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| For the year ended 31 December 2025 |
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| Registered number: 05576975 |
Directors and Officers
For the year ended 31 December 2025
Directors |
Sky Group Finance Limited's ("the Company") present Directors and those who served for the year and up to the reporting date are as follows:
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(resigned 6 March 2026) | |
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Secretary |
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Registered office |
Auditor |
Strategic and Directors' Report
Strategic Report for the year ended 31 December 2025
The Directors present their Strategic Report on the affairs of the Company, together with the Directors' Report, audited financial statements and Auditor's Report for the year ended 31 December 2025, with comparatives for the year to 31 December 2024.
The purpose of the Strategic Report is to inform members of the Company and to help them assess how the Directors have performed their duty to promote the success of the Company for the benefit of its members as a whole under Section 172(1) of the Companies Act 2006 (duty to promote the success of the Company).
Business review and principal activities
The Company operates, together with Comcast Corporation ("Comcast") and its other subsidiaries, as a part of the Comcast Group.
The Company is a wholly-owned subsidiary of Sky Limited (the immediate parent company) and operates together with its subsidiaries (the "Sky Group" or "Group"). The Company is ultimately controlled by Comcast.
A programme was undertaken during the year to settle numerous intracompany loans and trading receivables / payables across the Sky Group. The programme has resulted in a significant reduction in the Company's outstanding intracompany receivables (see note 9) and intracompany payables (see note 10).
Financial Review and Dividends
The audited financial statements for the year ended 31 December 2025 are set out on pages 13 to 31. The profit before tax for the year was £38,130,000 (2024: £48,244,000). No dividends were paid to the shareholder during the year (2024: £nil). The Directors do not recommend the payment of a final dividend.
During the year the Company had investment income of £52,221,000 (2024: £62,843,000) and finance costs of £14,091,000 (2024: £14,599,000).
The foreign exchange exposure is mitigated by an intercompany loan receivable with Comcast Sky Holdings Inc. The decrease in investment income is primarily attributable to a decline in the interest-bearing receivables during the year following the intracompany netdown programme noted above.
The Balance Sheet shows that the Company's shareholder's position at the end of the year was a surplus of £632,345,000 (2024: £606,264,000).
Key performance indicators (KPIs)
Comcast and the Company manage their operations on a divisional basis. For this reason, the Directors believe that an analysis using KPIs for the Company is not necessary or appropriate for an understanding of the development, performance or position of the Company. The results of the Company are included in the KPIs of Comcast, the ultimate controlling party. More information is included in Comcast's filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended 31 December 2025 and subsequent filings.
Principal risks and uncertainties
The Company's activities expose it to financial risks, namely interest rate risk, foreign exchange risk, credit risk, liquidity risk and investment performance risk. The Directors do not believe the Company is exposed to significant cash flow risk or price risk.
Approved by the Board and signed on its behalf,
Director |
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Strategic and Directors' Report (continued)
Directors' Report for the year ended 31 December 2025
The Directors present their report and the audited financial statements of Sky Group Finance Limited for the year ended 31 December 2025.
Directors
The Directors who served during the year are shown on page 1.
The Directors do not recommend the payment of a final dividend in the current year (2024: £nil).
The Company has chosen, in accordance with section 414C(11) of Companies Act 2006, to include such matters of strategic importance to the Company in the Strategic Report which otherwise would be required to be disclosed in the Director's report.
Going concern
The Company's business activities together with the factors likely to affect its future development and performance are set out in the Business Review. The Strategic Report details the financial position of the Company, as well as the Company's objectives and policies, and details of its exposures to risk.
The Company is in a net current liability position. However, the Company has received confirmation that Comcast intends to support the Company for a period of at least 12 months from the date of signing of these financial statements.
As a result, after making enquiries, the Directors have formed a judgement at the time of approving the financial statements that the Company will have access to adequate resources to continue for at least 12 months from the date of signing of the financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
Auditor
Deloitte LLP have expressed their willingness to continue as auditor and a resolution to reappoint them was approved by the Board of Directors on 8 June 2026.
Financial risk management objectives and policies
The use of financial derivatives is governed by the Comcast Group Treasury policy approved by Comcast's Audit Committee and Board of Directors, which provide written principles on the use of financial derivatives to manage risk. The Company does not use derivative financial instruments for speculative purposes. Currently there are no derivatives.
Interest rate risk
The Company is exposed to interest rate risk in relation to its intercompany receivables which receive interest based on floating interest rates (as disclosed in note 9). The Comcast Group's Treasury function monitors the Company's exposure to fluctuations in interest rates.
Foreign exchange risk
The Company's activities expose it to the financial risks of changes in foreign currency exchange rates. The Sky Group uses foreign exchange forward contracts to hedge these exposures and mitigates exposures by matching foreign currency assets and liabilities as far as is possible. See note 13 of the accompanying financial statement for more details.
Credit risk
The Balance Sheet of the Company includes intercompany balances. The Company is therefore exposed to credit risk on these balances. The intercompany balances are detailed in notes 9 and 10. Given the amount and nature of the receivables balance, it is considered that the allowances are immaterial and therefore no adjustment has been made under IFRS 9, and there has been no write-off during the year.
