ACCOUNTS - Final Accounts

Operating profit

The operating profit is stated after charging:

Registered number: 03299115

UK WIP LTD

(FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

CONTENTS

	Page
Company information	1
Strategic report	2 - 3
Directors' report	4
Directors' responsibilities statement	5
Independent auditor's report	6 - 9
Profit and loss account	10
Balance sheet	11
Statement of changes in equity	12
Notes to the financial statements	13 - 27

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

COMPANY INFORMATION

Directors	E Faeh
	K Collins
	W Atzert
	C Maratta


Company secretary	K Collins


Registered number	03299115


Registered office	16 Great Queen Street
	Covent Garden
	London
	WC2B 5AH


Independent auditor	Blick Rothenberg Audit LLP
	Chartered Accountants & Statutory Auditor
	16 Great Queen Street
	Covent Garden
	London
	WC2B 5AH

Page 1

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2025

Introduction

The directors present the strategic report and financial statements for the year ended 31 December 2025.

The principal activity of the company continued to be that of the sale and distribution of a diverse range of clothing and accessories tailored to meet the needs of both working professionals and everyday consumers.

The immediate parent entity during the year was WIP Trading AG.

Business review

The profit and loss account on page 10 of the financial statements provides a summary of the company’s trading results for the year. The performance and results for the year are in line with the directors' expectations.

During the year turnover increased by 1.7% from £16.6m to £16.9m. A new store was opened in Newcastle which generated sales of £608k to 31 December 2025.

The directors remain focused on continuing to strengthen this area of the business and achieving continued growth in both revenue and profits.

The company’s balance sheet shows net current assets of £909k (2024: £836k) and shareholders' funds of £4.6m (2024: £3.05m). Profitability has enabled the company to achieve a good return on its investment.

The directors continue to review the business and industry to minimise or mitigate the risks that are prevalent in a commercial environment.

The Company continues to invest in its UK store portfolio, with a new Glasgow store scheduled to open next year and plans are being put in place for other stores to be refurbished. These investments support the Company's long-term growth strategy, enhance the customer experience, and strengthen its retail presence in key markets.

Principal risks and uncertainties

The principal risk to the company is that demand for the brand will collapse.

Compliance and legislation affecting the company is complex and fast-moving. These changes can lead to additional obligations and can have a significant effect on profitability. The company mitigates this risk by regularly reviewing and updating its transfer pricing policy.

The Group has implemented transfer pricing guidelines with the aim of ensuring that each individual company achieves an appropriate EBIT margin. This strategy is managed by adjusting the parent company's material purchase prices and may include compensation payments at the end of the financial year.

The financial instruments used by the company arise wholly and directly from its activities. The main financial instruments comprise debtors, cash at bank and creditors. The financial risks arising from these financial instruments are considered low. The mature financial stability of the business ensures the company maintains excellent terms with preferred suppliers and their credit partners.

Cash reserves have remained healthy over the year and the company continues to trade with the support of its parent company. Working capital will continue to be monitored on a regular basis by the directors.

Page 2

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2025

Financial key performance indicators

The key performance indicators used by the company include the turnover, which grew significantly from £16.6m to £16.9m. The results for the year were in line with targets and expectations.

The company has greatly enhanced governance and the reporting of key performance indicators to ensure optimal business performance, including monthly reporting of key metrics to the board.

Other key performance indicators

Key performance indicators are maintained across all parts of the business to ensure we are constantly monitoring and challenging our results.

This report was approved by the board and signed on its behalf.

C Maratta

Director

Date: 21 August 2026

Page 3

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2025

The directors present their report and the financial statements for the year ended 31 December 2025.

Results and dividends

The profit for the year, after taxation, amounted to £1,549,472 (2024 - £1,695,944).

The directors do not recommend a dividend.

Directors

The directors who served during the year were:

E Faeh

K Collins

W Atzert

C Maratta

Matters covered in the Strategic Report

As permitted by S414c(11) of the Companies Act 2006, the directors have elected to disclose information, required to be in the directors' report by Schedule 7 of the "Large and Medium Sized Companies and Groups Accounts and Reports) Regulations 2008", in the strategic report.

Disclosure of information to auditor

Each of the persons who are directors at the time when this directors' report is approved has confirmed that:

∙so far as the director is aware, there is no relevant audit information of which the company's auditor is unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company's auditor is aware of that information.

This report was approved by the board and signed on its behalf.

