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REGISTERED NUMBER: 07608263 (England and Wales)

Nordmann UK Group Holdings Ltd

Group Strategic Report, Report of the Directors and

Audited Consolidated Financial Statements for the Year Ended 31 December 2024

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Contents of the Consolidated Financial Statements

for the year ended 31 December 2024

Page |

| Company information | 1 |

| Group strategic report | 2 |

| Report of the directors | 7 |

| Independent auditors' report | 9 |

| Consolidated income statement | 13 |

| Consolidated other comprehensive income | 14 |

| Consolidated balance sheet | 15 |

| Company balance sheet | 16 |

| Consolidated statement of changes in equity | 17 |

| Company statement of changes in equity | 18 |

| Consolidated cash flow statement | 19 |

| Notes to the consolidated financial statements | 20 |

| Nordmann UK Group Holdings Ltd |

Company Information

for the year ended 31 December 2024

| Directors: | R E Straughan

| Dr G H Friedrich Bergmann

| K Fairbrass

| Secretary: | K Fairbrass

| Registered office: | 1 Maidenbower Office Park

| Balcombe Road

| Crawley

| West Sussex

| RH10 7NN

| Registered number: | 07608263 (England and Wales)

| Auditors: | KPMG LLP, Statutory Auditor

| Chartered Accountants

| Global House

| High Street

| Crawley

| West Sussex

| RH10 1DQ

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Group Strategic Report

for the year ended 31 December 2024

The directors present their strategic report of the company and the group for the year ended 31 December 2024.

Review of business and results for the year

The speciality chemicals marketplace experienced a mixed year in 2024, due to the continued low levels of growth and business activity in Europe. The core markets of the UK and Japan were challenging, but there was good growth in Spain, India and in Singapore. Sales of Monomers continued to be adversely impacted by oversupply into the market, but there was good growth in the Adhesives, Composites and Personal Care sectors.

Despite the difficult trading conditions, the business managed to strengthen margins in key markets, UK, US and Singapore. Singapore operations support the global optical market and with further investment in the world-class manufacturing plant, capacity expansion, and R&D resource, the business has continued to expand its customer base. The group continues to drive its Performance Chemicals portfolio as a leading supplier of its speciality chemical products in the Monomer, Optical, and Elastomer industries.

During the year, sales recorded at £56m (2023: £65m) delivered a trading gross profit of £14.3m (2023:£16.3m). Margins continue to reflect strong performances in our Industrial and Optical business units, delivering a group margin of 26.2%. This is ahead of prior year (25.2%) due to the strong performance in the Opticals, Composites and Industrial businesses, which command higher margins than the group average.

The performance of the UK Group was as follows:

£'000 |  | 2024 |  | 2023 |

Turnover |  | 56,449 |  | 64,701 |

Gross Profit |  | 14,276 |  | 16,286 |

Pre Tax profit |  | 2,423 |  | 4,296 |

The group continues to display a strong balance sheet with decrease in net assets of £10.2mil (2023: £10.4mil). Management continues to focus on optimising inventory levels and debtors whilst continuing to pay suppliers to terms. The group continues to maintain strong reserves with good liquidity and net asset position to support the business.

Our Health & Safety, Environment, Quality and Sustainability programmes are at the heart of everything that the group does and continue to maintain high standards. Quality standards were well maintained with successful ISO audits and certifications.

During 2024 the Group continued its journey of digital transformation and integration into the Nordmann group network.

The business continues to operate on a flexible basis, facilitated by digital communications and technologies to stay in contact with our business partners, the group has been able to continue its operations efficiently and effectively.

The high standards of quality and service were recognised in the UK, where the UK business was awarded the Distributor of the Year by the Chemical Business Association.

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Group Strategic Report

for the year ended 31 December 2024

Principal risks and uncertainties

The company operates in a wide ranging market with increasing competition and price sensitive environment adding pressure on margins. Ongoing changes and uncertainty from Brexit along with possible tariff changes in the US adds to the challenges within the UK market as we continue to have strong trading relationship with the EU and US. However, the company trades in niche speciality chemical products and covers a wide market sector, such that the overall business is buoyant and no significant risks are anticipated. The impact from Brexit and possible tariff changes is universal to all the businesses in our markets and therefore mitigates the challenges equally faced by competition.

Financial Instruments

The group operates its trade in various domestic and foreign currencies. Currency and interest rate exposures are well- managed and to mitigate and manage this risk, the group makes use of forward rate contracts and where possible, foreign currency purchase and sales transactions are matched to provide a natural hedge. The group seeks to drive down debt and ensuring sufficient liquidity headroom to meet business needs. Customer credit checks and limits are rigorously maintained, and we continue to have a good track record on receivables and minimising risk.

The board expects the group will continue to expand, trade profitably and retain good liquidity whilst continuing to achieve high standards on health, safety, quality and responsible care with ethical trading. We will continue to seek opportunities for organic growth with existing and new suppliers and build on businesses acquired over the years

Going concern

The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons.

The directors have prepared cash flow forecasts and performed a going concern assessment which indicates that, in both the base and reasonably possible downsides, the group will have sufficient funds to meet its liabilities as they fall due during 12 month period ending 30 April 2026, the going concern assessment period.

The going concern assessment uses budget 2025 performance, considers the order book and applies best estimates of business growth. The base case assumes gross margin levels will be maintained and staff and overhead costs grow at 20.5%. The plausible downside reflects the reduction in sales scenario of -13.3%.

Consequently, the directors are confident that the group will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Group Strategic Report

for the year ended 31 December 2024

Section 172(1) statement

Section 172 of the Companies Act 2006 requires a director of a group to act in the way he or she considers, in good faith, would most likely promote the success of the group for the benefit of its members as a whole. In doing this, section 172 requires a director to have regard, amongst other matters, to the: likely consequences of any decisions in the long-term; interests of the company's employees; need to foster the group's business relationships with suppliers, customers and others; impact of the group's operations on the community and environment; desirability of the group maintaining a reputation for high standards of business conduct, and need to act fairly as between members of the group

Long Term

With a long term view, the directors carry out annual budgeting to monitor performance, ensure foreseeable stability and allow economical decisions to be made. The directors also maintain robust employee retention programmes and perform ongoing reviews of policies and procedures. The company has an HSEQS department to ensure compliance and develop an environmental and community focus. The directors also hold membership of trade bodies to ensure the company is up to date with the latest rules and regulations and to influence the direction of the industry.