Liquidity risk
The Company relies on the Comcast Group Treasury function to manage its liquidity and ensure that sufficient funds are available for ongoing operations and future developments. The Company currently has access to the £6 billion revolving credit facility with Comcast Corporation which is due to expire in May 2031. The Company benefits from this liquidity through intra-group facilities and loans.
Strategic and Directors' Report (continued)
Directors Report for the year ended 31 December 2025 (continued)
Investment performance risk
The principal risk facing the Company relates to the recoverability of the Company's investment in subsidiaries. Recovery of these assets is dependent upon the generation of sufficient profits to pay dividends or from the proceeds of sale of such investments, in the event of their disposal. The Company reviews the carrying amount of its investments at balance sheet date to determine whether there is any indication of impairment.
Approved by the Board and signed on its behalf by,
Director |
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Directors' responsibilities statement
The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including FRS 101 “Reduced Disclosure Framework”. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.
In preparing these financial statements, the Directors are required to:
select suitable accounting policies 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; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKY GROUP FINANCE LIMITED
Report on the audit of the financial statements
1. | Opinion |
In our opinion the financial statements of Sky Group Finance Limited (the 'company'):
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We have audited the financial statements which comprise:
the income statement;
the statement of comprehensive income;
the balance sheet;
the statement of changes in equity; and
the related notes 1 to 17.
The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 "Reduced Disclosure Framework" (United Kingdom Generally Accepted Accounting Practice).
2. | 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 Financial Reporting Council's (the 'FRC's') Ethical Standard as applied to listed entities, 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.
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKY GROUP FINANCE LIMITED (continued)
3. | Summary of our audit approach |
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Key audit matters | The key audit matter that we identified in the current year was valuation and disclosure of quoted external borrowings, consistent with the prior year. | |
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Materiality | The materiality that we used in the current year was £11.4m which was determined on the basis of 1.25% of total assets. | |
Scoping | Audit work to respond to the risks of material misstatement was performed directly by the audit engagement team. | |
Significant changes in our approach | For the year ended 31 December 2025, there are no significant changes in our approach. | |
4. | 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.
Our evaluation of the directors' assessment of the company's ability to continue to adopt the going concern basis of accounting included:
obtaining an understanding of management's process for monitoring cash requirements for the company and its fellow Sky undertakings ("Sky Group"), as the company assists in financing the operations of the Sky Group;
assessing how cash requirements are met internally by Sky Group or by using the facilities provided by the Sky Group's ultimate parent company, Comcast Corporation;
evaluating the intent and ability of Comcast Corporation to provide financial support for a period of at least 12 months from the approval of the financial statements; and
considering contradictory evidence for the appropriateness of the going concern basis of accounting.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKY GROUP FINANCE LIMITED (continued)
5. | Key audit matters |
The key audit matter communicated below is a matter that, in our professional judgement, was of most significance in our audit of the financial statements of the current year and included the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified. This matter had the greatest effect on the overall audit strategy, the allocation of resources in the audit, and directing the efforts of the engagement team.
This matter was addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on this matter.
5.1. | Valuation and disclosure of the quoted external borrowings |
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Key audit matter | The company's principal activity is to assist in financing the operations of the Sky Group. At the year end, the company has significant non-current external borrowings amounting to £257m (2024: £276m). The quoted bond debt of US$350m (£257m) with a rate of 6.5% is held at amortised cost and classified as non-current in the financial statements, as the bond is repayable in October 2035. Due to the significant debt balance any changes including the valuation and disclosure of the balance could have a material impact on the financial statements. The valuation and disclosure of the external borrowings have been included in our report as a key audit matter due to its significance, potential disclosure complexity and the level of audit effort required to respond to the risk of material misstatement. Further details are included within notes 2, 11, and 12 to the financial statements. |
How the scope of our audit responded to the key audit matter | The following procedures have been performed in response to the key audit matter:
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Key observations | Based on the work performed, we concluded that the valuation and disclosure of the quoted external borrowings are appropriate. |
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKY GROUP FINANCE LIMITED (continued)
6. | Our application of materiality |
6.1. | Materiality |
We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope of our audit work and in evaluating the results of our work.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
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Materiality | £11.4m (2024: £19.5m) |
Basis for determining materiality | 1.25% of total assets (2024: 1.25% of total assets) |
Rationale for the benchmark applied | The company's purpose is to act as a financing function for the operations of the wider Sky group. The total assets which the company holds exist to conduct this function, and as such are of key importance to the operations of the company. This benchmark was selected because assets are the key focus for the primary users to ascertain the company's ongoing ability to meet its obligations as they fall due to service the external debt.
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6.2. | Performance materiality |
We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and undetected misstatements exceed the materiality for the financial statements as a whole. Performance materiality was set at 70% of materiality for the 2025 audit (2024: 70%). In determining performance materiality, we considered the following factors:
The risk assessment, including our assessment of the company's overall control environment; and
Our past experience of the audit, which has indicated a low number of corrected and uncorrected misstatements identified in prior periods.