C Maratta

Director

Date: 21 August 2026

Page 4

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

DIRECTORS' RESPONSIBILITIES STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2025

The directors are responsible for preparing the strategic report, the directors' report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.

In preparing these financial statements, the directors are required to:

∙select suitable accounting policies for the company's financial statements and then apply them consistently;

∙make judgments 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 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. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 5

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

FOR THE YEAR ENDED 31 DECEMBER 2025

Opinion

We have audited the financial statements of UK WIP Ltd (Formerly Carhartt WIP UK (Retail) Limited) (the 'company') for the year ended 31 December 2025, which comprise the profit and loss account, the balance sheet, the statement of changes in equity and the notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

∙give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended;

∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

∙have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Page 6

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED) (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2025

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. 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 course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinion on other matters prescribed by the Companies Act 2006

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

∙the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

∙the financial statements are not in agreement with the accounting records and returns; or

∙certain disclosures of directors' remuneration specified by law are not made; or

∙we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the directors' responsibilities statement set out on page 5, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Page 7

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED) (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2025

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

∙the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

∙we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the fashion retail and wholesale sectors;

∙we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006 and taxation legislation;

∙we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

∙identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

∙making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

∙considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

∙performed analytical procedures to identify any unusual or unexpected relationships;

∙tested a sample of journal entries to identify unusual transactions;

∙assessed whether judgements and assumptions made in determining the accounting estimates set out in note 3 were indicative of potential bias; and

∙investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

∙agreeing financial statement disclosures to underlying supporting documentation;

∙enquiring of management as to actual and potential litigation and claims; and

∙reviewing correspondence with HMRC and relevant regulators.

Page 8

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED) (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2025

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards require that we identify non-compliance with laws and regulations through enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any, as well as any additional procedures deemed necessary.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members, as a body, for our audit work, for this report, or for the opinions we have formed.

Marc Levy FCA (senior statutory auditor)

for and on behalf of

Blick Rothenberg Audit LLP

Chartered Accountants

Statutory Auditor

16 Great Queen Street

Covent Garden

London

WC2B 5AH

Date: 7 September 2026

Page 9

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

PROFIT AND LOSS ACCOUNT

FOR THE YEAR ENDED 31 DECEMBER 2025

	2025	2024
Note	£	£


Turnover	4	16,871,350	16,592,587
Cost of sales		(8,813,619)	(8,198,990)
Gross profit		8,057,731	8,393,597
Administrative expenses		(9,854,709)	(7,296,076)
Other operating income	5	3,887,007	1,227,393
Operating profit	6	2,090,029	2,324,914
Interest receivable and similar income	9	21,116	34,526
Interest payable and similar expenses	10	(255,072)	(20,953)
Profit before tax		1,856,073	2,338,487
Tax on profit	11	(306,601)	(642,543)
Profit for the financial year		1,549,472	1,695,944

The notes on pages 13 to 27 form part of these financial statements.

There are no items of other comprehensive income for either the year or the prior year other than the profit for the year. Accordingly, no statement of other comprehensive income has been prepared.

Page 10

REGISTERED NUMBER:03299115

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

BALANCE SHEET

AS AT 31 DECEMBER 2025

		2025		2024
Note		£		£

Fixed assets
Tangible assets	12		5,858,229		3,746,833
			5,858,229		3,746,833
Current assets
Stocks	13	2,006,231		1,434,436
Debtors: amounts falling due after more than one year	14	321,466		438,639
Debtors: amounts falling due within one year	14	6,694,059		3,954,874
Cash at bank and in hand	15	1,484,076		1,684,496
		10,505,832		7,512,445
Creditors: amounts falling due within one year	16	(9,596,627)		(6,676,078)
Net current assets			909,205		836,367
Total assets less current liabilities			6,767,434		4,583,200
Creditors: amounts falling due after more than one year	17		(12,127)		(11,336)
Provisions for liabilities
Deferred tax	18	(290,917)		(290,917)
Other provisions	19	(1,866,991)		(1,233,020)
			(2,157,908)		(1,523,937)
Net assets			4,597,399		3,047,927

Capital and reserves
Called up share capital	20	2,700,100	2,700,100
Profit and loss account	21	1,897,299	347,827
		4,597,399	3,047,927

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

C Maratta	W Atzert
Director	Director

Date: 21 August 2026	Date:21 August 2026

The notes on pages 13 to 27 form part of these financial statements.

