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Project Cake Bidco Limited
Registered number: 13246317
Annual report and
audited financial statements
For the year ended 31 March 2026
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PROJECT CAKE BIDCO LIMITED
COMPANY INFORMATION
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Chartered Accountants & Statutory Auditor
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PROJECT CAKE BIDCO LIMITED
CONTENTS
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Independent Auditors' Report
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Statement of Comprehensive Income
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Statement of Financial Position
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Statement of Changes in Equity
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Notes to the Financial Statements
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PROJECT CAKE BIDCO LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2026
The directors present their Strategic Report for the year ended 31 March 2026.
Project Cake Bidco Limited (“the Company”) is a wholly owned subsidiary of Agility Topco Limited.
The Company acts as a holding company. The activities of Project Cake Bidco Limited and the subsidiary undertakings, as disclosed within note 12 of the financial statements, are consolidated in the financial statements of the parent company, Agility Topco Limited.
Principal risks and uncertainties
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The Company is a non-trading holding company.
Being a holding company, the only risk facing the entity is the risk of impairment of the carrying value of investments in subsidiary entities and intercompany balances.
Financial key performance indicators
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Being a non-trading company holding investments in subsidiaries and inter-group balances, the directors consider that there are no key performance indicators for the Company as an individual entity but instead consider it as part of their analysis of operating companies in the wider Group, please see Agility Topco Limited for further details of the wider Group.
Statement of the Directors' duties in performance of s172(1) Companies Act 2006
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S172(1) of the Companies Act sets out the duties of each director of a company to act in the way he considers,
in good faith, would be most likely to promote the success of the company for the benefit of shareholders as a whole and in doing so, have regard to a number of broader matters which are set out below:
a) the likely consequences of any decision in the long term;
b) the interest of the Company's employees;
c) the need to foster the Company's business relationships with suppliers, customers and others;
d) the impact of the Company's operations on the community and the environment;
e) the desirability of the Company maintaining a reputation for high standards of business conduct; and
f) the need to act fairly between members of the Company.
Given the non-trading nature of the Company, being a holding Company only, the directors' of Hippo Digital Limited, a direct subsidiary of Project Cake Bidco Limited, consider that their responsibilities in respect of s172 are appropriately complied with and are disclosed fully within relevant group entities, please see Agility Topco Limited financial statements for details of these matters in respect of the trading entity or the wider group.
This report was approved by the board on 28 August 2026 and signed on its behalf.
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PROJECT CAKE BIDCO LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2026
The directors present their report and the financial statements for the year ended 31 March 2026.
Directors' responsibilities statement
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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; and
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and 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.
The loss for the year, after taxation, amounted to £4,508,868 (2025 - £4,287,231).
No dividends were declared in the year (2025: £Nil).
The directors who served during the year were:
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PROJECT CAKE BIDCO LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
Going concern
Project Cake Bidco Limited is part of the Agility Topco Limited (Hippo Group). Management’s assessment of going concern has been performed on a group basis, based on results and forecasts that are prepared on a consolidated basis.
These financial statements have been prepared on a going concern basis. The Directors, having considered the financial position of the Company for a period of at least twelve months from the date of signing these financial statements, have no reason to believe that a material uncertainty exists that may cast doubt about the ability of the Company to continue as a going concern.
The Directors have prepared forecasts that consider a period of more than 12 months from the signing of the financial statements which show that the Company will be able to continue to operate within its agreed facilities.
The Company has a balance sheet deficit of £20,271,620 (2025: £15,762,752) as at 31 March 2026. However, the Company has the continued support of its creditors to the extent the Directors consider it appropriate to prepare the financial statements on a going concern basis.
Accordingly the Directors have a reasonable expectation that the Company will continue in operational existence for the foreseeable future and thus they adopt the going concern basis of accounting in preparing the financial statements.
Streamlined Energy and Carbon Reporting
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The Company has taken the option to exclude any information relating to energy and carbon reporting as it is included in the consolidated accounts of the ultimate parent company, Agility Topco Limited.
Matters covered in the Strategic Report
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Under s414C(11) certain information is not shown in the Directors' Report because it is shown in the Strategic Report instead. The Strategic Report includes a business review, principal risks and uncertainties and information on the Company's key performance indicators.
Disclosure of information to auditors
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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 auditors are 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 auditors are aware of that information.
Post balance sheet events
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There have been no significant events affecting the Company since the year end.
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PROJECT CAKE BIDCO LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026
The auditors, Forvis Mazars LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board on 28 August 2026 and signed on its behalf.
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PROJECT CAKE BIDCO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PROJECT CAKE BIDCO LIMITED
Opinion
We have audited the financial statements of Project Cake Bidco Limited (the ‘Company’) for the year ended 31 March 2026 which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and notes to the financial statements, including a summary of significant accounting policies.
The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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 March 2026 and of its loss 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 UK, including the FRC’s Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The Directors are responsible for the other information 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.
