ACCOUNTS - Final Accounts preparation

Company Registration Number 13722424

	STEP2 DISCOVERY UK, LIMITED

	AUDITED FINANCIAL STATEMENTS

	31 DECEMBER 2025

STEP2 DISCOVERY UK, LIMITED

REGISTERED NUMBER: 13722424

STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2025

		2025		2024
Note		£		£


Current assets
Stocks	4	1,891,012		590,642
Debtors: amounts falling due within one year	5	189,573		43,450
Cash at bank and in hand	6	357,944		98,351
		2,438,529		732,443
Creditors: amounts falling due within one year	7	(2,648,167)		(1,138,437)
Net current liabilities			(209,638)		(405,994)
Total assets less current liabilities			(209,638)		(405,994)

Net liabilities			(209,638)		(405,994)

Capital and reserves
Called up share capital	100	100
Profit and loss account	(209,738)	(406,094)
	(209,638)	(405,994)

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

J C Fox

Director

Date: 27 August 2026

The notes on pages 3 to 7 form part of these financial statements.

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STEP2 DISCOVERY UK, LIMITED

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2025

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 January 2024	100	(322,960)	(322,860)
Comprehensive income for the year
Loss for the year	-	(83,134)	(83,134)
Total comprehensive income for the year	-	(83,134)	(83,134)

At 1 January 2025	100	(406,094)	(405,994)
Comprehensive income for the year
Profit for the year	-	196,356	196,356
Total comprehensive income for the year	-	196,356	196,356
At 31 December 2025	100	(209,738)	(209,638)

The notes on pages 3 to 7 form part of these financial statements.

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STEP2 DISCOVERY UK, LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

1.	General information

Step2 Discovery UK, Limited is a private company limited by shares and incorporated in England and
Wales. Registered number 13722424. Its registered head office is located at 3rd Floor, 1 Ashley Road,
Altrincham, Cheshire, WA14 2DT.

2.Accounting policies

2.1

Basis of preparation of financial statements

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 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The company's financial statements are presented in Sterling and all values are rounded to the nearest pound (£) except where otherwise stated.

The following principal accounting policies have been applied:

2.2

Going concern

The financial statements have been prepared on a going concern basis, which assumes the company will continue to be able to meet its liabilities as they fall due from the date of signing.

In considering the company's ability to continue as a going concern, the directors have prepared cash flow forecasts over the going concern period up until 31 August 2027. Since the company is in the early stages of its operations, they are reliant on the support of other group companies and have obtained confirmation that this support is forthcoming. On this basis, the directors are confident that the company has sufficient liquidity and support and has therefore prepared the financial statements on a going concern basis.

2.3

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

∙the company has transferred the significant risks and rewards of ownership to the buyer;

∙the company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

∙the amount of revenue can be measured reliably;

∙it is probable that the company will receive the consideration due under the transaction; and

∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.

2.4

Interest income

Interest income is recognised in profit or loss using the effective interest method.

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STEP2 DISCOVERY UK, LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.5

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss 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 reporting date in the countries where the company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

2.6

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

2.7

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.8

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

2.9

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

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STEP2 DISCOVERY UK, LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.10

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.

Increases in provisions are generally charged as an expense to profit or loss.

2.11

Financial instruments

The company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's Statement of Financial Position when the company becomes party to the contractual provisions of the instrument.

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

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic financial liabilities

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

Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

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STEP2 DISCOVERY UK, LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.11

Financial instruments (continued)

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

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

Employees

The average monthly number of employees, excluding directors, during the year was 3 (2024: 2).

The number of directors who receive remuneration in the year is Nil (2024: Nil).

4.	Stocks
		2025	2024
		£	£

	Finished goods and goods for resale	1,891,012	590,642

Debtors

					2025	2024
					£	£


Trade debtors	143,718	3,869
Amounts owed by group undertakings	100	100
Other debtors	45,533	39,481
Deferred taxation	222	-
	189,573	43,450

Amounts owed by group undertakings are interest free and repayable on demand.

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STEP2 DISCOVERY UK, LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

6.	Cash and cash equivalents
		2025	2024
		£	£

	Cash at bank and in hand	357,944	98,351

7.	Creditors: Amounts falling due within one year
		2025	2024
		£	£

Trade creditors	1,315,725	162,625
Amounts owed to group undertakings	959,948	827,597
Corporation tax	65,118	-
Accruals and deferred income	307,376	148,215
	2,648,167	1,138,437

Amounts owed to group undertakings are interest free and payable on demand.

8.	Related party transactions
	In accordance with FRS 102 Section 33.1A, the company has not disclosed any related party transaction between this company and wholly-owned group undertakings.

9.	Controlling party

The ultimate controlling party is Aterian Investment Partners II, LP. Its registered office is 251 Little Falls
Drive, Wilmington, DE 19808, USA.

The smallest and largest group to consolidate these financial statements is Backyard Leisure Intermediate Parent, LLC. Copies of the Backyard Leisure Intermediate Parent, LLC consolidated financial statements can be obtained from Corporation Trust Center 1209, Orange Street, Wilmington, DE 19801, USA.

10.	Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2025 was unqualified.

The audit report was signed on 27 August 2026 by Michael Morris (Senior Statutory Auditor) on behalf of Armstrong Watson Audit Limited.

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