ACCOUNTS - Final Accounts

Other operating income

Registered number: 10325782

SKINNYDIP GROUP LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

SKINNYDIP GROUP LIMITED

COMPANY INFORMATION

Directors	R Gold
	J Gold
	L Blitz


Company secretary	N Blitz


Registered number	10325782


Registered office	101 New Cavendish Street
	1st Floor South
	London
	W1W 6XH


Independent auditors	Harris & Trotter LLP
	Chartered Accountants and statutory auditors
	101 New Cavendish Street
	1st Floor South
	London
	W1W 6XH

SKINNYDIP GROUP LIMITED

CONTENTS

	Page
Group Strategic Report	1
Directors' Report	2 - 3
Independent Auditors' Report	4 - 7
Consolidated Profit and Loss Account	8
Consolidated Balance Sheet	9 - 10
Company Balance Sheet	11 - 12
Consolidated Statement of Cash Flows	13 - 14
Consolidated Analysis of Net Debt	15
Notes to the Financial Statements	16 - 37

SKINNYDIP GROUP LIMITED

GROUP STRATEGIC REPORT

FOR THE PERIOD ENDED 3 JANUARY 2026

Introduction

The directors present the strategic report for the period ended 3 January 2026.

Skinnydip was born in 2011 to satisfy the demand for fashion led designed phone cases. The brand has since expanded to include clothing, jewellery, beauty and technology driven by a desire to be innovative, unique, imaginative, ethical and on-trend.

Sales are delivered through four channels: owned physical stores, concessions, wholesale and online.

Products are designed and sourced by teams at our London HQ and delivered to customers around the world.

Business review

Satisfactory progress was made in the period ended 3 January 2026, with Profit before tax £542,464 higher than prior year.

Principal risks and uncertainties

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

R Gold

Director

Date: 22 September 2026

Page 1

SKINNYDIP GROUP LIMITED

DIRECTORS' REPORT

FOR THE PERIOD ENDED 3 JANUARY 2026

The directors present their report and the financial statements for the period ended 3 January 2026.

Directors' responsibilities statement

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated 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 the Group and of the profit or loss of the Group for that period.

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

∙select suitable accounting policies for the Group'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 Group 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 the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The profit for the period, after taxation, amounted to £631,117 (2024 - £332,047).

The directors do not recommend payment of a further dividend.

Directors

The directors who served during the period were:

R Gold

J Gold

L Blitz

Engagement with employees

The group's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.

Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

There is no employee share scheme at present, but the directors are considering the introduction of such a scheme as a means of further encouraging the involvement of employees in the company's perormance.

Page 2

SKINNYDIP GROUP LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE PERIOD ENDED 3 JANUARY 2026

Disabled employees

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

Disclosure of information to auditors

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 and the Group'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 and the Group's auditors are aware of that information.

Auditors

The auditors, Harris & Trotter LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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

R Gold

Director

Date: 22 September 2026

Page 3

SKINNYDIP GROUP LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SKINNYDIP GROUP LIMITED

Opinion

We have audited the financial statements of Skinnydip Group Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the period ended 3 January 2026, which comprise the Consolidated Profit and Loss Account, the Consolidated Analysis of Net Debt, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows and the related notes, 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 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 Group's and of the Parent Company's affairs as at 3 January 2026 and of the Group's profit for the period 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group 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 Group's or the Parent 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 4

SKINNYDIP GROUP LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SKINNYDIP GROUP LIMITED (CONTINUED)

Other information

The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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 Group Strategic Report and the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and

∙the Group 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 Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 by the Parent Company, or returns adequate for our audit have not been received from branches not visited by us; or

∙the Parent Company 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.

Page 5

SKINNYDIP GROUP LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SKINNYDIP GROUP LIMITED (CONTINUED)

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 Group's and the Parent 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 Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Group 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 objectives of our audit are to identify and assess the risks of material misstatement of the financial statements due to fraud or error; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud or error; and to respond appropriately to those risks. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK).

