ACCOUNTS - Final Accounts

The fair value of the plan's assets, which are not intended to be realised in the short term and may be subject to significant change before they are realised, and the present value of the plan's liabilities, which are derived from cash flow projections over long periods and thus inherently uncertain, are disclosed below:

Reconciliation of present value of plan liabilities:

Company Registration Number 00565938

	OILGEAR TOWLER LIMITED

	FINANCIAL STATEMENTS

	31 DECEMBER 2023

OILGEAR TOWLER LIMITED

REGISTERED NUMBER: 00565938

STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2023

		2023		2022
Note		£		£

Fixed assets
Tangible assets	5		562,735		548,643
			562,735		548,643
Current assets
Stocks		2,350,314		1,526,339
Debtors: amounts falling due after more than one year	7	112,500		112,500
Debtors: amounts falling due within one year	7	3,493,635		4,398,258
Cash at bank and in hand	8	924,898		38,918
		6,881,347		6,076,015
Creditors: amounts falling due within one year	9	(5,709,618)		(4,573,317)
Net current assets			1,171,729		1,502,698
Total assets less current liabilities			1,734,464		2,051,341
Provisions for liabilities
Deferred tax	10	-		(73,298)
			-		(73,298)
Pension liability			(937,000)		(1,496,000)
Net assets			797,464		482,043

Capital and reserves
Called up share capital	11	8,289,330	8,289,330
Profit and loss account	12	(7,491,866)	(7,807,287)
		797,464	482,043

Page 1

OILGEAR TOWLER LIMITED

REGISTERED NUMBER: 00565938

STATEMENT OF FINANCIAL POSITION (CONTINUED)

AS AT 31 DECEMBER 2023

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

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

M Fangman

Director

Date: 1 April 2025

The notes on pages 3 to 20 form part of these financial statements.

Page 2

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

1.	General information

The Company is a private company limited by shares, incorporated and domiciled in England and Wales. The Company is a tax resident in the United Kingdom. The registered office and principal place of business is 37 Burley Road, Leeds, West Yorkshire LS3 1JT.
The principal activity of the Company is the design, manufacture and sale of hydraulic equipment, engineering systems and electronic controls.
These financial statements have been presented on Pound Sterling as this is the currency of the primary economic environment in which the Company operates.

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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The following principal accounting policies have been applied:

2.2

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

These financial statements represent information about the company as an individual undertaking.

Page 3

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

2.3

Going concern

At the year end, the company had net assets of £797,464 (2022 - £482,043) and the company generated a profit after tax figure of £369,268 (2022 - £615,794). The company has maintained a net current asset position amounting to £1,171,729 (2022 - £1,502,698).
In reaching their conclusion, the directors have reviewed the projected revenue, likely funding requirement and sales order book of the company for at least the next 12 months from the date of approval of the financial statements. Based on the forecasts they have not identified any factors that would cast significant doubt about the ability of the company to continue as a going concern.
Through the immediate holding company, Oilgear European Holdings Limited, the company has the support from the ultimate parent company, Texas Hydraulics Holdings, Inc.
Texas Hydraulics Holdings Inc, the ultimate parent company to Oilgear European Holdings Limited, have provided a formal letter indicating their continued financial support to Oilgear European Holdings Limited for a period of at least 12 months from the date of sign off of the financial statements. As part of their assessment the directors have also considered the ability of Texas Hydraulic Holdings, Inc to provide any necessary financial support.
The company entered into an agreement with Farrans Construction in 2021 to provide materials and services supporting the construction of the Lake Lothing Third Crossing bridge in Suffolk. The project value of £7.8 million was delivered over the periods of 2022 through 2024. Prior to the issuance of these financial statements it became clear that various cost overruns would negatively impact the expected margin for this contract, with a corresponding negative impact to profitability for the business in 2023. Management believes this project to be non-recurring in nature due to the size, scope and type of contract differing from our traditional trade activity. For this reason, we believe the negative impacts on the company will be limited to the periods of 2023 and 2024 and expect the company to return to historical form in terms of profitability starting in 2025.
After consideration of all factors, the directors continue to adopt the going concern basis in preparing the financial statements.

Page 4

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

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 'other operating income'.

2.5

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 a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

∙the amount of revenue can be measured reliably;

∙it is probable that the Company will receive the consideration due under the contract;

∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and

∙the costs incurred and the costs to complete the contract can be measured reliably.

Page 5

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

2.6

Other operating income

Other operating income includes recharges due to sublet rent of warehouse and recharges of utilities. Income is recognised as the services are utilised in line with the agreement.

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.

2.8

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Statement of comprehensive income in the same period as the related expenditure.

2.9

Finance costs

Finance costs are charged to the Statement of comprehensive income 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.

2.10

Borrowing costs

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

Page 6

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

2.11

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 Statement of financial position. The assets of the plan are held separately from the Company in independently administered funds.

