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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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Capital contribution reserve
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At 1 January 2023
(as restated)
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Shares issued during the year
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Capital contribution from parent
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At 1 January 2024
(as previously stated)
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Prior year adjustment (note 27)
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At 1 January 2024 (as restated)
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Capital contribution from parent
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The notes on pages 15 to 39 form part of these financial statements.
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Page 12
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
Cash flows from operating activities
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Loss for the financial year
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Amortisation of intangible assets
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Depreciation of tangible assets
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Loss on disposal of tangible assets
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Corporation tax received/(paid)
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Net cash generated from operating activities
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Cash flows from investing activities
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Purchase of intangible fixed assets
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Purchase of tangible fixed assets
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Sale of tangible fixed assets
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Consideration paid to acquire subsidiary, net of cash acquired
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Net cash from investing activities
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Cash flows from financing activities
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Repayment of/new finance leases
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New loans from group companies
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Net cash used in financing activities
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Net (decrease)/increase in cash and cash equivalents
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Cash and cash equivalents at beginning of year
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Foreign exchange gains and losses
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Cash and cash equivalents at the end of year
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Page 13
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2024
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At 1 January 2024
(as restated)
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Acquisition and disposal of subsidiaries
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Amounts owed to parent company
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The notes on pages 15 to 39 form part of these financial statements.
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Page 14
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Wilson Tool International [Europe] Limited is a private limited company incorporated in England and Wales and has its registered office and principal place of business at Sterling Road, South Marston Industrial Estate, Swindon, SN3 4TQ.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.
The following principal accounting policies have been applied:
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
The financial statements have been prepared on a going concern basis. The directors have considered the company’s current financial position, cash flow forecasts, and available financial resources for a period of at least 12 months from the date of approval of these financial statements.
As part of this assessment, the directors have taken into account the financial support available from the company’s parent undertaking. The parent company has formally confirmed its intention to continue to provide financial support to the company for a period of at least 12 months from the date of approval of these financial statements, to enable the company to meet its liabilities as they fall due.
In view of this support, the directors consider it appropriate to prepare the financial statements on a going concern basis.
Page 15
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Foreign currency translation
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Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:
Sale of goods
Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
∙the Group has transferred the significant risks and rewards of ownership to the buyer;
∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Group will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Page 16
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Operating leases: the Group as lessee
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Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
Interest income is recognised in profit or loss using the effective interest method.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
Defined contribution pension plan
The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds.
Page 17
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Current and deferred taxation
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The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
Goodwill
Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life.
Other intangible assets
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
Page 18
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
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10% and 20% straight line basis
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The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
Investments in subsidiaries are measured at cost less accumulated impairment.
Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Consolidated Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.
At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
Page 19
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Cash and cash equivalents
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Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
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Provisions for liabilities
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Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
Increases in provisions are generally charged as an expense to profit or loss.
Basic financial assets
Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
Other financial assets
Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.
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 Group after the deduction of all its liabilities.
Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans
Page 20
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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Financial instruments (continued)
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due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Other financial instruments
Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.
Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.
Page 21
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Judgements in applying accounting policies and key sources of estimation uncertainty
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The estimates and assumptions that have a significant risk of causing a material adjustment to the amounts recognised in the financial statements are addressed below.
Useful economic life of tangible and intangible fixed assets
Tangible and intangible fixed assets are depreciated and amortised over their useful economic lives taking into account residual values, where appropriate. Management regularly reviews the assets' useful economic lives taking into consideration factors such as maintenance programmes. Changes in assets' useful economic lives can have a significant impact on depreciation and amortisation for the period. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.
Impairment of investments
Investments in subsidiaries are reviewed for impairments in value. In reviewing the value of these investments, management consider the performance of each undertaking, the purpose of the undertaking and any changes that may have an impact on that company's performance or net assets. Changes in any of the factors considered for impairments can affect the value reported in the financial statements.
Impairment of stocks
Stocks are assessed for impairment at each reporting end date. The carrying amount of each item of stock, or group of similar items, is compared with its selling price less cost to complete and sell. If an item of stock, or group of similar items, is impaired its carrying amount is reduced to sellping price less costs to complete and sell, and an impairment loss is recognised immediately in the statement of comprehensive income.
No critical accounting judgements have been made in the process of applying the group's accounting policies, other than those involbing estimations notes above, that have a material effect on the amounts recognised in the financial statements.
Deferred tax
The recognition of deferred tax assets requires judgement in assessing the availability of future taxable profits based on forecasts approved by the directors, alongside consideration of future tax planning opportunities and potential changes in tax legislation. Where the outcome of future events is uncertain, actual results may differ from the estimates made.
Analysis of turnover by country of destination:
Page 22
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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The operating loss is stated after charging:
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Directors remuneration (note 9)
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Group contributions to employee pension schemes
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Operating lease rentals - land and buildings
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Operating lease rentals - other assets
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Currency exchange fluctuations
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(Profit) / Loss on sale of fixed assets
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During the year, the Group obtained the following services from the Company's auditors:
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Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
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Fees payable to the Company's auditors for non audit services
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Page 23
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Staff costs, including directors' remuneration, were as follows:
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Cost of defined contribution scheme
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The average monthly number of employees, including the directors, during the year was as follows:
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Manufacturing and engineering
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Group contributions to defined contribution pension schemes
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During the year retirement benefits were accruing to 2 directors (2023 - 2) in respect of defined contribution pension schemes.