6.3. | Error reporting threshold |
We agreed with the directors that we would report to them all audit differences in excess of £0.57m (2024: £0.98m), as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We also report to the directors on disclosure matters that we identify when assessing the overall presentation of the financial statements.
7. | An overview of the scope of our audit |
Our audit was scoped by obtaining an understanding of the entity and its environment, including internal control, and assessing the risks of material misstatement. Audit work to respond to the risks of material misstatement was performed directly by the audit engagement team. We did not rely on internal controls as part of our audit strategy.
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKY GROUP FINANCE LIMITED (continued)
8. | Other information |
The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report.
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
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. |
9. | Responsibilities of directors |
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
10. | Auditor's responsibilities for the audit of the financial statements |
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the FRC's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKY GROUP FINANCE LIMITED (continued)
11. | 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, 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.
11.1. | Identifying and assessing potential risks related to irregularities |
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.
We also obtained an understanding of the legal and regulatory frameworks that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act and tax legislation.
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty.
11.2. | Audit response to risks identified |
As a result of performing the above, we did not identify any key audit matters related to the potential risk of fraud or non-compliance with laws and regulations.
Our procedures to respond to risks identified included the following:
reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
enquiring of management, the directors and in-house legal counsel concerning actual and potential litigation and claims;
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
reading minutes of meetings of those charged with governance, and
in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members including internal specialists, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKY GROUP FINANCE LIMITED (continued)
Report on other legal and regulatory requirements
12. | Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit:
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 any material misstatements in the strategic report or the directors' report.
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13. | Matters on which we are required to report by exception |
13.1. | Adequacy of explanations received and accounting records |
Under the Companies Act 2006 we are required to report to you if, in our opinion:
we have not received all the information and explanations we require for our audit; or
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.
We have nothing to report in respect of these matters. |
13.2. | Directors' remuneration |
Under the Companies Act 2006 we are also required to report if in our opinion certain disclosures of directors' remuneration have not been made.
We have nothing to report in respect of this matter. |
14. | 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.
Nicola Barker, FCA (Senior statutory auditor) |
For and on behalf of Deloitte LLP |
Statutory Auditor |
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Income Statement
For the year ended 31 December 2025
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Investment income | 3 | ||
Finance costs | 4 | ||
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Profit before tax | 5 | ||
Tax | 6 | ||
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The accompanying notes are an integral part of this Income Statement.
All results relate to continuing operations.
Statement of Comprehensive Income
For the year ended 31 December 2025
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Other comprehensive income |
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Amounts reclassified and reported in the income statement |
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Gain on cash flow hedges |
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Tax on cash flow hedges |
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Total comprehensive income for the year attributable to equity shareholder |
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The accompanying notes are an integral part of this Statement of Comprehensive Income.
All results relate to continuing operations.
Balance Sheet
As at 31 December 2025
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Non-current assets |
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Investment in subsidiaries | 7 | ||
Trade and other receivables | 9 | ||
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Total non-current assets |
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Total assets |
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Current liabilities |
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Trade and other payables | 10 | ||
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Total current liabilities |
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Non-current liabilities |
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Borrowings | 11 | ||
Deferred tax liabilities | 8 | ||
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Total non-current liabilities |
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Total liabilities |
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Share capital | 14 | ||
Reserves | 15 | ||
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Total equity attributable to equity shareholder |
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Total liabilities and shareholder's equity |
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The accompanying notes are an integral part of this Balance Sheet.
The financial statements of Sky Group Finance Limited, registered number 05576975, were approved by the Board of Directors on 8 June 2026 and were signed on its behalf by:
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Statement of Changes in Equity
For the year ended 31 December 2025
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Recognition and transfer of cash flow hedges: |
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-In income statement | ||||
Tax on items taken directly to equity | ||||
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Recognition and transfer of cash flow hedges: |
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Tax on items taken directly to equity | ||||
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The accompanying notes are an integral part of this Statement of Changes in Equity.
For a description of the nature and purpose of the hedging reserve, see note 15.
Notes to the financial statements
1. | Company information |
Sky Group Finance Limited (the ''Company'') is a private company, limited by shares, incorporated in the United Kingdom, and registered in England and Wales. The address of the registered office is Grant Way, Isleworth, Middlesex, TW7 5QD, United Kingdom and registered number is 05576975.
The Company's principal activities are set out in the Strategic report.
These financial statements are presented in pounds sterling because that is the currency of the primary economic environment in which the Company operates.
2 | Material accounting policies |
a) | Statement of compliance |
In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements of IFRS, but makes amendments where necessary in order to comply with the Companies Act 2006 and to take advantage of FRS 101 disclosure exemptions. These exemptions are listed in accounting policy 2(i).
b) | Basis of preparation |
The financial statements have been prepared on a going concern basis and on an historical cost basis, except for the remeasurement to fair value of certain financial assets and liabilities as described in the accounting policies below.
The Company's business activities together with the factors likely to affect its future development and performance are set out in the Business Review. The Strategic Report details the financial position of the Company, as well as the Company's objectives and policies, and assessment of risk.
