WHALAR LTD

• ◆

  2 PSCs ceased in last 24 months

  Significant control changed hands — see the Ownership section.

Accounting basis

FRS 102

Reporting scope

Consolidated group

Auditor

HaysMac LLP

Audit opinion

Unqualified (clean)

Going concern

Affirmed

“The financial statements have been prepared on a going concern basis, which the Directors believe to be appropriate. During the year, the Group made a loss after tax of $10,261,763 (2023: loss of $9,335,283). As at the year-end, the Group had net assets of $2,449,401 (2023: $9,108,886) and cash position of $1,683,176 (2023: $6,938,332). The directors are satisfied that the Group and Company has sufficient cash, working capital and lending facilities available to meet its liabilities as they fall due for a period of 12 months from the approval of these financial statements. Consequently, the financial statements have been prepared on a going concern basis.”

Group structure

1. WHALAR LTD · parent
   1. The Lighthouse Brooklyn LLC 0.882% · Brooklyn, NY · Campus for creators
   2. The Lighthouse Venice LLC 0.882% · Venice CA · Campus for creators
   3. Whalar Media LLC 1% · Brooklyn, New York · Support services
   4. The Lighthouse by Whalar Inc. 0.882% · Los Angeles, CA · Holding company
   5. Sixteenth Limited 0.8295% · London, United Kingdom · Talent management
   6. Sixteenth Limited Global 0.8295% · London, United Kingdom · Holding company
   7. Sixteenth US Corp 0.8295% · Wilmington, New Castle, Delaware · Non trading
   8. Whalar Development, S.L. 1% · Malage, Spain · Product and technology development
   9. Whalar Estonia OÜ 1% · Harju country, Tallinn · Product and technology department
   10. Whalar FZ-LLC 1% · Dubai Media City · Sales and marketing support to group
   11. Whalar GmbH 1% · Berlin, Germany · Sales and marketing support to group
   12. Whalar Inc. 1% · Brooklyn, New York · Influencer marketing and talent management

Significant events

• “Whalar Group acquired UK Talent Management agency, Sixteenth Ltd, in Dec 2024 to build a global presence in that division.”
• “The Lighthouse at Venice Beach, California was opened in Jan 2025 to members.”
• “The second Lighthouse in Brooklyn, New York is projected to open in Fall 2025.”
• “Lighthouse also added two additional brand partners in early 2025, Samsung and Tik Tok, and it has also secured strategic investment from Fox Corporation in 2025.”
• “During FY24, Lighthouse commenced the developments of its campuses in New York and California. The costs associated with construction has been included in the financial statements.”
• “In March 2025, the Group underwent a corporate reorganisation whereby a new holding company, Whalar Group Ltd, was established.”
• “In April 2025, Whalar Group Ltd acquired 100% of the share capital of The Garage Entertainment Ltd, a business operating in the creativity and entertainment sector.”
• “During 2025, Whalar Group Ltd successfully secured strategic investment funding totalling $11 million from new investors: Time Ventures (Marc Benioff's Family office), Shopify, and Neal Moritz. Further, Lighthouse also separately secured another $2.5 million investment from Fox Corporation.”
• “In February 2025, the Co-founder, Neil Waller, provided a $5 million Director's Loan to the business to support working capital and strategic initiatives.”
• “Additionally, in 2025, both Co-founders, Neil Waller and James, converted their individual loans of $1.315 million each into SAFE (Simple Agreement for Future Equity) instruments in Lighthouse by Whalar Inc.”
• “In February 2025, the board composition of UMI Games Corp. (previously known as Mempoverse Inc.) changed, resulting in Whalar Inc gaining control and significant influence over the operations of the entity.”
• “On the 18 March 2025, Whalar Ltd sub-divided each of its 14,197,370 Ordinary shares of £0.00001 into 141,973,700 Ordinary shares of £0.000001.”
• “On the 20 March 2025, 6,456,922 Ordinary shares were issued for a total consideration of $6,254,464 (£4,977,648).”

Auditor, going-concern and subsidiary information is drawn from the narrative of the latest annual accounts. About these numbers

Filings

6

last 12 months

Capital events

2

last 24 months

Officers appointed

0

last 12 months

Officers resigned

0

last 12 months

Direct counts from the register. No score, no rating — see the Filing timeline for the underlying events.