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Registration number: 11484025

DNACO Limited

Annual Report and Consolidated Financial Statements

for the Year Ended 31 December 2024

 

DNACO Limited

Contents

Company Information

1

Strategic Report

2 to 3

Directors' Report

4 to 5

Statement of Directors' Responsibilities

6

Independent Auditor's Report

7 to 10

Consolidated Profit and Loss Account

11

Consolidated Statement of Comprehensive Income

12

Consolidated Balance Sheet

13

Balance Sheet

14

Consolidated Statement of Changes in Equity

15

Statement of Changes in Equity

16

Consolidated Statement of Cash Flows

17

Notes to the Financial Statements

18 to 36

 

DNACO Limited

Company Information

Directors

A D Nelson

M L Pearse

Company secretary

L J Ganderton

Registered office

Unit G1 Valiant Way
i54 Business Park
Wolverhampton
Staffordshire
WV9 5GB

Auditors

UHY Ross Brooke
Chartered Accountants and Statutory Auditor
Suite I Windrush Court
Abingdon Business Park
Abingdon
Oxfordshire
OX14 1SY

 

DNACO Limited

Strategic Report for the Year Ended 31 December 2024

Business review

The audited financial statements for the year ended 31 December 2023 are set out on pages 11-37.

The Group recorded a loss before tax of £6.320m (2023 loss: £2.786m) from a turnover of £34.276m (2023: £33.826m). Losses after tax were £6.313m (2023: loss £ 2.840m).

The Group was awarded contracts from all 30 police forces that tendered their work, securing a significant proportion of the Group’s forensic work for between three and seven years (depending on extension options). These forensic contracts were awarded at higher pricing and, for the first time, all contracts included annual index linked price increases all of which have been activated during 2023 and 2024.

As a result of these measures, revenue increased significantly in 2023 resulting in a far smaller loss and, with steadily increasing sales in the second half of 2023 leading into 2024. However, during 2024 the legacy of the 2022 and 2023 performance placed the Group under significant cash flow pressure, as such the previous directors decided to explore alternative funding options for the business. After a period of negotiation with potential purchasers, the police customer base and the Competition and Mergers authority the Group was sold to Eurofins Forensics Lux a division of Eurofins Scientific SE.

This had led to an immediate stabilisation of the Group, including removal of all charges and bank debt. The new directors, on behalf of the shareholder, have completed a full business review and forecasting process.

This has generated a robust and deliverable business plan for 2025 that returns the Group to profitability for the year and will allow for further investment in process and system improvements to further improve the sustainability of the Group. Eurofins provided funding of £3.948m to help repay the Group's overdue creditors and debt factoring loan in August to October 2024 as an inter-company loan by Eurofins Finance Luxembourg SARL. Further funds were added in November and December 2024 amounting to £8.882m. £3.500m of this was converted to equity in December 2024 and the remaining £5.382m has been converted to equity in 2025.

Financial key performance indicators
The Directors monitor the progress of the Group in meeting its strategic objectives by reference to a range of financial and non-financial key performance indicators. The top-level financial performance indicators used are set out below:
 

 

Unit

2024

2023

Group turnover

£m

34.30

32.83

Group gross profit / (loss) margin

%

73.60

74.90

Group operating profit / (loss) margin before negative goodwill write-back

%

(18.10)

(8.81)

 

DNACO Limited

Strategic Report for the Year Ended 31 December 2024

Principal risks and uncertainties

The Directors regularly review risks and uncertainties that impact the Group. The principal risks for the Group concern a number of factors, some of which the Group can influence and other that we are unable to control, including; pricing and the impact of pressure on public sector expenditure; matching capacity with the uncertainty of demand; the achievement of performance targets in ongoing contracts; continuing to win new work; changes in criminal activity and the policing response to the investigation of crime; changes in government policy and public health incidents; and rising costs associated with inflation. A key risk is that a significant proportion of the Group's work is concentrated in one core market.

Financial risk management objectives and policies
The Group seeks to manage financial risk by ensuring sufficient cash resources are available to meet foreseeable needs but there are some risks inherent with the Group's liquid resources and mitigation of these is summarised:


Interest rate risk
The Group currently finances its operations through retained profits and working capital. When the Group is cash positive the exposure to interest rate risk is limited to the effect of interest rates on income received on credit balances.

Credit risk
The Group's principal financial assets are cash and trade debtors. The credit risk associated with cash is limited, the principal credit risk therefore arises from its trade debtors. A significant proportion of the debt is from UK Government agencies but the remainder is managed through a diversified customer base such that no one customer represents a significant proportion of the Group's trade.

Currency risk
A small proportion of the Group's purchases are from continental Europe. The Group is exposed to foreign exchange risk in this respect. The Group manages this risk by monitoring exchange rates at the time of purchase and by maintaining Euro and Dollar accounts.

