Company registration number 10601481 (England and Wales)
BUXTON SPECIAL ALLOYS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
BUXTON SPECIAL ALLOYS LIMITED
COMPANY INFORMATION
Directors
Mr C Ryall
(Appointed 21 February 2024)
Mr J M Lynch
(Appointed 15 March 2024)
Mr D T Burke
(Appointed 15 March 2024)
Company number
10601481
Registered office
c/o Jack Ross Chartered Accountants
Barnfield House
Salford Approach
Manchester
M3 7BX
Auditor
Jack Ross Limited
Barnfield House
The Approach
Manchester
M3 7BX
BUXTON SPECIAL ALLOYS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Statement of comprehensive income
7
Balance sheet
8
Statement of changes in equity
9
Notes to the financial statements
10 - 21
BUXTON SPECIAL ALLOYS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The directors present the strategic report for the year ended 31 December 2024.

Review of the business

Buxton Special Alloys is a specialist stockholder and processor of high-performance alloys, serving primarily the oil and gas sector. Additional key markets include nuclear, defence, chemical, and wider energy industries. Throughout 2024, the business operated against a backdrop of subdued global demand and cost pressures, which impacted turnover and profitability. Despite these conditions, Buxton remained committed to operational excellence, maintaining strong service levels and delivery standards across its international customer base. A key milestone during the year was the acquisition of the company by the GMI Group (“GMI”), headquartered in the US, positioning Buxton within a broader industrial group and laying the groundwork for future strategic investment and growth.

Principal risks and uncertainties

The company faces several commercial and operational risks. These include volatility in oil and gas demand, raw material price fluctuations, and currency exposure linked to international trading. The company also operates in technically demanding markets requiring rigorous quality and compliance frameworks, which present ongoing resourcing and regulatory challenges. Geopolitical instability and supply chain pressures remain external risks that the business monitors closely. Management continues to mitigate these risks through diversification of supply, strong customer relationships, and active cost control.

Development and performance

Turnover for the year ended 31 December 2024 was £9.0m, representing a decrease of 37% from £14.2m in 2023. This was driven by reduced customer activity in the UK and Europe, particularly within the oil and gas sector. Gross profit margin fell from 26.0% in 2023 to 19.4% in 2024, primarily because of lower volumes and fixed cost absorption. Adjusted EBITDA moved from £2.2m in 2023 to a £549k in 2024. The underlying trading performance remained broadly in line with expectations given the market backdrop.

Other performance indicators

The directors use the following financial KPIs to assess the performance of the business:

 

KPI

2024

2023

Variance

Turnover

£9,031k

£14,226k

-37%

Gross Profit Margin

19.4%

26.0%

-6.6%

Adjusted EBITDA

£549k

£2,172k

-75%

 

While headline profitability was impacted, the company maintained a strong operational base and remains well-positioned for future growth under the ownership of GMI. The business is continuing to invest in its people, technology, and market development to support its long-term strategy.

 

Adjusted EBITDA reflects management’s view of the normalised results of the business, excluding one-off costs related to the structural transition.

 

On behalf of the board

Mr C Ryall
Director
29 April 2025
BUXTON SPECIAL ALLOYS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -

The directors present their annual report and financial statements for the year ended 31 December 2024.

Principal activities

The principal activity of the company is that of a stockholder and machinist of Stainless Steel, Duplex, Super Duplex and Nickel Alloys.

Results and dividends

The results for the year are set out on page 7.

Ordinary dividends were paid amounting to £1,200,000 prior to the GMI transaction.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mr N R Buxton
(Resigned 20 February 2025)
Mr C Ryall
(Appointed 21 February 2024)
Mr J M Lynch
(Appointed 15 March 2024)
Mr D T Burke
(Appointed 15 March 2024)
Auditor

In accordance with the company's articles, a resolution proposing that Jack Ross Limited be reappointed as auditor of the company will be put at a General Meeting.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
Mr C Ryall
Director
29 April 2025
BUXTON SPECIAL ALLOYS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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:

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

BUXTON SPECIAL ALLOYS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BUXTON SPECIAL ALLOYS LIMITED
- 4 -
Opinion

We have audited the financial statements of Buxton Special Alloys Limited (the 'company') for the year ended 31 December 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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:

Basis for opinion

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

Other information

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

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

BUXTON SPECIAL ALLOYS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BUXTON SPECIAL ALLOYS LIMITED (CONTINUED)
- 5 -
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:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

 

In preparing the financial statements, the directors are responsible for assessing the company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

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.

Extent to which the audit was considered capable of detecting irregularities, including fraud

Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to tax legislation, employment legislation, health and safety legislation and other legislation specific to the industry in which the group operates. We have considered the extent to which non-compliance might have a material effect on the financial statements. We also have considered those law and regulations that have a direct impact on the preparation of the financial statements such as Companies Act 2006. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including risk of override of controls) and determined that the principal risks related to management judgement of when to recognise income and expenditure and the effect this would have on profit.

