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Registered number: 01045772










CHEMIGRAPHIC LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 SEPTEMBER 2024

 
CHEMIGRAPHIC LIMITED
 
 
COMPANY INFORMATION


Directors
K J Docherty (resigned 24 June 2024)
C Wootton 
G P Allen (appointed 1 June 2024)
S D Miller (appointed 1 June 2024)




Registered number
01045772



Registered office
Unit A2 The Fleming Centre
Flemingway

Crawley

West Sussex

RH10 9NF




Independent auditor
MHA
Statutory Auditors

Reigate

United Kingdom




Solicitors
DMH Stallard
135 High Street

Crawley

United Kingdom

RH10 1DQ





 
CHEMIGRAPHIC LIMITED
 

CONTENTS



Page
Strategic report
 
 
1 - 3
Directors' report
 
 
4 - 6
Independent auditor's report
 
 
7 - 10
Statement of comprehensive income
 
 
11
Balance sheet
 
 
12 - 13
Statement of changes in equity
 
 
14
Notes to the financial statements
 
 
15 - 38


 
CHEMIGRAPHIC LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Introduction
 
The Directors submit their report and the audited financial statements for Chemigraphic Limited (the “Company” or “Chemigraphic”) for the year ended 30 September 2024. 

Business review
 
We contribute to products that have the power to change communities. We work with some of the world’s leading brands with a focus on customer service excellent to develop products that improve and save lives, increase your cyber security and develop market segments across the globe. We are passionate about technology, innovation, continuous improvement, production efficiency and supply chain resilience.
The Company has performed well despite a challenging market backdrop. 

Principal risks and uncertainties
 
Management acknowledges that there are risk factors which could impact the business. The risks under constant review include meeting customer requirements, finance, supply chain and market competition. 
The key approaches to managing the risks and uncertainties in the business are: 
 
Ensuring a customer-based focus, especially delivering on time and in full;
Delivering quality as standard. We focus upon meeting or exceeding customer requirements for product;
Fostering an environment of continuous improvement;
A “Right First-Time” expectation. This is critical to our efficiency requirements and;
Managing our People & Culture. This includes recognising the importance of diversity, inclusion, employee engagement, training and progression. 

In addition, there are financial risks, which can be divided into several key areas.
 
Credit risk to counterparties. This is mitigated by following an appropriate evaluation of credit worthiness. Most of our customers are substantial global entities.  
 
Foreign exchange risk, which results from fluctuations in purchasing and selling commitments. In addition to GBP, the Company buys products, invoices and holds cash in Chinese CNY, Euros and US Dollars. Whilst these risks are partly offset by natural hedges within the customer and supply base, non-GBP flows are monitored, with hedging applied where appropriate. 
 
Liquidity risk is mitigated by focusing on working capital management, and maintaining sufficient financing facilities to support trading. 
Page 1

 
CHEMIGRAPHIC LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Corporate Social Responsibility (CSR) 
 
Chemigraphic recognises that it is accountable to many stakeholders. As a global manufacturer, we have a responsibility beyond our economics. We need to acknowledge our impact on employees, customers, the societies we work within and the environments we impact. This awareness drives the shape of our operating model, and how we seek to do business. 
 
Our CSR principles divide into several core areas:
Conduct & Ethics. This is building key relationships of trust across all our stakeholders. 
Diversity and Inclusion. We need to ensure that every aspect of our employment and workplace reflects this culture.  
Safety, which needs to be paramount in everything we do. 
Environmental Impact. This includes reducing the direct consequences of our operations, minimizing waste, improving longevity and decreasing obsolescence. We are working with an external agency to map our path to carbon neutrality. We also maintain ISO 14001, along with RHOS and WEE compliance. 