Non-financial and sustainability information

Environmental and Social Matters

The Directors comply with their corporate and social responsibility obligations across the Group's business activities. For environmental matters the Company's sustainability policies and activities are recognised through OCL's certification to IS014001 (Environmental Management). For employee issues OCL operates a professional Human Resources department with extensive HR policies; employee salary and benefits packages which exceed minimum wage requirements; staff training and development structures; employee wellbeing programmes and mental health support systems. For social, community and human rights matters the Group operates corporate responsibility policies including Anti-corruption and International Trade Law Compliance; an Ethical Labour and Anti-Human Trafficking Policy; a Code of Conduct and Ethics; policies and procedures to prevent discrimination and ensure equal opportunities for all in the workplace; and actively supports environmental and social responsibility activities and initiatives.

Approved by the Directors on 31 July 2025 and signed on their behalf by:

.........................................
A D Nelson
Director

 

DNACO Limited

Directors' Report for the Year Ended 31 December 2024

The Directors present their report and the for the year ended 31 December 2024.

Directors of the Group

The Directors who held office during the year were as follows:

G J Miller (resigned 20 August 2024)

D J Hartshorne (resigned 20 August 2024)

A D Nelson (appointed 20 August 2024)

M L Pearse (appointed 20 August 2024)

R V Dorp (appointed 20 August 2024 and resigned 18 March 2025)

Principal activity

DNACO was formed in order to purchase Orchid Cellmark Limited ('OCL') from LabCorp Inc on 7th August 2018. Currently the principal activity of DNACO is to act as a Group Holding Company for OCL, which trades as Cellmark, Cellmark Forensic Services and Keith Borer Consultants.

Dividends
Losses for the Group in the year to 31 December 2024 were £6.3m (2023 loss £2.8m).

No dividend was declared for this period.

Compliance with Financial regulations and Social responsibility requirements
The Group works with quality standards, pension advisers and UK auditors to ensure it complies with all relevant financial regulation and accounting standards by means of regular audit and reviews.

The Group is a Real Living Wage and Equal Opportunity Employer and does not discriminate on the basis of race, national origin, religion, colour, gender, sexual orientation, age, non-disqualifying physical or mental disability or any other basis covered by law. Employment decisions are based solely on qualifications, merit and business need. The Group seeks to ensure that employees with disabilities are considered for promotion according to their abilities and qualifications, and that any employee who becomes disabled will receive continued employment and training by making any reasonable adjustments necessary to do so. The Group monitors gender diversity within OCL and publishes results in line with government requirements.
 

 

DNACO Limited

Directors' Report for the Year Ended 31 December 2024

Going concern

In 2023 the Group's revenue grew by 13.9%, with the Group benefitting from increased work in most sectors as well as price increases from its major customers to reflect the impact of inflation. As a result, losses were significantly reduced. However, during 2023 the Group experienced cashflow challenges and extended its invoice discounting facility to assist with cash management. With the support of its police customers and its suppliers, the Group navigated the cashflow challenges of 2023 as business performance steadily improved.

In 2024, revenue increased again in line with budget to £34.276m compared to £33.826m in 2023. However, during 2024 the legacy of the 2022 and 2023 performance placed the Group under significant cash flow pressure, as such the Directors (DH, GM) decided to explore alternative funding options for the Group. After a period of negotiation with potential purchasers, the entire Group was sold to Eurofins Forensics Lux SARL a subsidiary of Eurofins Scientific SE, after formal approval by the Competition and Mergers authority.

Following the acquisition by Eurofins and subsequent immediate stabilisation of the Group, including removal of all charges and bank debt, the new Directors, on behalf of the shareholder, have completed a full business review and forecasting process. This has generated a robust and deliverable business plan for 2025 that returns the Group to profitability for the year and will allow for further investment in process and system improvements to further improve the sustainability of the Group.

The Eurofins Group has provided funding of £8.882m in 2024 and a further £3.800m in 2025 all treated as equity funding.

Since 31 December 2024, the parent company management decided to complete a restructure of the legal ownership within their UK holdings in the DNACO Limited Group, and on 17 April 2025, DNACO Limited sold its investment in Orchid Cellmark Limited to Eurofins Forensics Lux Holding Sarl.

Subsequently the share capital of DNACO Limited has been reduced to one share by converting the share capital to distributable reserves to allow the payment of the final dividend and closure of the DNACO Limited by the end of 2025.

With ongoing investment and operational restructuring being implemented by management, the subsidiary companies will continue to trade.

Therefore, the accounts are not prepared on a going concern basis, although no changes have been made as the subsidiary companies will continue to trade under different ownership within the Eurofins Group.

Information included in the Strategic Report

The Directors have set out the Group's financial management risk objectives and policies in the strategic report rather than the Director's report.