The Company is in a net current liability position. However, the Company has received confirmation that Comcast intends to support the Company for a period of at least 12 months from the date of signing of these financial statements.
The Company has classified assets and liabilities as current when they are expected to be realised in, or intended for sale or consumption in, the normal operating cycle of the Company.
The Company has taken advantage of the exemption from preparing consolidated financial statements afforded by section 401 of the Companies Act 2006, because it is a wholly-owned subsidiary of Comcast Corporation ("Comcast") which prepares consolidated financial statements which are publicly available (see note 17).
The entity has adopted the amendments to IAS 12 which clarify that the Standard applies to income taxes arising from tax law enacted or substantively enacted to implement the Pillar Two model rules published by the OECD, including tax law that implements qualified domestic minimum top-up taxes described in those rules. The amendments introduce a temporary exception to the accounting requirements for deferred taxes in IAS 12, so that an entity would neither recognise nor disclose information about deferred tax assets and liabilities related to Pillar Two income taxes. Following the amendments, the entity is required to disclose that it has applied the exception and to disclose separately its current tax expense or income related to Pillar Two income taxes.
In the current year, the Company has applied a number of amendments to IFRS Accounting Standards issued by the International Accounting Standards Board (IASB) that are mandatorily effective for the current year accounting period. Their adoption has not had any material impact on the disclosures or on the amounts reported in these financial statements.
Notes to the financial statements (continued)
2. | Material accounting policies (continued) |
c) | Derivative financial instruments and hedging activities |
Amounts accumulated in the hedging reserve are subsequently recognised in the Income Statement/Statement of Comprehensive Income when the related hedged item is recognised in the Income Statement/Statement of Comprehensive Income. At inception, the effectiveness of the Company's cash flow hedges is assessed through a comparison of the principal terms of the hedging instrument and the underlying hedged item. The ongoing effectiveness of the Company's cash flow hedges is assessed using the dollar-offset approach, with the expected cash flows of hedging instruments being compared to the expected cash flows of the hedged items. This assessment is used to demonstrate that each hedge relationship is expected to be highly effective on inception, has been highly effective in the year and is expected to continue to be highly effective in future years. The measurement of hedge ineffectiveness for the Company's hedging instruments is calculated using the hypothetical derivative method, with the fair values of the hedging instruments being compared to those of the hypothetical derivative that would result in the designated cash flow hedge achieving perfect hedge effectiveness.
The excess of the cumulative change in the fair value of the actual hedging instrument compared to that of the hypothetical derivative is deemed to be hedge ineffectiveness, which is recognised in the Income Statement/Statement of Comprehensive Income.
When a cash flow hedging instrument expires, is terminated or is exercised, or if a hedge no longer meets the qualifying criteria for hedge accounting, any cumulative gain or loss existing in the hedging reserve at that time remains in the hedging provided that the underlying transaction is still expected to occur. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in the hedging reserve is immediately recognised in the Income Statement/Statement of Comprehensive Income and all future changes in the fair value of the cash flow hedging instruments are immediately recognised in the Income Statement/Statement of Comprehensive Income.
Derivatives embedded in other financial instruments or other host contracts are treated as separate derivatives when their risks and characteristics are not closely related to those of the host contracts and the host contracts are not carried at fair value, with unrealised gains or losses reported in the Income Statement/Statement of Comprehensive Income. Embedded derivatives are carried on the balance sheet at fair value from the inception of the host contract. Changes in fair value are recognised within the Income Statement/Statement of Comprehensive Income during the year in which they arise.
Notes to the financial statements (continued)
2. | Material accounting policies (continued) |
d) | Financial assets and liabilities |
Borrowings are recorded as the proceeds received, net of direct issue costs. Finance charges, including any premium payable on settlement or redemption and direct issue costs, are accounted for on an accruals basis in the Income Statement using the effective interest method and are added to the carrying amount of the underlying instrument to which they relate, to the extent that they are not settled in the year in which they arise.
e) | Investment in subsidiaries |
f) | Impairment |
Notes to the financial statements (continued)
2. | Material accounting policies (continued) |
f) | Impairment (continued) |
Determining whether the carrying amount of these assets has any indication of impairment also requires judgement. If an indication of impairment is identified, further judgement is required to assess whether the carrying amount can be supported by, for example, the net present value of future cash flows forecast to be derived from the asset. This forecast involves cash flow projections and selecting the appropriate discount rate, where applicable.
g) | Tax, including deferred tax |
The Company's liability for current tax is based on taxable profits for the year, and is calculated using tax rates that have been enacted or substantively enacted at the Balance Sheet date.
The carrying amount of deferred tax assets is reviewed at each balance sheet date and adjusted to reflect an amount that is probable to be realised based on the weight of all available evidence. Deferred tax is calculated at the rates that are expected to apply in the year when the liability is settled or the asset is realised. Deferred tax assets and liabilities are not discounted. Deferred tax is charged or credited in the Income Statement, except where it relates to items charged or credited directly to equity, in which case the deferred tax is also included within equity. Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same tax authority and the Company intends to settle its current tax assets and liabilities on a net basis.