Financial key performance indicators
 

2024
2023

£000s
£000s
Revenue
21,854
25,957
Gross Profit
5,330
5,761
Gross Profit %
24.3%
22.2%
Adjusted EBITDA (Note 29)
2,092
2,143
Adjusted EBITDA %
9.6%
8.3%
Financing
2,202
5,440

Revenue has reduced in the current year largely due to the timing of an expected program for one of our partners, which moved into 2025. Further to this, some clients have sought works to be undertaken from our China facility, resulting in the revenue being recognized in other group entities. 
The gross profit percentage has increased from 22.2% to 24.3%, with contributing factors including improved production efficiency and delivered supply chain initiatives. 
As the Company seeks to prepare for the forthcoming year, the average number of production and assembly staff increased from 72 to 78. 
The business repaid £3.2m of borrowing, reducing outstanding finance from £5.4m to £2.2m. This has reduced the Companies underlying leverage to around one times adjusted EBITDA, even after the capital equipment investments that have been undertaken. 
Chemigraphic continues to focus on achieving growth in existing sectors, investing in both its UK operations and its subsidiary in mainland China.  The Group has doubled production capacity in China during the year. There have also been substantial recent UK based investments in equipment for Optical Inspection, Pick-by-light, Robotic Soldering, flow solder, and Reflow. 
The business differentiates itself through its value-add services and capacity to provide more complex bespoke product builds.  These necessitate increasingly demanding regulatory and customer requirements, especially within the medical and security sectors. The Company also seeks to adopt a worldwide supply approach through its different global locations.
 
Accordingly, our customers expect the highest standards of accreditation, which we maintain across ISO 9001, 13485, 14001 & 27001.
 
Page 2

 
CHEMIGRAPHIC LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024

The Company can support its customers across a number of areas of product realisation, including: 
 
Prototyping and new product innovation;
Supply chain & life cycle management; 
Product assembly manufacturing;
Supply Chain resilience;
Component risk analysis; 
Off AVL; 
Service or Repair; and
Materials sourcing & procurement. 

Chemigraphic, like much of the industry, continues to work within a competitive landscape, but also within a constantly evolving marketplace. The Company recognizes its customers are currently seeking to adjust their working capital to a more normalized level following the well-documented global supply chain disruptions of recent years. 


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



C Wootton
Director

Date: 3 February 2025

Page 3

 
CHEMIGRAPHIC LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024

The directors present their report and the financial statements for the year ended 30 September 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and 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 for the Company's financial statements 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 to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Principal activity

The main activity of the Company during the year was to contribute to the Electronic Manufacturing Services industry by providing product design, manufacturing, testing and after-market support services to our customers. Our primary focus is the mid volume segment.  
We are a manufacturing service provider to various brand owners, providing global solutions varying from printed circuit board assemblies through to builds of complex finished products. 

Results and dividends

The profit for the year, after taxation, amounted to £773,669 (2023 - £1,464,764).

The directors did not recommend the payment of dividend in the period (2023: £Nil).

Directors

The directors who served during the year were:

K J Docherty (resigned 24 June 2024)
C Wootton 
G P Allen (appointed 1 June 2024)
S D Miller (appointed 1 June 2024)

Page 4

 
CHEMIGRAPHIC LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Future developments

The Company maintained a consistent EBITDA as compared to prior year with improving gross margin performance, and reduced levels of borrowing. The revenue was underpinned by a strong contribution from our core strategic global accounts, supported with development capital expenditure to prepare the business for the medium term. 
Chemigraphic continued to invest in its mainland China facility, doubling its operational footprint. This capacity allows us to service our global customers and provides a robust platform for further growth across the regions in which we operate. Our UK and Chinese facilities continue to support our strategic customers. 
The company is well placed to deliver new business over the coming period and to effectively service its Medical, Cyber Security and Industrial market sectors. 