Disclosure of information to the auditor

Each Director has taken steps that they ought to have taken as a Director in order to make themselves aware of any relevant audit information and to establish that the Company's auditor is aware of that information. The Directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

Approved by the Directors on 31 July 2025 and signed on their behalf by:

.........................................
A D Nelson
Director

 

DNACO Limited

Statement of Directors' Responsibilities

The Directors acknowledge their responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and the Company and of the profit or loss of the Group for that period. In preparing these financial statements, the Directors are required to:

select suitable accounting policies and apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the 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 Group's and the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Group and 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 Group and the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

 

DNACO Limited

Independent Auditor's Report to the Members of DNACO Limited

Opinion

We have audited the financial statements of DNACO Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2024, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including 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 Group's and the parent Company's affairs as at 31 December 2024 and of the Group's loss 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.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor responsibilities for the audit of the financial statements section of our report. We are independent of the Group 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.

Emphasis of matter - basis of preparation / financial statements prepared on a basis other than going concern

We draw attention to Note 2 in the financial statements, which discloses that it is the intention of the directors that DNACO Limited, the holding company of the group, will be struck off and therefore is not considered a going concern. Therefore the accounts are not prepared on a going concern basis, although no changes have been made as the subsidiary companies will continue to trade under different ownership within the group structure. Our opinion is not modified in respect of this matter.
 

Other information

The Directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. 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.

In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

Opinion on other matter prescribed by the Companies Act 2006

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

the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

 

DNACO Limited

Independent Auditor's Report to the Members of DNACO Limited

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.

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

adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or

the parent Company 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.

Responsibilities of Directors

As explained more fully in the Statement of Directors' Responsibilities [set out on page 6], 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 Responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

 

DNACO Limited

Independent Auditor's Report to the Members of DNACO Limited

We obtained an understanding of the laws and regulations applicable to the company through discussions with management, and from our wider knowledge of the company and industry. We determined that the most significant laws and regulations, which may have a material effect on the financial statements, include the Companies Act 2006, Taxation Legislation, Employment Law and Health & Safety legislation.

- the identified laws and regulations were communicated to the audit engagement team;
- we assessed the extent of compliance with the laws and regulations identified, through making enquiries of management, inspecting legal correspondence, personnel records and health and safety logs.

We assessed the susceptibility of the company's financial statements to material misstatement due to fraud, by:

- reviewing managements’ own assessment of the company’s susceptibility to fraud;
- considering the strength of the control environment; and
- evaluating management’s incentives for fraudulent manipulation of the financial statements, such as capitalising costs to boost profits.

We determined that the principle risks were related to inflation of revenues and profit, through fraudulent manipulation of judgements relating to WIP valuation and debtor recoverability.

To address the risk of fraud, we:

- compared financial statement disclosures to supporting documentation;
- performed analytical procedures to identify any unusual trends;
- tested journal entries to identify unusual transactions; and
- investigated the rationale behind significant or unusual transactions, as well as key assumptions and estimates used in the preparation of the financial statements.

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

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

 

DNACO Limited

Independent Auditor's Report to the Members of DNACO Limited

Use of our report

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

......................................
Caroline Webster FCA (Senior Statutory Auditor)
For and on behalf of UHY Ross Brooke, Statutory Auditor

Suite I Windrush Court
Abingdon Business Park
Abingdon
Oxfordshire
OX14 1SY

31 July 2025

 

DNACO Limited

Consolidated Profit and Loss Account for the Year Ended 31 December 2024

Note

2024
£ 000

(As restated)

2023
£ 000

Turnover

3

34,276

33,826

Cost of sales

 

(9,033)

(8,460)

Gross profit

 

25,243

25,366

Administrative expenses

 

(31,435)

(28,142)

Operating loss

5

(6,192)

(2,776)

Negative goodwill written back

-

-

Other interest receivable and similar income

6

17

-

Interest payable and similar expenses

7

(145)

(10)

   

(128)

(10)

Loss before tax

 

(6,320)

(2,786)

Taxation

11

7

(54)

Loss for the financial year

 

(6,313)

(2,840)

Profit/(loss) attributable to:

 

Owners of the company

 

(6,313)

(2,840)

The Group has no recognised gains or losses for the year other than the results above.

 

DNACO Limited

Consolidated Statement of Comprehensive Income for the Year Ended 31 December 2024

2024
£ 000

(As restated)

2023
£ 000

Loss for the year

(6,313)

(2,840)

Total comprehensive income for the year

(6,313)

(2,840)

Total comprehensive income attributable to:

Owners of the Company

(6,313)

(2,840)

 

DNACO Limited

(Registration number: 11484025)
Consolidated Balance Sheet as at 31 December 2024

Note

2024
£ 000

(As restated)

2023
£ 000

Fixed assets

 

Goodwill

12

17

163

Tangible assets

13

381

1,055

Current assets

 

Stocks

15

652

917

Debtors

16

8,766

4,233

Cash at bank and in hand

 

451

175

 

