 months from the date of signing the financial statements.
In performing its going concern assessment, in line with the Group approach, the Company’s forecasts and projections take account of (i) reasonably possible declines in revenue or increases in costs arising from severe but plausible downside scenarios and (ii) the results of reverse stress tests to quantify the level of revenue less pass-through cost declines compared to 2025.
As at 31 December 2025, the Company has net current assets of £34,205,000 and net assets of £80,431,000 and can therefore meet its short and long-term obligations as they fall due.
After making enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for at least the next 12 months from the date of signing the financial statements. Additionally, the Company is a subsidiary of WPP plc and is therefore subject to the overall WPP plc financing arrangements. The Company has received a letter of support from WPP Jubilee Limited, an intermediate parent entity, to provide adequate financial support to the Company, subject to the terms of the letter, for a period of no less than 12 months from the date of this financial report to enable the Company to meet its debts as and when they fall due.
The Directors therefore continue to adopt the going concern basis of accounting in preparing the financial statements.
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Impact of new international reporting standards, amendments and interpretations
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The Company has applied the following standards and amendments for the first time for the reporting period commencing 1 January 2025:
∙Lack of Exchangeability (Amendments to IAS 21)
The amendment listed above did not have any impact on the amounts recognised in prior periods or the current period, and are not expected to significantly affect future periods.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Material accounting policies (continued)
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Impact of new international reporting standards, amendments and interpretations (continued)
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At the date of authorisation of these financial statements, the following standards or amendments to standards, which have not been applied in these financial statements, were in issue but not yet effective:
∙Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7). The Company is currently assessing the impact of these standards.
∙Contracts Referencing Nature-dependent Electricity (Amendments to IFRS 9 and IFRS 7). These amendments to standards are not expected to have a material impact in these financial statements as the Company does not hold any such contracts.
∙Translation to a Hyperinflationary Presentation Currency (Amendments to IAS 21). No impact is expected on these financial statements.
∙IFRS 18 "Presentation and Disclosure in Financial Statements". The Company is currently assessing the impact of this standard.
∙IFRS 19 "Subsidiaries without Public Accountability Disclosures". The level of disclosure required in these financial statements is expected to reduce but no impact is expected on the amounts recognised.
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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentational currency is Pounds Sterling (£).
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 administrative expenses.
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.
For transactions with intra-group parties, revenue is measured in accordance with the Company's transfer pricing policies established on an arm's-length basis.
Revenue represents amounts receivable for licence and service fees net of VAT and trade discounts. Revenue from licence fees represents the value of services provided under contracts to the extent that there is a right to consideration and is recorded at the value of the consideration due.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Material accounting policies (continued)
In most instances, promised services in a contract are not considered distinct or represent a series of services that are substantially the same with the same pattern of transfer to the customer and, as such, are accounted for as a single performance obligation. However, where there are contracts with services that are capable of being distinct, are distinct within the context of the contract, and are accounted for as separate performance obligations, revenue is allocated to each of the performance obligations based on relative standalone selling prices.
Revenue is recognised when a performance obligation is satisfied, in accordance with the terms of the contractual arrangement. and per the requirements of IFRS 15 'Revenue from contracts with customers'.
Revenue recognised over time is based on the proportion of the level of service performed. Either an input method or an output method, depending on the particular arrangement, is used to measure progress for each performance obligation. For most fee arrangements, costs incurred are used as an objective input measure of performance. The primary input of substantially all work performed under these arrangements is labour. There is normally a direct relationship between costs incurred and the proportion of the contract performed to date. In other circumstances relevant output measures, such as the achievement of any project milestones stipulated in the contract, are used to assess proportional performance.
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Cost of sales and administrative expenses
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Cost of sales consists of the direct costs incurred in the provision of the Company's services. Cost of sales are recognised when incurred. All non-direct costs incurred by the Company are recognised as Administrative expenses. Administrative expenses include costs incurred in the general management and administration of the Company's operations. These expenses typically comprise staff costs, office-related overheads, professional fees, and other indirect costs.
Where costs are not clearly attributable solely to Cost of sales or Administrative expenses, the Company applies reasonable allocation methodologies to apportion such costs between Cost of sales and Administrative expenses, as appropriate. This approach ensures that expenses are consistently classified in line with the nature of the underlying activities. The reported Cost of sales and Administrative expenses are considered comparable, given the consistent application of accounting policies and allocation methods.
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 the income statement when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the Company in independently administered funds.
Where share options are awarded to employees, the fair value of the options at the date of grant is charged to the income statement over the vesting period. Non-market vesting conditions are taken
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Material accounting policies (continued)
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Share-based payments (continued)
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into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, the income statement is charged with fair value of goods and services received.
