The Directors present their Strategic Report together with the audited financial statements of Hoodrich Global Limited (the "Company") and its subsidiary ("Hoodrich Limited") together ("the Group") for the year ended 31 December 2025.
The comparative results are for the period from 28 September 2023 to 31 December 2024.
The Company was established on 28 September 2023 and acquired Hoodrich Limited on 17 November 2023. On the same date, the wholesale operations of Hoodrich Limited, including employees, were purchased by Ink (Clothing) Limited. Following the acquisition and subsequent sale, Hoodrich Limited transitioned from a wholesale operating model to a licensing model with effect from 18 November 2023.
Since the transition, the Group has performed in line with expectations and has signed key licenses for expansion with a key global retailer, major European licensee to penetrate wholesale distribution channels in the UK and Europe, as well as additional partners in Latin America, China, and more recently an expansion into footwear.
Revenue is solely generated from royalties from licensees with guaranteed minimum royalties, supported by an asset-light structure managed through Iconix affiliates, enabling the business to operate more efficiently while maintaining brand focus. The founder, Jemal Williams, remains actively involved in product inspiration and marketing and remains a shareholder and director of Hoodrich Limited.
Business model and strategy
The licensing model provides a scalable platform for global brand development. By partnering with specialist operators in retail and wholesale, the Group is able to:
Expand internationally through licensing partners.
Add new product categories, including footwear which has been extremely successful with minimal capital investment from the Company.
Leverage the parent company infrastructure and expertise.
The focus of the Directors is to act in the best interests of the Company as a shareholder of Hoodrich Limited and support Hoodrich Limited's directors to expand the brand's global presence and relevance.
The principal risks facing the Group relate to brand performance in its core markets being UK and North America, the ability of licensees to deliver sustainable growth, and changes in consumer demand within the streetwear and lifestyle sector. These risks are mitigated by:
Entering into licensing agreements with minimum guaranteed royalties.
Diversifying licensees across multiple regions and product categories.
Maintaining founder involvement to preserve authenticity and cultural connection with consumers.
Competitors
Key competitors are other streetwear leisure wear brands, mainly through wholesale operations in Europe, UK and USA.
Threat of new entrants
New brands frequently emerge but the capital expense for these new brands to continue the initial growth is very high. The Company benefits from established relationships with key retailers, strong brand equity, distribution through global partners, and licensing agreements with guaranteed minimum royalties, which reduce the impact of potential new entrants.
Customer power
The Company's ultimate customer is the consumer, however products reach consumers through wholesalers and retailers across the world. To manage this, the Company has secured long-term licensing agreements with key retailers, a strong e-commerce platform through a European licensee and established licensing partners who activate the brand marketing strategy at a local level to develop customer loyalty.
Threat of substitute
Consumer preferences may shift towards alternative brands, products, or categories. The Company addresses this by expanding into new categories such as footwear and by maintaining close engagement with its target audience through marketing and authentic brand storytelling.
Quality of service
The performance of licensees and partners is critical to maintaining brand reputation and consumer trust. Failure to provide a high quality of service could cause severe damage to the Company's reputation and its ability to find and retain new customers. To mitigate this risk, the Company works closely with licensees, sets clear performance standards, and benefits from oversight and shared services provided by affiliates of Iconix International Inc.
Government action
Changes in trade policy, import duties, or regulatory requirements could affect the business and its licensees, particularly in international markets and specifically the US. The Company monitors developments closely and benefits from Iconix’s global infrastructure and expertise to adapt as needed. Manufacturing in China is currently minimal for the brand, meaning the ultimate consumer is not significantly affected by fluctuating tariffs.
Development and performance
The Company's strategy is primarily to maintain its operational activities at their existing levels but also to explore opportunities for growth.
War and unrest
Geopolitical instability and unrest may disrupt international trade, supply chains, and consumer confidence in certain markets. The Company mitigates this risk by diversifying licensing arrangements across multiple regions, with licensees also having multiple supply chain bases. The Company has very little presence in the Middle East and no presence in Russia or Ukraine therefore sales are not directly impacted by the current unrest.