Shareholders

In discharging our section 172 duties we have regard to the factors set out above. We also have regard to other factors that we consider relevant to the decision being made. Those factors, for example, include the interests and views of our shareholders, other group companies and other relevant stakeholders. We acknowledge that every decision we make will not necessarily result in a positive outcome for all of our stakeholders. By considering the 's group's purpose, vision and values together with its strategic priorities and having a process in place for decision-making, we do, however, aim to make sure that our decisions are consistent.

As is normal for large, private companies, we delegate authority for day-to-day management of the group to executives and then engage management in setting, approving and overseeing execution of the business strategy and related policies. Board meetings are held periodically, and activities reviewed through the consideration and discussion of information, which is sent in advance of each board meeting and through presentations to the board, and the consideration of the impact of the relevant decisions on stakeholders. The board are fully aware of their responsibilities to promote the success of the group in accordance with section 172 of the Companies Act 2006.

Employees

The group has around 104 employees and the board is committed to promoting a diverse and inclusive workplace, reflective of the communities in which it does business. We approach diversity in the broadest sense, recognising that successful businesses flourish through embracing diversity into their business strategy and developing talent at every level in the organisation

The board and senior management are responsible for ensuring that the group's purpose, vision and values are effectively communicated to employees and that the group's activities reflect the culture we wish to instil in employees and drive appropriate behaviours. Employees are actively encouraged to provide feedback and report any concerns if required. There is close collaboration between employees and directors on a regular basis and directors are encouraged, and expected, to visit operations and to engage with the employees regularly.

The health and safety of employees is paramount and the group monitors both the accident frequency rate and the accident severity rate. The KPIs for the past 12 months are as follows:

KPI |  | FY 2024 |  | FY 2023 |

Accident Frequency Rate (#RIDDORs) |  | 0 |  | 0 |

Accident Severity Rate(# days lostdue to injuries/total working hours) |  | 0 |  | 0 |

All accidents are reported by local management and reviewed globally at regular Health and Safety review meetings, ensuring that any lessons are learned, and that there is a continual focus on process improvement.

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Group Strategic Report

for the year ended 31 December 2024

The business is committed to the ongoing development and training of employees. During the year the group implemented a management development programme and a new eLearning platform. The KPI in this area is the number of training hours per employee:

KPI |  | FY 2024 |  | FY 2023 |

Training hours per employee |  | 7.5 |  | 7.2 |

Business relationships, community and environment

The group's key stakeholders are its employees, customers, consumers, suppliers, shareholder and the local communities in which it operates. The views of and the impact of the group's activities on those stakeholders are an important consideration for directors when making relevant decisions. Whilst there are cases where the board itself judges that it should engage directly with certain stakeholder groups or on certain issues, the size and spread of our stakeholders means that generally our stakeholder engagement best takes place at an operational level.

We bring the stakeholder voice into the boardroom through information provided by senior management and by direct engagement with stakeholders themselves, where appropriate. The relevance of each stakeholder group may increase or decrease depending on the matter or issue in question, so the board seeks to consider the needs and priorities of each stakeholder group during its discussions and as part of its decision-making.

Business conduct

Active participation in industry trade bodies ensure that the business operates and maintains high standards of conduct. There is a corporate code of conduct which all employees are required to sign up to which covers human rights and working conditions, legal compliance, environmental protection, fair competition, anti-corruption and conflicts of interest, anti-money laundering and terrorist financing, IT security, data privacy and personal data protection, Product safety and responsibility. In addition, the business has implemented a whistleblowing policy. The company utilises sanctions checking and compliance software to ensure that the business complies with all legislation.

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Group Strategic Report

for the year ended 31 December 2024

Streamlined energy and carbon reporting

In the financial year, the businesses used the following amounts of energy and corresponding CO2 emissions:

| 31 December 2024 |  | 31 December 2023 |

Worldwide Energy used |  | kWh |  | kWh |

- Electricity use |  | 530,200 |  | 521,628 |

- Fuel consumption |  | 116,990 |  | 103,133 |

| 31 December 2024 |  | 31 December 2023 |

Worldwide Emissions from |  | CO2 |  | CO2 |

- Electricity |  | 211,247 |  | 202,794 |

- Consumption of fuel for transport |  | 28,230 |  | 25,609 |

Consumption data was determined by using invoices from supplier and estimating fuel usage based on expenditure. Emissions were determined by applying the UK government conversion factors to the energy consumption values and aggregating the total.

Average number of employees during the year is the most appropriate measure of energy intensity. Financial measure and other operational measures are more likely to fluctuate, with a significant part of the fluctuation outside of our control.

Energy Intensity Kg CO2 per employee |  | 2024 |  | 2023 |

Average number of employees |  | 104 |  | 101 |

CO2 emissions (Kg): |  | 2,303 |  | 2,261 |

Energy use relates to offices and production/warehouse operations. To promote our green credentials, where possible, we aim to select supply partners that drive renewal and green energy source with a key objective to achieve 2050 net-zero target. We have also secured E7 allocation, which helps to spread consumption and energy utilisation. All our key locations are installed with energy saving motion sensor lighting.

We expect these energy saving measures to have some impact in future years to come as we continue to seek efficient use of renewal and green energy sources.

On behalf of the board:

K Fairbrass - Director

15 April 2025

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Report of the Directors

for the year ended 31 December 2024

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2024.

Principal activity

The principal activity of the group during the year continued to be the distribution and manufacture of speciality chemicals and health products.

Dividends

Dividends paid during the year comprise a final dividend of £1.84 per share, totalling £1.73m, in respect of the previous year ended 2023.

Directors

The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

R E Straughan

Dr G H Friedrich Bergmann

K Fairbrass

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the Group and parent Company 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 they have elected to prepare the Group and parent Company financial statements in accordance with UK accounting standards and applicable law (UK Generally Accepted Accounting Practice), including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland.

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 parent Company and of the Group's profit or loss for that period. In preparing each of the Group and parent Company financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;

- make judgements and 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;

- assess the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and

- use the going concern basis of accounting unless they either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Report of the Directors

for the year ended 31 December 2024

Statement as to disclosure of information to auditors

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

On behalf of the board:

K Fairbrass - Director

15 April 2025

Independent Auditors' Report to the Members of

Nordmann UK Group Holdings Ltd

Opinion

We have audited the financial statements of Nordmann UK Group Holdings Ltd ("the Company") for the year ended 31 December 2024 which comprise the Consolidated Income Statement, Consolidated Statement of Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and related notes, including the accounting policies in note 2.

In our opinion the financial statements:

- give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2024 and of the Group's profit for the year then ended;

- have been properly prepared in accordance with UK accounting standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland; 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 are described below. We have fulfilled our ethical responsibilities under, and are independent of the Group in accordance with, UK ethical requirements including the FRC Ethical Standard. We believe that the audit evidence we have obtained is a sufficient and appropriate basis for our opinion.