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:

• We obtained an understanding of the legal and regulatory frameworks applicable to the Company and the industry in which it operates. We determined that the following laws and regulations were most significant: FRS 102 and the Companies Act 2006.

• We obtained an understanding of how the Company is complying with those legal and regulatory frameworks by making enquiries of management.

• We challenged assumptions and judgments made by management in its significant accounting estimates.

We did not identify any key audit matters relating to irregularities, including fraud.

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 Auditors' Report.

Page 6

SKINNYDIP GROUP LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SKINNYDIP GROUP LIMITED (CONTINUED)

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 Auditors' 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.

Stephen Haffner (Senior Statutory Auditor)

for and on behalf of

Harris & Trotter LLP

Chartered Accountants and statutory auditors

101 New Cavendish Street

1st Floor South

London

W1W 6XH

22 September 2026

Page 7

SKINNYDIP GROUP LIMITED

CONSOLIDATED PROFIT AND LOSS ACCOUNT

FOR THE PERIOD ENDED 3 JANUARY 2026

	3 January	28 December
	2026	2024
Note	£	£


Turnover	4	31,720,246	36,055,463
Cost of sales		(23,098,189)	(28,003,842)
Gross profit		8,622,057	8,051,621
Administrative expenses		(7,842,336)	(7,343,109)
Other operating income	5	-	30,000
Fair value movements		-	(298,918)
Operating profit	6	779,721	439,594
Interest receivable and similar income		11,510	276
Interest payable and similar expenses	11	(73,867)	(41,474)
Profit before tax		717,364	398,396
Tax on profit	12	(86,247)	(66,349)
Profit for the financial period		631,117	332,047

Profit for the period attributable to:
Owners of the parent	631,117	332,047
	631,117	332,047

The notes on pages 16 to 37 form part of these financial statements.

Page 8

SKINNYDIP GROUP LIMITED

REGISTERED NUMBER: 10325782

CONSOLIDATED BALANCE SHEET

AS AT 3 JANUARY 2026

	3 January	28 December
	2026	2024
Note	£	£

Fixed assets
Intangible assets	15		83,634		104,542
Tangible assets	16		437,290		427,741
Investments	17		2,357,978		-
Investment property	18		2,438,536		2,438,537
			5,317,438		2,970,820
Current assets
Stocks	19	4,488,107		1,688,397
Debtors: amounts falling due within one year	20	4,390,769		5,383,612
Cash at bank and in hand	21	2,397,776		3,152,773
		11,276,652		10,224,782
Creditors: amounts falling due within one year	22	(8,811,943)		(6,917,183)
Net current assets			2,464,709		3,307,599
Total assets less current liabilities			7,782,147		6,278,419
Creditors: amounts falling due after more than one year	23		(968,804)		-
Provisions for liabilities
Deferred taxation	26	-		(96,193)
			-		(96,193)
Net assets excluding pension asset			6,813,343		6,182,226
Net assets			6,813,343		6,182,226

Capital and reserves
Called up share capital	27	99	99
Profit and loss account	28	6,813,244	6,182,127
Equity attributable to owners of the parent Company		6,813,343	6,182,226
		6,813,343	6,182,226

Page 9

SKINNYDIP GROUP LIMITED

REGISTERED NUMBER: 10325782

CONSOLIDATED BALANCE SHEET (CONTINUED)

AS AT 3 JANUARY 2026

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

R Gold

Director

Date: 22 September 2026

The notes on pages 16 to 37 form part of these financial statements.