Going concern

The Directors have, at the time of approving the financial statements, a reasonable expectation that Chemigraphic Limited has adequate resources to continue in operational existence for the foreseeable future, hence they continue to adopt the going concern basis of accounting in preparing financial statements. 
The net liabilities of the Group on 30 September 2024 were £7.8m (2023: £7.1m). The net liability position is after loan notes with carrying value of £11.7m (2023: £10.6m) owed to related parties. The loan notes were used to fund the acquisition of Chemigraphic Limited in 2019.
Chemigraphic Limited has prepared detailed forecasts and projections up to 31 January 2026 which covers at least 12 months from the date of approval of the financial statements. The assumptions used in preparing these forecasts considers downside risks. 
The Directors have taken into consideration the current economic conditions and note that there is uncertainty in the global economy. There are however order book and customer forecasts covering the budgeted period of the next financial year. Following a refinance, which completed on the 14th January 2025, the Group now has receivable finance and loan facilities with a three year term, expiring in 2028. The business also retains an existing loan which is repayable by instalments over the period to 2026. The Company has complied with its banking covenants. The Group has also received a confirmation from NVM Private Equity LLP that they will not seek repayment of their loan notes until after 5 June 2026.
The Directors have concluded that the Group has adequate resources to continue for the foreseeable future. As such, they therefore continue to adopt the going concern basis of accounting in preparing the annual financial statements.

Matters covered in the Strategic report

In accordance with section 414 of the Companies Act 2006 (Strategic Report and Directors' Report Regulations 2013), the Company has chosen to include certain information in the Strategic Report. The information covers the business review, future developments and principal risks and uncertainties. 

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as each director is aware, there is no relevant audit information of which the Company's auditor is unaware, and

the directors have taken all the steps that ought to have been taken as directors in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Page 5

 
CHEMIGRAPHIC LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Independent Auditor

The independent auditor, MHAwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





C Wootton
Director

Date: 3 February 2025

Page 6

 
CHEMIGRAPHIC LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CHEMIGRAPHIC LIMITED
 

Opinion


We have audited the financial statements of Chemigraphic Limited (the 'Company') for the year ended 30 September 2024, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of changes in equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Company's affairs as at 30 September 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Page 7

 
CHEMIGRAPHIC LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CHEMIGRAPHIC LIMITED (CONTINUED)


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 ReportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the 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.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 4, 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.


Page 8

 
CHEMIGRAPHIC LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CHEMIGRAPHIC LIMITED (CONTINUED)


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.


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:

Enquiry of management and those charged with governance around actual and potential litigation and claims;
Performing audit work over the risk of management 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 bias;
Reviewing minutes of meetings of those charged with governance; and 
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance
with applicable laws and regulations.


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 is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditor's report.


Page 9

 
CHEMIGRAPHIC LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CHEMIGRAPHIC LIMITED (CONTINUED)


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our 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.





David Boosey BA(Hons) FCA (Senior Statutory Auditor)
for and on behalf of
MHA
Statutory Auditors
Reigate
United Kingdom

3 February 2025
MHA is the trading name of MacIntyre Hudson LLP, a limited liability partnership in England and Wales (registered number OC312313).
Page 10

 
CHEMIGRAPHIC LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2024
2023
Note
£
£

  

Turnover
 4 
21,853,963
25,957,168

Cost of sales
  
(16,524,309)
(20,196,539)

Gross profit
  
5,329,654
5,760,629

Administrative expenses
  
(4,041,358)
(3,688,145)

Other operating income
  
239,627
49,270

Operating profit
 5 
1,527,923
2,121,754

Income from fixed assets investments
 9 
18
-

Interest payable and similar expenses
 10 
(575,163)
(656,990)

Profit before tax
  
952,778
1,464,764

Tax on profit
 11 
(179,109)
-

Profit for the financial year
  
773,669
1,464,764

There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of comprehensive income.

There was no other comprehensive income for 2024 (2023£NIL).

The notes on pages 15 to 38 form part of these financial statements.

