Company registration number 04838458 (England and Wales)
ENERGIST LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
ENERGIST LIMITED
COMPANY INFORMATION
Directors
Mr. S Jones
Ms. S Davies
Company number
04838458
Registered office
2 Park Pavilions
Clos Llyn Cwm
Valley Way, Enterprise Park
Swansea
West Glamorgan
United Kingdom
SA6 8QY
Auditor
Azets Audit Services
1st Floor The Refinery
Atlantic Close
Swansea Enterprise Park
Swansea
United Kingdom
SA7 9FJ
ENERGIST LIMITED
CONTENTS
Page
Directors' report
1 - 4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Notes to the financial statements
11 - 25
ENERGIST LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The principal activity of Energist Limited ("the Company") continued to be that of the design, manufacture and distribution of Neogen Plasma energy-based devices for cosmetic, aesthetic and medical markets.
Business review and key performance indicators
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Profit for the financial year | | |
EBITDA* (loss)/profit before exceptional items | | |
EBITDA* profit before exceptional items and foreign exchange | | |
*EBITDA is earnings before interest, tax, depreciation and amortisation.
During the year the Company continued to focus on the development of the enhancement of its NeoGen product range, specifically refining the nitrogen plasma technology. The Company also appointed several new distributors to increase its geographic coverage.
Turnover for 2024 decreased by 11% to £4,512,478 (2023: £5,091,642), primarily driven by the market-wide downturn in Energy Based Device sales in the USA driven by an underlying reduction in consumer demand for treatments and available financing options for prospective capital buyers.
Gross profit generated decreased to £2,640,765 (2023: £3,073,681) representing a gross margin of 58.5% on sales, a decrease from that achieved in 2023 of 60.4%. This was due to an update in product sales mix.
The operating result for the group in 2024 showed a profit of £170,169, a reduction on the £713,506 operating profit reported in 2023. Significant one-off costs were incurred during the year to achieve UK and EU MDR regulatory requirements, as well as the recruitment of key personnel within the sales, clinical and marketing teams to support the growth plan for 2025.
Strategic focus
The company’s primary focus is to continue growing the NeoGen system and consumable sales by expanding its distribution network and providing enhanced support to distributors and practitioners. During the year 10 distributors were appointed, increasing Energist’s global reach by a further 13 countries.
During 2024 the company continued its collaboration with a Dermatological Testing Company, which led to the publishing of a clinical study report, which identified both visible and statistically significant results, including skin density increasing by an average of 80% and cheek wrinkle reduction by 54% following a course of three low to medium energy treatments.
Following the successful completion of a brand redesign in 2023, during the year further brand enhancements along with focused marketing campaigns contributed to increased brand awareness, especially in the UK, where several celebrity reveals achieved excellent coverage in the press. UK system sales grew 100% year on year.
During the year, NeoGen received numerous awards globally, including Skinceuticals Best Energy Device (highly Recommended), The Aesthetic Awards Best Overall Patient Enhancement and Best Non-Surgical Facial Rejuvenation Enhancement, Greece Medical Beauty Most Innovative Device, Safety In Beauty Best Aesthetic Technology Finalist. In February 2025, NeoGen was awarded Best Treatment for Menopause in Aesthetics.
Operationally the company continued to make improvements to the quality of the devices and manufacturing processes.
ENERGIST LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Future developments
The company’s primary focus is to continue growing the NeoGen system and consumable sales globally by supporting existing distributors to develop their markets, on-boarding new distributors for new markets and continuing to invest in the UK direct model.
The company continues to work with practitioners, Key Opinion Leaders, laboratories and universities around the globe, and is taking steps to further evidence and validate the clinical effectiveness of NeoGen for additional indications. During Q1 2025, the company has started collaborating with four industry-leading Dermatologists to generate clinical evidence for a number of existing and potential applications, and expects to publish multiple clinical study papers later in the year.
In collaboration with the Chinese distributor, the company signed an agreement with a Clinical Research Office to manage a three-year project and 150-patient clinical trial to achieve National Medical Products Administration certification for the PSR device in China.