Page 11

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) 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	2,700,100	(1,348,117)	1,351,983
Comprehensive income for the year
Profit for the year	-	1,695,944	1,695,944

At 1 January 2025	2,700,100	347,827	3,047,927
Comprehensive income for the year
Profit for the financial year	-	1,549,472	1,549,472
Total comprehensive income for the year	-	1,549,472	1,549,472
At 31 December 2025	2,700,100	1,897,299	4,597,399

The notes on pages 13 to 27 form part of these financial statements.

Page 12

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

1.	General information

UK WIP LTD (formerly Carhartt WIP UK (Retail) Limited) is a private company limited by shares incorporated in England and Wales. The address of its registered office is 16 Great Queen Street, Covent Garden, London, WC2B 5AH.

The company changed its name from Carhartt WIP UK (Retail) Limited to UK WIP LTD on 7 July 2026

The financial statements are presented in Sterling (£), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

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 Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the company's accounting policies (see note 3).

The following principal accounting policies have been applied:

2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

∙the requirements of Section 7 Statement of Cash Flows;

∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);

∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;

∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of WIP Trading AG as at 31 December 2025 and these financial statements may be obtained from Kirschgartenstrasse 5, 4051, Basel, Switzerland.

Page 13

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.3

Going concern

The directors have considered future financial forecasts and the ability of the group to provide ongoing support. These forecasts indicate an underlying profit. In making their going concern assessment, the directors have obtained written confirmation from its parent company. The company will be reliant on the written confirmation from its parent company that it will provide financial support to the company for a period of at least 12 months from the date of approval of the financial statements to assist in meeting the company's liabilities as and when they fall due to the extent that it is not available from its existing resources. The directors are not aware of any reasons why this support would be withdrawn in the foreseeable future.

For these reasons, the directors continue to believe that it is appropriate to adopt the going concern basis for the preparation of the financial statements.

2.4

Revenue

Revenue represents amounts receivable for garments and accessories net of value added tax and is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually at the point of sale by the retail outlet), when the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Commissions receivable represents amounts receivable for services and commissions receivable on agency sales and reimbursed marketing expenses are recognised when the company is contractually entitled to the income.

2.5

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives.

Depreciation is provided on the following bases:

Long-term leasehold property	-	Over the lease terms
Plant and machinery	-	20-33% Straight-line
Motor vehicles	-	25% Straight-line
Fixtures and fittings	-	12-20% Straight-line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Page 14

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.6

Financial instruments

The company has elected to apply Sections 11 and 12 of FRS 102 in respect of financial instruments.

Financial assets and financial liabilities are recognised when the company becomes party to the contractual provisions of the instrument.

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 deducting all of its liabilities.

The company’s policies for its major classes of financial assets and financial liabilities are set out below.

Financial assets

Basic financial assets, including trade and other debtors, cash and bank balances, intercompany working capital balances, and intercompany financing are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.

Financial liabilities

Basic financial liabilities, including trade and other creditors and loans from fellow group companies that are classified as debt, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

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

Impairment of financial assets

Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the company would receive for the asset if it were to be sold at the reporting date.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

Page 15

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.7

Financial instruments (continued)

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets and financial liabilities

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Offsetting of financial assets and financial liabilities

Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.

2.8

Stocks

Stocks represent garments and accessories for resale and 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 weighted average basis. Finished goods include labour and attributable overheads that have been incurred in bringing the stock to their present location and condition.

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

2.9

Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

2.10

Share capital

Ordinary shares are classified as equity.

2.11

Interest income

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

2.12

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 16

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.13

Operating leases: the company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

2.14

Pensions

Defined contribution pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the company in independently administered funds.

2.15

Foreign currency translation

Functional and presentation currency

The company's functional and presentational currency is 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 profit or loss.

2.16

Provisions for liabilities

Provisions are made where an event has taken place that gives the company a legal or constructive
obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate
can be made of the amount of the obligation.

Provision for dilapidation costs are capitalised as fixed assets in the year that the company becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.

When payments are eventually made, they are charged to the provision carried in the balance sheet.

Page 17

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.17

Holiday pay accrual

A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the balance sheet date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the balance sheet date.

2.18

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the profit and loss account, 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.

Current tax is the amount of income tax payable in respect of taxable profit for the year or prior years.

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 in the countries where the company operates and generates income.

Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements.