Page 11

 
CHEMIGRAPHIC LIMITED
REGISTERED NUMBER: 01045772

BALANCE SHEET
AS AT 30 SEPTEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 12 
361,122
435,755

Tangible assets
 13 
160,293
150,872

Investments
 14 
1
806

  
521,416
587,433

Current assets
  

Stocks
 15 
3,387,146
5,464,629

Debtors: amounts falling due within one year
 16 
4,168,210
6,493,754

Cash at bank and in hand
 17 
38,611
129,751

  
7,593,967
12,088,134

Creditors: amounts falling due within one year
 18 
(5,606,598)
(6,207,285)

Net current assets
  
 
 
1,987,369
 
 
5,880,849

Total assets less current liabilities
  
2,508,785
6,468,282

Creditors: amounts falling due after more than one year
 19 
(3,848,238)
(8,761,284)

Provisions for liabilities
  

Deferred tax
  
(7,145)
-

Other provisions
 22 
(307,451)
(134,716)

  
 
 
(314,596)
 
 
(134,716)

Net liabilities
  
(1,654,049)
(2,427,718)


Capital and reserves
  

Called up share capital 
 23 
250,026
250,026

Capital redemption reserve
 24 
24,176
24,176

Profit and loss account
 24 
(1,928,251)
(2,701,920)

  
(1,654,049)
(2,427,718)


Page 12

 
CHEMIGRAPHIC LIMITED
REGISTERED NUMBER: 01045772
    
BALANCE SHEET (CONTINUED)
AS AT 30 SEPTEMBER 2024

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

Date: 3 February 2025

The notes on pages 15 to 38 form part of these financial statements.

Page 13

 
CHEMIGRAPHIC LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024


Called up share capital
Capital redemption reserve
Profit and loss account
Total equity

£
£
£
£


At 1 October 2022
250,026
24,176
(4,166,684)
(3,892,482)


Comprehensive income for the year

Profit for the year
-
-
1,464,764
1,464,764
Total comprehensive income for the year
-
-
1,464,764
1,464,764



At 1 October 2023
250,026
24,176
(2,701,920)
(2,427,718)


Comprehensive income for the year

Profit for the year
-
-
773,669
773,669
Total comprehensive income for the year
-
-
773,669
773,669


At 30 September 2024
250,026
24,176
(1,928,251)
(1,654,049)


The notes on pages 15 to 38 form part of these financial statements.

Page 14

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

1.


General information

Chemigraphic Limited is a private company limited by shares and incorporated in England and Wales. Its registered head office is located at Unit A2 The Fleming Centre, Flemingway, Crawley, West Sussex, RH10 9NF.
The principal activity of the Company was the manufacture of electronic products and systems for various brand owners.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

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

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Chemigraphic (Topco) Limited as at 30 September 2024 and these financial statements may be obtained from Unit A2 The Fleming Centre, Fleming Way, Crawley, West Sussex, RH10 9NF.

 
2.3

Exemption from preparing consolidated financial statements

These financial statements present information about the Company as an individual undertaking and not about its group. The Company is exempt from the requirements to prepare consolidated financial statements on the grounds that the parent undertaking Chemigraphic (Topco) Limited includes the Company in its published consolidated financial statements. The consolidated financial statements of Chemigraphic (Topco) Limited are prepared under FRS 102 and can be obtained from the address disclosed in Note 2.2.

Page 15

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.4

Going concern

The Directors have, at the time of approving the financial statements, a reasonable expectation that Chemigraphic Limited has adequate resources to continue in operational existence for the foreseeable future, hence they continue to adopt the going concern basis of accounting in preparing financial statements. 
The net liabilities of the Group on 30 September 2024 were £7.8m (2023: £7.1m). The net liability position is after loan notes with carrying value of £11.7m (2023: £10.6m) owed to related parties. The loan notes were used to fund the acquisition of Chemigraphic Limited in 2019.
Chemigraphic Limited has prepared detailed forecasts and projections up to 31 January 2026 which covers at least 12 months from the date of approval of the financial statements. The assumptions used in preparing these forecasts considers downside risks. 
The Directors have taken into consideration the current economic conditions and note that there is uncertainty in the global economy. There are however order book and customer forecasts covering the budgeted period of the next financial year. Following a refinance, which completed on the 14th January 2025, the Group now has receivable finance and loan facilities with a three year term, expiring in 2028. The business also retains an existing loan which is repayable by instalments over the period to 2026. The Company has complied with its banking covenants. The Group has also received a confirmation from NVM Private Equity LLP that they will not seek repayment of their loan notes until after 5 June 2026.
The Directors have concluded that the Group has adequate resources to continue for the foreseeable future. As such, they therefore continue to adopt the going concern basis of accounting in preparing the annual financial statements.