Defined benefit pension plan

The Company operates a defined benefit plan for certain employees. A defined benefit plan defines the pension benefit that the employee will receive on retirement, usually dependent upon several factors including but not limited to age, length of service and remuneration. A defined benefit plan is a pension plan that is not a defined contribution plan.

The liability recognised in the Statement of financial position in respect of the defined benefit plan is the present value of the defined benefit obligation at the end of the reporting date less the fair value of plan assets at the reporting date (if any) out of which the obligations are to be settled.

The defined benefit obligation is calculated using the projected unit credit method. Annually the company engages independent actuaries to calculate the obligation. The present value is determined by discounting the estimated future payments using market yields on high quality corporate bonds that are denominated in sterling and that have terms approximating to the estimated period of the future payments ('discount rate').

The fair value of plan assets is measured in accordance with the FRS102 fair value hierarchy and in accordance with the Company's policy for similarly held assets. This includes the use of appropriate valuation techniques.

Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income. These amounts together with the return on plan assets, less amounts included in net interest, are disclosed as 'Remeasurement of net defined benefit liability'.

The cost of the defined benefit plan, recognised in profit or loss as employee costs, except where included in the cost of an asset, comprises:

a) the increase in net pension benefit liability arising from employee service during the period; and

b) the cost of plan introductions, benefit changes, curtailments and settlements.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is recognised in profit or loss as a 'finance expense'.

Page 7

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

2.12

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 reporting 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 reporting 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 reporting date.

2.13

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.

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.

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:

Plant and machinery	-	7% - 25% Straight Line
Fixtures and fittings	-	7% - 25% Straight Line
Office equipment	-	7% - 25% Straight Line

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 8

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.15

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 reporting 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 the Statement of comprehensive income.

2.16

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.

2.17

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.

2.18

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.

2.19

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.

Increases in provisions are generally charged as an expense to profit or loss.

3.	Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the company's accounting policies, the directors are required to make judgements,
estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting
estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Page 9

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

3.Judgements in applying accounting policies (continued)

Key sources of estimation uncertainty
The estimates and assumptions which have a heightened risk of causing material adjustment to the carrying amount of assets and liabilities are as follows.
Stock provisioning
The company designs, manufactures and sells hydraulic equipment, engineered systems and electronic controls which is subject to changing consumer demands. As a result it is necessary to consider the recoverability of the cost of stock and the associated provisioning required. When calculating the stock provision, management considers the nature and condition of the stock, as well as applying assumptions around anticipated saleability of finished goods.
Long term contract stage of completion
The company uses the 'percentage of completion method' to determine the amount to recognise in a given period. The stage of completion is measured by the proportion of costs incurred for work performed to date compared to the estimated total costs.
Defined benefit pension scheme
The company has an obligation to pay pension benefits to certain employees. The cost of these benefits and the present value of the obligation depend on a number of factors, including; life expectancy, salary increases, asset valuations and the discount rate on corporate bonds. Management estimates these factors in determining the net pension obligation in the statement of financial position. The assumptions reflect historical experience and current trends. See note 22 for the disclosures relating to the defined benefit pension scheme.
Useful economic lives of tangible assets
The annual deprecation charge for tangible fixed assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets.

Page 10

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

3.Judgements in applying accounting policies (continued)

Bad debt provision
Balances included within trade debtors have been written down in respect of those customers for which payment is no longer anticipated to be received, ensuring trade debtors are included at their recoverable amount. When assessing recoverability of trade debtor balances the directors have considered factors such as ageing of the receivables, past experience of recoverability from individual customers and the credit profile of individual customers.

4.	Employees

The average monthly number of employees, including directors, during the year was 48 (2022 - 33).

5.	Tangible fixed assets

	Plant and machinery	Fixtures and fittings	Office equipment	Assets under construction	Total
	£	£	£	£	£
Cost or valuation
At 1 January 2023	1,013,813	779,141	578,676	208,282	2,579,912
Additions	17,252	213,366	28,422	-	259,040
Disposals	(12,136)	-	-	(127,549)	(139,685)
Transfers between classes	80,733	-	-	(80,733)	-
At 31 December 2023	1,099,662	992,507	607,098	-	2,699,267
Depreciation
At 1 January 2023	936,835	677,998	416,436	-	2,031,269
Charge for the year on owned assets	35,685	25,206	45,176	-	106,067
Disposals	(804)	-	-	-	(804)
At 31 December 2023	971,716	703,204	461,612	-	2,136,532
Net book value
At 31 December 2023	127,946	289,303	145,486	-	562,735
At 31 December 2022	76,978	101,143	162,240	208,282	548,643