Going concern

The directors have prepared the financial statements on the going concern basis as they do not intend to liquidate the Group or the Company or to cease their operations, and as they have concluded that the Group and the Company's financial position means that this is realistic. They have also concluded that there are no material uncertainties that could have cast significant doubt over their ability to continue as a going concern for at least a year from the date of approval of the financial statements ("the going concern period").

In our evaluation of the directors' conclusions, we considered the inherent risks to the Group's business model and analysed how those risks might affect the Group and Company's financial resources or ability to continue operations over the going concern period.

Our conclusions based on this work:

- we consider that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate;

- we have not identified, and concur with the directors' assessment that there is not, a material uncertainty related to events or conditions that, individually or collectively, may cast significant doubt on the Group or the Company's ability to continue as a going concern for the going concern period.

However, as we cannot predict all future events or conditions and as subsequent events may result in outcomes that are inconsistent with judgements that were reasonable at the time they were made, the above conclusions are not a guarantee that the Group or the Company will continue in operation.

Fraud and breaches of laws and regulations - ability to detect

Identifying and responding to risks of material misstatement due to fraud

To identify risks of material misstatement due to fraud ("fraud risks") we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures included:

- Enquiring of directors and management as to the Group's high-level policies and procedures to prevent and detect fraud, as well as whether they have knowledge of any actual, suspected or alleged fraud

- Reading Board minutes

- Considering remuneration incentive schemes and performance targets for management

- Using analytical procedures to identify any unusual or unexpected relationships

Independent Auditors' Report to the Members of

Nordmann UK Group Holdings Ltd

We communicated identified fraud risks throughout the audit team and remained alert to any indications of fraud throughout the audit. This included communication from the Group audit team to full scope component audit teams of relevant fraud risks identified at the Group level and request to full scope component audit teams to report to the Group audit team any instances of fraud that could give rise to a material misstatement at the Group level.

As required by auditing standards and taking into account possible pressures to meet profit targets, we perform procedures to address the risk of management override of controls and risk of fraudulent revenue

recognition, in particular:

- the risk that Group and component management may be in a position to make inappropriate accounting entries; and

- the risk that revenue is overstated through recording revenues in the wrong period.

We did not identify any additional fraud risks.

We performed procedures including:

- Identifying journal entries and other adjustments to test based on risk criteria and comparing the identified entries to supporting documentation. These included those posted with unusual accounts pairings and material post close journals.

- Assessing whether revenue transactions recorded in the period leading up to year-end are accounted for in the correct period by vouching a sample of transactions to supporting documentation to ensure the revenue recognition criteria was met.

- Assessing whether the judgements made in making accounting estimates are indicative of a potential bias.

Identifying and responding to risks of material misstatement related to compliance with laws and regulations

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, through discussion with the directors and other management (as required by auditing standards) and discussed with the directors and other management the policies and procedures regarding compliance with laws and regulations.

We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. This included communication from the Group audit team to full-scope component audit teams of relevant laws and regulations identified at the Group level, and a request for full scope component auditors to report to the Group audit team any instances of non-compliance with laws and regulations that could give rise to a material misstatement at the Group level.

The potential effect of these laws and regulations on the financial statements varies considerably.

Firstly, the Group is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation), distributable profits legislation and taxation legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

Secondly, the Group is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: health and safety, data protection laws, anti-bribery and employment law recognising the nature of the Group's activities. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and other management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.

Context of the ability of the audit to detect fraud or breaches of law or regulation

Independent Auditors' Report to the Members of

Nordmann UK Group Holdings Ltd

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it.

In addition, as with any audit, there remained a higher risk of non-detection of fraud, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.

Strategic report and directors’ report

The directors are responsible for the strategic report and the directors’ report. Our opinion on the financial statements does not cover those reports and we do not express an audit opinion thereon.

Our responsibility is to read the strategic report and the directors' report and, in doing so, consider whether, based on our financial statements audit work, the information therein is materially misstated or inconsistent with the financial statements or our audit knowledge. Based solely on that work:

- we have not identified material misstatements in the strategic report and the directors' report;

- in our opinion the information given in those reports for the financial year is consistent with the financial statements; and

- in our opinion those reports have been prepared in accordance with the Companies Act 2006.

Matters on which we are required to report by exception

Under the Companies Act 2006, we are required 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.

We have nothing to report in these respects.

Responsibilities of directors

As explained more fully in their statement set out on page 7, the directors are responsible for: the preparation of the financial statements and for being satisfied that they give a true and fair view; such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error; assessing the Group and parent 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 they either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities

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

A fuller description of our responsibilities is provided on the FRC’s website at www.frc.org.uk/auditorsresponsibilities.

The purpose of our audit work and to whom we owe our responsibilities

Independent Auditors' Report to the Members of

Nordmann UK Group Holdings Ltd

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 Auditors' 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.

Mark Sheppard (Senior Statutory Auditor)

for and on behalf of KPMG LLP, Statutory Auditor

Chartered Accountants

Global House

High Street

Crawley

West Sussex

RH10 1DQ

15 April 2025

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Consolidated

Income Statement

for the year ended 31 December 2024

| 2024 |  | 2023

| Notes | £ | £ |

Turnover | 3 | 56,448,627 |  | 64,700,591 |  |

Cost of sales | (42,172,785 | ) | (48,414,453 | ) |

Gross profit | 14,275,842 |  | 16,286,138 |  |

Administrative expenses | (11,502,742 | ) | (11,506,380 | ) |

2,773,100 |  | 4,779,758 |  |

Other operating income | 4 | - |  | 38,006 |  |

Operating profit | 2,773,100 |  | 4,817,764 |  |

Loss on sale of investment

property | 6 | - |  | (112,710 | ) |

2,773,100 |  | 4,705,054 |  |

Interest receivable and similar income | 6,252 |  | 3,082 |  |

Interest payable and similar expenses | 7 | (356,745 | ) | (411,669 | ) |

Profit before taxation | 8 | 2,422,607 |  | 4,296,467 |  |

Tax on profit | 10 | (791,473 | ) | (1,576,396 | ) |

Profit for the financial year | 1,631,134 |  | 2,720,071 |  |

Profit attributable to:

Owners of the parent | 1,631,134 |  | 2,720,071 |  |

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Consolidated

Other Comprehensive Income

for the year ended 31 December 2024

| 2024 |  | 2023

| Notes | £ | £ |

Profit for the year | 1,631,134 |  | 2,720,071 |  |

Other comprehensive income |

Movement on foreign exchange reserve | (77,747 | ) | (668,079 | ) |

Income tax relating to other comprehensive income | - |  | - |  |

Other comprehensive income for the year, net of income tax | (77,747 | ) | (668,079 | ) |