BUXTON SPECIAL ALLOYS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BUXTON SPECIAL ALLOYS LIMITED (CONTINUED)
- 6 -
Audit response to risks identified

 

- Enquiry of management, those charged with governance

- Enquiry of entity staff in tax and compliance functions to identify any instances of non-compliance with laws and regulations.

- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.

- Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business

 

 

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error as fraud may involve concealment.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Umar Memon FCA (Senior Statutory Auditor)
For and on behalf of Jack Ross Limited, Statutory Auditor
Chartered Accountants
Barnfield House
The Approach
Manchester
M3 7BX
29 April 2025
BUXTON SPECIAL ALLOYS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
2024
2023
Notes
£
£
Turnover
3
9,031,151
14,226,335
Cost of sales
(7,280,888)
(10,523,420)
Gross profit
1,750,263
3,702,915
Administrative expenses
(2,727,663)
(1,553,034)
Other operating income
-
0
3,829
Operating (loss)/profit
4
(977,400)
2,153,710
Interest receivable and similar income
7
17,190
934
Interest payable and similar expenses
8
(51,184)
(9)
(Loss)/profit before taxation
(1,011,394)
2,154,635
Tax on (loss)/profit
9
236,561
(514,423)
(Loss)/profit for the financial year
(774,833)
1,640,212

The profit and loss account has been prepared on the basis that all operations are continuing operations.

BUXTON SPECIAL ALLOYS LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 8 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
12
34,800
-
0
Tangible assets
13
19,597
12,915
54,397
12,915
Current assets
Stocks
14
6,555,213
4,578,078
Debtors
15
2,336,946
2,209,376
Cash at bank and in hand
398,154
1,780,070
9,290,313
8,567,524
Creditors: amounts falling due within one year
16
(3,739,373)
(2,674,183)
Net current assets
5,550,940
5,893,341
Total assets less current liabilities
5,605,337
5,906,256
Creditors: amounts falling due after more than one year
17
(1,673,914)
-
Net assets
3,931,423
5,906,256
Capital and reserves
Called up share capital
20
250,000
250,000
Profit and loss reserves
3,681,423
5,656,256
Total equity
3,931,423
5,906,256

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 29 April 2025 and are signed on its behalf by:
Mr C Ryall
Director
Company registration number 10601481 (England and Wales)
BUXTON SPECIAL ALLOYS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2023
250,000
4,016,044
4,266,044
Year ended 31 December 2023:
Profit and total comprehensive income
-
1,640,212
1,640,212
Balance at 31 December 2023
250,000
5,656,256
5,906,256
Year ended 31 December 2024:
Loss and total comprehensive income
-
(774,833)
(774,833)
Dividends
10
-
(1,200,000)
(1,200,000)
Balance at 31 December 2024
250,000
3,681,423
3,931,423
BUXTON SPECIAL ALLOYS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
1
Accounting policies
Company information

Buxton Special Alloys Limited is a private company limited by shares incorporated in England and Wales. The registered office is c/o Jack Ross Chartered Accountants, Barnfield House, Salford Approach, Manchester, M3 7BX.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements of the company are consolidated in the financial statements of Gulf Manufacturing Holdings LLC. These consolidated financial statements are available from its registered office, 1221 Indiana Street Humble, TX 77396, United States

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer..

 

When cash inflows are deferred and represent a financing arrangement, the promised consideration is adjusted for the effects of the time value of money, which is recognised as interest income.

The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:

BUXTON SPECIAL ALLOYS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 11 -

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually when the goods have been received by the customer), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.4
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Development costs
20% Straight line
1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Plant and equipment
33% straight line
Fixtures and fittings
33% straight line
Computers
33% straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.6
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

BUXTON SPECIAL ALLOYS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 12 -

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.7
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.8
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.9
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ 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.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

BUXTON SPECIAL ALLOYS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

BUXTON SPECIAL ALLOYS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.10
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.11
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.12
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.13
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.14
Leases
As lessee

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

BUXTON SPECIAL ALLOYS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
1.15
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Judgements 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.