Page 11

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

6.	Fixed asset investments

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 January 2023	74,999
	At 31 December 2023	74,999
	Impairment
	At 1 January 2023	74,999
	At 31 December 2023	74,999
	Net book value
	At 31 December 2023	-
	At 31 December 2022	-

Subsidiary undertaking

The following was a subsidiary undertaking of the Company:
Name Registered office Class of shares Holdings
Towler Hydraulics Limited 37 Burley road, Leeds, Ordinary 99.99%
   West Yorkshire, LS3 1JT
The aggregate of the share capital and reserves as at 31 December 2023 and the profit or loss for the year ended on that date for the subsidiary undertaking were as follows:
     Aggreagate
   of share
   capital and
Name reserves Profit/(loss)
Towler Hydraulics Limited (442,958) -

Page 12

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

7.	Debtors
		2023	2022
		£	£

Due after more than one year
Other debtors	112,500	112,500
	112,500	112,500

					2023	2022
					£	£

Due within one year
Trade debtors	828,822	1,314,297
Amounts owed by group undertakings	380,791	732,919
Other debtors	596,081	442,808
Prepayments and accrued income	1,687,941	1,908,234
	3,493,635	4,398,258

8.	Cash and cash equivalents
		2023	2022
		£	£

Cash at bank and in hand	924,898	38,918
Less: bank overdrafts	(1,731,080)	(494,329)
	(806,182)	(455,411)

9.	Creditors: Amounts falling due within one year
		2023	2022
		£	£

Bank overdrafts	1,731,080	494,329
Payments received on account	-	93,200
Trade creditors	561,111	505,301
Amounts owed to group undertakings	884,692	402,489
Other taxation and social security	46,996	26,656
Other creditors	200,420	658,785
Accruals and deferred income	2,285,319	2,392,557
	5,709,618	4,573,317

Page 13

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

10.	Deferred taxation

	2023	2022
	£	£

At beginning of year	73,298	73,298
Utilised in year	(73,298)	-
At end of year	-	73,298

The deferred taxation balance is made up as follows:
	2023	2022
	£	£

Accelerated capital allowances	49,445	73,298
Tax losses	(49,445)	-
	-	73,298

There are unrecognised deferred tax assets in relation to the pensions liability and short term timing differences at 31 December 2023 of £102,668 (2022 - £266,807). No provision was made in either year due to the uncertainty of its recovery in the foreseeable future.
There are also unrecognised deferred tax assets in relation to losses at 31 December 2023 of £1,220,512 (2022 - £1,158,765). No provision has been made due to the uncertainty of their recovery in the foreseeable future.

Page 14

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

11.	Share capital
		2023	2022
		£	£

Allotted, called up and fully paid

33,157,320 (2022 - 33,157,320) Ordinary shares of £0.25 each	8,289,330	8,289,330

Ordinary share rights
The Company's Ordinary shares, which carry no right to fixed income, each carrying the right to one vote at general meetings of the company.

12.

Reserves

Profit and loss account

This reserve is made up of the cumulative profit and loss net of distributions to owners.

Page 15

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

13.	Pension commitments

The Company operates a defined contributions 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 and £37,704 (2022 - £25,829). Contributions totalling £12,670 (2022 - £22,894) were payable to the fund at the reporting date and are included in creditors.

The Company operates a Defined Benefit Pension Scheme.

The company operates a funded pension scheme in the UK (the ‘Plan’). The Plan has both defined benefit and defined contribution sections, although the defined contribution section is relatively small.
The defined contribution section was set up on 1 January 2003 and contributions for relevant employees are paid into a money purchase plan at a rate of 4.5% by employees and 6% by the company.
During the year, the company paid contributions into the scheme of £577,299 (2022 - £105,885).
The Defined Benefit Plan provides pensions in retirement and death benefits to members. Pension benefits are linked to a member’s final salary at retirement or earlier withdrawal, and their length of service, revalued between their date of leaving service and date of retirement is appropriate. Since 31 December 2002 the Plan has been closed to future accrual.
The Plan is a registered scheme under UK legislation. The Plan is subject to the scheme funding requirements outlined in UK legislation. The Plan was established from 7 June 1985 under trust and is governed by the Plan’s trust deed and rules dated 20 April 1996. The trustees are responsible for the operation and the governance of the Plan, including making decisions regarding the Plan’s funding investment strategy (although they are required to consult with the company).
It should be noted that the defined benefit section of the plan is closed to new entrants and accrual stopped with effect from 31 December 2002. Therefore, the service cost component of the defined benefit pension cost is equal to the premiums due in respect of insured death-in-service, administration expenses and Plan levies.
Except where stated otherwise, the reminder of this note relates only to the Defined Benefit section of the Plan.
The most recent comprehensive actuarial valuation of the plan assets and the present value of the defined benefit obligation was carried out at 5 April 2019.
On 26 October 2018, the High Court handed down a judgement involving the Lloyds Banking Group’s defined benefit pension schemes. The judgement concluded the schemes should be amended to equalise pension benefits for men and women in relation to guaranteed minimum pension benefits. The issues determined by the judgment arise in relation to many other defined pension schemes. Our actuarial and legal advisors advised an adjustment to the extent of £497,000. The adjustment was recognized in the financial statements for the year ended 31 December 2018 and was classified as an exceptional item in the statement of comprehensive income.