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Other interest receivable
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Page 24
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Interest payable and similar expenses
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Loans from group undertakings
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Finance leases and hire purchase contracts
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Adjustments in respect of previous periods
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Origination and reversal of timing differences
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Short term timing differences
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Page 25
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
12.Taxation (continued)
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Factors affecting tax charge for the year
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The tax assessed for the year is higher than (2023 - lower than) the standard rate of corporation tax in the UK of 25% (2023 - 25%). The differences are explained below:
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Loss on ordinary activities before tax
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Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 25%)
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Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
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Capital allowances for year in excess of depreciation
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Total tax charge for the year
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Page 26
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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On acquisition of subsidiaries
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Page 27
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Acquisition of subsidiary
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Included within freehold property is £2,223,312 (2023 - £1,619,444) relating to land which is not depreciated.
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The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:
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Page 28
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
14.Tangible fixed assets (continued)
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Included within freehold property is £1,619,444 (2023 - £1,619,444) relating to land which is not depreciated.
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The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:
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Page 29
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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On acquisition of subsidiaries
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Investments in subsidiary companies
(as restated)
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The following were subsidiary undertakings of the Company:
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Wilson Tool International A/S
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Naverland 2, 14. sal, 2600 Glostrup, Denmark
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Via Argini, 17 Santa Maria del Piano, Lesignano de Bagni, Parma 43037, Italy
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Wengistrasse 7, 8004 Zurich, Switzerland
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18 rue Jean-Mermoz, Paris, 75008, France
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Wilson Tool Deutschland GmbH
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Gottleib Daimler Str 2, Rodenberg, 31552, Germany
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Am Steinkreuz 2, 95473 CreuBen, Germany
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Page 30
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Raw materials and consumables
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Work in progress (goods to be sold)
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Finished goods and goods for resale
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At the period end, finished goods and goods for resale included an obsolete stock provision of £273,225 (2023 - £1,713,113).
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Prepayments and accrued income
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Included within company other debtors is a loan to a subsidiary company totalling £23,207,940 (2023 - £Nil). This loan is repayable on demand and non-interest bearing.
ncluded within company other debtors is a loan to a subsidiary company totalling £897,647 (2023 - £1,211,888) This loan is repayable over a period of 5 years. Interest is charged at 2% per annum.
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Cash and cash equivalents
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Page 31
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Creditors: Amounts falling due within one year
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Other taxation and social security
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Obligations under finance lease and hire purchase contracts
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Accruals and deferred income
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Included within trade creditors are amounts which may be the subject of retention of title clauses.
Included within other creditors are loans from the parent company totalling £242,764 (2023 - £226,976) These loans are repayable over a period of fifteen years. Interest is charged at 3% per annum. As at 31 December 2024 all of these loans are repayable within 5 years (2023 - £692,605).
Additionally, included within other creditors is a loan from the parent company totalling £23,207,940 (2023 - £Nil). This loan is repayable on demand and non-interest bearing.
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Creditors: Amounts falling due after more than one year
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Net obligations under finance leases and hire purchase contracts
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The aggregate amount of liabilities repayable wholly or in part more than five years after the balance sheet date is:
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Included within other creditors due after more than one year is loans from the parent company totalling £237,604 (2023 - £472,369) These loans are repayable over a period of fifteen years. Interest is charged at 3% per annum. As at 31 December 2024 all of these loans are repayable within 5 years (2023 - £692,605).
Page 32
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Hire purchase and finance leases
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Finance leases relate to manufacturing equipment. The company has options to purchase the equipment for a nominal amount at the conclusion of the lease agreement. The finance leases are secured on the assets to which they relate. The company's minimum lease payments under finance leases and hire purchase contracts are repayables as follows:
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Financial assets measured at amortised cost
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Cash and cash equivalents
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Financial liabilities measured at amortised cost
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Financial assets measured at amortised cost comprise trade debtors and other debtors.
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Financial liabilities measured at amortised cost comprise trade creditors, accruals, bank loans, net obligations under finance leases and hire purchase contracts and other creditors.
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Page 33
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Charged to profit or loss
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Arising on business combinations
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Charged to profit or loss
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The deferred tax balance is made up as follows:
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Accelerated capital allowances
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Page 34
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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Allotted, called up and fully paid
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100 (2023 - 100) Ordinary shares of £0.01 each
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4,200 (2023 - 4,200) Ordinary A shares of £0.01 each
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Share premium account
The share premium account represents amounts received for shares issued above their nominal value, net of any transaction costs. This reserve is not distributable.
Foreign exchange reserve
The foreign exchange reserve comprises exchange differences arising from the translation on consolidation of foreign operations and monetary items that form part of the company’s net investment in foreign subsidiaries. Movements in this reserve are recognised in other comprehensive income.