The Company's liability for current tax is based on taxable profits for the year and is calculated using tax rates that have been enacted or substantively enacted at the balance sheet date. Tax losses are surrendered as far as possible to other group entities with taxable profits.
The Company's tax charge is the sum of the total current and deferred tax charges. The calculation of the Company's total tax charge necessarily involves a degree of estimation and judgement in respect of certain items whose tax treatment cannot be finally determined until resolution has been reached with the relevant tax authority or, as appropriate, through a formal legal process.
Provisions for tax contingencies require management to make judgements and estimates in relation to tax audit issues and exposures. Amounts accrued are based on management's interpretation of country-specific tax law and the likelihood of settlement. Tax benefits are not recognised unless it is probable that the tax positions will be sustained. Once considered to be probable, management reviews each material tax benefit to assess whether a provision should be taken against full recognition of the benefit on the basis of the likely resolution of the issue through negotiation and/or litigation. The amounts recognised in the financial statements in respect of each matter are derived from the Company's best estimation and judgement, as described above. However, the inherent uncertainty regarding the outcome of these items means the eventual resolution could differ from the provision and in such event the Company would be required to make an adjustment in a subsequent year which could have a material impact on the Company's profit and loss and/or cash position.
The key area of judgement in respect of deferred tax accounting is the assessment of the expected timing and manner of realisation or settlement of the carrying amounts of assets and liabilities held at the balance sheet date. In particular, assessment is required of whether it is probable that there will be suitable future taxable profits against which any deferred tax assets can be utilised.
h) | Foreign currency translation |
The Company's functional currency and presentational currency is pounds sterling. Trading activities denominated in foreign currencies are recorded in pounds sterling at the applicable monthly exchange rates. Monetary assets, liabilities and commitments denominated in foreign currencies at the Balance Sheet date are recorded at the rates of exchange at that date. Non-monetary assets and liabilities denominated in foreign currencies are translated to pounds sterling at the exchange rate prevailing at the date of the initial transaction. Gains and losses from the retranslation of assets and liabilities are included net in profit for the year, except for exchange differences arising on non-monetary assets and liabilities where the changes in fair value are recognised directly in equity.
For presentation purposes, assets and liabilities are translated at the exchange rate prevailing on the balance sheet date. Income and expense items are translated at the applicable monthly average exchange rates. Any exchange differences arising are classified as equity within the foreign currency translation reserve.
Notes to the financial statements (continued)
2. | Material accounting policies (continued) |
i) | FRS 101 exemptions |
Where relevant, equivalent disclosures have been given in the consolidated accounts of Comcast Corporation.
j) | Critical judgements and key sources of estimation uncertainty |
The application of the Company's accounting policies may require the use of estimation or judgement in a manner which may affect the Company's financial position or results.
There are not considered to be any critical accounting judgements (or key sources of estimation uncertainty) applied in the preparation of the financial statements.
Additional areas where estimation or judgement is applied have been discussed in the related accounting policies sections above.
Notes to the financial statements (continued)
3. | Investment income |
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Investment income |
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Intercompany interest receivable | ||
| ─────── | ─────── |
Total Investment Income | ||
| ═══════ | ═══════ |
Intercompany interest is receivable on balances of £425 million (2024: £951 million) and £nil (2024: £56 million) both with Sky UK Limited. These loans are repayable on demand and bear interest at SONIA plus 1.1193%.
In July 2020, the Company entered into a loan agreement with Comcast Bidco Holdings Limited for US$350 million (which was novated to Comcast Sky Holdings Inc. during the prior year). The loan note is repayable on 15 October 2035 and bears interest at a rate of 1.17%.
4. | Finance costs |
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Finance costs |
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| ─────── | ─────── |
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Remeasurement of borrowings and borrowings-related derivative financial instruments | ||
| ─────── | ─────── |
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| ═══════ | ═══════ |
In October 2005, the Company issued Guaranteed Notes consisting of US$350 million aggregate principal amount of notes paying 6.500% interest and maturing on 15 October 2035.
5. | Profit before tax |
Employee Services
There were no employee costs during the year, as the Company had no employees, other than the Directors. Services are provided by employees of other companies within the Sky Group with no charge being made for their services. The Directors did not receive any remuneration during the year in respect of their services to the Company.
Audit fees
Amounts paid to the auditor for the audit of the Company’s annual financial statements of £61,800 (2024: £70,580) were borne by another Sky Group Company in both the current and prior year. No amounts for other services have been paid to the auditor.
Notes to the financial statements (continued)
6. | Tax |
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Total current tax expense | ||
| ─────── | ─────── |
Tax expense | ||
| ═══════ | ═══════ |
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Deferred tax charge relating to cash flow hedges | ||
| ═══════ | ═══════ |
The tax charge for the year is equal to (2024: less than) the charge that would have been calculated using the rate of corporation tax in the UK applied to the profit before tax. The differences are explained below:
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Profit before tax | ||
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Profit before tax multiplied by UK corporation tax rate of 25.0% (2024: 25.0%) | ||
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Effects of: |
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Group relief surrendered/(claimed) for £nil consideration | ||
| ─────── | ─────── |
Tax | ||
| ═══════ | ═══════ |
All tax relates to UK corporation tax. The entity has applied the temporary exception, introduced in May 2023, from the accounting requirements for deferred taxes in IAS 12, so that the entity neither recognises nor discloses information about deferred tax assets and liabilities related to Pillar Two income taxes. There is not expected to be any material impact of Pillar Two income taxes reporting legislation, which is applicable to the financial statements for the year ended 31 December 2025.