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 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. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Page 18

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

In the application of the company's accounting policies, which are described in note 2, management have been required to make judgments, estimates and assumptions. These estimates which relate to the carrying values of assets and liabilities, where not readily available from other sources, are based on underlying assumptions and experience. Actual results may differ from these estimates. These estimates and assumptions are reviewed on an on-going basis.

Provision for dilapidations
A provision has been made for potential dilapidation claims. These claims generally arise from obligations to restore leased premises to their original condition at the end of a lease term. Estimating the amount of any dilapidation liability requires judgement regarding both the extent of the dilapidations and the cost of the required repairs. The directors have made their assessment of the potential liability based on available information, including:

∙The lease terms and any specific requirements outline in lease agreements;

∙Professional advice received regarding expected remedial works and associated costs;

∙Current market rates for the type of restoration or repair services that may be required; and

∙Historical data on dilapidation claims in similar premises, where relevant.

There is an inevitable degree of judgement involved in that each property is unique and actual outcomes may therefore differ from those estimates due to changes in the scope of remedial work required or variations in market costs for construction and repair services. These estimates are reviewed periodically and adjusted as new information becomes available.

Provision for business rates
A provision has been made for estimated business rates, where a demand has not been received by the company. The directors have made their assessment based on an estimate by a Chartered Surveyor, by reference to the rateable value of similar properties. The provision covers the period from 1 April 2023 onwards, being the last date that the ratings list entry was updated. There is an inevitable degree of judgement involved in that each property is unique and the rateable value will ultimately depend on an assessment made by the Valuation Office Agency.

4.	Turnover
		2025	2024
		£	£

Sale of goods	14,930,298	14,589,695
Commissions receivable	1,941,052	2,002,892
	16,871,350	16,592,587

All turnover arose within the United Kingdom.

Page 19

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

5.	Other operating income
		2025	2024
		£	£

Other operating income	3,740,957	1,157,411
Rent receivable	146,050	69,982
	3,887,007	1,227,393

Defined contribution pension costs	82,955	30,344
Exchange differences	28	3,346
Operating lease charges	2,772,411	2,517,933
Depreciation of tangible fixed assets	838,454	670,765
Audit fees payable to the company's auditor	29,500	35,300

Wages and salaries	3,277,632	2,639,511
Social security costs	391,695	265,430
Cost of defined contribution scheme	84,276	31,671
	3,753,603	2,936,612

The average monthly number of employees, including the directors, during the year was as follows:

	2025	2024
	No.	No.

Sales and marketing	104	89
Administrative	1	1
Management	1	1

	106	91

Page 20

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

8.	Directors' remuneration
		2025	2024
		£	£

Directors' emoluments	99,110	85,000
Company contributions to defined contribution pension schemes	1,321	1,327
	100,431	86,327

During the year retirement benefits were accruing to 1 director (2024 - 1) in respect of defined contribution pension schemes.

9.	Interest receivable and similar income
		2025	2024
		£	£

Interest receivable from group companies	-	21,073
Other interest receivable	21,116	13,453
	21,116	34,526

10.	Interest payable and similar expenses
		2025	2024
		£	£

Bank interest payable	-	4,110
Interest payable to group companies	240,429	16,843
Interest on finance leases and hire purchase contracts	14,643	-
	255,072	20,953

Corporation tax
Current tax on profits for the year	306,601	351,626

Origination and reversal of timing differences

290,917


		306,601	642,543

Page 21

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

11.Taxation (continued)

Profit on ordinary activities before tax

1,856,073

2,338,487

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)	464,018	584,622
Effects of:
Expenses not deductible for tax purposes	(32,198)	36,077
Capital allowances for year in excess of depreciation	(125,219)	22,437
Other differences leading to an increase (decrease) in the tax charge	-	(593)
Total tax charge for the year	306,601	642,543

Page 22

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

12.	Tangible fixed assets

	Long-term leasehold properties	Plant and machinery	Motor vehicles	Fixtures and fittings	Total
	£	£	£	£	£
Cost or valuation
At 1 January 2025	3,125,921	50,773	28,290	5,462,197	8,667,181
Additions	2,919,825	14,973	-	15,052	2,949,850
Disposals	(34,756)	-	(28,290)	(326,744)	(389,790)
Transfers between classes	(531,090)	153,623	-	377,467	-
At 31 December 2025	5,479,900	219,369	-	5,527,972	11,227,241
Depreciation
At 1 January 2025	856,990	45,278	23,339	3,994,741	4,920,348
Charge for the year	400,021	9,765	4,951	423,717	838,454
Disposals	(34,756)	-	(28,290)	(326,744)	(389,790)
At 31 December 2025	1,222,255	55,043	-	4,091,714	5,369,012
Net book value
At 31 December 2025	4,257,645	164,326	-	1,436,258	5,858,229
At 31 December 2024	2,268,931	5,495	4,951	1,467,456	3,746,833

Included within short-term leasehold properties are assets under construction amounted to £2,853,023. These assets relate to a new store in preparation and not yet open to customers. No depreciation is charged until these assets start to be in use.