Capital contribution reserve
The capital contribution reserve represents accumulated injections of equity funding by the parent to support the ongoing operations of the Company. No repayment is expected, and no equity instruments were issued in exchange for the contribution.
Profit and loss account
The profit and loss reserve represents cumulative net profits and losses retained within the company after the payment of dividends. This reserve is distributable, subject to the company’s capital maintenance requirements.
Page 35
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
On 8 August 2024, a subsidiary company acquired 100% of the issued share capital of PASS Stanztechnik AG.
Details of the purchase consideration, the net assets acquired and goodwill are as follows:
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Acquisition of PASS Stanztechnik AG.
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Recognised amounts of identifiable assets acquired and liabilities assumed
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Total Identifiable net assets
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Total purchase consideration
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Total purchase consideration
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Page 36
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
26.Business combinations (continued)
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Cash outflow on acquisition
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Purchase consideration settled in cash, as above
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Less: Cash and cash equivalents acquired
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Net cash outflow on acquisition
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The results of the acquired business since acquisition are as follows:
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Current period since acquisition
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(Loss) for the period since acquisition
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Page 37
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
During the current financial year, the company conducted a review of the carrying value of its investments in subsidiaries. This review identified that an impairment adjustment should have been recognised in the prior year. As a result, the company has corrected this misstatement by restating the comparative financial statements. The carrying amount of investments in subsidiaries and retained earnings as at 31 December 2023 has been reduced by £1,744,183. This has no impact on the consolidated financial statements.
During the current financial year, it was identified that the deferred tax asset of £1,015,920 was held within the other debtors balance. We have restated comparatives to disclose this separately. As a result of this adjustment, the value of other debtors and deferred taxation as at 31 December 2023 has decreased and increased respectively by £1,015,920.
During the current financial year, it was identified that £939,913 of accruals was held within the other creditors balance. We have restated comparatives to reclassify this. As a result of this adjustment, the value of other creditors and acrruals and deferred income as at 31 December 2024 has decreased and increased respectively by £993,913.
During the current financial year, the company conducted a review of the book value of its share premium reserve and intercompany liabilities. This review identified that capital contributions made by the parent company in previous years had not been accounted for correctly. The company has corrected this misstatement in restating the comparative financial statements.
The adjustments made to comparative figures are as follows:
Other creditors have been reduced by £2,053,747;
Share premium have been reduced by £495,438;
A capital contribution reserve has been recognised of £2,549,185.
The comparative reserves in the statement of changes in equity have been restated to reflect these adjustments. The comparative movements in creditors and amounts introduced by members in the statement of cash flows have been restated to reflect these adjustments.
The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £295,571 (2023 - £349,137). Contributions totalling £Nil (2023 - £Nil) were payable to the fund at the balance sheet date.
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Commitments under operating leases
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At 31 December 2024 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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Page 38
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WILSON TOOL INTERNATIONAL [EUROPE] LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
30.Financial commitments
As at 31 December 2024, the group and company had contracted for forward exchange contracts payable and receivable of £1,658,193 (2023 - £2,173,534) and £1,593,160 (2023 - £2,201,677) respectively.
As at 31 December 2024, the group and company had also contracted to purchase machinery totalling £534,150 (2023 - £299,367).
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Related party transactions
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The company has taken advantage of the exemption not to disclose transactions with other members of the group headed by Wilson Tool International [Europe] Limited on the grounds that 100% of the voting rights are controlled within the group and consolidated accounts are publicly available from their registered office at Stirling Road, South Maston Industrial Estate, Swindon, SN3 4TQ.
Amounts owed by / owed to other group undertakings excluded from the above exemptions, included within debtors (Note 17) / creditors (Note 19), were as follows:
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Amounts owed by group undertakings
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Wilson Tool International Inc
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Milling Ferramentas para Puncionadeiras LTDA - Brazil
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Exacta Tool 2010 ULC (Precision and Fab Tool) - Canada
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Amounts owed to group undertakings
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Wilson Tool International Inc
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During the year ended 31 December 2024, Wilson Tool International [Europe] Limited purchased tooling from Wilson Tool International Inc. to the value of £2,708,817 (2023 - £2,777,527). The company also made sales to Wilson Tool International Inc. to the value of £485,518 (2023 - £220,827).
Included within the above amounts owed to other group undertakings are loans from Wilson Tool Enterprises Inc. of £481,403 (2023 - £699,344). During the year, loan interest of £17,799 (2023 - £25,076) was paid to WIlson Tool Enterprises Inc. on these loans. The loans are unsecured and at a fixed interest rate of 3%.
Additionally, a new loan with Wilson Tool Enterprises Inc. of £23,207,940 was provided to the company in the financial year. This loan was provided in order to finance the acqusition detailed in note 26. This loan is repayable on demand and non-interest bearing.
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Ultimate controlling party
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The immediate and ultimate controlling party of the company is Wilson Tool Enterprises Inc., a company incorporated in the USA.
The financial statements of Wilson Tool Enterprises Inc. are available from 12912 Farnham Ave, White Bear Lake, MN 55110, USA.
Page 39
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