Total comprehensive income for the year | 1,553,387 |  | 2,051,992 |  |

Total comprehensive income attributable to:

Owners of the parent | 1,553,387 |  | 2,051,992 |  |

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Consolidated Balance Sheet

31 December 2024

| 2024 |  | 2023

| Notes | £ | £ |

Fixed assets

Intangible assets | 13 | 1,679 |  | 2,917 |  |

Tangible assets | 14 | 2,566,175 |  | 2,474,214 |  |

Investments | 15 | - |  | - |  |

2,567,854 |  | 2,477,131 |  |

Current assets

Stocks | 16 | 5,126,521 |  | 4,635,734 |  |

Debtors | 17 | 7,194,511 |  | 8,445,465 |  |

Cash at bank and in hand | 10,253,126 |  | 10,805,615 |  |

22,574,158 |  | 23,886,814 |  |

Creditors

Amounts falling due within one year | 18 | (8,976,503 | ) | (8,405,749 | ) |

Net current assets | 13,597,655 |  | 15,481,065 |  |

Total assets less current liabilities | 16,165,509 |  | 17,958,196 |  |

Creditors

Amounts falling due after more than one year | 19 | (5,971,897 | ) | (7,589,513 | ) |

Provisions for liabilities | 21 | (9,653 | ) | (8,111 | ) |

Net assets | 10,183,959 |  | 10,360,572 |  |

Capital and reserves

Called up share capital | 22 | 9,414 |  | 9,414 |  |

Retained earnings | 23 | 10,174,545 |  | 10,351,158 |  |

Shareholders' funds | 10,183,959 |  | 10,360,572 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 15 April 2025 and were signed on its behalf by:

K Fairbrass - Director

R E Straughan - Director

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Company Balance Sheet

31 December 2024

| 2024 |  | 2023

| Notes | £ | £ |

Fixed assets

Intangible assets | 13 | - |  | - |  |

Tangible assets | 14 | - |  | - |  |

Investments | 15 | 2,220,156 |  | 2,220,156 |  |

2,220,156 |  | 2,220,156 |  |

Current assets

Stocks | 16 | 275,928 |  | 217,395 |  |

Debtors | 17 | 318,780 |  | 917,578 |  |

Cash at bank | 612,296 |  | 613,960 |  |

1,207,004 |  | 1,748,933 |  |

Creditors

Amounts falling due within one year | 18 | (531,981 | ) | (1,147,725 | ) |

Net current assets | 675,023 |  | 601,208 |  |

Total assets less current liabilities | 2,895,179 |  | 2,821,364 |  |

Capital and reserves

Called up share capital | 22 | 9,414 |  | 9,414 |  |

Retained earnings | 23 | 2,885,765 |  | 2,811,950 |  |

Shareholders' funds | 2,895,179 |  | 2,821,364 |  |

Company's profit for the financial year | 1,747,373 |  | 2,923,359 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 15 April 2025 and were signed on its behalf by:

K Fairbrass - Director

R E Straughan - Director

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Consolidated Statement of Changes in Equity

for the year ended 31 December 2024

| Called up |  | Fair |

| share |  | Retained |  | value |  | Total

| capital |  | earnings |  | reserve |  | equity

£ | £ | £ | £ |

Balance at 1 January 2023 | 9,414 |  | 11,245,790 |  | (240,301 | ) | 11,014,903 |  |

Changes in equity

Profit for the year | - |  | 2,720,071 |  | - |  | 2,720,071 |  |

Other comprehensive income | - |  | (668,079 | ) | - |  | (668,079 | ) |

Total comprehensive income | - |  | 2,051,992 |  | - |  | 2,051,992 |  |

Release of fair value reserve

on sale of investment property | - |  | (240,301 | ) | 240,301 |  | - |  |

Dividends | - |  | (2,706,323 | ) | - |  | (2,706,323 | ) |

Balance at 31 December 2023 | 9,414 |  | 10,351,158 |  | - |  | 10,360,572 |  |

Changes in equity

Profit for the year | - |  | 1,631,134 |  | - |  | 1,631,134 |  |

Other comprehensive income | - |  | (77,747 | ) | - |  | (77,747 | ) |

Total comprehensive income | - |  | 1,553,387 |  | - |  | 1,553,387 |  |

Dividends | - |  | (1,730,000 | ) | - |  | (1,730,000 | ) |

Balance at 31 December 2024 | 9,414 |  | 10,174,545 |  | - |  | 10,183,959 |  |

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Company Statement of Changes in Equity

for the year ended 31 December 2024

| Called up |

| share |  | Retained |  | Total

| capital |  | earnings |  | equity

£ | £ | £ |

Balance at 1 January 2023 | 9,414 |  | 2,593,192 |  | 2,602,606 |  |

Changes in equity

Profit for the year | - |  | 2,923,359 |  | 2,923,359 |  |

Other comprehensive income | - |  | 1,722 |  | 1,722 |  |

Total comprehensive income | - |  | 2,925,081 |  | 2,925,081 |  |

Dividends | - |  | (2,706,323 | ) | (2,706,323 | ) |

Balance at 31 December 2023 | 9,414 |  | 2,811,950 |  | 2,821,364 |  |

Changes in equity

Profit for the year | - |  | 1,747,373 |  | 1,747,373 |  |

Other comprehensive income | - |  | 56,442 |  | 56,442 |  |

Total comprehensive income | - |  | 1,803,815 |  | 1,803,815 |  |

Dividends | - |  | (1,730,000 | ) | (1,730,000 | ) |

Balance at 31 December 2024 | 9,414 |  | 2,885,765 |  | 2,895,179 |  |

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Consolidated Cash Flow Statement

for the year ended 31 December 2024

| 2024 |  | 2023

| Notes | £ | £ |

Cash flows from operating activities

Cash generated from operations | 28 | 4,710,719 |  | 6,501,677 |  |

Interest paid | (356,745 | ) | (411,669 | ) |

Tax paid | (1,127,303 | ) | (2,112,685 | ) |

Net cash from operating activities | 3,226,671 |  | 3,977,323 |  |

Cash flows from investing activities

Purchase of intangible fixed assets | - |  | (616 | ) |

Purchase of tangible fixed assets | (619,400 | ) | (436,708 | ) |

Purchase of investment property | - |  | (1,764 | ) |

Sale of fixed asset investments | - |  | 203,161 |  |

Sale of investment property | - |  | 631,478 |  |

Interest received | 6,252 |  | 3,082 |  |

Net cash from investing activities | (613,148 | ) | 398,633 |  |

Cash flows from financing activities

Loan repayments in year | (1,126,309 | ) | (434,154 | ) |

Equity dividends paid | (1,730,000 | ) | (2,706,323 | ) |

Net cash from financing activities | (2,856,309 | ) | (3,140,477 | ) |

(Decrease)/increase in cash and cash equivalents | (242,786 | ) | 1,235,479 |  |

Cash and cash equivalents at beginning of year | 29 | 10,805,615 |  | 10,266,601 |  |

