| REGISTERED NUMBER: |
| Financial Statements |
| for the Year Ended |
| 31 December 2025 |
| for |
| Ferndale Pharmaceuticals Limited |
| REGISTERED NUMBER: |
| Financial Statements |
| for the Year Ended |
| 31 December 2025 |
| for |
| Ferndale Pharmaceuticals Limited |
| Ferndale Pharmaceuticals Limited (Registered number: 04720051) |
| Contents of the Financial Statements |
| for the Year Ended 31 December 2025 |
| Page |
| Company Information | 1 |
| Balance Sheet | 2 |
| Notes to the Financial Statements | 3 |
| Ferndale Pharmaceuticals Limited |
| Company Information |
| for the Year Ended 31 December 2025 |
| DIRECTORS: |
| SECRETARY: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants and Statutory Auditors |
| 4315 Park Approach |
| Thorpe Park |
| Leeds |
| West Yorkshire |
| LS15 8GB |
| Ferndale Pharmaceuticals Limited (Registered number: 04720051) |
| Balance Sheet |
| 31 December 2025 |
| 2025 | 2024 |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Intangible assets | 4 |
| Tangible assets | 5 |
| Investments | 6 |
| CURRENT ASSETS |
| Stocks |
| Debtors | 7 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 8 |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CAPITAL AND RESERVES |
| Called up share capital | 10 |
| Share premium |
| Retained earnings |
| SHAREHOLDERS' FUNDS |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Ferndale Pharmaceuticals Limited (Registered number: 04720051) |
| Notes to the Financial Statements |
| for the Year Ended 31 December 2025 |
| 1. | STATUTORY INFORMATION |
| Ferndale Pharmaceuticals Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in UK and Republic of Ireland" and the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS102 have been applied other than where additional disclosure is required to give a true and fair view. |
| The financial statements have been prepared under the historical cost convention. |
| The functional and presentational currency of the company is considered to be pounds sterling. |
| Going Concern |
| The financial statements have been prepared on a going concern basis. The directors have assessed the company’s ability to continue as a going concern and are satisfied that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the financial statements. |
| Turnover |
| Turnover is stated net of VAT and trade discounts and is recognised when the significant risks and rewards are considered to have been transferred to the buyer. Turnover from the sale of goods is recognised on delivery. |
| Intangible assets |
| Brand names and licences represent the cost of acquiring the rights to use and intellectual property of certain of the company's brands. These licenses are periodically updated rather than formally reviewed. Despite the licences being periodically updated the directors have assessed that the assets have a finite life based on the continuing value to the company. Amortisation on brand names and licences and computer software is charged on a systematic basis over 20 years. |
| Tangible fixed assets |
| Tangible fixed assets are stated at purchase cost together with any incidental expenses of acquisition, net of depreciation and any provision for impairment. |
| Depreciation is provided on all tangible assets at rates calculated to write off the cost less estimated residual value of each asset over its expected useful life. |
| Fixtures, fittings and equipment | 25% - 33% straight line |
| Motor vehicles | 25% straight line |
| Plant and machinery | 20% - 33% straight line |
| Residual value represents the estimated amount which would currently be obtained from disposal of an asset after deducting estimated costs of disposal, if the asset were already at an age and in the condition expected at the end of its estimated useful life. |
| The need for any fixed asset impairment write down is assessed by comparison of the carrying value of the assets against the higher of realisable value and value in use. |
| The gain or loss arising on the disposal of an asset is determined on the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account. |
| Ferndale Pharmaceuticals Limited (Registered number: 04720051) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Investments in subsidiaries |
| Investments in subsidiary undertakings are recognised at cost less any provision for impairment. |
| Stocks |
| Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to the net realisable value. Cost includes materials and other costs incurred in bringing the stocks to their present location and condition. Provision is made for obsolete, slow-moving or defective items where appropriate. |
| Taxation |
| Current tax, including UK corporation tax is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date. Timing differences are differences between the company's taxable profits and its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements. |
| Other deferred tax assets are recognised only to the extent that, on the basis of all available evidence, it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted. |
| Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date and are expected to apply to the reversal of the timing difference. |
| Cash and cash equivalents |
| Cash and cash equivalents include cash in hand and deposits held at call with banks. |
| Foreign currencies |
| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are recognised in the profit and loss account. |
| Leasing commitments |
| Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term. |
| Retirement benefits |
| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme and that of directors' personal pension schemes are charged to profit or loss in the period to which they relate. |
| Ferndale Pharmaceuticals Limited (Registered number: 04720051) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Financial instruments |
| Financial assets and financial liabilities are recognised when the company becomes a 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. |
| All financial assets and liabilities are initially measured at transaction price (including transaction costs) unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. |
| The following assets and liabilities are classified as basic financial instruments - trade debtors, other debtors, cash and bank balances, trade creditors, other creditors and inter-company balances. |
| Trade debtors, other debtors, cash and bank balances, trade creditors, other creditors and inter-company balances (being repayable on demand) are measured at the amortised cost equivalent to the undiscounted amount of cash or other consideration expected to be paid or received. |
| Impairment of assets |
| Assets are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit and loss as described below. |
| Non financial assets |
| An asset is impaired when there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use. |
| Financial assets |
| For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset's carrying amount and the present value of estimated cash flows, discounted at the financial asset's original effective interest rate. |
| For financial assets carried at cost less impairment, the impairment loss is the difference between the asset's carrying amount and the best estimate of the amount that would be received for the asset if it were sold at the reporting date. |
| Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had impairment not been recognised. |
| 3. | EMPLOYEES AND DIRECTORS |
| The average number of employees during the year was |
| Ferndale Pharmaceuticals Limited (Registered number: 04720051) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2025 |
| 4. | INTANGIBLE FIXED ASSETS |
| Brand |
| names and | Computer |
| licences | software | Totals |
| £ | £ | £ |
| COST |
| At 1 January 2025 |
| and 31 December 2025 |
| AMORTISATION |
| At 1 January 2025 |
| Amortisation for year |
| At 31 December 2025 |
| NET BOOK VALUE |
| At 31 December 2025 |
| At 31 December 2024 |
| 5. | TANGIBLE FIXED ASSETS |
| Fixtures |
| Plant and | and | Motor |
| machinery | fittings | vehicles | Totals |
| £ | £ | £ | £ |
| COST |
| At 1 January 2025 |
| and 31 December 2025 |
| DEPRECIATION |
| At 1 January 2025 |
| and 31 December 2025 |
| NET BOOK VALUE |
| At 31 December 2025 |
| At 31 December 2024 |
| 6. | FIXED ASSET INVESTMENTS |
| Shares in |
| group |
| undertaking |
| £ |
| COST |
| At 1 January 2025 |
| and 31 December 2025 |
| NET BOOK VALUE |
| At 31 December 2025 |
| At 31 December 2024 |
| Ferndale Pharmaceuticals Limited (Registered number: 04720051) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2025 |
| 7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2025 | 2024 |
| £ | £ |
| Trade debtors |
| Amounts owed by group undertakings |
| Other debtors |
| 8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2025 | 2024 |
| £ | £ |
| Trade creditors |
| Amounts owed to group undertakings |
| Taxation and social security |
| Other creditors |
| 9. | LEASING AGREEMENTS |
| Minimum lease payments under non-cancellable operating leases fall due as follows: |
| 2025 | 2024 |
| £ | £ |
| Within one year |
| Between one and five years |
| 10. | CALLED UP SHARE CAPITAL |
| Allotted issued and fully paid: |
| Number: | Class: | Nominal | 2025 | 2024 |
| value: | £ | £ |
| 196 | Ordinary A | £1 | 196 | 196 |
| 186 | Ordinary B | £1 | 186 | 186 |
| 100 | Ordinary C | £1 | 100 | 100 |
| 518 | Deferred Ordinary A | £1 | 518 | 518 |
| 1,000 | 1,000 |
| The A shares and B shares have equal voting rights and shall participate in and rank equally in respect of any dividend on equity shares. |
| On a return of capital, the C shares have priority ahead of the A shares and B shares treated as if one class. |
| The deferred shares carry no voting rights and no right to receive a dividend. In the event that the aggregate capital returned to members exceeds £10,000,000,000, the deferred shares shall be entitled to participate in a return of the excess above such amount at the rate of £0.01 per deferred share. |
| Ferndale Pharmaceuticals Limited (Registered number: 04720051) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2025 |
| 11. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
| The Report of the Auditors was unqualified. |
| for and on behalf of |
| 12. | FINANCIAL COMMITMENTS, GUARANTEES AND CONTINGENT LIABILITIES |
| The company has given a guarantee in respect of import duty payable to HMRC which amounted to £54,000 at the year end (2024 - £54,000). |
| 13. | PARENT COMPANY |
| The directors consider Ferndale Pharma Group Inc, a company incorporated in the United States of America, to be the ultimate parent company. Ferndale Pharma Group Inc is the parent undertaking of the smallest group to consolidate these financial statements. Consolidated financial statements are not publically available, the principle place of business is 780 W. Eight Mile Road, Ferndale, MI 48220, United States of America. |