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Interest receivable and similar income
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Interest income is recognised in the income statement using the effective interest method.
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Interest payable and similar expense
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Finance costs are charged to the income statement 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.
The tax expense for the year comprises current and deferred tax. Tax is recognised in the income statement except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that the recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against future taxable profits.
Internally generated computer software is carried at cost less accumulated amortisation and any recognised impairment loss. Amortisation and impairment of computer software are charged to administrative expenses in the period in which they arise.
An internally-generated intangible asset arising from development (or from the development phase of an internal project) is recognised if, and only if all of the following conditions have been demonstrated:
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Material accounting policies (continued)
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Intangible assets (continued)
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∙the technical feasibility of completing the intangible asset so that it will be available for use or sale;
∙the intention to complete the intangible asset and use or sell it;
∙the ability to use or sell the intangible asset;
∙how the intangible asset will generate probable future economic benefits;
∙the availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset; and
∙the ability to measure reliably the expenditure attributable to the intangible asset during its development.
The amount initially recognised for internally-generated intangible assets is the sum of the expenditure incurred from the date when the intangible asset first meets the recognition criteria listed above. Where no internally-generated intangible asset can be recognised, development expenditure is recognised in the income statement in the period in which it is incurred.
Subsequent to initial recognition, internally-generated intangible assets are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately.
Amortisation was previously taken over a 3 year period in a straight line when projects became live. However, in 2025 management identified a change in the expected pattern of consumption of future economic benefits for Open Media Studio, requiring a reassessment of the useful economic life and amortisation period. The revised useful economic life was assessed to be 5 years, consistent with the characteristics for technology and similar AI-related assets across WPP.
The change in useful economic life has been accounted for as a change in accounting estimate, and the carrying value of internally generated IT software will be amortised prospectively across the revised remaining useful economic life on a straight line basis. Amortisation on newly capitalised software will be calculated using a 5 year useful economic life.
Management will continue to reassess the useful economic life of the intangible assets annually.
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Impairment of fixed assets
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Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.
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Trade and other receivables
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Short-term debtors are measured at transaction price, less any impairment.
Trade and other receivables are carried at original invoice amount less any provisions for doubtful
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Material accounting policies (continued)
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Trade and other receivables (continued)
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debts.
Provisions are made where there is evidence of a risk of non-payment, taking into account ageing, previous experience and general economic conditions. When a trade or other receivable is determined to be uncollectable it is written off, firstly against any provisions available and then to the income statement.
The Company applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables and contract assets.
To measure the expected credit losses, trade receivables and contract assets have been grouped based on shared credit risk characteristics and days past due. The contract assets relate to unbilled work in progress and have substantially the same risk characteristics as the trade receivables for the same types of contracts. The Company has therefore concluded that the expected loss rates for trade receivables are a reasonable approximation of the loss rates for the contract assets.
Subsequent recoveries of amounts previously provided for are credited to the income statement. Long-term receivables are discounted where the effect is material.
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Cash and cash equivalents
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Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.
The Company is a participant in the Group’s 'zero balancing' pooling arrangements with a fellow Group company acting as the cash pool leader of these cash pools within the UK. The Company can transact as normal on its bank accounts and any overall external cash and/or overdraft balances will be held and reported by the cash pool leader. All related amounts owing to/from the cash pool leader are short-term in nature and reported as amounts due to/from group undertakings under current assets or current liabilities as applicable.
Creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers.
Creditors are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.
Creditors are presented as amounts falling due within one year unless payment is not due within 12 months after the reporting period.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Material accounting policies (continued)
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Provisions for liabilities
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Provisions are recognised when the company has a present obligation (legal or constructive) as a result of a past event, it is probable that the company will be required to settle that obligation, and a reliable estimate can be made of the amount of the obligation.
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 the income statement.
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Share capital and capital reorganisation
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Ordinary shares are classified as equity.
Where the Company undertakes a capital reorganisation, including but not limited to a reduction in the nominal value of share capital and a conversion of share premium into distributable reserves, the transaction is accounted for in accordance with applicable law and accounting standards under FRS 101.
Such capital reorganisations are recognised directly in equity and do not impact the profit or loss for the period. Any reduction in share capital and corresponding transfer of amounts from share premium to retained earnings or other distributable reserves is reflected within the statement of changes in equity.