Page 10

SKINNYDIP GROUP LIMITED

REGISTERED NUMBER: 10325782

COMPANY BALANCE SHEET

AS AT 3 JANUARY 2026

	3 January	28 December
	2026	2024
Note	£	£

Fixed assets
Investments	17		2,358,177		199
			2,358,177		199
Current assets
Debtors: amounts falling due within one year	20	-		1,639,450
Cash at bank and in hand	21	17,975		736,505
		17,975		2,375,955
Creditors: amounts falling due within one year	22	(113)		(115)
Net current assets			17,862		2,375,840
Total assets less current liabilities			2,376,039		2,376,039


Net assets excluding pension asset			2,376,039		2,376,039
Net assets			2,376,039		2,376,039

Capital and reserves
Called up share capital	27	99	99
Profit and loss account	28	2,375,940	2,375,940
		2,376,039	2,376,039

Page 11

SKINNYDIP GROUP LIMITED

REGISTERED NUMBER: 10325782

COMPANY BALANCE SHEET (CONTINUED)

AS AT 3 JANUARY 2026

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

R Gold

Director

Date: 22 September 2026

The notes on pages 16 to 37 form part of these financial statements.

Page 12

SKINNYDIP GROUP LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE PERIOD ENDED 3 JANUARY 2026

			3 January	28 December
			2026	2024
			£	£

Cash flows from operating activities
Profit for the financial period	631,117	332,047
Adjustments for:
Amortisation of intangible assets	20,908	-
Depreciation of tangible assets	73,138	98,220
Loss on disposal of tangible assets	-	1,601
Interest paid	73,867	41,474
Interest received	(11,510)	(276)
Taxation charge	79,126	66,349
(Increase)/decrease in stocks	(2,799,710)	144,783
(Increase) in debtors	(1,365,135)	(523,521)
Decrease/(increase) in amounts owed by groups	4,285	(4,286)
Increase in creditors	2,048,579	470,489
Increase/(decrease)) in amounts owed to groups	-	(36,477)
Net fair value losses recognised in P&L	-	298,918
Corporation tax (paid)	(122,643)	(107,263)
Net cash generated from operating activities	(1,367,978)	782,058

Cash flows from investing activities
Purchase of intangible fixed assets	-	(7,350)
Purchase of tangible fixed assets	(82,687)	(86,951)
Interest received	11,510	276
Net cash from investing activities	(71,177)	(94,025)
Cash flows from financing activities
New secured loans	1,310,500	-
Repayment of loans	(176,543)	(1,150,000)
Dividends paid	-	(210,000)
Interest paid	(8,674)	(41,474)
Net cash used in financing activities	1,125,283	(1,401,474)
Net (decrease) in cash and cash equivalents	(313,872)	(713,441)
Cash and cash equivalents at beginning of period	1,559,802	2,273,243
Cash and cash equivalents at the end of period	1,245,930	1,559,802

Page 13

SKINNYDIP GROUP LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)

FOR THE PERIOD ENDED 3 JANUARY 2026

		3 January	28 December
		2026	2024
		£	£

Cash and cash equivalents at the end of period comprise:
Cash at bank and in hand	2,397,776	3,152,774
Bank overdrafts	(1,151,846)	(1,592,972)
	1,245,930	1,559,802

The notes on pages 16 to 37 form part of these financial statements.

Page 14

SKINNYDIP GROUP LIMITED

CONSOLIDATED ANALYSIS OF NET DEBT

FOR THE PERIOD ENDED 3 JANUARY 2026


At 29 December 2024	Cash flows	At 3 January 2026
£	£	£

Cash at bank and in hand	3,152,774	(754,998)	2,397,776
Bank overdrafts	(1,592,972)	441,126	(1,151,846)
Debt due after 1 year	-	(968,805)	(968,805)
Debt due within 1 year	(7,527)	(222,818)	(230,345)
	1,552,275	(1,505,495)	46,780

The notes on pages 16 to 37 form part of these financial statements.

Page 15

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

1.	General information

Skinnydip Group Limited ("the company") is a private limited company domiciled and incorporated in Engalnd and Wales. The registered number is 10325782 and the registered office address is 101 New Cavendish Street, 1st Floor South, London, W1W 6XH.