Following the appointment of an Engineering Manager in January 2025, a number of product enhancements are being developed to increase system functionality and usability, and clinical applications.
Looking forwards, Neogen is perfectly placed to meet the needs of the increasing trend of consumers demanding non-invasive treatments with minimal downtime.
Going concern
The Company is reporting EBITDA of £255,189 (2023: £771,450) for the year ended 31 December 2024 and at this date had net current assets of £1,235,370 (2023: £1,422,228). As at 31 December 2024 the Company has improved the net assets position to £1,487,690 (2023: £1,291,036), which is inclusive of amounts owing to the ultimate parent company Energist (Holdings) Limited, of £352,003 (2023: £480,753). The Company has received confirmation from the ultimate parent company that these amounts will not fall due for repayment until at least 12 months from the date of approval of these financial statements. The consolidated results of Energist group, headed by Energist (Holdings) Limited, continues to report losses. As at 31 December 2024 the group has net current assets of £1,260,933 (2023: £1,447,842) but remains reliant on the long term support of its shareholders, to whom £73,152,086 was due after more than one year as at 31 December 2024 (2023: £72,228,131).
The directors have undertaken a review of the group's financial position. The directors have prepared forecasts, which indicate that, with on-going shareholder support, and based on the anticipated level of sales, there is a reasonable expectation that the company and group will be able to operate within its current level of agreed facilities for a period of at least 12 months from the date of approval of these financial statements.
The group's shareholders continue to demonstrate their commitment and support to the group, most recently by waiving the commencement of repayments on the shareholder loans until 31 December 2026. Further the directors have been given an indication by the group's shareholders that if required it is their current intention to support the business further to enable the group to meet its financial commitments for a period of at least 12 months from the date of approval of these financial statements,
Global economic factors continue to bring uncertainty to businesss operations and the directors therefore continue to maintain a rigorous review of the global supply chain. Proactively, the directors’ commitment to continuous improvement has supported improvements both in terms of product development and reducing supply chain risk.
Should the forecast level of sales and profitability not be achieved, the business might need to seek further funding in order to bridge the cashflow position. Should this funding not be available, this represents a material uncertainty which may cast significant doubt about the company's ability to continue as a going concern. However, after considering the above matters, and the expected continued support of the group's shareholders, the directors are satisfied that it is appropriate to continue to prepare the financial statements on a going concern basis. The financial statements therefore do not include the adjustments required should the Company be unable to continue as a going concern.
ENERGIST LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr. S Jones
Ms. S Davies
Results and dividends
The results for the year are set out on page 7.
No ordinary dividends were paid (2023: £nil). The directors do not recommend payment of a final dividend.
Auditor
The auditor, Azets Audit Services, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Statement of directors' responsibilities
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 prepared the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), comprising Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (FRS102). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, comprising FRS102, subject to any material departures disclosed and explained in the financials statements;
notify its shareholders in writing about the use of disclosure exemptions, if any, of FRS102 used in the preparation of financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and 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.
ENERGIST LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
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.
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
Ms. S Davies
Director
24 May 2025
ENERGIST LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ENERGIST LIMITED
- 5 -
Opinion
We have audited the financial statements of Energist 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 significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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.
Material uncertainty related to going concern
In forming our opinion, which is not modified, we have considered the adequacy of the disclosures made in note 1 of the financial statements concerning the company's ability to continue as a going concern. The conditions described in note 1 indicate the existence of a material uncertainty which may cast significant doubt about the company's ability to continue as a going concern. The financial statements do not include the adjustments that would result if the company was unable to continue as a going concern.
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:
the information given in the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the directors' report has been prepared in accordance with applicable legal requirements.
ENERGIST LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF ENERGIST LIMITED
- 6 -
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 directors' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit; or
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the directors' report and from the requirement to prepare a strategic report.
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities, 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.
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.
ENERGIST LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF ENERGIST LIMITED
- 7 -
Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.
We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.
In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;
Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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.