7. | Investment in subsidiaries |
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Cost and net book value | ||
| ═══════ | ═══════ |
Notes to the financial statements (continued)
7. | Investment in subsidiaries (continued) |
Details of the investments of the Company are as follows:
Name | Country of incorporation | Description and proportion of shares held (%) |
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Direct holdings |
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600 ordinary shares of £1 each (100%) | ||
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Indirect holdings |
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172 ordinary shares of £0.01 each (100%) |
8. | Deferred tax liability |
| Financial |
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Charge to equity | |
| ─────── |
| ═══════ |
Charge to equity | |
| ─────── |
| ═══════ |
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the years in which they reverse. The rate enacted for the relevant year of reversal is 25% (2024: 25%).
9. | Trade and other receivables |
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Non-current |
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Amounts receivable from other group companies | ||
| ─────── | ─────── |
Total trade and other receivables | ||
| ═══════ | ═══════ |
The Company is exposed to credit risk on its trade and other receivables, which are primarily with other members of the Group and represents a concentration of risk. No allowances have been recorded against amounts receivable from group companies as the expected credit loss on these balances is considered to be immaterial.
Notes to the financial statements (continued)
9. | Trade and other receivables (continued) |
Amounts receivable from other group companies
Significant year-on-year movements in amounts receivable from other group companies arose due to an intercompany netdown programme during 2025, which resulted in a decline in receivable balances.
Amounts due from other group companies as at 31 December 2025 are £686,346,000 (2024: £1,341,082,000) of which £nil (2024: £51,817,000) represent trade receivables, which are unsecured, non-interest bearing and are repayable on demand. The balance of £686,346,000 (2024: £1,289,265,000) are loans as detailed below:
On 16 September 2008, the Company entered into a loan agreement of £42,080,000 with Sky UK Limited whereby the Company was lender and Sky UK Limited was borrower. This was extended to £150,000,000 in July 2022. The facilities were repayable on demand and bore interest at a rate of SONIA plus 1.1193%. The facilities were repaid during the year. The amount outstanding on this loan (including interest and exposure to credit risk) as at 31 December 2025 was £nil (2024: £55,549,000).
On 16 October 2009, the Company entered into a loan agreement of £610,700,000 with Sky UK Limited whereby the Company was lender and Sky UK Limited was borrower. This is an interest-bearing loan incurring interest at a rate of SONIA plus 1.1193% and is repayable on demand. A partial repayment of the loan was made on 3 November 2025. The amount outstanding on this loan (including interest and exposure to credit risk) as at 31 December 2025 was £424,517,000 (2024: £950,884,000).
On 23 July 2020, the Company entered into a loan agreement of $350,000,000 whereby the Company was the lender and Comcast Bidco Holdings Limited was the borrower. This is an interest-bearing loan incurring interest at a rate of 1.17% and was novated to Comcast Sky Holdings Inc. on 9 October 2024. The loan is repayable on 15 October 2035. The amount outstanding on this loan including interest as at 31 December 2025 was £261,829,000 (2024: £282,832,000).
10. | Trade and other payables |
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Amounts payable to parent company | ||
Amounts payable to other group companies | ||
Accruals | ||
| ─────── | ─────── |
Total trade and other payables | ||
| ═══════ | ═══════ |
The Directors consider that the carrying amount of trade and other payables approximates to their fair values.
Significant year-on-year movements in amounts payable to parent company and amounts payable to other group companies arose due to an intercompany netdown programme during 2025, which resulted in a decline in payable balances.
Amounts payable to the parent company
The Company has trade payable balances with Sky Limited of £nil (2024: £39,950,000), these balances are unsecured, non-interest bearing and are repayable on demand.
Amounts payable to other group companies
Amounts payable to other group companies totalling £9,533,000 (2024: £630,233,000) represent trade payables which are unsecured, non-interest bearing and payable on demand.
Notes to the financial statements (continued)
11. | Borrowings |
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Non-current borrowings |
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US$350 million of 6.500% Guaranteed Notes repayable in October 2035(i) | ||
| ─────── | ─────── |
Total non-current borrowings | ||
| ═══════ | ═══════ |
Guaranteed notes |
At 31 December 2025 the Company had in issue the following publicly traded Guaranteed Notes:
|
| Interest Rate Hedging |
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| Value | Fixed | Fixed |
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US$350 million of 6.500% Guaranteed Notes repayable in October 2035 | |||
| ─────── | ─────── |
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| ═══════ | ═══════ |
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At 31 December 2024 the Company had in issue the following publicly traded Guaranteed Notes:
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| Interest Rate Hedging |
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| Value | Fixed | Fixed |
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US$350 million of 6.500% Guaranteed Notes repayable in October 2035 | |||
| ─────── | ─────── |
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| ═══════ | ═══════ |
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Six other Comcast Group companies (2024: Six), Sky Limited, Sky UK Limited, Sky Subscribers Services Limited, Sky Telecommunications Services Limited, Sky CP Limited and Comcast Corporation have given joint and several guarantees in relation to the above mentioned notes.