The principal place of business is 2 Centric Close, Oval Road, London, NW1 7EP.

The group consists of Skinnydip Group Limited and all of its subsidiaries

2.Accounting policies

2.1

Basis of preparation of financial statements

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

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Profit and Loss Account in these financial statements.

The following principal accounting policies have been applied:

2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Profit and Loss Account from the date on which control is obtained. They are deconsolidated from the date control ceases.

In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 01 January 2018.

2.3

Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Page 16

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

2.Accounting policies (continued)

2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

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 except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Profit and Loss Account within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

2.5

Revenue

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

Sale of goods

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

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

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

∙the amount of revenue can be measured reliably;

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

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

Page 17

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

2.Accounting policies (continued)

2.6

Interest income

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

2.7

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.

2.8

Borrowing costs

All borrowing costs are recognised in profit or loss in the period in which they are incurred.

2.9

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group 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 Group in independently administered funds.

Page 18

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

2.Accounting policies (continued)

2.10

Current and deferred taxation

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

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;

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

∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

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

2.11

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

2.12

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.

Page 19

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

2.Accounting policies (continued)

2.12

Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on a reducing balance basis.

Depreciation is provided on the following basis:

Freehold property	-		Freehold land does not have a limited useful life and therefore has not been depreciated.
Long-term leasehold property	-	2%	Straight line
Plant and machinery	-	20%	On reducing balance method
Motor vehicles	-	20%	On reducing balance method
Fixtures and fittings	-	20%	On reducing balance method
Computer equipment	-	20%	On reducing balance method

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.

2.13

Investment property

Investment property is carried at fair value determined annually by external valuers and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised in profit or loss.

2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Consolidated Profit and Loss Account for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

Investments in listed company shares are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in profit or loss for the period.

2.15

Stocks

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

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.

Page 20

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

2.Accounting policies (continued)

2.16

Debtors

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

2.17

Cash and cash equivalents

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

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

2.18

Creditors

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

2.19

Provisions for liabilities

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

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

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

2.20

Financial instruments

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

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 or 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 Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as

Page 21

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

2.Accounting policies (continued)

2.20

Financial instruments (continued)

subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

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.

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 Group after the deduction of all its liabilities.

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

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

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

The Group classifies financial liabilities from its supplier finance arrangements as trade creditors as the arrangements have not substantively changed the payment dates and other contractual terms compared to the underlying trade creditors. The related cash flows are included in operating activities in the consolidated cash flow statement

Derecognised assets/liabilities

Page 22

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

2.Accounting policies (continued)

2.20

Financial instruments (continued)

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flows expire, or are settled, or when the Group 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 Group 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 Group's contractual obligations expire or are discharged or cancelled.

Offsetting

Financial assets and liabilities are offset and the net amount presented in the statement of financial position only when the Group has a legally enforceable right to set off the amounts and intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.

2.21

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

Page 23

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

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

In the application of the group's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associates assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Impairment of debtors
The company makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience.

Stock
The company supplies fashions accessories which is subject to changing consumer demands. As a result it is necessary to consider the recoverability of the cost of stock and the associated provision required. When calculating the stock provision, management considers the nature and condition of the stock, as well as applying assumptions around anticipated saleability of finished goods.

Turnover

Analysis of turnover by country of destination:

					3 January	28 December
					2026	2024
					£	£

United Kingdom	19,091,713	14,781,289
Rest of Europe	2,621,017	5,331,256
Rest of the world	10,007,516	15,942,918
	31,720,246	36,055,463

Page 24

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

Royalty receivable	-	30,000
	-	30,000

Exchange differences

107,304

1,820

Fees payable to the Company's auditors for the audit of the consolidated and Parent Company's financial statements

45,000

35,000

Page 25

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

8.	Employees
	Staff costs, including directors' remuneration, were as follows:

		Group 3 January	Group 28 December
		2026	2024
		£	£


Wages and salaries	3,029,737	2,823,932
Social security costs	375,638	267,805
Cost of defined contribution scheme	428,271	898,828
	3,833,646	3,990,565

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

	Group	Group	Company	Company
	3 January	28 December	3 January	28 December
	2026	2024	2026	2024
	No.	No.	No.	No.

