The director presents the strategic report for the year ended 31 December 2025.

The Company is a non-trading holding company and the parent company of Company 3 Studios UK Limited.

The results for the company show no profit or loss (2024: loss after tax of £13,906) and no turnover (2024: Nil). The decrease in loss after tax for the current year, as compared to the previous year, can be attributed primarily to a re-allocation of administrative expenses to the trading company.

At the year end the company has net assets of £7,337,001 (2024: £7,337,001) and investments of £7,373,486 (2024: £7,373,486). Further comment on business performance has been included in the table below.

The subsidiary continues to work with major film studios, advertising agencies and large brands on some of their major projects. The subsidiary has performed well and is expected to perform above budget.

It is considered that turnover and EBITDA (operating profit adding back depreciation and amortisation) are the key performance indicators of the business. The results for continuing operations are:

The subsidiary’s performance is impacted by the general economic climate in the UK and North America. This risk is managed by ensuring that the subsidiary operates across a range of markets with a broad client base. Risks which the board have considered have been detailed below.

Data governance

A major risk to the subsidiary and to our customers is unauthorised access to client’s information. Good data governance is one of the essential objectives of the subsidiary. Continual investment in process, technology, data security, cyber security and our people ensure we minimise this risk.

War in the Middle East

While the assessment of the impact of the evolving war in the Middle East on the subsidiary is ongoing, it is not currently expected to have a material direct impact on the subsidiary unless it escalates and broadens further. The subsidiary has no activities within the region and, therefore, it is expected to have an immaterial direct financial impact on the subsidiary.

Industry risk

As with other companies in the film industry, the subsidiary was affected by the Screen Actors Guild (SAG-AFTRA) strike and the Writers Guild of America (WGA) strike where Actors and Writers fought to negotiate new contracts with the Alliance of Motion Picture and Television Producers (AMPTP) for higher pay, streaming residuals and protections against the use of Artificial Intelligence.

The SAG-AFTRA strike had a short-term impact on the revenue pipeline of the subsidiary. However, due to the strong local pipeline the impact was not material. To this end, the Board believes that the risks associated with the strike was successfully navigated and a full recovery has been made. In 2026, a four-year deal was agreed to stabilize the industry.

Government fiscal policy

A risk to the subsidiary and to our customers is that governments levy taxes or reduce tax incentives that impact levels of content production in the countries in which we operate. This risk is minimised by maintaining strong relationships with our trade associations and government officials and maintaining a breadth of operations across many different regions.

On behalf of the board

The director presents his annual report and financial statements for the year ended 31 December 2025.

No ordinary dividends were paid. The director does not recommend payment of a final dividend.

The director who held office during the year and up to the date of signature of the financial statements was as follows:

The company has made qualifying third party indemnity provisions for the benefit of its director during the year. These provisions remain in force at the reporting date.

The subsidiary’s operations expose it to a variety of financial risks that include the effects of credit risk, interest, exchange rate risk and the current risks of rising inflation and global energy crisis. The subsidiary is reliant on its board of directors to actively manage its risk exposure. Given the size of the group, the director has not delegated the responsibility of monitoring financial risk management to a sub-committee of the board. The policies set by the board of directors are implemented by the group’s finance department.

Credit risk

The subsidiary has implemented policies that require appropriate credit checks on potential customers before sales are made. Where debt finance is utilised, this is subject to pre-approval by the board of directors and such approval is limited to respected financial institutions.

The company has no interest bearing liabilities or foreign currency assets.

Inflation and global energy crisis

Senior management continues to monitor interest and inflation rates. Inflation levels have not had a significant impact on the majority of the subsidiary’s cost base which is largely driven by staff, software and facility costs. We anticipate that these costs would remain stable. To mitigate the risk of inflation, the subsidiary is focusing on creating flexibility in the global staff workforce.

The global energy crisis has not had a direct material impact on the subsidiary’s operations.

Although the subsidiary is in the process of developing a formal performance management program, each of the subsidiary’s departments are tasked with appraising and assessing employee performance and career development based on their own internal calendars and as needed. There are a wide range of informal and formal training opportunities available to staff at all levels.