Paul Bowden
Senior Statutory Auditor
For and on behalf of Azets Audit Services
24 May 2025
Chartered Accountants
Statutory Auditor
1st Floor The Refinery
Atlantic Close
Swansea Enterprise Park
Swansea
United Kingdom
SA7 9FJ
ENERGIST LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
Notes
£
£
Turnover
3
4,512,476
5,091,642
Cost of sales
(1,871,713)
(2,017,961)
Gross profit
2,640,763
3,073,681
Administrative expenses
(2,749,092)
(2,360,350)
Other operating income
175
Exceptional item - Reversal of provision
4
141,969
Exceptional item - Forgiveness of intercompany balances
4
128,750
Operating profit
5
162,390
713,506
Interest receivable and similar income
8
34,264
Interest payable and similar expenses
9
(17,247)
Profit before taxation
196,654
696,259
Tax on profit
10
6,621
Profit for the financial year
196,654
702,880
The profit and loss account has been prepared on the basis that all operations are continuing operations.
ENERGIST LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
11
635,009
577,463
Current assets
Stocks
12
849,589
734,244
Debtors
13
517,050
750,088
Cash at bank and in hand
767,218
1,004,203
2,133,857
2,488,535
Creditors: amounts falling due within one year
14
(898,487)
(1,066,307)
Net current assets
1,235,370
1,422,228
Total assets less current liabilities
1,870,379
1,999,691
Creditors: amounts falling due after more than one year
15
(382,689)
(708,655)
Net assets
1,487,690
1,291,036
Capital and reserves
Called up share capital
18
161,887
161,887
Share premium account
5,244,944
5,244,944
Revaluation reserve
145,333
145,333
Profit and loss reserves
(4,064,474)
(4,261,128)
Total equity
1,487,690
1,291,036
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 24 May 2025 and are signed on its behalf by:
Ms. S Davies
Director
Company Registration No. 04838458
ENERGIST LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
Share capital
Share premium account
Revaluation reserve
Profit and loss reserves
Total
£
£
£
£
£
Balance at 1 January 2023
161,887
5,244,944
145,333
(4,964,008)
588,156
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
-
-
702,880
702,880
Balance at 31 December 2023
161,887
5,244,944
145,333
(4,261,128)
1,291,036
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
-
-
196,654
196,654
Balance at 31 December 2024
161,887
5,244,944
145,333
(4,064,474)
1,487,690
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
1
Accounting policies
Company information
The principal activity of Energist Limited ("the Company") continued to be that of the design, manufacture and distribution of Neogen Plasma energy-based devices for cosmetic, aesthetic and medical markets.
Energist Limited is a private company limited by shares incorporated in England and Wales. The registered office is 2 Park Pavilions, Clos Llyn Cwm, Valley Way, Enterprise Park, Swansea, West Glamorgan, United Kingdom, SA6 8QY.
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, modified to include the revaluation of leasehold properties and to include certain financial instruments at fair value as applicable. 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:
Section 4 ‘Statement of Financial Position’ – Reconciliation of the opening and closing number of shares;
Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’ – Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 33 ‘Related Party Disclosures’ – Compensation for key management personnel.
The Company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the Company as an individual entity and not about its group.
The financial statements of the Company are consolidated in the financial statements of Energist (Holdings) Limited as at 31 December 2024 and these consolidated financial statements may be obtained from Companies House.
The Company has taken advantage of the exemption afforded to wholly owned subsidiaries not to disclose details of related party transactions with wholly owned subsidiaries of the group.
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 12 -
1.2
Going concern
These financial statements are prepared on the going concern basis. The directors have a reasonable expectation that the Company will continue in operational existence for the foreseeable future. However, the directors are aware of certain material uncertainties which may cause doubt on the Company's ability to continue as a going concern.