Page 16

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

13.Pension commitments (continued)

Reconciliation of present value of plan liabilities
At the beginning of the year	12,380,000	17,215,000
Service cost (net of employee contributions)	13,000	12,000
Interest cost	541,000	288,000
Actuarial losses	354,000	(4,195,000)
Benefits paid	(1,579,000)	(921,000)
Increase in Defined Contribution Section liabilities	-	(19,000)
At the end of the year	11,709,000	12,380,000

Reconciliation of present value of plan assets:
	2023	2022
	£	£


At the beginning of the year	10,884,000	15,578,000
Return of defined benefit assets, excluding interest income	333,000	(4,713,000)
Contributions by employer	815,000	790,000
Increase/(decrease) in Defined Contribution Section assets	-	(19,000)
Scheme administrative costs	(165,000)	(96,000)
Benefits paid	(1,579,000)	(921,000)
Interest income on scheme assets	484,000	265,000
At the end of the year	10,772,000	10,884,000

Page 17

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

13.Pension commitments (continued)

Composition of plan assets:
	2023	2022
	£	£

Equities, Property and other Return-Seeking Assets	9,883,000	10,042,000
Insured Annuities	105,000	108,000
Cash	784,000	45,000
Defined Contribution Section assets	-	689,000
Total plan assets	10,772,000	10,884,000

None of the assets of the plan are invested in the company's own financial instruments and none of the assets are properties or other assets used by the company. The amounts recognised in the Statement of Financial Position are as follows:

					2023	2022
					£	£

Fair value of plan assets	10,772,000	10,884,000
Present value of plan liabilities	(11,709,000)	(12,380,000)
Net pension scheme liability	(937,000)	(1,496,000)

The amounts recognised in profit or loss are as follows:
	2023	2022
	£	£

Service cost - including current service costs and settlements	13,000	12,000
Service cost - administrative cost	165,000	96,000
Net interest on the net defined benefit pension liability	57,000	23,000
Total	235,000	131,000

The company contributions amounting to £80,903 (2022 - £65,450) were due to the Plan at the year end and these are included in creditors. The company is paying directly into the pension scheme and the estimated expected contributions to the scheme in 2023 are £841,000 (2022 - £815,000) plus contributions to the defined contribution section.

Page 18

OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

13.Pension commitments (continued)

Principal actuarial assumptions at the reporting date (expressed as weighted averages):
	2023	2022
	%	%

Discount rate	4.5	4.8
Retail Prices Index ("RPI")	3.4	3.4
Consumer Prices Index ("CPI")	3.0	3.0
Future salary increases	3.5	3.5
Future pension increases - Post 88 GMP	2.5	2.5
Future pension increases - Post 97 Excess	2.6	2.6
Future pension increases - Post 97	3.0	3.0
Mortality rates
- for a male aged 65 now	20.6	21.1
- at 65 for a male aged 45 now	21.5	22.1
- for a female aged 65 now	22.6	23.1
- at 65 for a female aged 45 now	23.8	24.2

The assumptions used by the actuary are best estimates chosen from a range of possible actuarial assumptions which, due to the timescale covered, may not necessarily be borne out in practice.

14.Other financial commitments

The company has a guarantee in favour of HMRC at 31 December 2022 amounting to £20,000 (2022 - £20,000).

15.	Related party transactions
	The company has taken advantage of the exemption contained within Section 33 of FRS102 "Related Party Disclosures" from disclosing transactions with entities which are part of the group, since 100% of the voting rights in the company are controlled within the group and the company is included within the group accounts which are publicly available.

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OILGEAR TOWLER LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

16.	Controlling party

The immediate parent undertaking is Oilgear European Holdings Limited, a company incorporated in England and Wales.
The smallest and largest group in which the results of the company are consolidated is that headed by Texas Hydraulics Holdings, Inc, a company with a registered office at 3410 Range Road, Temple, TX 76504, USA. The parent company does not prepare publicly available consolidated financial statements.
The directors consider the ultimate controlling party to be Texas Hydraulics Holdings Inc. In November 2024, funds managed by affiliates of Fortress Investment Group in the United States acquired Texas Hydraulics Holdings Inc. There are no controlling parties within these funds.

17.	Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2023 was unqualified.

The audit report was signed on 1 April 2025 by Steven Williams (Senior Statutory Auditor) on behalf of Armstrong Watson Audit Limited.

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