High inflation, interest rates and energy prices
Macroeconomic pressures may reduce consumer spending power and increase operational costs for licensees. The Company’s asset-light model limits direct exposure to cost increases, while guaranteed minimum royalties provide a buffer against reduced sales volumes.
Climate-related matters
Increasing consumer and regulatory focus on sustainability presents both risks and opportunities. Failure to adapt could harm brand reputation.
Supply chain pressures and labour market challenges
Global supply chain disruption and labour shortages may affect licensees’ ability to source, manufacture, and deliver products.
Exchange rate volatility
As the brand expands internationally, fluctuations in foreign exchange rates could affect royalty income and licensee performance. This risk is managed through contracts denominated in stable currencies, GBP and USD, where possible, and by diversifying income streams across different geographies.
The Directors monitor the performance of the Group using a range of financial and non-financial key performance indicators (KPIs). The following KPIs have been identified as most relevant to the Group’s current licensing model:
On behalf of the board
The Directors present their report together with the audited financial statements of Hoodrich Global Limited (the "Company") and its subsidiary ("Hoodrich Limited") together ("the Group") for the period ended 31 December 2025. The comparative information is for the period 28 September 2023 to 31 December 2024.
The loss for the period, after taxation, amounted to £1,543,621 (period ended 31 December 2024 - loss of £22,369,056).
Dividends of £500,000 were paid to non-controlling interests (period ended 31 December 2024 - £635,000).
The Directors do not propose the payment of a final dividend.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Subsequent to the period end, Hoodrich Limited paid a dividend of £4,000,000 on 1 June 2026, £400,000 of which was payable to non-controlling interests. There have been no other significant events affecting the Group since period end.
The Directors expect continued growth in international markets, particularly North America, Asia and Latin America. Expansion into new product categories such as footwear provides an opportunity to broaden the brand’s appeal. The licensing model, supported by Iconix International Inc’s affiliate network, is expected to deliver sustainable growth with limited capital investment from the company.
Azets Audit Services were appointed as auditor during the period and have expressed their willingness to continue in office. A resolution to re-appoint them will be proposed at the annual general meeting.
In preparing these financial statements, the Directors have assessed the Group's and Company's ability to continue as a going concern for a period of at least twelve months from the date of approval of these financial statements.
In making this assessment, the Directors considered the Group's financial resources, current trading performance and forecasts for the 2026 and 2027 financial years, including a range of scenarios to assess the potential impact on cash flows, liquidity and the overall financial position.
Based on this review and current cash flow projections, the Directors have a reasonable expectation that the Group and Company have adequate resources to continue in operational existence for the foreseeable future, being at least twelve months from the date of approval of these financial statements. Accordingly, the financial statements have been prepared on the going concern basis.
The Group is also supported by Iconix International Inc., its intermediate parent undertaking, which has both the ability and intention to provide financial support if required. Iconix International Inc. has provided a letter of support for a period of not less than twelve months from the date of approval of these financial statements, confirming that it will make funds available as necessary and will not seek repayment of amounts due at the reporting date where this would be detrimental to the Group.
The Company works closely with its licensees, retail partners, and wholesale distributors to build long-term, collaborative relationships. Regular dialogue ensures alignment on brand strategy, product quality, and consumer engagement. Feedback from customers and partners is used to inform product development and strengthen brand positioning.
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
We have audited the financial statements of Hoodrich Global Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows 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 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
Basis for 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 and 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.
Other information
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 directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
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;
Reviewing minutes of meetings of those charged with governance;
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 entity 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 members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
The notes on pages 16 to 32 form part of these financial statements.
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £959,265 (2024 - £739,042 profit).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
Hoodrich Global Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 10 Slingsby Place, London, England, WC2E 9AB.
The Group consists of Hoodrich Global Limited and all of its subsidiaries.
The comparative figures cover the period from 28 September 2023 to 31 December 2024, being the period from incorporation to the prior reporting date. Accordingly, the comparative information is not wholly comparable with the results for the year ended 31 December 2025.