9,869

5,325

Creditors: Amounts falling due within one year

18

(13,979)

(8,604)

Net current liabilities

 

(4,110)

(3,279)

Total assets less current liabilities

 

(3,712)

(2,061)

Creditors: Amounts falling due after more than one year

18

(4)

(46)

Provisions for liabilities

19

(2,415)

(1,261)

Net liabilities

 

(6,131)

(3,368)

Capital and reserves

 

Called up share capital

21

3,550

-

Retained earnings

(9,681)

(3,368)

Equity attributable to owners of the company

 

(6,131)

(3,368)

Shareholders' deficit

 

(6,131)

(3,368)

Approved and authorised by the Directors on 31 July 2025 and signed on their behalf by:
 

.........................................

A D Nelson
Director

 

DNACO Limited

(Registration number: 11484025)
Balance Sheet as at 31 December 2024

Note

2024
£ 000

2023
£ 000

Fixed assets

 

Investments

14

3,500

-

Current assets

 

Debtors

16

5,383

-

Cash at bank and in hand

 

47

-

 

5,430

-

Creditors: Amounts falling due within one year

18

(5,417)

-

Net current assets

 

13

-

Net assets

 

3,513

-

Capital and reserves

 

Called up share capital

21

3,550

-

Profit and loss account

(37)

-

Total equity

 

3,513

-

The company made a loss after tax for the financial year of £37,000 (2023 - loss of £-).


Investments
At 31 December 2024 the investments of the Company amounted to £3,500,001 (2023: £1) - the investment in 100% of the share capital of Orchid Cellmark Limited with an additional £3,500,000 invested in the year.
Due to the rounding in £000s the prior year value is not displayed on the face of the balance sheet.

Called up share capital
At 31 December 2024 the called up share capital of the Company amounted to £3,550,007.50 consisting of 3,550,007,500 shares of £0.001 each (2023: £6 consisting of 6,000 shares of £0.001 each). In the year ended 31 December 2024 3,550,001,500 shares issued.
Due to the rounding in £000s the prior year values are not displayed on the face of the balance sheet.

Approved and authorised by the Directors on 31 July 2025 and signed on their behalf by:
 

.........................................

A D Nelson
Director

 

DNACO Limited

Consolidated Statement of Changes in Equity for the Year Ended 31 December 2024
Equity attributable to the parent company

Retained earnings
£ 000

Total
£ 000

Total equity
£ 000

At 1 January 2023

(528)

(528)

(528)

Loss for the year

(2,840)

(2,840)

(2,840)

At 31 December 2023

(3,368)

(3,368)

(3,368)

Share capital
£ 000

Retained earnings
£ 000

Total
£ 000

Total equity
£ 000

At 1 January 2024

-

(3,484)

(3,484)

(3,484)

Prior period adjustment

-

116

116

116

At 1 January 2024 (As restated)

-

(3,368)

(3,368)

(3,368)

Loss for the year

-

(6,313)

(6,313)

(6,313)

New share capital subscribed

3,550

-

3,550

3,550

At 31 December 2024

3,550

(9,681)

(6,131)

(6,131)

 

DNACO Limited

Statement of Changes in Equity for the Year Ended 31 December 2024

Share capital
£ 000

Retained earnings
£ 000

Total
£ 000

At 1 January 2023

-

-

-

At 31 December 2023

-

-

-

Share capital
£ 000

Retained earnings
£ 000

Total
£ 000

At 1 January 2024

-

-

-

Loss for the year

-

(37)

(37)

New share capital subscribed

3,550

-

3,550

At 31 December 2024

3,550

(37)

3,513

 

DNACO Limited

Consolidated Statement of Cash Flows for the Year Ended 31 December 2024

Note

2024
£ 000

(As restated)

2023
£ 000

Cash flows from operating activities

Loss for the year

 

(6,313)

(2,840)

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

5

388

391

Impairment of fixed assets

 

506

-

Loss on disposal of intangible assets

4

-

226

Finance income

6

(17)

-

Finance costs

7

145

10

Income tax expense

11

(7)

54

 

(5,298)

(2,159)

Working capital adjustments

 

Decrease in stocks

15

265

980

Increase in debtors

16

(4,533)

(233)

Increase in creditors

18

5,426

1,425

Increase in provisions

19

1,154

418

Cash generated from operations

 

(2,986)

431

Income taxes paid

11

-

(47)

Net cash flow from operating activities

 

(2,986)

384

Cash flows from investing activities

 

Interest received

17

-

Acquisitions of tangible assets

(77)

(295)

Proceeds from sale of tangible assets

 

3

4

Net cash flows from investing activities

 

(57)

(291)

Cash flows from financing activities

 

Interest paid

7

(145)

(10)

Proceeds from issue of ordinary shares, net of issue costs

 

3,550

-

Proceeds from bank borrowing draw downs

 

(49)

(44)

Repayment of other borrowing

 

-

(3)

Payments to finance lease creditors

 

(37)

(27)

Net cash flows from financing activities

 

3,319

(84)

Net increase in cash and cash equivalents

 

276

9

Cash and cash equivalents at 1 January

 

175

166

Cash and cash equivalents at 31 December

 

451

175

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

1

General information

The Company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
Unit G1 Valiant Way
i54 Business Park
Wolverhampton
Staffordshire
WV9 5GB
United Kingdom

These financial statements were authorised for issue by the Board on 31 July 2025.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

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

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The financial statements are presented in Sterling (£) which is the functional currency of the company and rounded to the nearest £000 for presentation purposes.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2024.