 
2.5

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP, rounded to the nearest £1.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'administrative expenses'.

Page 16

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.6

Revenue

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

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services
Revenue from the rendering of services is recognised as and when the service is completed.

 
2.7

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.8

Leased assets: the Company as lessee

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to profit or loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

Page 17

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.9

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.10

Interest income

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

 
2.11

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.12

Borrowing costs

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

 
2.13

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

Page 18

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.14

Current and deferred taxation

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

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

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

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

 
2.15

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence. Management consider that these items should be disclosed separately to enable full understanding of the operating results.

 
2.16

Intangible assets

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

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

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

 The estimated useful lives range as follows:

Software development
-
10
years

Page 19

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.17

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Short-term leasehold property
-
3 years
Plant and machinery
-
4 years
Motor vehicles
-
3 years
Fixtures and fittings
-
5 years
Computer equipment
-
5 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Page 20

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.18

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Statement of comprehensive income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

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

 
2.19

Stocks

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

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.20

Debtors

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

 
2.21

Cash and cash equivalents

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

 
2.22

Creditors

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

Page 21

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)

 
2.23

Provisions for liabilities

Provisions are made where an event has taken place that gives the Company a legal or constructive
obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate
can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Company becomes aware
of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure
required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance sheet.


 
2.24

Financial instruments

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

Financial instruments are recognised in the Company's Balance sheet when the Company becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Page 22

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2.Accounting policies (continued)


2.24
Financial instruments (continued)

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

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

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

Page 23

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the Company's financial statements requires management to make judgements, estimates and assumption that affect the reported amounts of expenses, assets and liabilities, at the end of the reporting period. The Company based its assumptions and estimates on parameters available when the financial statements were being prepared.
The directors have reviewed the accounting policies to ensure that they remain the most appropriate to their particular circumstances for the purpose of giving a true and fair view.
Significant management judgements
The following are the judgements made by management in applying the accounting policies of the Company that have the most significant effect on these financial statements.
Capitalisation of internally developed software
Distinguishing the research and development phases of a new customised software project and determining whether the recognition requirements for the capitalisation of development costs are met requires judgement. After capitalisation, management monitors whether the recognition requirements continue to be met and whether there are any indicators that capitalised costs may be impaired (See Note 2.16).
Estimation uncertainty
Stocks
Management estimates the level of provisioning required and net realisable values of inventories, taking into account the most reliable evidence available at each reporting date. The future realisation of stocks may be affected by market-driven changes that may reduce future selling prices. The stock value in the financial statements is included net of a provision of £850,546 (2023: £1,272,000).

Page 24

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

4.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£
£

Sale of goods
21,853,963
25,957,168

21,853,963
25,957,168


Analysis of turnover by country of destination:

2024
2023
£
£

United Kingdom
8,332,071
12,450,263

Rest of Europe
12,657,768
12,350,485

United States
8,787
29,552

Rest of the world
855,337
1,126,868

21,853,963
25,957,168



5.


Operating profit

The operating profit is stated after charging:

2024
2023
£
£

Exchange differences
(14,118)
(302,110)

Operating lease costs
477,519
447,510

Depreciation on fixed assets
84,890
194,906

Amortisation on intangible assets
78,983
78,584


6.


