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Registered number: 03261510 Scapa UK Limited Annual Report and Financial Statements For the Year Ended 31 December 2024
Scapa UK Limited Company Information
Directors | W Dickinson
| D J Carr (appointed 2 May 2025)
Company secretary | M W Johnson
Registered number | 03261510
Registered office | 997 Manchester Road
| Ashton Under Lyne
| Greater Manchester
| OL7 0ED
Independent auditors | Hurst Accountants Limited
| Chartered Accountants & Statutory Auditors
| 3 Stockport Exchange
| Stockport
| SK1 3GG
Scapa UK Limited Contents
| Page
Strategic Report | 1 - 3
Directors' Report | 4 - 5
Independent Auditors' Report | 6 - 9
Statement of Comprehensive Income | 10
Balance Sheet | 11
Statement of Changes in Equity | 12
Notes to the Financial Statements | 13 - 35
Scapa UK Limited Strategic Report For the Year Ended 31 December 2024
Introduction
The Directors present the Strategic Report for the year ended 31 December 2024. Business Review Scapa UK Limited is a 100% wholly owned subsidiary of Porritts & Spencer Limited, which is part of Mativ Holdings Inc. The principal activity of Scapa UK Limited (“the company”) is the manufacture of adhesive foams and specialist tape into the industrial market. There have not been any significant changes in the Company's principal activities in the period under review and the directors are not aware, at the date of this report, of any likely major changes in the next financial year. During the year the company made significant investment in its business operations with the development of a new hockey tape product. This product is expected to go into full production during the second half of 2025. Review of developments and performance during the year Revenue for the 12 months was £30,716k (2023: £31,882k), this is a decrease of 3.7% for the period. Gross margin has increased to 9.0% (2023: 6.9%). During the year the Company strategy was to position itself to react quickly to change and take advantage of opportunities as they emerge to maximise profit margin and cash flow. The Company delivered an operating loss totalling £965k (2023: £1,855k). These figures are seen as the key performance indicators of the business. On behalf of the Company, the directors would like to thank all employees for their tremendous commitment, determination and dedication that enables the Company to maintain positive momentum. Mativ Holdings Inc. has made a disclosure in accordance with the UK Modern Slavery Act 2015 which incorporates the requirements under the California Transparency in Supply Chains Act 2010. This can be found on the Mativ website at www.mativ.com Modern Slavery Act. Review of position at year end As at 31 December 2024, the Company had net liabilities of £787k (2023: £2,687k assets) and net cash and cash equivalents of £1,176k (2023: £1,587k). Future developments The directors are confident the future prospects of the Company are positive and believe that the Company is well placed to meet challenging external economic conditions. The management team continues to address the requirement to become ever more competitive and efficient whilst focusing on strong cash management, with inflationary pressures being addressed via price increases. The lease on the site at Ashton-under-Lyne was due for renewal during 2025. The lease was renewed in May 2025 for a ten year period. Environment, Health and Safety (EHS) The Health and Safety of our employees continues to be the utmost priority for the business alongside the protection of the environment in which we work. This philosophy extends to everyone who may be affected by our activities. Page 1
Scapa UK Limited Strategic Report (continued) For the Year Ended 31 December 2024 Environment, Health and Safety (EHS) (continued) The company senior managers, supported by the Corporate Sustainability function, ensure that adequate resources are available to successfully deploy and measure operational health, safety and environmental improvement plans.