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.
The 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 for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues': Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The consolidated group financial statements consist of the financial statements of the parent company Hoodrich Global Limited together with all entities controlled by the parent company (its subsidiaries).
All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the Group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
In preparing these financial statements, the Directors have assessed the Group's and Company's ability to continue as a going concern for a period of at least twelve months from the date of approval of these financial statements.
In making this assessment, the Directors considered the Group's financial resources, current trading performance and forecasts for the 2026 and 2027 financial years, including a range of scenarios to assess the potential impact on cash flows, liquidity and the overall financial position.
Based on this review and current cash flow projections, the Directors have a reasonable expectation that the Group and Company have adequate resources to continue in operational existence for the foreseeable future, being at least twelve months from the date of approval of these financial statements. Accordingly, the financial statements have been prepared on the going concern basis.
The Group is also supported by Iconix International Inc., its intermediate parent undertaking, which has both the ability and intention to provide financial support if required. Iconix International Inc. has provided a letter of support for a period of not less than twelve months from the date of approval of these financial statements, confirming that it will make funds available as necessary and will not seek repayment of amounts due at the reporting date where this would be detrimental to the Group.
Turnover represents various license agreements entered into by the Company that provide revenues based on minimum royalties and additional revenues based on a percentage of sales. Minimum royalty is recognised on a straight-line basis over the full contract term. Royalties exceeding the defined minimum amounts in a specific contract year (sales-based royalties), as defined in each license agreement, are recognised only in the periods in which the minimum guarantee for the contract year has been achieved.
Turnover is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
In the parent company financial statements, investments in subsidiary entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the Group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
At each reporting period end date, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
The Group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Group's balance sheet when the Group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
Other financial assets, including call options, are recognised when the Group becomes a party to the contractual provisions of the instrument. Call options are initially recognised at fair value, determined using an appropriate option pricing methodology. Subsequently, they are remeasured to fair value at each reporting date, with any gains or losses arising from changes in fair value recognised in profit or loss.
A call option is derecognised when the contractual rights to the cash flows from the asset expire, the option is exercised, or the asset is otherwise disposed of.
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the Group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
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 deducting all of its liabilities.
Basic financial liabilities, including creditors, bank loans, loans from fellow Group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Other financial liabilities, including the put option issued over non-controlling interests are recognised when the Group becomes a party to the contractual provisions of the instrument. The put option is initially recognised at fair value, determined using an appropriate option pricing methodology. Subsequently, it is remeasured to fair value at each reporting date, with any gains or losses arising from changes in fair value recognised in profit or loss.
The put option is derecognised when the contractual obligations under the instrument are discharged, cancelled or expire, or when the option is exercised or otherwise settled.
In the consolidated financial statements, the put option issued over non-controlling interests shares forms part of the consideration for the acquisition and is presented within equity where it meets the definition of an equity instrument under FRS 102 Section 22 Paragraph 4.
Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the Group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Group.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
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.
Interest payable and similar expenses
Interest payable and similar expenses are charged to the Statement of Comprehensive Income using the effective interest method. 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.
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 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 estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Management has exercised significant estimates in determining the fair value of put and call options held in respect of non-controlling interests. The fair value of put and call options is determined using option valuation techniques that require significant management judgement and estimation. Key assumptions used in the valuation may include expected future cash flows, expected volatility, risk-free interest rates, expected exercise periods and the probability of exercise.
These assumptions are based on management's expectations of future business performance and prevailing market conditions at the reporting date. Given the inherent uncertainty associated with such estimates, changes in any of these assumptions could have a material effect on the fair value of the options recognised in the financial statements and may result in material adjustments in future reporting periods.
The assessment of intangible assets and investments for impairment requires management to make significant estimates and assumptions regarding the future performance of the related cash-generating units. These estimates include forecast revenues, profitability, growth rates and discount rates, where applicable.
Changes in these assumptions could have a significant effect on the carrying value of the assets and may result in impairment charges or reversals of impairment in future periods. Management reviews the appropriateness of these assumptions at each reporting date based on current trading performance, approved forecasts and market conditions.