Auditor's remuneration

2024
2023
£
£

Fees payable to the Company's auditor for the audit of the Company's financial statements
48,025
45,750

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.

Page 25

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

7.


Employees

Staff costs were as follows:


2024
2023
£
£

Wages and salaries
3,487,106
3,609,719

Social security costs
402,712
369,285

Cost of defined contribution scheme
80,043
81,794

3,969,861
4,060,798


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


        2024
        2023
            No.
            No.







Production and assembly
78
72



Administration
35
35

113
107


8.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
240,498
344,450

Company contributions to defined contribution pension schemes
7,725
15,225

248,223
359,675


During the year retirement benefits were accruing to 1 director (2023 - 1) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £154,500 (2023 - £162,450).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £15,450 (2023 - £15,525).

Page 26

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

9.


Income from investments

2024
2023
£
£



Dividend received from current asset investments
18
-

18
-





10.


Interest payable and similar expenses

2024
2023
£
£


Interest payable on bank overdraft and bank loans
1
22,601

Bank and other finance charges
575,162
634,389

575,163
656,990

Bank and other finance charges included interest and other charges on the Company's invoicing facility and amortisation of refinancing fees incurred on bank loans.


11.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
173,066
-

Adjustments in respect of previous periods
(1,102)
-


171,964
-


Total current tax
171,964
-

Deferred tax


Origination and reversal of timing differences
7,145
-

Total deferred tax
7,145
-


Tax on profit
179,109
-
Page 27

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
 
11.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2023 - lower than) the standard rate of corporation tax in the UK of 25% (2023 - 22%). The differences are explained below:

2024
2023
£
£


Profit on ordinary activities before tax
952,778
1,464,764


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 22%)
238,195
322,368

Effects of:


Non-deductible expenses
1,441
822

Fixed asset differences
-
(329)

Deferred tax not recognised
7,388
(269,294)

Non-taxable income
(1)
-

Remeasurement of deferred tax for changes in tax rates
-
(40,946)

Other differences leading to an increase (decrease) in the tax charge
(1,103)
(1)

Group relief claimed
(66,806)
(12,620)

Exempt ABGH distributions
(5)
-

Total tax charge for the year
179,109
-

Page 28

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

12.


Intangible assets




Software development costs

£



Cost


At 1 October 2023
785,840


Additions
4,350



At 30 September 2024

790,190



Amortisation


At 1 October 2023
350,085


Charge for the year on owned assets
78,983



At 30 September 2024

429,068



Net book value



At 30 September 2024
361,122



At 30 September 2023
435,755

Software development costs comprise the Company's ERP system, IFS. The system was implemented on 1 April 2019, and was amortised from this point. The intangible asset has a remaining amortisation period of 4.5 years (2023: 5.5 years).



Page 29

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

13.


Tangible fixed assets





Short-term leasehold property
Plant and machinery
Motor vehicles
Fixtures and fittings
Computer equipment

£
£
£
£
£



Cost or valuation


At 1 October 2023
540,661
3,032,341
21,350
291,319
165,768


Additions
5,186
68,014
-
16,005
5,921


Disposals
-
(90,697)
-
(9,484)
(17,085)



At 30 September 2024

545,847
3,009,658
21,350
297,840
154,604



Depreciation


At 1 October 2023
511,153
2,935,643
21,350
279,989
152,432


Charge for the year on owned assets
14,900
53,507
-
7,741
8,742


Disposals
-
(90,042)
-
(9,324)
(17,085)



At 30 September 2024

526,053
2,899,108
21,350
278,406
144,089



Net book value



At 30 September 2024
19,794
110,550
-
19,434
10,515



At 30 September 2023
29,508
96,698
-
11,330
13,336
Page 30

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

           13.Tangible fixed assets (continued)


Total

£



Cost or valuation


At 1 October 2023
4,051,439


Additions
95,126


Disposals
(117,266)



At 30 September 2024

4,029,299



Depreciation


At 1 October 2023
3,900,567


Charge for the year on owned assets
84,890


Disposals
(116,451)



At 30 September 2024

3,869,006



Net book value



At 30 September 2024
160,293



At 30 September 2023
150,872

Page 31

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

14.