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PROJECT CAKE BIDCO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PROJECT CAKE BIDCO LIMITED
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.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report has been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
∙the financial statements are not in agreement with the accounting records and returns; or
∙certain disclosures of Directors' remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.
∙
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PROJECT CAKE BIDCO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PROJECT CAKE BIDCO LIMITED
Responsibilities of Directors
As explained more fully in the Directors' Responsibilities Statement set out on page 2, 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 intend either to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
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.
Based on our understanding of the Company and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: employment regulation, anti-money laundering regulation, and the Bribery Act 2010.
To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to:
∙Inquiring of management and, where appropriate, those charged with governance, as to whether the Company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations;
∙Inspecting correspondence, if any, with relevant licensing or regulatory authorities;
∙Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and
∙Considering the risk of acts by the Company which were contrary to applicable laws and regulations, including fraud.
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PROJECT CAKE BIDCO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PROJECT CAKE BIDCO LIMITED
We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as UK tax legislation and the Companies Act 2006.
In addition, we evaluated the Directors' and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of management override of controls, and determined that the principal risks related to posting manual journal entries to manipulate financial performance, management bias through judgments and assumptions in significant accounting estimates and significant one-off or unusual transactions.
Our audit procedures in relation to fraud included but were not limited to:
∙Making enquiries of the Directors and management on whether they had knowledge of any actual, suspected or alleged fraud;
∙Gaining an understanding of the internal controls established to mitigate risks related to fraud;
∙Discussing amongst the engagement team the risks of fraud; and
∙Addressing the risks of fraud through management override of controls by performing journal entry testing.
There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.
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 the audit 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.
Ashley Barraclough (Senior Statutory Auditor)
for and on behalf of
Forvis Mazars LLP
Chartered Accountants and Statutory Auditor
5th Floor
3 Wellington Place
Leeds
LS1 4AP
28 August 2026
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PROJECT CAKE BIDCO LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2026
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Exceptional administrative expenses
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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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There were no recognised gains and losses for 2026 or 2025 other than those included in the statement of comprehensive income.
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There was no other comprehensive income for 2026 (2025: £Nil).
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The notes on pages 12 to 22 form part of these financial statements.
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PROJECT CAKE BIDCO LIMITED
REGISTERED NUMBER: 13246317
STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2026
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Debtors: amounts falling due after more than one year
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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The financial statements were approved and authorised for issue by the board and were signed on its behalf on 28 August 2026.
The notes on pages 12 to 22 form part of these financial statements.
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PROJECT CAKE BIDCO LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2026
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Comprehensive expense for the year
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Total comprehensive expense for the year
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Comprehensive expense for the year
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Total comprehensive expense for the year
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The notes on pages 12 to 22 form part of these financial statements.
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PROJECT CAKE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
Project Cake Bidco Limited (the "Company") is a private company, limited by shares, and registered in England and Wales, registered number 13246317. The registered office is 24-26 Aire Street, Leeds, England, LS1 4HT.
These financial statements have been presented in pound sterling which is the functional currency of the Company, and rounded to the nearest £.
2.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 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 Company's functional and presentational currency is GBP, rounded to the nearest pound.
The following principal accounting policies have been applied:
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Financial Reporting Standard 102 - reduced disclosure exemptions
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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 Agility Topco Limited as at 31 March 2026 and these financial statements may be obtained from 30 Broadwick Street, London, United Kingdom, W1F 8JB.
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Exemption from preparing consolidated financial statements
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The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.
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PROJECT CAKE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
2.Accounting policies (continued)
Project Cake Bidco Limited is part of the Agility Topco Limited Group (Hippo Group). Management’s assessment of going concern has been performed on a group basis, based on results and forecasts that are prepared on a consolidated basis.
These financial statements have been prepared on a going concern basis. The Directors, having considered the financial position of the Company for a period of at least twelve months from the date of signing these financial statements, have no reason to believe that a material uncertainty exists that may cast doubt about the ability of the Company to continue as a going concern.
The Directors have prepared forecasts that consider a period of more than 12 months from the signing of the financial statements which show that the Company will be able to continue to operate within its agreed facilities.
The Company has a balance sheet deficit of £20,271,620 (2025: £15,762,752) as at 31 March 2026. However, the Company has the continued support of its creditors to the extent the Directors consider it appropriate to prepare the financial statements on a going concern basis.
Accordingly the Directors have a reasonable expectation that the Company will continue in operational existence for the foreseeable future and thus they adopt the going concern basis of accounting in preparing the financial statements.
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:
Rendering of services
Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
∙the amount of revenue can be measured reliably;
∙it is probable that the Company will receive the consideration due under the contract;
∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and
∙the costs incurred and the costs to complete the contract can be measured reliably.
Interest income is recognised in profit or loss using the effective interest method.
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.
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PROJECT CAKE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
2.Accounting policies (continued)
Defined contribution pension plan
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in other creditors as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.
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.
Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.
Investments in subsidiaries are measured at cost less accumulated impairment.
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.