Directors	3	3	3	3
Head Office	75	68	-	-

	78	71	3	3

Directors' emoluments	335,000	295,000
	335,000	295,000

The highest paid director received remuneration of £136,667 (2024 - £100,000).

Page 26

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

	Other interest receivable	11,510	276
		11,510	276

Bank interest payable	8,674	41,474
Other loan interest payable	65,193	-
	73,867	41,474

Page 27

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

Corporation tax
Current tax on profits for the year	182,440	105,365
	182,440	105,365

Total current tax	182,440	105,365

Deferred tax
Origination and reversal of timing differences	(96,193)	(39,016)
Total deferred tax	(96,193)	(39,016)


	Tax on profit	86,247	66,349

Page 28

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

12.Taxation (continued)

Profit on ordinary activities before tax

717,364

398,396

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)	179,341	99,599
Effects of:
Expenses not deductible for tax purposes, other than goodwill amortisation and impairment	5,895	377
Capital allowances for period in excess of depreciation	(2,796)	(3,033)
Deferred Tax	(96,193)	(39,017)
Other differences leading to an increase (decrease) in the tax charge	-	8,423
Marginal relief	-	-
Total tax charge for the period	86,247	66,349

Factors that may affect future tax charges

There were no factors that may affect future tax charges.

	Dividends paid	-	210,000
		-	210,000

Page 29

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

14.	Parent company profit for the year

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Profit and Loss Account in these financial statements. The profit after tax of the parent Company for the period was £Nil (2024 - £Nil).

		Computer software
		£
	Cost
	At 29 December 2024	148,178
	At 3 January 2026	148,178
	Amortisation
	At 29 December 2024	43,636
	Charge for the period on owned assets	20,908
	At 3 January 2026	64,544
	Net book value
	At 3 January 2026	83,634
	At 28 December 2024	104,542

Page 30

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

16.	Tangible fixed assets
	Group

	Plant and machinery	Motor vehicles	Fixtures and fittings	Computer equipment	Other fixed assets	Total
	£	£	£	£	£	£
Cost or valuation
At 29 December 2024	185,354	20,414	307,020	183,764	81,913	778,465
Additions	-	-	65,514	17,173	-	82,687
At 3 January 2026	185,354	20,414	372,534	200,937	81,913	861,152
Depreciation
At 29 December 2024	45,259	5,172	191,411	108,882	-	350,724
Charge for the period on owned assets	28,329	3,048	25,895	15,866	-	73,138
At 3 January 2026	73,588	8,220	217,306	124,748	-	423,862
Net book value
At 3 January 2026	111,766	12,194	155,228	76,189	81,913	437,290
At 28 December 2024	140,095	15,243	115,608	74,882	81,913	427,741

Page 31

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

17.	Fixed asset investments

	Company

	Investments in subsidiary companies	Unlisted investments	Total
	£	£	£
Cost or valuation
At 29 December 2024	199	-	199
Additions	-	2,357,978	2,357,978
At 3 January 2026	199	2,357,978	2,358,177

Subsidiary undertakings
The following were subsidiary undertakings of the Company:
Name	Registered office	Class of shares	Holding

Skinnydip Limited	101 New Cavendish Street, 1st Floor South, London, W1W 6XH	Ordinary	100%
Skinnydip Properties Limited	101 New Cavendish Street, 1st Floor South, London, W1W 6XH	Ordinary	100%
Skinnydip Freehold Limited	101 New Cavendish Street, 1st Floor South, London, W1W 6XH	Ordinary	100%

The aggregate of the share capital and reserves as at 3 January 2026 and the profit or loss for the period ended on that date for the subsidiary undertakings were as follows:
Name	Aggregate of share capital and reserves	Profit/(Loss)
	£	£

Skinnydip Limited	3,818,937	521,315
Skinnydip Properties Limited	609,548	112,849
Skinnydip Freehold Limited	9,051	(3,014)

Page 32

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

18.	Investment property
	Group

		Freehold investment property
		£
	Valuation
	At 29 December 2024	2,438,537
	At 3 January 2026	2,438,537

The 2026 valuations were made by directors, on an open market value basis.