Fixed asset investments





Other investments

£



Cost or valuation


At 1 October 2023
806


Disposals
(805)



At 30 September 2024
1




Included in other investments are listed investments amounting to £1 (2023: £806). As at 30 September 2024, these investments had a market value of £Nil (2023: £896). The Company did not recognise any gain or loss on changes in fair value as the directors are of the opinion that the impact is not material to the financial statements.


15.


Stocks

2024
2023
£
£

Raw materials and consumables
2,367,876
3,723,280

Work in progress (goods to be sold)
389,062
538,500

Finished goods and goods for resale
630,208
1,202,849

3,387,146
5,464,629


There is no significant difference between the replacement cost and their carrying amounts. Stocks are stated after provisions for impairment of £850,546 (2023: £1,272,000).

Page 32

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

16.


Debtors

2024
2023
£
£


Trade debtors
3,041,027
4,156,810

Amounts owed by group undertakings
712,259
1,903,174

Other debtors
2,634
26,212

Prepayments and accrued income
412,290
407,558

4,168,210
6,493,754


Trade debtors are stated after provisions for impairment of £53,321 (2023: £12,321).
Amounts owed by group undertakings are unsecured, interest free, have no fixed date of repayments and are repayable on demand. Amounts owed by group undertakings are stated after provisions for impairment of £2,032,000 (2023: £2,032,000).


17.


Cash and cash equivalents

2024
2023
£
£

Cash at bank and in hand
38,611
129,751

38,611
129,751



18.


Creditors: Amounts falling due within one year

As restated
2024
2023
£
£

Bank loans (Note 21)
1,827,300
461,575

Trade creditors
2,278,187
2,893,101

Amounts owed to group undertakings
80,723
1,554,354

Other taxation and social security
253,134
183,335

Accruals and deferred income
1,167,254
1,114,920

5,606,598
6,207,285


Amounts due to group undertakings are secured, interest free, have no fixed date of repayment and are repayable on demand.

Page 33

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

19.


Creditors: Amounts falling due after more than one year

As restated
2024
2023
£
£

Bank loans (Note 20)
375,000
4,978,773

Amounts owed to group undertakings
3,473,238
3,782,511

3,848,238
8,761,284



20.


Loans


Analysis of the maturity of loans is given below:


2024
2023
£
£

Amounts falling due within one year

Bank loans
1,827,300
461,575

Amounts falling due 1-2 years

Bank loans
375,000
4,603,773

Amounts falling due 2-5 years

Bank loans
-
375,000


2,202,300
5,440,348


As at the year end, the Company had receivable financing and inventory loan facilities with a total credit limit of £7m. In January 2025, the maturity date of these facilities was extended to 2028, and the total credit limit was extended to £9.5m. Included within the refinance is an existing loan facility, which at the year-end was £0.8m and which remains repayable in instalments up until August 2026. The loan facilities carry interest ranging from 2.5% to 6.25%. The facilities are secured by fixed and floating charges over all assets of the Company and its group undertakings. At 30 September 2024, the carrying value was £2,202,300 (2023: £5,440,348).


21.


Deferred taxation




2024


£






Charged to profit or loss
(7,145)



At end of year
(7,145)

Page 34

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
 
21.Deferred taxation (continued)

The deferred taxation balance is made up as follows:

2024
2023
£
£


Accelerated capital allowances
(44,177)
-

Other short term timing differences
37,032
-

(7,145)
-


22.


Provisions




Other provision

£





At 1 October 2023
134,716


Charged to profit or loss
172,735



At 30 September 2024
307,451

Other provision is recognised for future repairs of the Company's factory payable under the terms of the lease. The provision for dilapidations is expected to be fully utilised upon the expiry of the lease contract.