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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PROJECT CAKE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
2.Accounting policies (continued)
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.
Basic financial assets
Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
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.
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PROJECT CAKE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
2.Accounting policies (continued)
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Financial instruments (continued)
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Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
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.
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Judgments in applying accounting policies and key sources of estimation uncertainty
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The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the amounts reported for assets and liabilities at the balance sheet date and the amounts reported for reserves and expenses during the year. However, the nature of the estimation means that the actual outcomes could differ from the estimates.
Critical judgments in applying the accounting policies
Assessing indications of impairment
In assessing whether there have been any indications of impairment of assets, the directors have considered both external and internal sources of information.
Key sources of estimation uncertainty
The directors do not believe there are any key sources of estimation uncertainty, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.
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PROJECT CAKE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
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An analysis of turnover by class of business is as follows:
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All turnover arose within the United Kingdom.
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Fees payable to the Company's auditor has been borne by another group company.
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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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The above amounts contain recharged staff costs from another group entity.
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The average monthly number of employees, including the directors, during the year was as follows:
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- 17 -
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PROJECT CAKE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
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Company contributions to defined contribution pension schemes
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During the year retirement benefits were accruing to no directors (2025 - 1) in respect of defined contribution pension schemes.
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Interest receivable from group companies
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Interest payable and similar expenses
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Other loan interest payable
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- 18 -
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PROJECT CAKE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
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Taxation on loss on ordinary activities
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Factors affecting tax charge for the year
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The tax assessed for the year is higher than (2025 - higher than) the standard rate of corporation tax in the UK of25% (2025 -25%). The differences are explained below:
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Loss on ordinary activities before tax
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Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2025 - 25%)
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Adjustment for non-deductible expenses leading to a (decrease)/increase in the tax charge
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Movement in deferred tax not recognised
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Total tax charge for the year
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Factors that may affect future tax charges
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There were no factors that may affect future tax charges.
- 19 -
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PROJECT CAKE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
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Investments in subsidiary companies
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The following were subsidiary undertakings of the Company:
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1st Floor Aireside House, Aire Street, Leeds, United Kingdom, LS1 4HT
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1st Floor Aireside House, Aire Street, Leeds, United Kingdom, LS1 4HT
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*Shed Data Services Limited
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1st Floor Aireside House, Aire Street, Leeds, United Kingdom, LS1 4HT
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Entities that are marked with * are indirectly held.
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- 20 -
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PROJECT CAKE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
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Due after more than one year
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Amounts owed by group undertakings
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Amounts owed by group undertakings bear interest at 8% interest per annum and are repayable in March 2028.
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Amounts owed by group undertakings
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Included within amounts owed by group undertakings are £12,439,529 (2025: £10,825,944) of intercompany loans with Hippo Digital Limited that bear interest at a rate of 8% per annum and is repayable on demand and a trading creditor of £2,635,216 (2025: £1,887,769) also with Hippo Digital Limited which is interest free and repayable on demand.
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Amounts owed to group undertakings is made up of an intercompany loan totalling £47,497,081 (2025: £42,076,952), which incurs interest at 8% per annum and is repayable on demand, an intercompany loans totalling £10,307,620 (2025: £11,518,082) which are interest free and repayable on demand, an intercompany loan totalling £28,727,505 (2025: £Nil), which incurs interest at 8% per annum and is repayable in March 2027. and a trading creditor of £973,133 (2025: £1,719,806) with Project Cake Midco. The trading balances are interest free and repayable on demand.
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Creditors: Amounts falling due after more than one year
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Amounts owed to group undertakings
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Amounts owed to group undertakings is made up of an intercompany loan totalling £12,868,478 (2025: £11,915,257), which incurs interest at 8% per annum and is repayable in March 2028, and an intercompany loan totalling £Nil (2025: £26,815,493), which incurs interest at 8% per annum and is repayable in March 2027.
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- 21 -
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PROJECT CAKE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
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Authorised, allotted, called up and fully paid
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1 (2025 - 1) Ordinary share of £1.00
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Profit and loss account
The profit and loss account comprises accumulated profits and losses less any dividends declared by the balance sheet date.
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Related party transactions
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The Company is a wholly-owned subsidiary of Agility Topco Limited and has taken advantage of the exemption in Section 33 Related Party Disclosures not to provide details of transactions entered into with other wholly owned group companies.
The total remuneration for key management personnel for the period was £Nil (2025: £291,907).
During the year, the Company made payments totalling £Nil (2025: £78,700) to Growth Capital Partners LLP for management charges and other expenses.
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Post balance sheet events
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There have been no significant events affecting the Company since the year end.
The immediate parent company is Project Cake Midco Limited and the ultimate parent company is Agility Topco Limited, both companies registered in England and Wales.
Agility Topco Limited, prepares consolidated financial statements and is the smallest and largest group into which the Company is consolidated. Copies of these financial statements are available from Companies House.
The directors do not believe there is a single ultimate controlling party.
- 22 -
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