3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Sale of goods
9,031,151
14,226,335
2024
2023
£
£
Turnover analysed by geographical market
UK
6,042,197
7,390,465
Europe
1,428,955
4,103,979
USA
629,538
1,344,013
Rest of world
930,461
1,387,878
9,031,151
14,226,335
2024
2023
£
£
Other revenue
Interest income
17,190
934
BUXTON SPECIAL ALLOYS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 16 -
4
Operating (loss)/profit
2024
2023
Operating (loss)/profit for the year is stated after charging:
£
£
Exchange losses
13,701
959
Fees payable to the company's auditor for the audit of the company's financial statements
17,000
7,450
Depreciation of owned tangible fixed assets
9,040
18,109
Impairment of stocks recognised or reversed
78,707
-
0
Operating lease charges
23,495
22,925
5
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
18
17

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
2,008,569
1,002,160
Social security costs
257,451
113,358
Pension costs
22,181
24,525
2,288,201
1,140,043
6
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
1,540,701
429,902
Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
1,460,118
429,902
Company pension contributions to defined contribution schemes
5,419
-
BUXTON SPECIAL ALLOYS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 17 -
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
643
934
Other interest income
16,547
-
0
Total income
17,190
934
8
Interest payable and similar expenses
2024
2023
£
£
Interest payable to group undertakings
50,828
-
0
Other interest on financial liabilities
265
-
0
Other interest
91
9
51,184
9
9
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
(236,561)
514,423

The actual (credit)/charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
(Loss)/profit before taxation
(1,011,394)
2,154,635
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 25.00%)
(252,849)
538,659
Tax effect of expenses that are not deductible in determining taxable profit
3,079
6,657
Permanent capital allowances in excess of depreciation
(15,722)
(3,063)
Depreciation on assets not qualifying for tax allowances
9,040
4,528
Tax at marginal rate
19,891
(32,358)
Taxation (credit)/charge for the year
(236,561)
514,423
10
Dividends
2024
2023
£
£
Final paid
1,200,000
-
0
BUXTON SPECIAL ALLOYS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 18 -
11
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

2024
2023
Notes
£
£
In respect of:
Stocks
14
78,707
-
0
Recognised in:
Cost of sales
78,707
-
12
Intangible fixed assets
Development costs
£
Cost
At 1 January 2024
-
0
Additions
34,800
At 31 December 2024
34,800
Amortisation and impairment
At 1 January 2024 and 31 December 2024
-
0
Carrying amount
At 31 December 2024
34,800
At 31 December 2023
-
0

The capitalised development costs are not yet available for us, hence no amortisation has been charged.

13
Tangible fixed assets
Plant and equipment
Fixtures and fittings
Computers
Total
£
£
£
£
Cost
At 1 January 2024
63,943
11,877
16,309
92,129
Additions
128
14,885
709
15,722
At 31 December 2024
64,071
26,762
17,018
107,851
Depreciation and impairment
At 1 January 2024
60,382
8,554
10,278
79,214
Depreciation charged in the year
2,024
3,932
3,084
9,040
At 31 December 2024
62,406
12,486
13,362
88,254
BUXTON SPECIAL ALLOYS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
13
Tangible fixed assets
Plant and equipment
Fixtures and fittings
Computers
Total
£
£
£
£
(Continued)
- 19 -
Carrying amount
At 31 December 2024
1,665
14,276
3,656
19,597
At 31 December 2023
3,561
3,323
6,031
12,915
14
Stocks
2024
2023
£
£
Work in progress
92,769
-
0
Finished goods and goods for resale
6,462,444
4,578,078
6,555,213
4,578,078
15
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
2,062,600
2,204,762
Corporation tax recoverable
236,561
-
0
Other debtors
4,613
4,614
Prepayments and accrued income
33,172
-
0
2,336,946
2,209,376
16
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Trade creditors
2,213,422
1,822,841
Amounts owed to group undertakings
831,449
-
0
Corporation tax
-
0
207,735
Other taxation and social security
229,621
146,878
Deferred income
18
443,853
-
0
Other creditors
80
87,695
Accruals and deferred income
20,948
409,034
3,739,373
2,674,183
BUXTON SPECIAL ALLOYS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 20 -
17
Creditors: amounts falling due after more than one year
2024
2023
£
£
Amounts owed to group undertakings
1,673,914
-
0

Amounts owed to group undertakings relate to a loan which the group and company intend to capitalise, converting it to share capital.

18
Deferred income
2024
2023
£
£
Other deferred income
443,853
-
19
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
22,181
24,525

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

20
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
ordinary shares of £1 each
250,000
250,000
250,000
250,000
21
Operating lease commitments
As lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2024
2023
£
£
Within 1 year
37,108
79,985
Years 2-5
31,061
63,949
68,169
143,934
BUXTON SPECIAL ALLOYS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
22
Events after the reporting date

On 20 February 2025, N R Buxton, a director, resigned from the company.

Included in creditors falling due in more than one year is an amount of £1,673,914 in relation to a loan from the parent company. This loan is intended to be capitalised and converted to equity.

23
Directors' transactions

Included in other creditors is an amount owed to a director of £221 (2023: £143). This loan is provided interest free, unsecured and repayable on demand.

 

24
Ultimate controlling party

The ultimate controlling party is Gulf Manufacturing Holdings LLC, incorporated in United States.

At the reporting date the parent company was GMI UK Holdings Ltd.

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