The Group enters into various license agreements that provide revenues based on minimum royalties and additional revenues based on a percentage of sales. Minimum royalty is recognised on a straight-line basis over the full contract term. Royalties exceeding the defined minimum amounts in a specific contract year (sales-based royalties), as defined in each license agreement, are recognised only in the periods in which the minimum guarantee for the contract year has been achieved.
On 17 November 2023, the Group disposed of the wholesale business of Hoodrich Limited for nil consideration. The loss arising on disposal in the prior period amounted to £19,815,735, comprising the disposal of tangible fixed assets of £180,461 and the write-off of goodwill of £19,635,274.
No profit or loss was recognised in respect of discontinued operations during the current financial year.
The average monthly number of persons (excluding directors) employed by the group and company during the year was:
Their aggregate remuneration comprised:
Wages and salaries in the prior period relate to redundancy costs.
The Group and Company have no employees other than the Directors, who are remunerated via Iconix International Inc. subsidiaries and no recharge is made.
The actual (credit)/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:
Amounts owed to group undertakings represent balances due to other entities within the wider Iconix Group. The balances are unsecured, interest-free and repayable on demand.
Other creditors include deferred consideration of £nil (2024: £11,973,206) and contingent consideration of £nil (2024: £1,046,916) arising from the acquisition of the subsidiary in the prior year.
The long-term loans are secured by a fixed and floating charge over the assets of the Group.
The amounts owed to group undertakings falling due after one year are repayable on 1 September 2030 and incurs interest of 11.71% per annum.
Financial assets measured at fair value through profit or loss comprise a call option under which the Group has the right to require the non-controlling interest to sell its remaining 10% interest in Hoodrich Limited to the Group. The option is exercisable between 17 November 2028 and 17 November 2029.
Financial liabilities measured at fair value through profit or loss comprise a put option under which the non-controlling interest has the right to require the Group to purchase its remaining 10% interest in Hoodrich Limited. The option is exercisable from the reporting date until 17 February 2027.
The following are the major deferred tax liabilities and assets recognised by the Group and Company, and movements thereon:
The ordinary share has full rights regarding voting, payment of dividends and distributions.
During the year, the Company's shareholder, Iconix International Inc., made a capital contribution of £10,500,000 to the Company. The contribution was intended to constitute an increase in the Company's equity and therefore was not advanced as a loan. Accordingly, the contribution does not give rise to any repayment obligation on the part of the Company.
Consistent with the substance of the transaction, the contribution has been recognised directly within equity and credited to retained earnings.
The Group and Company’s capital and reserves are as follows:
Share capital
Called up share capital reserve represents the nominal value of the shares issued.
Other reserves
Other equity represents the put option over shares held by the non-controlling interest.
Profit and loss account
Profit and loss account represents cumulative profits or losses net of dividends paid and other adjustments attributable to the owners of the parent company.
Non-controlling interest
Non-controlling interest represents cumulative profits or losses net of dividends paid and other adjustments attributable to the non-controlling interest.
Subsequent to the period end, Hoodrich Limited paid a dividend of £4,000,000 on 1 June 2026, £400,000 of which was payable to non-controlling interests. There have been no other significant events affecting the Group since the period end.
Related party transactions with Hoodrich Limited, a 90% subsidiary of Hoodrich Global Limited, relate to the following:
£4,500,000 received relating to dividends (period ended 31 December 2024 - £5,715,000).
£4,301,866 intercompany balance owing to Hoodrich Limited regarding Sellers' settlement payment (paid by Hoodrich Limited on behalf of Hoodrich Global Limited). Creditor balance as at year end of £4,301,866 (31 December 2024 - £3,251,000).
Related party transactions with Iconix International Inc., an associated company, relate to:
Management recharges of £2,823,415 (period ended 31 December 2024 - £2,768,484). Amount outstanding as at year end of £1,983,364 (31 December 2024 - £1,671,000).
£30,850,000 falling due after more than one year in relation to intercompany loans to fund the acquisition of Hoodrich Limited.