No Profit and Loss account is presented for the company as permitted by section 408 of the Companies Act 2006.

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.

Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Going concern

In 2023 the Group's revenue grew by 13.9%, with the Group benefitting from increased work in most sectors as well as price increases from its major customers to reflect the impact of inflation. As a result, losses were significantly reduced. However, during 2023 the Group experienced cashflow challenges and extended its invoice discounting facility to assist with cash management. With the support of its police customers and its suppliers, the Group navigated the cashflow challenges of 2023 as business performance steadily improved.

In 2024, revenue increased again in line with budget to £34.276m compared to £33.826m in 2023. However, during 2024 the legacy of the 2022 and 2023 performance placed the Group under significant cash flow pressure, as such the Directors (DH, GM) decided to explore alternative funding options for the Group. After a period of negotiation with potential purchasers, the entire Group was sold to Eurofins Forensics Lux SARL a subsidiary of Eurofins Scientific SE, after formal approval by the Competition and Mergers authority.

Following the acquisition by Eurofins and subsequent immediate stabilisation of the Group, including removal of all charges and bank debt, the new Directors, on behalf of the shareholder, have completed a full business review and forecasting process. This has generated a robust and deliverable business plan for 2025 that returns the Group to profitability for the year and will allow for further investment in process and system improvements to further improve the sustainability of the Group.

The Eurofins Group has provided funding of £8.882m in 2024 and a further £3.800m in 2025 all treated as equity funding.

Since 31 December 2024, the parent company management decided to complete a restructure of the legal ownership within their UK holdings in the DNACO Limited Group, and on 17 April 2025, DNACO Limited sold its investment in Orchid Cellmark Limited to Eurofins Forensics Lux Holding Sarl.

Subsequently the share capital of DNACO Limited has been reduced to one share by converting the share capital to distributable reserves to allow the payment of the final dividend and closure of the DNACO Limited by the end of 2025.

With ongoing investment and operational restructuring being implemented by management, the subsidiary companies will continue to trade.

Therefore, the accounts are not prepared on a going concern basis, although no changes have been made as the subsidiary companies will continue to trade under different ownership within the Eurofins Group.

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Changes in accounting policy

The following have been applied for the first time from 1 January 2024 and have had an effect on the financial statements:

Work in progress change in policy

Historically work in progress has been recognised in stock. Following the acquistion form Eurofins Forensics Lux, work in progress is to be allocated to debtors in line with the group's accounting policy.

Relating to the current period disclosed in these financial statements

£ 000

Relating to the prior period disclosed in these financial statements

£ 000

Relating to periods before the prior period disclosed in these financial statements

£ 000

Turnover

-

996

-

Cost of sales

-

(880)

-

Stock

-

(880)

-

Debtors

-

996

-

   

Reclassification of comparative amounts

Historically, staff costs were allocated to cost of sales. Following the acquisition by Eurofins Forensics Lux, staff costs are to be allocated to adminstrative expenses in line with the groups accounting policies.
The impact on the results for the year end 31 December 2023 is to reduce Cost of sales by £19,904,000 and increase the Administrative expenses by the same amount.

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Judgements

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported in the profit and loss account for the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements:

Operating lease commitments: The Group has entered into operating leases as a lessee. The classification of such leases as operating or finance leases requires the company to determine, based on an evaluation of the terms and conditions of the arrangements, whether it acquires the significant risks and rewards of ownership of these assets and accordingly whether the lease requires an asset and liabilities to be recognised in the balance sheet.

The following are the Group's key sources of estimation uncertainty:

Goodwill and intangible assets: The Group establishes a reliable estimate of the useful life of goodwill and intangible assets arising on business combinations. The estimate is based on a variety of factors such as the expected use of the acquired business, any legal, regulatory or contractual provision that can limit useful life and assumptions that market participants would consider in respect of similar business.

Dilapidation provisions: The Group has made provisions for dilapidation in respect of its leasehold properties. The provision requires the cost of returning the properties to their original state at the end of the lease to be estimated and the actual costs incurred may differ from the original estimate.