Company-wide staff presentations are held on an as-needed basis.

Pursuant to applicable law, it is the subsidiary’s policy that disabled persons or persons who become disabled whilst in the employment of the subsidiary should be considered for employment, training, career development and promotion on the basis of their abilities and aptitudes in common with all employees.

The financial statements have been prepared on a going concern basis which the director considers to be appropriate for the following reasons. The director has prepared cash flow forecasts for a period of at least 12 months from the date of approval of these financial statements which indicate that, taking account of severe but plausible downsides, the Company will have sufficient funds to meet its liabilities as they fall due for that period. The financial statements do not include any adjustments that would result from the basis of preparation being inappropriate. Further details regarding the adoption of the going concern basis can be found in the statement of accounting policies in the financial statements.

The auditor, Azets Audit Services, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

The company has chosen in accordance with Companies Act 2006, s. 414C (11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of the fair review of the business.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

The director is responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is 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 director is required to:

• select suitable accounting policies and then apply them consistently;

• make judgements and accounting estimates that are reasonable and prudent;

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The director is 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 enable them to ensure that the financial statements comply with the Companies Act 2006. He is 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.

We have audited the financial statements of C3 UK Holdings Limited (the 'company') for the year ended 31 December 2025 which comprise the profit and loss account, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 1A The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and the provisions available for small entities, in the circumstances set out in note 1.1 to the financial statements, 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 director's 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 director 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 director is 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.

Opinions on other matters prescribed by the Companies Act 2006

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

• the information given in the strategic report and the director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the strategic report and the director's report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the director's 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 director's remuneration specified by law are not made; or

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

As explained more fully in the director's responsibilities statement, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

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.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

• Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud; 

• Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection; 

• Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

• Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias. 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Use of our report

This report is made solely to the company's member 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 member those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.

There were no recognised gains and losses for 2025 or 2024 other than those included in the statement of comprehensive income.

The notes on pages 12 to 15 form part of these financial statements.

C3 UK Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is 28 Chancery Lane, London, United Kingdom, WC2A 1LB.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention.

The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

The financial statements of the company are consolidated in the financial statements of Infinity Topco Limited. These consolidated financial statements are available from its registered office, 28 Chancery Lane, London, England, WC2A 1LB.

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.

The company is dependent on its trading subsidiary, Company 3 Studios UK Ltd, whose continuation as a going concern is dependent upon its ability to develop and attain profitable operations and generate funds therefrom. The parent company has provided a commitment that it will financially support the company, if required.

In making this conclusion the directors reviewed the company’s financial resources, cash flows and future forecast performance in its assessment of the company’s ongoing capabilities in meeting its working capital requirements. They have also considered the ability of the parent company to provide financial support should it be required and have satisfied themselves that the parent has access to sufficient financial resources over this period to be able to make this commitment. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue.

Based on this assessment, the directors therefore continue to adopt the going concern basis of accounting in preparing the company’s financial statements.

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

In the application of the company’s accounting policies, the director is 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 associated 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.

The only significant estimate included within the financial statements is:

Investment impairment

An assessment has been made, as to whether the current carrying value of investments is impaired. Detailed calculations are performed based on discounting expected pre-tax cash flows of the investments and discounting these at an appropriate discount rate, the determination of which requires the exercise of judgment. Management have concluded that no impairment is required.

With the exception of the estimate described above, the director considers that there are no other significant judgements or estimates in preparation of these financial statements.

The audit fee in respect of the company’s financial statements is payable by a subsidiary undertaking.

The company had no employees during the year (2024: nil).

The actual charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

Details of the company's subsidiaries at 31 December 2025 are as follows:

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. There are no related party transactions in the period to disclose.

The immediate parent undertaking is Company 3 Studios Inc,a limited liability company formed in Delaware, United States of America . The ultimate parent company is Infinity Topco Limited, a limited company registered in England and Wales. Infinity Topco Limited is the smallest and largest group for which accounts are prepared that include the consolidated results of the company. The registered address is 28 Chancery Lane, London, England, WC2A 1LB. Copies of the financial statements can be obtained from Companies House.