Effect of foreign exchange rate changes | (309,703 | ) | (696,465 | ) |

Cash and cash equivalents at end of year | 29 | 10,253,126 |  | 10,805,615 |  |

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements

for the year ended 31 December 2024

1. | Statutory information

| Nordmann UK Group Holdings Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2. | Accounting policies

| Basis of preparing the financial statements

| These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

| Measurement convention

| The financial statements are prepared on the historical cost basis except that the following assets are stated at their fair value: Financial Instrument Derivatives.

| Going concern

| The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons.

| The directors have prepared cash flow forecasts and performed a going concern assessment which indicates that, in both the base and reasonably possible downsides, the group will have sufficient funds to meet its liabilities as they fall due during 12 month period ending 30 April 2026, the going concern assessment period.

| The going concern assessment uses budget 2025 performance, considers the order book and applies best estimates of business growth. The base case assumes gross margin levels will be maintained and staff and overhead costs grow at 20.5%. The plausible downside reflects the reduction in sales scenario of -13.3%.

| Consequently, the directors are confident that the group will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

2. | Accounting policies - continued

| Basis of consolidation

| The consolidated financial statements include the financial statements of the Company and its subsidiary undertakings made up to 31 December 2024. A subsidiary is an entity that is controlled by the parent. The results of subsidiary undertakings are included in the consolidated profit and loss account from the date that control commences until the date that control ceases. Control is established when the Company has the power to govern the operating and financial policies of an entity so as to obtain benefits from its activities. In assessing control, the Group takes into consideration potential voting rights that are currently exercisable.

| Under Section 408 of the Companies Act 2006 the Company is exempt from the requirement to present its own profit and loss account.

| In the parent financial statements, investments in subsidiaries are carried at cost less impairment.

| The parent company is included in the consolidated financial statements, and is considered to be a qualifying entity under FRS 102 paragraphs 1.8 to 1.12. The following exemptions available under FRS 102 in respect of certain disclosures for the parent company financial statements have been applied:

| - No separate parent company Cash Flow Statement with related notes is included; and

| - Key Management Personnel compensation has not been included a second time.

| - Certain disclosures required by FRS 102.26 Share Based Payments; and,

| - Certain disclosures required by FRS 102.11 Basic Financial Instruments and FRS 102.12 Other Financial Instrument Issues in respect of financial instruments not falling within the fair value accounting rules of Paragraph 36(4) of Schedule 1.

| The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these financial statements.

| Judgements made by the directors, in the application of these accounting policies that have significant effect on the financial statements and estimates with a significant risk of material adjustment in the next year are discussed below.

| Related party exemption

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

| Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

2. | Accounting policies - continued

| Key sources of estimation uncertainty and judgements

| Preparation of the financial statements requires management to make significant judgements and estimates in determining the carrying amounts of certain assets and liabilities. Management makes assumptions of the effects of uncertain future events on those assets and liabilities at the balance sheet date. The management's estimates and assumptions are based on historical experience and expectation of future events and are reviewed periodically. This disclosure excludes uncertainty over future events and judgement in respect of measuring financial instruments. Management consider the key accounting estimates to be:

| Bad debt provision

| A full line by line review of trade debtors is carried out at the end of each month in order to identify any potential bad debts. Whilst every attempt is made to ensure the bad debt provisions are as accurate as possible, there remains a risk that the provisions do not match the level of debts which ultimately prove to be uncollectable.

| Stock provision

| A full line by line review of stocks is carried out at the end of each month in order to identify any slow moving or obsolete stock. Whilst every attempt is made to ensure the finished goods stock provisions are as accurate as possible, there remains a risk that the provisions do not match the level of stock which ultimately proves to be unsaleable.

| Turnover

| Turnover is measured at the fair value of the consideration received or receivables, excluding discounts, rebates, value added tax and other sales taxes. Revenue is recognised on fulfilment of the relevant performance obligation.

| Goodwill

| Goodwill is the difference between amounts paid on the acquisition of a business and the fair value of the identifiable assets and liabilities. It is amortised over its estimated economic life of 6-10 years.

| Intangible assets

| Patent costs and trademarks represent the monies incurred on legal costs arranging for the manufacturing process to be copyrighted. They are amortised over their estimated economic life of 4 years.

| Tangible fixed assets

| Tangible fixed assets are stated at cost less depreciation. Depreciation is not charged on freehold land. Depreciation on other tangible fixed assets is provided at rates calculated to write off the cost of those assets, less their estimated residual value, over their expected useful lives on the following bases:

| Freehold property |  | 2% straight line |  |

| Long term leasehold property |  | over the period of the lease |  |

| Plant & machinery |  | 10% - 20% straight line |  |

| Office fixtures and equipment |  | 25% - 33% straight line |  |

| Stocks

| Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is based on the first-in first-out principle and includes expenditure incurred in acquiring the stocks, production or conversion costs and other costs in bringing them to their existing location and condition. In the case of manufactured stocks and work in progress, cost includes an appropriate share of overheads based on normal operating capacity.

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

2. | Accounting policies - continued

| Taxation

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

| Current or deferred taxation assets and liabilities are not discounted.

| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

| Deferred tax

| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

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

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

| Foreign currencies

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

| Hire purchase and leasing commitments

| Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

| Employee benefits

| Short term employee benefits including holiday pay and annual bonuses are accrued as services are rendered.

| The group operates a defined contribution pension scheme and the pension charge represents the amounts payable by the group to the fund in respect of the year.

| Contributions to defined contribution pension schemes are charged to profit or loss as they become payable in accordance with the rules of the scheme. Differences between contributions payable in the year and those actually paid are shown as either accruals or prepayments in the balance sheet.

