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REGISTERED NUMBER: 03230910 (England and Wales)









FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

FOR

ZIMVIE UK LIMITED

ZIMVIE UK LIMITED (REGISTERED NUMBER: 03230910)

CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023










Page

Company Information 1

Statement of Financial Position 2

Notes to the Financial Statements 3 to 7


ZIMVIE UK LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2023







DIRECTORS: Mr J C Carmona Vargas
Mr T A Sanchez Monasterio
Mr G Singh Jandu





SECRETARY: Quayseco Limited





REGISTERED OFFICE: One, Glass Wharf
Bristol
BS2 0ZX





REGISTERED NUMBER: 03230910 (England and Wales)





AUDITORS: Seymour Taylor Limited, Statutory Auditor
First Floor North
40 Oxford Road
High Wycombe
Buckinghamshire
HP11 2EE

ZIMVIE UK LIMITED (REGISTERED NUMBER: 03230910)

STATEMENT OF FINANCIAL POSITION
31 DECEMBER 2023

2023 2022
Notes £    £    £    £   
FIXED ASSETS
Tangible assets 4 71,034 111,805

CURRENT ASSETS
Stocks 563,752 435,127
Debtors 5 2,227,655 1,780,377
Cash at bank 1,841,455 1,811,994
4,632,862 4,027,498
CREDITORS
Amounts falling due within one year 6 1,259,503 973,548
NET CURRENT ASSETS 3,373,359 3,053,950
TOTAL ASSETS LESS CURRENT
LIABILITIES

3,444,393

3,165,755

CAPITAL AND RESERVES
Called up share capital 2,562,634 2,562,634
Retained earnings 881,759 603,121
3,444,393 3,165,755

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 10 April 2025 and were signed on its behalf by:





Mr T A Sanchez Monasterio - Director


ZIMVIE UK LIMITED (REGISTERED NUMBER: 03230910)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023


1. STATUTORY INFORMATION

Zimvie UK Limited is a private company limited by shares and incorporated in England and Wales. The address of the company's registered office is One, Glass Wharf, Bristol, BS2 0ZX. The registered number is 230910.

The presentation currency of these financial statements is Sterling (£), being the currency of the primary economic market in which the entity operates (its functional currency). All amounts in these financial statements have been rounded to the nearest pound unless stated otherwise.

The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented unless otherwise stated.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Related party exemption
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Turnover from the sale of goods is recognised when significant risks and rewards of ownership of the goods have transferred to the buyer, the amount of turnover can be reliably measured, it is probable that the economic benefits associated with the transaction will flow to the company and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

This is usually when the goods have been dispatched and legal title has passed.

Tangible fixed assets
Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses.

Cost includes costs directly attributable to making the asset capable of operating as intended.

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Instruments - straight line over 5 years
Demonstration equipment - straight line - 50%
Fixtures and fittings - straight line over 5 years
Computer equipment - straight line over 3 to 5 years

Assets are reviewed for any indication that the asset may be impaired at each reporting date. If such indication exists, the recoverable amount of the asset is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in the income statement unless the asset is carried at a revalued amount where the impairment loss is a revaluation decrease.

ZIMVIE UK LIMITED (REGISTERED NUMBER: 03230910)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023


2. ACCOUNTING POLICIES - continued

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3. EMPLOYEES AND DIRECTORS

The average number of employees during the year was 23 (2022 - 21 ) .

ZIMVIE UK LIMITED (REGISTERED NUMBER: 03230910)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023


4. TANGIBLE FIXED ASSETS
Fixtures
Demonstration and Computer
Instruments Equipment fittings equipment Totals
£    £    £    £    £   
COST
At 1 January 2023 160,202 118,019 13,185 154,396 445,802
Additions - 4,881 9,008 - 13,889
At 31 December 2023 160,202 122,900 22,193 154,396 459,691
DEPRECIATION
At 1 January 2023 75,573 102,025 4,675 151,724 333,997
Charge for year 43,415 9,736 - 1,509 54,660
At 31 December 2023 118,988 111,761 4,675 153,233 388,657
NET BOOK VALUE
At 31 December 2023 41,214 11,139 17,518 1,163 71,034
At 31 December 2022 84,629 15,994 8,510 2,672 111,805

5. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Trade debtors 1,964,664 1,381,601
Amounts owed by group undertakings 144,368 365,941
Other debtors 118,623 32,835
2,227,655 1,780,377

6. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2023 2022
£    £   
Bank loans and overdrafts 69,480 -
Trade creditors 35,526 19,882
Amounts owed to group undertakings 509,649 -
Taxation and social security 280,467 332,444
Other creditors 364,381 621,222
1,259,503 973,548

7. LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:
2023 2022
£    £   
Within one year 56,420 23,905
Between one and five years 69,370 -
125,790 23,905

ZIMVIE UK LIMITED (REGISTERED NUMBER: 03230910)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023


8. DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was qualified on the following basis:

Basis for qualified opinion on the financial statements
With respect to stocks having a carrying amount of £563,752 as at 31 December 2023 and £435,127 as at 31 December 2022, which comprise stocks held by the company and consignment stocks held by customers, the audit evidence available to us was limited because we did not observe the counting of the physical stocks held by the company at either of those dates, and because the directors were unable to provide evidence confirming the consignment stocks held by customers as at 31 December 2022.

We were unable to satisfy ourselves by alternative means concerning the quantities and conditions of stocks held at either 31 December 2023 or December 2022 by using other audit procedures.

In addition, we were unable to obtain audit evidence in respect of the valuation of recorded stocks held at 31 December 2023.

Consequently we were unable to determine whether any adjustments to the carrying amounts at 31 December 2023 or at 31 December 2022 were necessary or whether there were any consequential effects on the profit before taxation for the year ended 31 December 2023 or for the year ended 31 December 2022.

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’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 qualified opinion.

Matters required to report by exception
In respect solely of the limitation on our work relating to stocks described above:

- we have not obtained all the information and explanations we considered necessary for the purpose of our
audit.

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

Timothy Fulker BSc FCA (Senior Statutory Auditor)
for and on behalf of Seymour Taylor Limited, Statutory Auditor

9. RELATED PARTY TRANSACTIONS

The voting rights of the company are entirely controlled by the ultimate parent undertaking. As a result the company has taken advantage of the exemption available in section 33.1A of FRS102 and has not disclosed in these financial statements details of transactions with entities which are part of the group.

ZIMVIE UK LIMITED (REGISTERED NUMBER: 03230910)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023


10. EVENTS AFTER THE REPORTING PERIOD

Sale of business operation
On 15 December 2023 the company's ultimate parent company, ZimVie Inc, agreed the sale of the group's Spine-Division with Highridge Capital Group. The sale was completed at group level in the United States of America on 1 April 2024.

The transfer of Spine business activities in the UK was deferred until 1 December 2024, until the local buyer in the UK had met legal and regulatory requirements. Until 1 December 2024 Biomet 3i UK Limited continued to control and operate the Spine business in its own name. The economic transactions generated by the Spine business during this transitional period have been registered in the books of Biomet 3i UK Limited.

The net economic benefit of the global Spine-Business during this transitional period has been transferred at group level in the USA between ZimVie Inc and the buyer. In December 2024 Biomet 3i UK Limited invoiced the whole Spine-business as a Transfer of Going Concern to the local buyer in the UK. Although a net loss was generated on the transfer, Biomet 3i UK Limited has been compensated by ZimVie Inc for the transferred assets and liabilities.

11. ULTIMATE CONTROLLING PARTY

Until 20 December 2024 the directors considered JERDS Luxembourg Holdings SARL, incorporated in Luxembourg to be the immediate parent company.

Since 20 December 2024 the directors considered ZimVie Holdings OUS LLC. incorporated in the United States of America, to be the immediate parent company.

The directors consider Zimvie Inc, incorporated in the United States of America to be the ultimate parent company.

Copies of the consolidated financial statements of Zimvie Inc. can be obtained from:

251 Little Falls Drive
Wilmington, New Castle
Delaware
United States of America
19808