EHS Program and Performance
∙Use of Mativ EHS Software to monitor and manage risk for the business. ∙Implementation of Leadership Learning Engagements (LLEs) to encourage leadership at all sites to engage in day to day safety conversations with all levels of employees, identifying those practices and concerns and helping to prevent accidents before they happen. ∙Continued management of waste programme to ensure we minimise our impact on the planet by reusing, recycling and reducing wherever possible to fulfil our commitments to zero landfill. ∙Certification to ISO 14001 (Environmental), ISO45001 Health and Safety and ISO50001 (Energy). ∙Ensure EHS plays a central part of the Mativ Group culture through employee and other stakeholder engagement; and setting Prioritizing Safety as the primary Mativ Corporate Value. Greenhouse gas emissions, energy consumption and energy efficiency action What the Company has done on reducing Green House Gases emissions to date: ∙There is an active Climate Change Agreement in place which sets defined sector reduction targets. ∙Tracking of energy, waste and water usage as a KPI for the business and a site specific level. ∙Continuation of projects to replace high consumption lighting for new LED fittings. ∙Procurement policy to only purchase energy efficient equipment. ∙Investment in sub metering to gain a better understanding of energy usage – which has yielded a number of projects targeting including scaled back usage of energy intense equipment on site such as the planned investment in variable speed motors for the heating, ventilation and air conditioning systems, as well as office consolidations. What the Company plans to do on further Green House Gases reductions: ∙Implementation of science based energy targets. ∙Review energy purchasing and tariffs for consideration of green energy procurement. ∙Energy transformation project to assess low carbon options such as photovoltaics and CHP (combined heat and power). ∙Project to review energy infrastructure including upgrades to existing transformers. ∙Completion of Energy Saving Opportunity Scheme (ESOS) phase 3. The Company continues to assess opportunities to further reduce Green House Gases. Principal risks and uncertainties As a wholly owned subsidiary of Mativ Holdings Inc (NYSE: MATV)., the directors of Mativ Holdings Inc. manage the Group's risks at a Group level, rather than at an individual subsidiary level. The principal risks and uncertainties of Mativ Holdings Inc, which include those of the Company, are discussed in the business review in the Group’s annual report which does not form part of this report. The key risks identified for the Company are: Economic and political risk: The Company’s activities expose it to political and economic uncertainty, eg trade relations, which affects market and financial stability. This is managed by; Regular risk assessments competed on macro-economic impact on key business areas, e.g. Supply Chain, Tax & People, Regulatory & Compliance requirements. Page 2
Scapa UK Limited Strategic Report (continued) For the Year Ended 31 December 2024 Principal risks and uncertainties (continued) Foreign exchange risk: The Company’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates. The net exposure is reduced as some sales and purchasing transactions are in foreign currency where appropriate. Credit risk: The Company’s principal financial assets are bank balances and trade and other receivables. The Company’s credit risk is primarily attributable to its trade receivables. The amounts presented in the balance sheets are net of allowances for doubtful receivables. The Company performs regular credit checks and monitoring on all significant customers. Liquidity risk: In order to maintain liquidity and to ensure that sufficient funds are available for ongoing operations and future developments, the Company uses inter group borrowings. Loss of a major customer: The Company operates in a competitive market which is a continuing risk to the Company and could result in the loss of sales to its competitors. The Company manages this risk by providing a high standard of service to its customers, responding quickly to customers’ requirements and maintaining strong relationships with them. Raw material pricing: The risk of increasing raw material prices and commodity market rises are a continuing risk to the Company and could impact on gross margins in the future. The Company seeks to minimise the impact of increasing prices by utilising the Group’s global supply chain function and using multi sourcing arrangements for its key materials.
Financial key performance indicators
The company's financial key performance indicators have been discussed above in the review of developments and performance during the year section.
Other key performance indicators
No non-financial KPIs have been presented as there are none monitored at the Scapa UK Limited level. Non-financial KPIs are only monitored on a Group basis. This report was approved by the board and signed on its behalf.
W Dickinson Director
Date: 28 August 2025
Page 3
Scapa UK Limited Directors' Report For the Year Ended 31 December 2024 The directors present their report and the financial statements for the year ended 31 December 2024.
Directors' responsibilities statement
The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the directors are required to: ∙select suitable accounting policies and then apply them consistently; ∙make judgements and accounting estimates that are reasonable and prudent; ∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Results and dividends
The loss for the year, after taxation, amounted to £1,334 k (2023 - loss £4,489 k). The directors do not recommend the payment of a dividend. Dividends paid in the year totalled £nil (December 2023: £nil).