The capital reorganisation is presented in the financial statements as a movement within equity and does not give rise to a gain or loss in the income statement.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Judgements in applying accounting policies and key sources of estimation uncertainty
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In the application of the Company’s accounting policies, the Directors are required to make judgements (other than those involving estimations) that have a significant impact on the amounts recognised and to make estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimate are recognised in the period in which the estimate is revised if the revision only affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Critical accounting estimates and assumptions
The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing material adjustments to the carrying amounts of assets and liabilities within the next financial year are addressed below:
Impairment of capitalised software
Intangible assets are held at cost less accumulated amortisation. Quarterly impairment tests are carried out to ascertain if the carrying value of intangible assets is impaired. These tests comprise a comparison between the carrying value of intangible assets and the estimated discounted future cash flows of the intangible assets.
The assumptions relating to future cash flows, estimated useful lives and discount rates are based on business forecasts and are therefore inherently judgemental. Future events could cause the assumptions used in these impairment tests to change with a consequent adverse effect on the future results of the Company.
Revenue recognition
The accounting estimate relates to the determination of revenue receivable from other WPP group entities for fees associated with the WPP Open Media Platform. As there is no directly observable market price for these internally developed technology solutions, management estimates the revenue charge using transfer pricing methodologies established on an arm’s-length basis, taking into account the costs incurred in providing the services and an appropriate level of return.
Judgements
Capitalisation of development expenses
The Company capitalises development expenses as a capitalised software intangible asset when they satisfy all of the capitalisation criteria per IAS 38, being technical feasibility of completing the project, intention to complete the project, ability to use the developed software, probable economic benefits of the software, availability of resources to complete development of the software, and ability to measure the attributable expenditure.
Management assess each product that is developed to ensure that in their judgement they satisfy all criteria before costs are capitalised. Should any product not meet the criteria, costs would need to be expensed as incurred.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The whole of the revenue is attributable to that of an intellectual property (IP) holding and development Company in the current and prior year.
Analysis of turnover by country of destination:
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R&D claims under the RDEC scheme as set out in Part 3 Chapter 6A CTA 2009
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The operating loss is stated after charging/(crediting):
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Depreciation of tangible fixed assets
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Amortisation of intangible assets
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Foreign exchange losses/(gains)
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Fees payable to the Company's auditors for the audit of the Company's financial statements
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There were no non-audit services provided by the Company's auditors in the current or prior year.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Staff costs, including Directors' remuneration, were as follows:
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Cost of defined contribution scheme
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Severance and redundancy costs
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Share-based incentive plans
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The average monthly number of employees, including the Directors, during the year was as follows:
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Company contributions to defined contribution pension schemes
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During the year retirement benefits were accruing to 3 Directors (2024 - 1 Director) in respect of defined contribution pension schemes.
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The highest paid Director received remuneration of £540,000 (2024 - £343,000).
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The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid Director amounted to £7,000 (2024 - £25,000).
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During the year one Director of the Company was remunerated as executives of the Group (2024 - two Directors). They received no remuneration in respect of their services to the Company (2024: £nil).
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Interest receivable from group undertakings
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Group interest receivable relates to interest recharged by the Company to other Group companies in respect of cash pooling arrangements. Please refer to note 14 for details of the related balances.
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Interest payable to group undertakings
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Group interest payable relates to interest charged on the Company's cash pooling balance. Please refer to note 15 for details of the related balances.
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Current tax on profits for the year
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Adjustments in respect of previous periods
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Adjustments in respect of prior periods
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
12.Taxation (continued)
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Factors affecting tax charge for the year
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The tax assessed for the year is lower than (2024 - higher than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
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Profit/(loss) on ordinary activities before tax
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Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
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Expenses not deductible for tax purposes
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Capital allowances for year in excess of depreciation
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Origination and reversal on unrecognised temporary differences
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Adjustments to tax charge in respect of prior periods
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Irrecoverable withholding taxes
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Other permanent differences
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Total tax charge for the year
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In the year ended 31 December 2024, the company disclosed it anticipated surrendering tax losses for nil consideration of £23,636,000 (2023: £13,277,000). The company has reassessed this disclosure, as both these actions could constitute distributions which may have arisen otherwise than in accordance with the Companies Act 2006.
Following this reassessment, the Company's immediate parent subscribed for 10,000 additional ordinary shares for a consideration of £155,000,000 in September 2025, resulting in the Company having total share.capital of £10,001 and share premium of £154,990,000. The Company then reduced the nominal value of its ordinary shares from £1 to £0.00001, and cancelled the total value of its share premium, resulting in an increase to its retained earnings of £155,000,000.90 in September 2025.
As these actions were taken in in September 2025, they are reflected within these financial statements.