The Company is reporting EBITDA of £255,189 (2023: £771,450) for the year ended 31 December 2024 and at this date had net current assets of £1,235,370 (2023: £1,422,228). As at 31 December 2024 the Company has improved the net assets position to £1,487,690 (2023: £1,291,036), which is inclusive of amounts owing to the ultimate parent company Energist (Holdings) Limited, of £352,003 (2023: £480,753). The Company has received confirmation from the ultimate parent company that these amounts will not fall due for repayment until at least 12 months from the date of approval of these financial statements. The consolidated results of Energist group, headed by Energist (Holdings) Limited, continues to report losses. As at 31 December 2024 the group has net current assets of £1,260,933 (2023: £1,447,842) but remains reliant on the long term support of its shareholders, to whom £73,152,086 was due after more than one year as at 31 December 2024 (2023: £72,228,131).
The directors have undertaken a review of the group's financial position. The directors have prepared forecasts, which indicate that, with on-going shareholder support, and based on the anticipated level of sales, there is a reasonable expectation that the company and group will be able to operate within its current level of agreed facilities for a period of at least 12 months from the date of approval of these financial statements.
The group's shareholders continue to demonstrate their commitment and support to the group, most recently by waiving the commencement of repayments on the shareholder loans until 31 December 2026. Further the directors have been given an indication by the group's shareholders that if required it is their current intention to support the business further to enable the group to meet its financial commitments for a period of at least 12 months from the date of approval of these financial statements,
Global economic factors continue to bring uncertainty to businesss operations and the directors therefore continue to maintain a rigorous review of the global supply chain. Proactively, the directors’ commitment to continuous improvement has supported improvements both in terms of product development and reducing supply chain risk.
Should the forecast level of sales and profitability not be achieved, the business might need to seek further funding in order to bridge the cashflow position. Should this funding not be available, this represents a material uncertainty which may cast significant doubt about the company's ability to continue as a going concern. However, after considering the above matters, and the expected continued support of the group's shareholders, the directors are satisfied that it is appropriate to continue to prepare the financial statements on a going concern basis. The financial statements therefore do not include the adjustments required should the Company be unable to continue as a going concern.
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
1.3
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
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 on dispatch of the goods), 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.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.
1.4
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
1.5
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.6
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:
Leasehold land and buildings
2% - 20% straight line
Plant and equipment
12% - 50% straight line
Fixtures and fittings
20% straight line
Motor vehicles
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.
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
1.7
Fixed asset investments
Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.8
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible 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.
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.
1.9
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.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
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.
1.10
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.
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
1.11
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.
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.
1.12
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.
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.
1.13
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
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.
1.14
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.
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.
1.15
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.16
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
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.
1.17
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.
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.18
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
1.19
Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.
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.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Going concern
The financial statements have been prepared on a going concern basis, which assumes that sufficient funds will be available for the company to continue in operational existence for the foreseeable future. More details are set out in note 1.2.
Inventory provisioning
The Company designs, manufactures and sells pulsed light, laser and plasma-based equipment for cosmetic, aesthetic and medical markets, the demand for which can fluctuate due to market conditions. As a result it is necessary to consider the recoverability of the cost of inventory and the associated provisioning required. When calculating the inventory provision, management considers the nature, age and condition of the inventory, as well as applying the assumptions around anticipated saleability of finished goods and future usage of raw materials.
Non-recognition of deferred tax asset
Under FRS102, unrelieved tax losses and other deferred tax assets shall be 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.
Carried forward tax losses and other timing differences have created a potential deferred tax asset for the company, however this asset has not been recognised within the financial statements due to uncertainty over the future recoverability of the asset.
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 18 -
3
Turnover and other revenue
An analysis of the Company's turnover is as follows:
2024
2023
£
£
Turnover analysed by class of business
Goods
4,444,882
5,041,361
Services
67,594
50,281
4,512,476
5,091,642
2024
2023
£
£
Turnover analysed by geographical market
UK
840,688
726,203
Rest of the world
3,671,788
4,365,439
4,512,476
5,091,642
2024
2023
£
£
Other revenue
Interest income
34,264
-
4
Exceptional items
2024
2023
£
£
Expenditure
Exceptional item - Admin costs (incl in Admin range)
7,779
-
Reversal of provision
(141,969)
-
Forgiveness of intercompany balances
(128,750)
-
(262,940)
-
During the year a debt waiver agreement was reached for the forgiveness of £128,750 (2023: £nil) owed to the ultimate parent company, Energist (Holdings) Limited. Further, during the year a provision of £141,969 (2023: £nil) for the payment of contractual liabilities which ceased to be due was released.