13.	Stocks
		2025	2024
		£	£

	Finished goods and goods for resale	2,006,231	1,434,436

Page 23

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

14.

Debtors

					2025	2024
					£	£

Due after more than one year
Other debtors	321,466	438,639
Due within one year
Amounts owed by group undertakings	5,824,854	783,112
Other debtors	340,681	459,170
Prepayments and accrued income	528,524	2,712,592
	7,015,525	4,393,513

Amounts owed by group undertakings are interest-free, unsecured, repayable on demand and have no fixed repayment date.

15.	Cash and cash equivalents
		2025	2024
		£	£

	Cash at bank and in hand	1,484,076	1,684,496

16.	Creditors: amounts falling due within one year
		2025	2024
		£	£

Trade creditors	297,526	279,516
Amounts owed to group undertakings	7,694,380	5,468,800
Corporation tax	-	215,307
Other taxation and social security	1,075,230	255,826
Obligations under finance lease and hire purchase contracts	-	791
Other creditors	13,661	45,315
Accruals and deferred income	515,830	410,523
	9,596,627	6,676,078

Included within amounts owed to group undertakings are loans from parent company of £5,350,000. These are interest bearing at 6% p.a., unsecured, repayable on demand and have no fixed repayment date. The remaining balance is interest-free, unsecured, repayable on demand and have no fixed repayment date.

Page 24

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

17.	Creditors: amounts falling due after more than one year
		2025	2024
		£	£

	Net obligations under finance leases and hire purchase contracts	12,127	11,336

18.	Deferred taxation

		2025
		£

	At beginning of year	(290,917)
	At end of year	(290,917)

The provision for deferred taxation is made up as follows:
	2025	2024
	£	£

Accelerated capital allowances

(290,917)

19.	Provisions

	Business rates	Dilapidations	Total
	£	£	£

At 1 January 2025	372,519	860,501	1,233,020
Charged to profit or loss	235,971	398,000	633,971
At 31 December 2025	608,490	1,258,501	1,866,991

20.	Share capital
		2025	2024
		£	£

Allotted, called up and fully paid

2,700,100 (2024 - 2,700,100) Ordinary shares of £1.00 each	2,700,100	2,700,100

The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the company.

Page 25

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

21.

Reserves

Profit and loss account

The profit and loss reserve includes all current and prior period retained profits and losses.

Contracted for but not provided in these financial statements

14,261

428,317

23.	Pension commitments

The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £84,276 (2024 - £31,671) . Contributions totalling £9,888 (2024 - £nil) were payable to the fund at the balance sheet date and are included in creditors.

Not later than 1 year	2,412,531	2,314,458
Later than 1 year and not later than 5 years	7,205,906	6,889,309
Later than 5 years	4,090,207	4,898,106
	13,708,644	14,101,873

At 31 December 2025 the future aggregate minimum rentals receivable under non-cancellable operating leases are as follows:
	2025	2024
	£	£

Not later than 1 year	69,600	69,600
Later than 1 year and not later than 5 years	98,965	168,565
	168,565	238,165

Page 26

UK WIP LTD (FORMERLY CARHARTT WIP UK (RETAIL) LIMITED)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

25.	Related party transactions
	The company has taken advantage of the exemption contained in FRS102 Section 33 "Related Party Disclosures" from disclosing transactions with entities which are a wholly owned part of the group.

26.	Ultimate parent undertaking and controlling party

The immediate parent undertaking is WIP Trading AG, a company registered in Switzerland.

The smallest and largest group that prepares group accounts and for which the company is a member is that headed by WIP Trading AG. Their registered office is Kirschgartenstrasse 5, 4051, Basel, Switzerland.

The ultimate controlling company is Cadello Investment AG. Their registered office is Kirschgartenstrasse 5, 4051, Basel, Switzerland.

The ultimate controlling party is E Faeh.

Page 27