Deferred tax assets not recognised
As at 31 December 2025, deferred tax assets of £nil (2024: £90,000) related to R&D credits were not recognised as it is not probable that there would be sufficient taxable profits against which the assets can be utilised.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
12.Taxation (continued)
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Factors that may affect future tax charges
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The UK tax rate for the year ended 31 December 2025 is 25%. Deferred tax balances have been measured accordingly at 25% (2024: 25%).
The Company belongs to a group that falls within the scope of the OECD Pillar Two top-up tax rules income taxes which applies in the UK from 1 January 2024. Based upon initial assessments, the Group does not expect top-up taxes in the UK and therefore no related current tax has been provided. The Group has also applied the IAS 12 temporary exemption from recognising deferred tax assets and liabilities related to Pillar Two income taxes.
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Charge for the year on owned assets
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Correction of impairment charge
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Additions have increased significantly in the current year because WPP Media made the strategic decision to centralise all product and technology development across the group within the Company to form Open Media Studio. Open Media Studio is a suite of products to support the media campaign process, from a) discovering and selecting the target audience, b) creating a media plan, c) activating and optimising media with partners, and d) reporting on and measuring the results.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Trade and other receivables
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Amounts owed by group undertakings
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Included within amounts owed by group undertakings is a balance of £97,380,000 (2024: £8,343,000) relating to inter-group loans with a fellow group company in relation to the cash pooling arrangement. These accrued a range of variable interest rates with reference to SOFR, €STR and SONIA plus an additional 0.30% or 0.50% during the year. The Company, together with its parent and certain other subsidiary undertakings, are parties to the Group’s syndicated banking arrangements. The Company has jointly and severally guaranteed the borrowings under these arrangements, details of which are included in the financial statements of WPP plc.
All other amounts owed by group undertakings are interest free. All amounts owed by group undertakings are unsecured and repayable on demand.
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Amounts owed to group undertakings
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Other taxation and social security
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Included within amounts owed to group undertakings is a balance of £6,552,000 (2024: £82,560,000) relating to inter-group loans with a fellow group company in relation to the cash pooling arrangement. These accrued a range of variable interest rates with reference to SOFR, €STR and SONIA plus an additional 0.30% or 0.50% during the year. The Company, together with its parent and certain other subsidiary undertakings, are parties to the Group’s syndicated banking arrangements. The Company has jointly and severally guaranteed the borrowings under these arrangements, details of which are included in the financial statements of WPP plc.
All other amounts owed to group undertakings are interest free. All amounts owed to group undertakings are unsecured and repayable on demand.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Credited to income statement
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The deferred tax provision is made up as follows:
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Tax losses carried forward
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The provision for dilapidations was finalised and paid in full in April 2025.
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WPP DATA & TECHNOLOGY SOLUTIONS LTD (FORMERLY KNOWN AS CHOREOGRAPH LIMITED)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Allotted, called up and fully paid
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10,001 (2024 - 1) Ordinary shares of £0.00001 each (2024: £1 each)
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In September 2025, the Company issued 10,000 ordinary shares of £1 each to its immediate parent entity, WPP Samson Limited for an aggregate subscription price of £155,000,000. The Company then carried out a capital reorganisation to reduce the nominal value of its ordinary shares from £1 to £0.00001 and to convert the share premium that arose on issue of shares into free reserves, resulting in an increase to its retained earnings of £155,000,000.90.
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Capital contribution reserve
|
On 31 July 2017 Choreograph Limited transferred 1,000 shares of common stock in 2Sixty Technologies Inc, a Delaware corporation, to WPP Group (UK) Limited for a total consideration of £3,619,758. The excess paid by WPP over the carrying value of net assets was deemed to be a capital contribution.
The Company operates defined contribution retirement benefit schemes for all qualifying employees. The assets of the schemes are held separately from those of the Company in funds under the control of trustees. Where there are employees who leave the schemes prior to vesting fully in the contributions, the contributions payable by the Company are reduced by the amount of forfeited contributions.
The total cost charged to the income statement of £1,884,000 (2024 - £1,225,000) represents contributions payable to these schemes by the Company at rates specified in the rules of the plans. There are £nil outstanding contributions at the balance sheet date (2024 - £nil).
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Related party transactions
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As a wholly owned subsidiary of the ultimate parent company, WPP plc, advantage has been taken of the exemption afforded by FRS 101 'Reduced Disclosure Framework' not to disclose any related party transactions with other wholly owned members of the Group, or information around remuneration of key management personnel.
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Post balance sheet events
|
On 23 February 2026 the Company changed its name from Choreograph Limited to WPP Data & Technology Solutions Ltd.
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