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

2. | Accounting policies - continued

| Financial instruments policy

| Financial assets and financial liabilities are recognised in the balance sheet when the company becomes a party to the contractual provisions of the instrument.

| Trade and other debtors and creditors are classified as basic financial instruments and measured at initial recognition at transaction price. Debtors and creditors are subsequently measured at amortised cost using the effective interest rate method. A provision is established when there is objective evidence that the company will not be able to collect all amounts due.

| Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank and bank overdrafts which are an integral part of the company's cash management.

| Financial liabilities and equity instruments issued by the company are classified in accordance with the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument.

| An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs.

| Financial instruments not considered to be Basic financial instruments - Other financial instruments

| Other financial instruments not meeting the definition of Basic Financial Instruments are recognised initially at fair value. Subsequent to initial recognition, other financial instruments are measured at fair value with changes recognised in profit or loss

| Impairment

| Financial assets

| A financial asset not carried at fair value through profit or loss is assessed at each reporting date to determine whether there is objective evidence that it is impaired. A financial asset is impaired if objective evidence indicates that a loss event has occurred after the initial recognition of the asset, and that the loss event had a negative effect on the estimated future cash flows of that asset that can be estimated reliably.

| An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference between its carrying amount and the present value of the estimated future cash flows discounted at the asset's original effective interest rate. For financial instruments measured at cost less impairment an impairment is calculated as the difference between its carrying amount and the best estimate of the amount that the Company would receive for the asset if it were to be sold at the reporting date. Interest on the impaired asset continues to be recognised through the unwinding of the discount. Impairment losses are recognised in profit or loss. When a subsequent event causes the amount of impairment loss to decrease, the decrease in impairment loss is reversed through profit or loss.

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

2. | Accounting policies - continued

| Expenses

| Operating leases

| Payments (excluding costs for services and insurance) made under operating leases are recognised in the profit and loss account on a straight-line basis over the term of the lease unless the payments to the lessor are structured to increase in line with expected general inflation, in which case the payments related to the structured increases are recognised as incurred. Lease incentives received are recognised in profit and loss over the term of the lease as an integral part of the total lease expense.

| Interest receivable and Interest payable

| Interest payable and similar expenses include interest payable, finance expenses on shares classified as liabilities and finance leases recognised in profit or loss using the effective interest method, unwinding of the discount on provisions, and net foreign exchange losses that are recognised in the profit and loss account (see foreign currency accounting policy).

| Interest income and interest payable are recognised in profit or loss as they accrue, using the effective interest method. Foreign currency gains and losses are reported on a net basis.

3. | Turnover

| The turnover and profit before taxation are attributable to the one principal activity of the group.

| An analysis of turnover by geographical market is given below:

| 2024 |  | 2023

£ | £ |

| United Kingdom | 13,600,209 |  | 16,965,803 |  |

| Europe | 14,812,092 |  | 14,845,356 |  |

| Rest of the World | 28,036,326 |  | 32,889,432 |  |

56,448,627 |  | 64,700,591 |  |

4. | Other operating income

| 2024 |  | 2023

£ | £ |

| Profit on sale of fixed asset investments | - |  | 38,006 |  |

5. | Employees and directors

| 2024 |  | 2023

£ | £ |

| Wages and salaries | 5,023,124 |  | 5,702,305 |  |

| Social security costs | 660,721 |  | 730,808 |  |

| Other pension costs | 183,805 |  | 193,715 |  |

5,867,650 |  | 6,626,828 |  |

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

5. | Employees and directors - continued

| The average number of employees during the year was as follows:

| 2024 |  | 2023

| Sales and operations | 76 |  | 84 |  |

| Finance and administration | 16 |  | 15 |  |

| IT and quality | 8 |  | 7 |  |

| Chemists | 4 |  | 5 |  |

104 |  | 111 |  |

|  | 2024 |  | 2023 |  |

| £ |  | £ |  |

| Directors' remuneration |  | 495,432 |  | 514,618 |  |

| Directors' pension contributions to money purchase schemes |  | 32,981 |  | 31,082 |  |

| During the period retirement benefits were accruing to 2 directors (2023: 2) in respect of defined contribution pension schemes.

| The highest paid director received remuneration of £270,667 (2023: £298,726).

| The value of the company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £18,232 (2023: £16,995).

6. | Exceptional items

| 2024 |  | 2023

£ | £ |

| Loss on sale of investment

| property | - |  | (112,710 | ) |

7. | Interest payable and similar expenses |

|  | 2024 |  | 2023 |  |

| £ |  | £ |  |

| Bank Interest |  | 122 |  | 194 |  |

| Other Interest |  | 4,946 |  | 2,685 |  |

| Interest payable on amounts owed to group companies |  | 351,677 |  | 408,790 |  |

|  | 356,745 |  | 411,669 |  |

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

8. | Profit before taxation

| The profit is stated after charging/(crediting):

|  | 2024 |  | 2023 |  |

| £ |  | £ |  |

| Property operating leases |  | 248,755 |  | 262,866 |  |

| Other operating leases |  | 6,039 |  | 6,553 |  |

| Depreciation - owned assets |  | 503,412 |  | 526,817 |  |

| (Profit)/loss on disposal of fixed assets |  | 707 |  | (38,006 | ) |

| Goodwill amortisation |  | - |  | 132,621 |  |

| Patents and licences amortisation |  | 1,238 |  | 1,185 |  |

| Foreign exchange differences |  | 40,272 |  | (14,500 | ) |

9. | Auditors' remuneration

|  | 2024 |  | 2023 |  |

| £ |  | £ |  |

| Audit of these financial statements |  | 66,239 |  | 65,984 |  |

| Audit of financial statements of subsidiaries of the Company |  | 227,335 |  | 305,298 |  |

|  | 293,574 |  | 371,282 |  |

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

10. | Taxation

| Analysis of the tax charge

| The tax charge on the profit for the year was as follows:

|  | 2024 |  | 2023 |  |

| £ |  | £ |  |

| Current tax: |  |

| UK corporation tax |  | 95,761 |  | 259,563 |  |

| Over provision in prior year |  | - |  | 305,811 |  |

| Foreign tax charge |  | 695,638 |  | 1,011,482 |  |

| Total current tax |  | 791,399 |  | 1,576,856 |  |

| Deferred tax |  | 74 |  | (460 | ) |

| Tax on profit |  | 791,473 |  | 1,576,396 |  |

| Reconciliation of total tax charge included in profit and loss

| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

|  | 2024 |  | 2023 |  |

| £ |  | £ |  |

| Profit before tax |  | 2,422,607 |  | 4,296,467 |  |

| Profit multiplied by the standard rate of corporation tax in the UK of25% (2023 23.5%) |  | 605,652 |  | 1,009,670 |  |

| Effects of: |  |

| Expenses not deductible for tax purposes |  | 8,619 |  | 128,017 |  |

| Adjustments to tax charge in respect of previous periods |  |  | 305,811 |  |

| Effect of tax rates in foreign jurisdictions |  | 137,501 |  | 109,762 |  |

| Other differences |  | 39,701 |  | 23,136 |  |

| Total tax charge |  | 791,473 |  | 1,576,396 |  |

11. | Individual statement of comprehensive income

| As permitted by Section 408 of the Companies Act 2006, the Income statement of the parent company is not presented as part of these financial statements.