Accrued income: The Group recognises accrued income when the amount of revenue earned can be reliable estimated but not yet invoiced or received. The estimation of accrued income involves significant judgment and uncertainty, particularly in determining the timing and amount of income to be recognised, which depends on the assessment of contract terms, performance obligations, and collectability. Changes in these assumptions could materially affect the carrying amount of accrued income, making it a key source of estimation uncertainty in the financial statements in accordance with FRS 102.

Revenue recognition

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:

Rendering of services

Revenue from providing services is recognised in the accounting period in which the services are rendered.

For fixed-price contracts, revenue is recognised based on the actual service provided to the end of the reporting period as a proportion of the total services to be provided because the customer receives and uses the benefits simultaneously.

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Foreign currency transactions and balances

The Company’s functional and presentational currency is GBP

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 the Profit and Loss Account 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 Profit and Loss Account with ‘finance income or costs’. All other foreign exchange gains and losses are presented in the Profit and Loss Account within ‘other operating income’.

Tax

The tax expense for the period comprises current tax payable.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Group operates and generates taxable income.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the consolidated financial statements.

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

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Leasehold improvements

life of lease

Fixtures, fittings and lab equipment

5 years straight line

IT & office equipment

3 years straight line

Motor vehicles

5 years straight line

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Goodwill

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the Group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

Negative goodwill

Negative goodwill arising on an acquisition is recognised on the face of the balance sheet on the acquisition date and subsequently the excess up to the fair value of non-monetary assets acquired is recognised in profit or loss in the periods in which the non-monetary assets are recovered.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Goodwill

5 years straight line

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.


Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers.

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Provisions

Provisions are recognised when the Group has an obligation at the reporting date as a result of a past event, it is probable that the Group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.

Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.

Lease payments are apportioned between finance costs in the profit and loss account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the Group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

Financial instruments

Classification
The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

Debt instruments (other than those wholly repayable or receivable within on year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and are subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration, expected to be paid or received. However if the arrangements of short-term instruments constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence or impairment is found, an impairment loss is recognised in the Profit and Loss Account.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset’s carrying amount and best estimate, which is an approximation of the amount that the company would receive for the asset if it were to be sold at the reporting date.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an 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.

 

3

Turnover

The analysis of the Group's Turnover for the year by market is as follows:

2024
£ 000

(As restated)

2023
£ 000

UK

33,427

33,050

Europe

169

155

Rest of world

680

621

34,276

33,826

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

4

Other gains and losses

The analysis of the group's other gains and losses for the year is as follows:

2024
£ 000

2023
£ 000

Gain/loss on disposal of intangible assets

-

(226)

5

Operating loss

Arrived at after charging/(crediting)

2024
£ 000

2023
£ 000

Depreciation expense

242

245

Amortisation expense

146

146

Impairment loss

506

-

Research and development cost

-

627

Operating lease expense - property

1,333

1,183

On acquisition, the depreciation was aligned to Eurofins policy and resulted in an impairment of £506,000.

6

Other interest receivable and similar income

2024
£ 000

2023
£ 000

Interest income on bank deposits

2

-

Other finance income

15

-

17

-

7

Interest payable and similar expenses

2024
£ 000

2023
£ 000

Interest on bank overdrafts and borrowings

8

10

Interest expense on other finance liabilities

137

-

145

10

8

Staff costs

The aggregate payroll costs (including Directors' remuneration) were as follows:

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

2024
£ 000

2023
£ 000

Wages and salaries

18,849

18,155

Social security costs

1,895

1,888

Pension costs, defined contribution scheme

1,821

1,771

Redundancy costs

570

-

Other employee expense

1

4

23,136

21,818

The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:

2024
No.

2023
No.

Technician

478

478

Administration and support

80

92

558

570

9

Directors' remuneration

The Directors' remuneration for the year was as follows:

2024
£ 000

2023
£ 000

Remuneration

184

291

Contributions paid to money purchase schemes

8

19

192

310

During the year the number of Directors who were receiving benefits and share incentives was as follows:

2024
No.

2023
No.

Accruing benefits under money purchase pension scheme

2

2

In respect of the highest paid Director:

2024
£ 000

2023
£ 000

Remuneration

-

152

Company contributions to money purchase pension schemes

-

16

10

Auditors' remuneration

2024
£ 000

2023
£ 000

Audit of these financial statements

48

30

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024


 

11

Taxation

Tax charged/(credited) in the consolidated profit and loss account

2024
£ 000

2023
£ 000

Current taxation

UK corporation tax

(7)

25

UK corporation tax adjustment to prior periods

-

41

(7)

66

Deferred taxation

Arising from changes in tax rates and laws

-

(12)

Tax (receipt)/expense in the income statement

(7)

54

The tax on profit before tax for the year is the same as the standard rate of corporation tax in the UK (2023 - higher than the standard rate of corporation tax in the UK) of 25% (2023 - 23.52%).