Notes to the financial statements (continued)
12. | Derivatives and other financial instruments |
Hedge accounting classification and impact
The Company designated its fixed rate cross-currency swaps, which were terminated in July 2020, as cash flow hedges. As such, the effective portion of the gain or loss on these contracts was reported as a separate component of the hedging reserve, and was then reclassified to the Income Statement in the same years that the forecast transactions affected the Income Statement. During the current year, gains of £3,354,000 were removed from the hedging reserve and credited to finance costs in the Income Statement to amortise the remaining balance in the hedging reserve over the life of the bond (2024: gains of £3,363,000 removed, principally to offset the currency translation movements in the underlying hedged debt).
Hedge effectiveness testing was performed quarterly using the dollar-offset approach. The actual movement in the hedging items was compared with the movement in the valuation of the hypothetically perfect hedge of the underlying risk at inception, and any ineffectiveness was recognised directly in the Income Statement. There was no ineffectiveness recognised in the Income Statement during the current year (2024: £nil).
A hedge relationship is deemed to be effective if the ratio of changes in valuation of the underlying hedged item and the hedging instrument is within the range of 80% to 125%. Any relationship which has a ratio outside this range is deemed to be ineffective, at which point hedge accounting is suspended. During the year ended 31 December 2025, there were no instances in which the hedge relationship was not highly effective (2024: no instances).
(a) | Carrying value and fair value |
The Company's principal financial instruments comprise quoted bond debt. The Company has financial assets such as intercompany trade and other receivables.
The accounting classification of each class of the Company's financial assets and financial liabilities is as follows:
| Financial Assets at | Financial Liabilities at |
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| Amortised | Amortised | Total carrying value | Total fair |
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Quoted bond debt | ||||
Trade and other receivables | ||||
Trade and other payables | ||||
| ═══════ | ═══════ | ═══════ | ═══════ |
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Quoted bond debt | ||||
Trade and other receivables | ||||
Trade and other payables | ||||
| ═══════ | ═══════ | ═══════ | ═══════ |
The fair values of financial assets and financial liabilities are determined as follows:
The fair value of financial assets and financial liabilities with standard terms and conditions and which are traded on active liquid markets is determined with reference to quoted market prices.
The fair value of other financial assets and financial liabilities (excluding derivative instruments) is determined in accordance with generally accepted pricing models based on discounted cash flow analysis using prices from observable current market transactions and dealer quotes for similar instruments.
The differences between carrying values and fair values reflect unrealised gains or losses inherent in the financial instruments, based on valuations as at 31 December 2025 and 31 December 2024. The volatile nature of the markets means that values at any subsequent date could be significantly different from the values reported above.
Notes to the financial statements (continued)
12. | Derivatives and other financial instruments (continued) |
b) | Fair value hierarchy |
All of the Company's financial instruments which are held at fair value are classified as Level 2 assets (2024: All) with the exception of the quoted bond debt which is held at amortised cost however the fair value disclosed in note 12 is classified as level 1 in the fair value hierarchy. The fair value hierarchy reflects the degree to which observable inputs are used in determining their fair values:
Level 1
Fair values measured using quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2
Fair values measured using inputs, other than quoted prices included within Level 1, that are observable for the asset or liability either directly or indirectly. Derivative financial instrument fair values are present values determined from future cash flows discounted at rates derived from market source data.
Level 3
Fair values measured using inputs for the asset or liability that are not based on observable market data.
13. | Financial risk management objectives and policies |
Treasury activity
The Comcast Group's Treasury function is responsible for raising finance for the Company's operations and manages credit risk. The Sky Group treasury function manages liquidity, foreign exchange and interest rate risks. Treasury operations are conducted within a framework of policies and guidelines authorised and reviewed by both the Comcast Audit Committee and Board of Directors which receive regular updates of Treasury activity. Derivative instruments are transacted for risk management purposes only. It is the Sky Group's policy that all hedging is to cover known risks and no speculative trading is undertaken. Regular and frequent reporting to management is required for all transactions and exposures, and the internal control environment is subject to periodic review by the Comcast Group's internal audit team.
The Sky Group's principal market risks are exposures to changes in interest rates and foreign exchange rates, which arise both from the Sky Group's sources of finance and its operations. Following evaluation of those market risks, the Sky Group selectively enters into derivative financial instruments to manage these exposures. The principal instruments currently used are interest rate swaps to hedge interest rate risks, and cross-currency swaps and forward foreign exchange contracts to hedge transactional and translational currency exposures.