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 19 -
5
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses
84,818
88,993
Research and development costs
175,547
74,014
Fees payable to the company's auditor for the audit of the company's financial statements
12,500
11,700
Depreciation of owned tangible fixed assets
77,100
50,024
Depreciation of tangible fixed assets held under finance leases
7,920
7,920
(Profit)/loss on disposal of tangible fixed assets
(128,530)
12,401
Operating lease charges
9,479
5,500
Fees payable to the Company's auditor in respect of other services relating to taxation amounted to £3,000 (2023: £2,700), and in respect of all other services amounted to £5,000 (2023: £1,781).
6
Employees
The average monthly number of persons (including directors) employed by the Company during the year was:
2024
2023
Number
Number
Production
9
9
Service
5
5
Office and sales
15
11
Total
29
25
Their aggregate remuneration comprised:
2024
2023
£
£
Wages and salaries
1,436,788
1,159,030
Social security costs
166,333
139,953
Pension costs
45,977
36,301
1,649,098
1,335,284
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
300,000
311,000
Company pension contributions to defined contribution schemes
15,873
13,530
315,873
324,530
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
7
Directors' remuneration
(Continued)
- 20 -
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2023 - 2).
Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
150,000
155,500
Company pension contributions to defined contribution schemes
8,248
6,930
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
34,114
Other interest income
150
Total income
34,264
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
34,114
9
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
-
17,247
10
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
(6,621)
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
10
Taxation
(Continued)
- 21 -
The actual charge/(credit) for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
196,654
696,259
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.00%)
49,164
132,289
Tax effect of expenses that are not deductible in determining taxable profit
1,944
73
Tax effect of utilisation of tax losses not previously recognised
(85,185)
(174,001)
Adjustments in respect of prior years
1,944
(6,621)
Effect of change in corporation tax rate
41,760
Permanent capital allowances in excess of depreciation
(121)
Fixed asset timing differences
32,133
Taxation charge/(credit) for the year
-
(6,621)
A deferred tax asset of £466,924 (2023: £519,474) relating to losses has not been recognised due to uncertainty over the future recoverability of the asset. An increase in the UK Corporation Tax rate to 25% has been enacted. The calculation of the unrecognised deferred tax asset as at 31 December 2024 reflects this rate.
11
Tangible fixed assets
Leasehold land and buildings
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
Cost or valuation
At 1 January 2024
513,513
272,865
71,121
23,999
881,498
Additions
38,703
111,436
3,947
154,086
Disposals
(49,681)
(63,830)
(113,511)
At 31 December 2024
552,216
334,620
11,238
23,999
922,073
Depreciation and impairment
At 1 January 2024
82,858
145,501
64,456
11,220
304,035
Depreciation charged in the year
22,715
52,281
2,104
7,920
85,020
Eliminated in respect of disposals
(38,161)
(63,830)
(101,991)
At 31 December 2024
105,573
159,621
2,730
19,140
287,064
Carrying amount
At 31 December 2024
446,643
174,999
8,508
4,859
635,009
At 31 December 2023
430,655
127,364
6,665
12,779
577,463
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
11
Tangible fixed assets
(Continued)
- 22 -
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
2024
2023
£
£
Motor vehicles
4,860
12,780
Leasehold land and buildings were revalued at 30 September 2015 to £480,000 by Cooke & Arkwright, Chartered Surveyors, independent valuers not connected with the Company, on the basis of open market value for existing use. The valuation conforms to International Valuation Standards and represented the deemed cost for the asset on transition to FRS102.