12. | Dividends

| 2024 |  | 2023

£ | £ |

| Ordinary shares of 1p each

| Final | 1,730,000 |  | 2,706,323 |  |

| Dividends paid during the year comprise a final dividend of £1.84 per share, totalling £1.73m, in respect of the previous year ended 2023.

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

13. | Intangible fixed assets

| Group

| Patents |

| and |

| Goodwill |  | licences |  | Totals

£ | £ | £ |

| Cost

| At 1 January 2024

| and 31 December 2024 | 1,924,931 |  | 10,544 |  | 1,935,475 |  |

| Amortisation

| At 1 January 2024 | 1,924,931 |  | 7,627 |  | 1,932,558 |  |

| Amortisation for year | - |  | 1,238 |  | 1,238 |  |

| At 31 December 2024 | 1,924,931 |  | 8,865 |  | 1,933,796 |  |

| Net book value

| At 31 December 2024 | - |  | 1,679 |  | 1,679 |  |

| At 31 December 2023 | - |  | 2,917 |  | 2,917 |  |

| Amortisation and impairment charge

| The amortisation, impairment charge and impairment reversals are recognised in the following line items in the profit and loss account:

|  | 2024 |  | 2023 |  |

| £ |  | £ |  |

| Administrative expenses |  | 1,238 |  | 133,806 |  |

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

14. | Tangible fixed assets

| Group

| Fixtures |

| Freehold |  | Long |  | Plant and |  | and |

| property |  | leasehold |  | machinery |  | fittings |  | Totals

£ | £ | £ | £ | £ |

| Cost

| At 1 January 2024 | 2,617,663 |  | 48,085 |  | 2,091,761 |  | 1,164,012 |  | 5,921,521 |  |

| Additions | 113,979 |  | 189 |  | 282,729 |  | 222,503 |  | 619,400 |  |

| Disposals | - |  | - |  | (456 | ) | (66,770 | ) | (67,226 | ) |

| Movement in foreign exchange

| rates | (10,309 | ) | (189 | ) | (8,238 | ) | (4,584 | ) | (23,320 | ) |

| At 31 December 2024 | 2,721,333 |  | 48,085 |  | 2,365,796 |  | 1,315,161 |  | 6,450,375 |  |

| Depreciation

| At 1 January 2024 | 799,841 |  | 48,085 |  | 1,495,242 |  | 1,104,139 |  | 3,447,307 |  |

| Charge for year | 183,822 |  | - |  | 288,440 |  | 31,150 |  | 503,412 |  |

| Eliminated on disposal | - |  | - |  | (152 | ) | (66,367 | ) | (66,519 | ) |

| At 31 December 2024 | 983,663 |  | 48,085 |  | 1,783,530 |  | 1,068,922 |  | 3,884,200 |  |

| Net book value

| At 31 December 2024 | 1,737,670 |  | - |  | 582,266 |  | 246,239 |  | 2,566,175 |  |

| At 31 December 2023 | 1,817,822 |  | - |  | 596,519 |  | 59,873 |  | 2,474,214 |  |

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

15. | Fixed asset investments

| Company |  | Shares in group undertakings |  |

| £ |  |

| Cost |  |

| At 1 January 2024 |  |

| and 31 December 2024 |  | 2,220,156 |  |

| Net book value |  |

| At 31 December 2024 |  | 2,220,156 |  |

| At 31 December 2023 |  | 2,220,156 |  |

| The company's investments at the Balance sheet date in the share capital of companies include the following:

| Company name |  | Address |  | Percentage holding (% | ) | Principal Activity |  |

| Nordmann U.K. Ltd |  | Unit 1 Maidenbower Office Park,Balcombe Road, Crawley,RH10 7NN, United Kingdom |  | 100 |  | Chemical distributor |  |

| Nordmann Singapore Pte. Ltd |  | 4 Tuas South Drive,04-27 JTC Chemicals Hub @ TuasSouth, Singapore, 637048 |  | 100 |  | Chemical distributor |  |

| Nordmann Japan Ltd |  | Suitengu Hokushin Building 9F-B,1-39-5 Nihonbashi-Kakigaracho103-0014 Chuo-Ku, Tokyo |  | 100 |  | Chemical distributor |  |

| Nordmann Korea Ltd |  | 1807, KnK Digital Tower,220 Yeongsin-ro,Yeongdeungpo-gu07228 Seoul, South Korea |  | 100 |  | Chemical distributor |  |

| Nordmann US Inc. |  | 301 McCullough Drive, Suite 400Charlotte, NC 28262 |  | 100 |  | Chemical distributor |  |

| Nordmann Spain SL |  | C Sant Elies 29 Planta B, Puerta 5,Barcelona, Spain, 08006 |  | 100 |  | Chemical distributor |  |

16. | Stocks

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

£ | £ | £ | £ |

| Finished goods | 5,126,521 |  | 4,635,734 |  | 275,928 |  | 217,395 |  |

| Included in the carrying value of stock is a stock provision for impairment of £152,355 (2023: £114,097).

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

17. | Debtors: amounts falling due within one year |

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

£ | £ | £ | £ |

| Trade debtors | 5,277,628 |  | 7,499,463 |  | 247,116 |  | 247,990 |  |

| Amounts owed by group undertakings | 57,700 |  | 470 |  | 1,390 |  | 637,839 |  |

| Other debtors | 1,279,981 |  | 392,456 |  | 6,269 |  | 16,756 |  |

| Other financial assets | - |  | 92,961 |  | - |  | - |  |

| Tax | - |  | - |  | 48,415 |  | - |  |

| Deferred tax asset | 3,283 |  | - |  | 3,283 |  | - |  |

| VAT | 218,990 |  | 104,369 |  | 4,840 |  | 8,016 |  |

| Prepayments and accrued income | 356,929 |  | 355,746 |  | 7,467 |  | 6,977 |  |

7,194,511 |  | 8,445,465 |  | 318,780 |  | 917,578 |  |

18. | Creditors: amounts falling due within one year |

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

£ | £ | £ | £ |

| Trade creditors | 2,737,265 |  | 3,863,833 |  | 168,717 |  | 193,270 |  |

| Amounts owed to group undertakings | 2,356,488 |  | 750,836 |  | 125,143 |  | 690,967 |  |

| Tax | 154,694 |  | 488,782 |  | 84,729 |  | 43,344 |  |

| Social security and other taxes | 208,994 |  | 138,274 |  | 15,778 |  | 2,732 |  |

| Other creditors | 2,137,191 |  | 996,911 |  | 7,790 |  | - |  |

| Other financial liabilities | - |  | 359,813 |  | - |  | - |  |

| Accruals and deferred income | 1,381,871 |  | 1,807,300 |  | 129,824 |  | 217,412 |  |

8,976,503 |  | 8,405,749 |  | 531,981 |  | 1,147,725 |  |

| Included in creditors is £482,794 (2023: £841,154) secured over the trade debtors of the group, and secured over a specific sale.