The differences are reconciled below:

2024
£ 000

(As restated)

2023
£ 000

Loss before tax

(6,320)

(2,786)

Corporation tax at standard rate

(1,580)

(655)

(Decrease)/increase in UK and foreign current tax from adjustment for prior periods

(7)

41

Tax increase from effect of capital allowances and depreciation

-

44

Effect of expense not deductible in determining taxable profit (tax loss)

312

-

Effect of tax losses

-

117

Tax increase from effect of unrelieved tax losses carried forward

394

535

Deferred tax expense from unrecognised temporary difference from a prior period

874

-

Further item of tax decrease

-

(28)

Total tax (credit)/charge

(7)

54

Deferred tax

Deferred tax has not been recognised in respect of total tax losses carried forward of £18.5m.

There is a an unprovided asset in respect of depreciation in excess of capital allowances of £216,000 (2023: £44,000).

The debtor amounting to £78,000 relates to R&D tax claims (2023: £78,000).

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

12

Intangible assets

Group

Goodwill
 £ 000

Total
£ 000

Cost or valuation

At 1 January 2024

4,996

4,996

At 31 December 2024

4,996

4,996

Amortisation

At 1 January 2024

4,833

4,833

Amortisation charge

146

146

At 31 December 2024

4,979

4,979

Carrying amount

At 31 December 2024

17

17

At 31 December 2023

163

163

The carrying value of goodwill represents goodwill on the acquisition of Pinmoore Animal Laboratory Services Limited by Orchid Cellmark Limited on 31 March 2022.

Keith Borer Consultants was aquired by Orchid Cellmark Limited in 2015 and the goodwill was amortised over 5 years and is fully written down.

The aggregate amount of research and development expenditure recognised as an expense during the period is £Nil (2023 - £627,000).
 

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

13

Tangible assets

Group

Leasehold improvements
£ 000

Fixtures, fittings & lab equipment
£ 000

IT & office equipment
£ 000

Motor vehicles
 £ 000

Total
£ 000

Cost or valuation

At 1 January 2024

5,063

4,844

2,185

97

12,189

Additions

-

27

50

-

77

Disposals

(10)

(130)

(285)

-

(425)

Transfers

415

(411)

(4)

-

-

At 31 December 2024

5,468

4,330

1,946

97

11,841

Depreciation

At 1 January 2024

4,637

4,391

2,054

52

11,134

Charge for the year

68

117

38

19

242

Eliminated on disposal

(10)

(128)

(284)

-

(422)

Impairment

254

178

74

-

506

Transfers

371

(368)

(3)

-

-

At 31 December 2024

5,320

4,190

1,879

71

11,460

Carrying amount

At 31 December 2024

148

140

67

26

381

At 31 December 2023

426

453

131

45

1,055

The fixed asset categories and depreciation were aligned to Eurofins policy on acquisition and resulted in an impairment charge of £506,000.

Included within the net book value of land and buildings above is £148,000 (2023 - £426,000) in respect of short leasehold land and buildings.
 

Assets held under finance leases and hire purchase contracts

The net carrying amount of tangible assets includes the following amounts in respect of assets held under finance leases and hire purchase contracts:

2024
£ 000

2023
£ 000

Plant and machinery

-

23

   
 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

14

Investments

Company

In view of the substantial losses incurred in 2017 and 2018 with resultant liabilities, LabCorp Inc. sold 100% of the share capital (£100 nominal value) in Orchid Cellmark Limited to DNACO Limited for £1 and this was the value the investment is held on the company's balance sheet before the current financial year when additional funds were added to the investment through the allotment of shares amounting to £3,500,000 in value.

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the Company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Country of Incorporation

Holding

Proportion of voting rights and shares held

2024

2023

Subsidiary undertakings

Orchid Cellmark Limited

England and Wales

Ordinary shares

100%

100%

Pinmoore Animal Laboratory Services Limited

England and Wales

Ordinary shares

100%

100%

Investments share the same registered address as the parent company, DNACO Limited, being Unit G1 Valiant Way, i54 Business Park, Wolverhampton, Staffordshire, WV9 5GB, United Kingdom.

Subsidiary undertakings

Orchid Cellmark Limited

The principal activity of Orchid Cellmark Limited is forensic analysis and consultancy.

Pinmoore Animal Laboratory Services Limited

The principal activity of Pinmoore Animal Laboratory Services Limited is Veterinary activities.

15

Stocks

 

Group

Company

2024
£ 000

2023
£ 000

2024
£ 000

2023
£ 000

Raw materials and consumables

652

917

-

-

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

16

Debtors

   

Group

Company

Current

Note

2024
£ 000

(As restated)

2023
£ 000

2024
£ 000

2023
£ 000

Trade debtors

 

3,903

2,238

-

-

Amounts owed by group undertakings

25

2,532

-

5,382

-

Other debtors

 

126

126

1

-

Prepayments

 

2,127

1,791

-

-

Income tax asset

11

78

78

-

-

   

8,766

4,233

5,383

-

Amounts owed by group undertakings relates to a deposit on which interest at a rate of 4.82% is received.