Changes in assets and liabilities arising from financing activities
| Interest | Net | ||
| ||||
Assets and liabilities arising from financing activities(1) | ||||
| ═══════ | ═══════ | ═══════ | ═══════ |
Notes to the financial statements (continued)
13. | Financial risk management objectives and policies (continued) |
Market risk
The following table represents the corresponding carrying values and nominal amounts of derivatives in a continued hedge relationship as at 31 December 2025:
| Other Comprehensive Income | ||
| Opening | Gain / (loss) recycled to finance | Closing |
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Cash Flow Hedges |
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Foreign Currency Risk |
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Discontinued hedge | |||
Interest rate risk
Debt proceeds are loaned on to other Sky Group companies at fixed interest rates and terms linked to the principal amount, currency and maturity of the underlying debt instrument, thereby offsetting the interest rate risk that the Company would otherwise be subject to. Debt is issued in the form of fixed rate notes. At 31 December 2025, 100% of borrowings are held at fixed rates (2024: 100%).
The Company has loaned Comcast Sky Holdings Inc. US$350 million at a rate of 1.17%.
Interest rate sensitivity
For each one-hundred basis point rise or fall in interest rates at 31 December 2025, and if all other variables were held constant:
the Company's profit for the year ended 31 December 2025 would increase or decrease by £4,040,000 (2024: £9,768,000)
A one hundred basis point increase or decrease represents a large but realistic movement which can be easily multiplied to give sensitivities at different interest rates.
The sensitivity analyses provided are hypothetical only and should be used with caution as the impacts provided are not necessarily indicative of the actual impacts that would be experienced because the Company's actual exposure to market rates is constantly changing as the Company's portfolio of debt, foreign currency and equity contracts changes. In addition, the effect of a change in a particular market variable on fair values or cash flows is calculated without considering interrelationships between the various market rates or mitigating actions that would be taken by the Company. The changes in valuations are estimates of the impact of changes in market variables and are not a prediction of future events or anticipated gains or losses.
Foreign exchange risk
At 31 December 2025, the split of the Company's aggregate borrowings into their core currencies was US dollar 100% (2024: US dollar 100%). At 31 December 2025, 100% of the Company's long-term borrowings are denominated in US Dollars, but this exposure is mitigated by an intercompany loan receivable balance for the same notional amount.
Notes to the financial statements (continued)
13. | Financial risk management objectives and policies (continued) |
Credit risk
The Company is exposed to credit risk amounting to trade receivables. The Company's maximum exposure to credit risk on trade receivables is the carrying amounts disclosed in note 9. Given the amount and nature of receivables balance, no allowance account has been made under IFRS 9, and there has been no write-off during the year.
Liquidity risk
The Company's principal source of liquidity is cash from intercompany loan agreements, combined with access to the £6 billion revolving credit facility with its ultimate parent, Comcast which is due to expire in May 2031. The Company benefits from this liquidity through intra-group facilities and loans.
The Company's financial liabilities are shown in notes 10 and 11.
The following table analyses the Company's financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows. The amounts disclosed may not reconcile to the amounts disclosed on the Balance Sheet for borrowings, derivatives and trade and other payables.
| Less than | Between one | Between two | More than |
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Non-derivative financial liabilities |
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Bonds - US$ | ||||
Trade and other payables | ||||
| ═══════ | ═══════ | ═══════ | ═══════ |
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Bonds - US$ | ||||
Trade and other payables | ||||
| ═══════ | ═══════ | ═══════ | ═══════ |
Capital Risk Management
The capital structure of the Company consists of equity attributable to equity holders of the parent company, comprising issued capital, reserves and retained earnings. Risk and treasury management is governed by Comcast Corporation's policies approved by the Comcast Board of Directors.
Notes to the financial statements (continued)
14. | Share capital |
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Authorised, Allotted, called-up and fully paid |
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| ═══════ | ═══════ |
15. | Shareholder's equity |
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Share capital | ||
Hedging reserve | ||
Retained earnings | ||
| ─────── | ─────── |
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| ═══════ | ═══════ |
Hedging reserve
16. | Contracted commitments, contingencies and guarantees |
The following guarantee is in place relating to the Sky Group's borrowings: the Company, together with Sky UK Limited, Sky Telecommunications Services Limited, Sky CP Limited, Sky Subscribers Services Limited and Comcast Corporation have given joint and several guarantees in relation to the outstanding Guaranteed Notes issued by Sky Limited.
17. | Ultimate parent undertaking |
The Company is a wholly-owned subsidiary undertaking of Sky Limited, (the immediate parent company), a company incorporated in the United Kingdom and registered in England and Wales. The Company's ultimate parent company and the smallest and largest group in which the results of the company are consolidated is Comcast Corporation, a company incorporated in the United States of America and registered in Pennsylvania.
The Company is ultimately controlled by Comcast and operates together with Comcast's other subsidiaries, as part of the Comcast Group. The only group in which the results of the Company are consolidated is that headed by Comcast.
The consolidated financial statements of the Comcast Group are available to the public and may be obtained from the Company Investor Relations, Comcast Corporation, One Comcast Center, Philadelphia, PA 19103, USA (registered office), or at: https://www.cmcsa.com/investors.