Directors
The directors who served during the year were:
W Dickinson
V Rao (resigned 2 February 2024)
M Monaghan (appointed 24 March 2024, resigned 2 May 2025)
Future developments
Please see the paragraph included in the Strategic Report. Page 4
Scapa UK Limited Directors' Report (continued) For the Year Ended 31 December 2024
Disclosure of information to auditors
Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that: ∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and ∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
Post balance sheet events
There have been no post balance sheet events.
Auditors
The auditors, Hurst Accountants Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board and signed on its behalf.
W Dickinson Director
Date: 28 August 2025
Page 5
Scapa UK Limited Independent Auditors' Report to the Members of Scapa UK Limited
Opinion
We have audited the financial statements of Scapa UK Limited (the 'Company') for the year ended 31 December 2024, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, 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 101 ‘Reduced Disclosure Framework’ (United Kingdom Generally Accepted Accounting Practice). In our opinion the financial statements: ∙give a true and fair view of the state of the Company's affairs as at 31 December 2024 and of its 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Page 6
Scapa UK Limited Independent Auditors' Report to the Members of Scapa UK Limited (continued)
Opinion on other matters 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 the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: ∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or ∙the financial statements are not in agreement with the accounting records and returns; or ∙certain disclosures of directors' remuneration specified by law are not made; or ∙we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement set out on page 4, 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. Page 7
Scapa UK Limited Independent Auditors' Report to the Members of Scapa UK Limited (continued)
Auditors' 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 Auditors' 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: Identifying and assessing potential risks related to irregularities In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following: ∙The nature of the industry and sector in which the company operates; the control environment and business performance including key drivers for directors' remuneration, bonus levels and performance targets. ∙The outcome of enquiries of local management and parent company management, including whether management was aware of any instances of non-compliance with laws and regulations, and whether management had knowledge of any actual, suspected, or alleged fraud. ∙Supporting documentation relating to the Company's policies and procedures for: °Identifying, evaluating, and complying with laws and regulations °Detecting and responding to the risks of fraud ∙The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations. ∙The outcome of discussions amongst the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud. ∙The legal and regulatory framework in which the Company operates, particularly those laws and regulations which have a direct effect on the financial statements, such as the Companies Act 2006, pensions and tax legislation, or which had a fundamental effect on the operations of the Company, including General Data Protection requirements, and Anti-bribery and corruption. Audit response to risks identified Our procedures to respond to the risks identified included the following: ∙Reviewing the financial statements disclosures and testing to supporting documentation to assess compliance with the provisions of those relevant laws and regulations which have a direct effect on the financial statements. ∙Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud. ∙Evaluation of management’s controls designed to prevent and detect irregularities. ∙Enquiring of management about any actual and potential litigation and claims. ∙Performing analytical procedures to identify any unusual or unexpected relationships which may indicate risks of material misstatement due to fraud. Page 8
Scapa UK Limited Independent Auditors' Report to the Members of Scapa UK Limited (continued) We have also considered the risk of fraud through management override of controls by: ∙Testing the appropriateness of journal entries and other adjustments. We have used data analytics software to identify accounting transactions which may pose a heightened risk of material misstatement, whether due to fraud or error. ∙Challenging assumptions made by management in their significant accounting estimates, and assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and ∙Evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business. We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit. There are inherent limitations in the audit procedures described above, and the further removed non-compliance with laws and regulations are from the events and transactions reflected in the financial statements, the less likely we would become aware of them. 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 for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
Use of our report
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an 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. Helen Besant Roberts (Senior Statutory Auditor) for and on behalf of Hurst Accountants Limited Chartered Accountants & Statutory Auditors 3 Stockport Exchange Stockport SK1 3GG 2 September 2025 Page 9
Scapa UK Limited Statement of Comprehensive Income For the Year Ended 31 December 2024
| 2024 | 2023
Note | £000 | £000
Turnover | 4 | 30,716 | 31,882
Cost of sales |  | (27,994) | (29,695)
Gross profit |  | 2,722 | 2,187
Distribution costs |  | (833) | (899)
Administrative expenses |  | (2,854) | (3,155)
Other operating income | 5 | - | 12
Operating loss | 6 | (965) | (1,855)
Interest receivable and similar income | 9 | 464 | 404
Interest payable and similar expenses | 10 | (2,359) | (2,199)
Interest on defined benefit pension schemes | 11 | 100 | 206
Loss before tax |  | (2,760) | (3,444)
Tax on loss | 12 | 1,426 | (1,045)
Loss for the financial year |  | (1,334) | (4,489)
Other comprehensive expenditure: |  |  |
Items that will not be reclassified to profit or loss: |  |  |
Actuarial loss on defined benefit schemes | 26 | (310) | (1,381)
Movement on pension surplus not recognised | 26 | 310 | 1,381
Interest on defined benefit pension schemes | 11 | (100) | (206)
|  | (100) | (206)
Total comprehensive expenditure for the year |  | (1,434) | (4,695)
The notes on pages 13 to 35 form part of these financial statements.