17

Cash and cash equivalents

 

Group

Company

2024
£ 000

2023
£ 000

2024
£ 000

2023
£ 000

Cash at bank

451

175

47

-

18

Creditors

   

Group

Company

Note

2024
£ 000

2023
£ 000

2024
£ 000

2023
£ 000

Due within one year

 

Loans and borrowings

22

44

88

-

-

Trade creditors

 

3,019

3,363

10

-

Amounts owed to group undertakings

25

6,186

-

5,382

-

Social security and other taxes

 

1,163

1,792

-

-

Outstanding defined contribution pension costs

 

180

182

-

-

Other payables

 

-

649

-

-

Accruals

 

3,347

2,483

25

-

Corporation tax liability

11

40

47

-

-

 

13,979

8,604

5,417

-

Due after one year

 

Loans and borrowings

22

4

46

-

-

Amounts owed to group undertakings includes an unsecured loan of £5.382m on which interest of 9.07% is payable.

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

19

Provisions for liabilities

Group

Restructuring provision
£ 000

Dilapidations provision
£ 000

Total
£ 000

At 1 January 2024

-

1,261

1,261

Additional provisions

541

613

1,154

At 31 December 2024

541

1,874

2,415

20

Pension and other schemes

Defined contribution pension scheme

The Group operates defined contribution pensions schemes. The pension cost charge for the year represents contributions payable by the Group to the schemes and amounted to £1,821,000 (2023 - £1,771,000).

Contributions totalling £180,000 (2023 - £182,000) were payable to the scheme at the end of the year and are included in creditors.

21

Share capital

Allotted, called up and fully paid shares

 

2024

2023

 

No.

£

No.

£

Ordinary shares of £0.001 each

3,550,007,500

3,550,007.50

6,000

6.00

         

New shares allotted

During the year 3,550,001,500 ordinary shares having an aggregate nominal value of £3,550,002 were allotted for an aggregate consideration of £3,550,002. The reason for the share issue was to raise capital for the company to pass on to other group companies.

Rights, preferences and restrictions

Ordinary shares have the following rights, preferences and restrictions:
Voting rights.

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

22

Loans and borrowings

Non-current loans and borrowings

 

Group

Company

2024
£ 000

2023
£ 000

2024
£ 000

2023
£ 000

Bank borrowings

4

46

-

-

Current loans and borrowings

 

Group

Company

2024
£ 000

2023
£ 000

2024
£ 000

2023
£ 000

Bank borrowings

41

48

-

-

Hire purchase contracts

-

37

-

-

Other borrowings

3

3

-

-

44

88

-

-

23

Obligations under leases and hire purchase contracts

Group

Operating leases

The total of future minimum lease payments is as follows:

2024
£ 000

2023
£ 000

Not later than one year

996

1,219

Later than one year and not later than five years

2,779

3,315

Later than five years

1,327

1,781

5,102

6,315

The amount of non-cancellable operating lease payments recognised as an expense during the year was £1,083,000(2023 - £1,182,000).

24

Commitments

Group

Capital commitments

Capital commitments relate to fixed asset expenditure contracted for prior to the year end but not provided in the financial statements.
The total amount contracted for but not provided in the financial statements was £Nil (2023 - £Nil).

 

DNACO Limited

Notes to the Financial Statements for the Year Ended 31 December 2024

25

Related party transactions

Group

There are no other related party transactions to disclose other than the Directors remuneration in the year which is disclosed as part of the Directors remuneration note.

Other transactions with Directors

Key management personnel are considered to be senior management. During the year key management personnel compensation was £844,000 (2023: £615,000)

26

Parent and ultimate parent undertaking

Up until 20 August 2024 the ultimate controlling party was David Hartshorne.

 After 20 August 2024 the Company's immediate parent is Eurofins Forensics LUX Holding SARL, incorporated in Luxembourg.

The ultimate parent is Eurofins Scientific SE, incorporated in Luxembourg.

 

27

Non adjusting events after the financial period

Since the 31 December 2024 DNACO Limited has allotted fully paid ordinary shares of 0.1p to the parent Eurofins Forensics Lux Holding Sárl as follows:

Date

Number

Total £

9 Jan 2025

5,381,983,000

5,381,983

22 Jan 2025

1,500,000,000

1,500,000

Since the 31 December 2024 the parent company management decided to restructure their UK holding in the DNACO Limited Group, and on 17 April 2025 DNACO Limited sold its investment in Orchid Cellmark Limited to Eurofins Forensics Lux Holding Sarl for £12,853,983.

Subsequently the company’s share capital has been reduced to one share by converting the share capital to distributable reserves to allow the payment of the final dividend and closure of the company by a proposed member’s voluntary liquidation.