19.	Stocks
		Group 3 January	Group 28 December
		2026	2024
		£	£

Finished goods and goods for resale	4,488,107	1,688,397
	4,488,107	1,688,397

The difference between purchase price or production cost of stocks and their replacement cost is not material.

Page 33

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

20.

Debtors

Group 3 January	Group 28 December	Company 3 January	Company 28 December
2026	2024	2026	2024
£	£	£	£


Trade debtors	3,456,775	2,929,180	-	-
Other debtors	810,805	2,357,395	-	1,639,450
Prepayments and accrued income	123,189	97,037	-	-
	4,390,769	5,383,612	-	1,639,450

21.	Cash and cash equivalents
		Group 3 January	Group 28 December	Company 3 January	Company 28 December
		2026	2024	2026	2024
		£	£	£	£

Cash at bank and in hand	2,397,776	3,152,774	17,975	736,505
Less: bank overdrafts	(1,151,846)	(1,592,973)	-	-
	1,245,930	1,559,801	17,975	736,505

22.	Creditors: Amounts falling due within one year
		Group 3 January	Group 28 December	Company 3 January	Company 28 December
		2026	2024	2026	2024
		£	£	£	£

Bank overdrafts	1,151,846	1,592,972	-	-
Other loans	230,345	-	-	-
Trade creditors	2,317,082	1,331,154	-	-
Amounts owed to group undertakings	-	-	113	115
Corporation tax	175,319	122,643	-	-
Other taxation and social security	406,899	201,346	-	-
Other creditors	743,760	2,070,176	-	-
Accruals and deferred income	3,786,692	1,598,892	-	-
	8,811,943	6,917,183	113	115

Page 34

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

23.	Creditors: Amounts falling due after more than one year
		Group 3 January	Group 28 December
		2026	2024
		£	£

Other loans	968,804	-
	968,804	-

24.	Loans
	Analysis of the maturity of loans is given below:
		Group 3 January	Group 28 December
		2026	2024
		£	£

Amounts falling due within one year
Other loans	230,345	-


Amounts falling due after more than 5 years
Other loans	968,805	-
	1,199,150	-

25.	Financial instruments
		Group 3 January	Group 28 December	Company 3 January	Company 28 December
		2026	2024	2026	2024
		£	£	£	£

	Financial assets
	Financial assets measured at fair value through profit or loss	2,397,776	3,152,774	17,975	736,505

Page 35

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

26.	Deferred taxation
	Group

	2026	2024
	£	£

At beginning of year	96,193	135,209
Charged to profit or loss	(96,193)	(39,016)
At end of year	-	96,193

The deferred taxation balance is made up as follows:
	Group 3 January	Group 28 December
	2026	2024
	£	£

	Accelerated capital allowances	-	(96,193)
		-	(96,193)

Allotted, called up and fully paid

99 (2024 - 99) test shares of £1.00 each	99	99

Page 36

SKINNYDIP GROUP LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 3 JANUARY 2026

28.

Reserves

Profit and loss account

Retained earnings represents accumulated comprehensive income for the year and prior periods less
dividends paid.

29.	Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £38,828. (2022 - £860,568 ).

30.	Related party transactions
	During the year, a property owned by a director were transferred to the company for consideration of £2,357,978. The transfer was completed at market value and was accounted for as a related party transaction.

31.	Controlling party

The directors do not believe there to be one ultimate controlling party by virtue of the shareholdings in place.

Page 37