The following assets are carried at valuation. If the assets were measured using the cost model, the carrying amounts would be as follows:
2024
2023
£
£
Cost
499,766
499,766
Accumulated depreciation
(262,311)
(250,685)
Carrying value
237,455
249,081
12
Stocks
2024
2023
£
£
Raw materials and consumables
412,920
429,626
Work in progress
143,038
82,112
Finished goods and goods for resale
293,631
222,506
849,589
734,244
13
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
125,810
232,798
Amounts owed by group undertakings
217,093
294,000
Other debtors
113,781
Prepayments and accrued income
174,147
109,509
517,050
750,088
Amounts owed by group undertakings are owed by Neogen Plasma Limited, a fellow subsidiary undertaking. These amounts are unsecured, interest free and have no fixed terms for repayment.
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
14
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Obligations under finance leases
16
5,505
5,505
Trade creditors
101,926
194,564
Amounts owed to group undertakings
254,500
247,000
Taxation and social security
52,148
37,340
Other creditors
208,962
272,622
Accruals and deferred income
275,446
309,276
898,487
1,066,307
Amounts owed to group undertakings are unsecured, interest free and have no fixed terms for repayment.
15
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Obligations under finance leases
16
3,670
9,717
Amounts owed to group undertakings
352,003
480,753
Other creditors
27,016
218,185
382,689
708,655
The amounts due to group undertakings are due to the ultimate parent company, Energist (Holdings) Limited. The amount is interest-free and secured. The directors of Energist (Holdings) Limited have confirmed that the balance will not fall due for payment until at least 12 months from the date of approval of these financial statements.
16
Finance lease obligations
2024
2023
Future minimum lease payments due under finance leases:
£
£
Within one year
5,505
5,505
In two to five years
3,670
9,717
9,175
15,222
Finance lease payments represent rentals payable by the company for certain items of fixed assets. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments. The lease liabilities are secured over the assets to which they relate.
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
17
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
45,977
36,301
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.
18
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of 1p each
355,200
355,200
3,552
3,552
Ordinary A shares of 1p each
15,833,534
15,833,534
158,335
158,335
16,188,734
16,188,734
161,887
161,887
The Ordinary 'A' shares rank before the Ordinary shares in the distribution of assets on the winding up of the company. Dividends require the prior approval of not less than 75% of the issued Ordinary 'A' shares before payment. The shares are equal for voting rights.
The Ordinary 'A' shares are convertible to Ordinary shares at the written request of the holder at any time. There were no share options outstanding as at 31 December 2024 (2023: none) as all options had been waived.
19
Financial commitments, guarantees and contingent liabilities
The Company is party to a cross guarantee to secure the loans and loan notes of its Ultimate Parent Company. As at 31 December 2024, the value of these outstanding loan notes, including accrued interest and redemption premiums was £32,867,517 (2023: £31,943,652).
20
Operating lease commitments
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 one year
3,272
2,476
Between two and five years
2,040
4,269
5,312
6,745
ENERGIST LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 25 -
21
Related party transactions
Remuneration of key management personnel
The directors consider the only key management personnel to be the directors. For details of the directors remuneration see note 6.
Other information
Beaubridge Energist LLP is a director and significant shareholder of the Ultimate Parent Company. During the year Beaubridge Energist LLP invoiced £100,605 (2023: £93,859) in directors' fees, monitoring fees and expenses for services.
During the year ended 31 December 2024 the company made sales to fellow group undertaking Neogen Plasma Limited of £nil (2023: £240,000).
22
Ultimate controlling party
The directors regard Belmont Investments Limited, a company registered in England and Wales as the immediate parent company. Belmont Investments Limited has a 100% interest in the equity capital of Energist Limited.
The directors regard Energist (Holdings) Limited, a company registered in England and Wales as the ultimate parent company. Energist (Holdings) Limited has a 100% interest in the equity capital of Belmont Investments Limited.
The parent company of the largest and smallest group to include the Company in its consolidated financial statements is Energist (Holdings) Limited, a company registered in England and Wales. Copies of its consolidated financial statements are available from Companies House.
As at 31 December 2024, the directors consider the ultimate controlling party to be Beaubridge Energist LLP by virtue of its shareholding in Energist (Holdings) Limited.
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