23.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



25,002,601 (2023 - 25,002,601) Ordinary shares of £0.01 each
250,026
250,026

The ordinary shares carry the right to vote, on the basis of one vote for every ordinary share, and to receive dividends.


Page 35

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

24.


Reserves

Called up share capital

Represents the nominal value of shares that have been issued.

Capital redemption reserve

Includes nominal value of shares previously redeemed.

Profit and loss account

Includes all current and prior period retained profits and losses.


25.


Prior year adjustment

During the year, management identified that the intercompany balance due to Chemigraphic (Bidco) Limited amounting to £3,782,511 previously classified as a current liability in the prior year’s financial statements should have been more appropriately classified as a non-current liability. This reclassification is based on management’s assessment that the intercompany balance will be settled after maturity of the existing loan facility (see Note 20). This reclassification reflects the actual terms and conditions of the intercompany arrangement, which indicate that settlement is not expected within the next 12 months. The Company did not recognise any gain or loss on reclassification of non-current liability as the directors are of the opinion that the impact of remeasurement is not material to the financial statements.
Accordingly, the comparative figures for the prior year have been restated to reclassify the intercompany balance from current liabilities to non-current liabilities. This adjustment does not impact the total liabilities or equity previously reported.


26.


Contingent liabilities

The parent undertakings, Chemigraphic (Bidco) Limited has loan notes with carrying amount of £11.7m at 30 September 2024 (2023: £10.5m). The loan notes are secured by way of fixed and floating charges over the assets of the parent undertakings and their subsidiaries which include Chemigraphic Limited.


27.


Pension commitments

Defined contribution plans
The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund. The total expense relating to these plans in the current year was £87,768 (2023: £81,794).
Contributions totalling £16,701 (2023: £15,791) were payable to the fund at year end.

Page 36

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

28.


Commitments under operating leases

At 30 September 2024, the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2024
2023
£
£


Not later than 1 year
478,723
444,007

Later than 1 year and not later than 5 years
135,828
596,062

614,551
1,040,069

During the year £477,519 was recognised as an expense in respect of operating leases, net of rent rebates (2023: £447,510).


29.


Related party transactions

The Company has taken advantage of the exemption contained within FRS 102 from disclosing transactions with other wholly owned members of the group.
During the year the Company traded with a company related by way of common investors. The Company made purchases of £213 (2023: £Nil) and sales of £163,174 (2023: £49,904) and at the year end the outstanding balances were £Nil (2023: £Nil) of Creditors and £25,427 (2023: £20,712) of Debtors.
The key management personnel of the Company are considered to be the directors. The directors' remuneration are disclosed in Note 9.


30.


Controlling party

The immediate parent Company of Chemigraphic Limited is Chemigraphic (Bidco) Limited, a subsidiary undertaking of Chemigraphic (Topco) Limited. The smallest and largest group to consolidate these financial statements is Chemigraphic (Topco) Limited. Copies of the consolidated financial statements of Chemigraphic (Topco) Limited can be obtained from the Company Secretary at Unit A2 The Fleming Centre, Fleming Way, Crawley, RH10 9NF.
The ultimate parent undertaking and controlling party is NVM Private Equity LLP.

Page 37

 
CHEMIGRAPHIC LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

31.


Adjusted EBITDA

Adjusted EBITDA has been calculated on the following basis:


2024
2023
£
£



Profit for the financial year
953,880
1,464,764

Interest payable and similar charges
575,163
656,990

Depreciation on fixed assets
84,890
194,906

Amortisation on intangible assets
78,983
78,584

Tax for the year
(1,102)
-

Exceptional costs transaction costs
313,667
-

Foreign exchange losses
(14,118)
(302,110)

Other miscellaneous costs
100,733
50,296

2,092,096
2,143,430

Other miscellaneous costs included non-executive fees and profit/(loss) on sales of fixed assets.

 
Page 38