19. | Creditors: amounts falling due after more than one year |

| Group |

2024 | 2023 |

£ | £ |

| Amounts owed to group undertakings | 5,971,897 |  | 7,589,513 |  |

| The amount owed to group undertakings is unsecured, attracts interest at 5.39% pa and is repayable on 01 January 2033. The company has the right to make voluntary repayments before the agreed repayment date.

20. | Leasing agreements

| Minimum lease payments fall due as follows:

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

| Group

| Non-cancellable | operating leases |

2024 | 2023 |

£ | £ |

| Within one year | 224,013 |  | 211,934 |  |

| Between one and five years | 443,343 |  | 16,262 |  |

667,356 |  | 228,196 |  |

21. | Provisions for liabilities

| Group |

2024 | 2023 |

£ | £ |

| Deferred tax

| Accelerated capital allowances | 9,653 |  | 8,111 |  |

| Group

| Deferred |

| tax |

£ |

| Balance at 1 January 2024 | 8,111 |  |

| Provided during year | 1,542 |  |

| Balance at 31 December 2024 | 9,653 |  |

| The deferred tax charge for the year comprises the £1,542 charge relating to the deferred tax liabilities disclosed above, offset by the £1,468 movement in deferred tax assets included in debtors. The deferred tax asset at 31 December 2024 is £3,283 (2023: £1,815).

| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. Deferred tax is provided at a rate of 25%.

22. | Called up share capital

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 2024 | 2023 |

| value: | £ | £ |

| 941,377 | Ordinary | 1p | 9,414 |  | 9,414 |  |

| The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company.

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

23. | Reserves

| Group

| Retained

| earnings

£ |

| At 1 January 2024 | 10,351,158 |  |

| Profit for the year | 1,631,134 |  |

| Dividends | (1,730,000 | ) |

| Foreign exchange reserve | (77,747 | ) |

| At 31 December 2024 | 10,174,545 |  |

| Company

| Retained

| earnings

£ |

| At 1 January 2024 | 2,811,950 |  |

| Profit for the year | 1,747,373 |  |

| Dividends | (1,730,000 | ) |

| Foreign exchange reserve | 56,442 |  |

| At 31 December 2024 | 2,885,765 |  |

24. | Pension commitments

| 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 £183,805 (2023: £193,715).

25. | Ultimate parent company

| The immediate parent company is Nordmann, Rassmann GmbH. The ultimate parent undertaking is Georg Nordmann Holding Aktiengesellschaft, a company incorporated in Germany.

| The Georg Nordmann Holding Aktiengesellschaft prepares group financial statements and copies can be obtained from: Georg Nordmann Holding Aktiengesellschaft, Kajen 2, 20459 Hamburg, Germany.

26. | Other financial commitments

| The group enters into forward foreign currency contracts to mitigate the exchange rate risk for certain foreign currency transactions. At 31 December 2024, the outstanding contracts all mature within 12 month of the year end.

| The group is committed to buy USD74,800 and EUR33,594 and pay a fixed sterling, euro or US dollar amount.

| The forward currency contracts are measured at fair value, which is determined using valuation techniques that utilise observable inputs. The key assumptions used in valuing the derivatives are the forward exchange rates for GBP:USD, GBP:EUR and USD:EUR.

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

27. | Related party disclosures

| There are no Key Management Personnel other that directors. The remuneration relating to the directors is disclosed in note 6 to the accounts.

28. | Reconciliation of profit before taxation to cash generated from operations

| 2024 |  | 2023

£ | £ |

| Profit before taxation | 2,422,607 |  | 4,296,467 |  |

| Depreciation charges | 503,412 |  | 526,817 |  |

| Loss on disposal of fixed assets | 707 |  | 74,704 |  |

| Amortisation charges | 1,238 |  | 133,806 |  |

| Finance costs | 356,745 |  | 411,669 |  |

| Finance income | (6,252 | ) | (3,082 | ) |

3,278,457 |  | 5,440,381 |  |

| (Increase)/decrease in stocks | (557,161 | ) | 468,893 |  |

| Decrease in trade and other debtors | 1,287,841 |  | 2,361,043 |  |

| Increase/(decrease) in trade and other creditors | 701,582 |  | (1,768,640 | ) |

| Cash generated from operations | 4,710,719 |  | 6,501,677 |  |

29. | Cash and cash equivalents

| The amounts disclosed on the Cash flow statement in respect of cash and cash equivalents are in respect of these Balance sheet amounts:

| Year ended 31 December 2024

| 31.12.24 |  | 1.1.24

£ | £ |

| Cash and cash equivalents | 10,253,126 |  | 10,805,615 |  |

| Year ended 31 December 2023

| 31.12.23 |  | 1.1.23

£ | £ |

| Cash and cash equivalents | 10,805,615 |  | 10,266,601 |  |

| Nordmann UK Group Holdings Ltd (Registered number: 07608263) |

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

30. | Analysis of changes in net funds

| Exchange | Other |

| rate | non-cash |

| At 1.1.24 | Cash flow | movements | changes | At 31.12.24

£ | £ | £ | £ | £ |

| Net cash |

| Cash at bank

| and in hand | 10,805,615 |  | (242,786 | ) | (309,703 | ) | 10,253,126 |  |

10,805,615 |  | (242,786 | ) | (309,703 | ) | 10,253,126 |  |

| Debt

| Debts falling due

| within 1 year | - |  | - |  | - |  | (331,672 | ) | (331,672 | ) |

| Debts falling due

| after 1 year | (7,589,513 | ) | 1,126,309 |  | 159,635 |  | 331,672 |  | (5,971,897 | ) |

(7,589,513 | ) | 1,126,309 |  | 159,635 |  | - |  | (6,303,569 | ) |

| Total | 3,21 6,102 |  | 883,523 |  | (150,068 | ) | - |  | 3,949,557 |  |