Page 10
Scapa UK Limited Registered number: 03261510 Balance Sheet As at 31 December 2024
|  | 2024 |  | 2023
Note |  | £000 |  | £000
Fixed assets |  |  |  |  |
Tangible assets | 13 |  | 2,385 |  | 1,834
Investments | 14 |  | 20,001 |  | 20,001
|  |  | 22,386 |  | 21,835
Current assets |  |  |  |  |
Stocks | 15 | 4,580 |  | 3,991 |
Debtors: amounts falling due after more than one year | 16 | 12,459 |  | 10,808 |
Debtors: amounts falling due within one year | 16 | 5,605 |  | 9,595 |
Cash at bank and in hand | 17 | 1,176 |  | 1,587 |
|  | 23,820 |  | 25,981 |
Creditors: amounts falling due within one year | 18 | (5,521) |  | (5,828) |
Net current assets |  |  | 18,299 |  | 20,153
Total assets less current liabilities |  |  | 40,685 |  | 41,988
Creditors: amounts falling due after more than one year | 19 |  | (38,315) |  | (38,184)
Provisions for liabilities |  |  |  |  |
Other provisions | 22 |  | (1,117) |  | (1,117)
Net assets excluding pension asset/(liability) |  |  | 1,253 |  | 2,687
Pension asset/(liability) | 26 |  | - |  | -
Net assets |  |  | 1,253 |  | 2,687
Capital and reserves |  |  |  |  |
Called up share capital | 23 |  | - |  | -
Profit and loss account | 24 |  | 1,253 |  | 2,687
|  |  | 1,253 |  | 2,687
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
W Dickinson
Director
Date: 28 August 2025
The notes on pages 13 to 35 form part of these financial statements. Page 11
Scapa UK Limited Statement of Changes in Equity For the Year Ended 31 December 2024
| Called up share capital | Profit and loss account | Total equity
| £000 | £000 | £000
At 1 January 2023 | - | 7,383 | 7,383
Comprehensive income for the year |  |  |
Loss for the year | - | (4,489) | (4,489)
Interest on defined benefit scheme | - | (207) | (207)
Other comprehensive income for the year | - | (207) | (207)
Total comprehensive income for the year | - | (4,696) | (4,696)
At 1 January 2024 | - | 2,687 | 2,687
Comprehensive income for the year |  |  |
Loss for the year | - | (1,334) | (1,334)
Interest on defined benefit scheme | - | (100) | (100)
Other comprehensive income for the year | - | (100) | (100)
Total comprehensive income for the year | - | (1,434) | (1,434)
At 31 December 2024 | - | 1,253 | 1,253
| The notes on pages 13 to 35 form part of these financial statements.
Page 12
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024
1. | General information
Scapa UK Limited is a private company limited by share capital incorporated in England, number 03261510. The address of the registered office and principal place of business is 997 Manchester Road, Ashton Under Lyne, Manchester, OL7 0ED. The nature of the company's operation and its principal activity is the manufacture of adhesive foams and specialist tape into the industrial market. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework' and the Companies Act 2006. The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3). The following principal accounting policies have been applied:
| 2.2 | Financial Reporting Standard 101 - reduced disclosure exemptions
The Company has taken advantage of the following disclosure exemptions under FRS 101: ∙the requirements of IFRS 7 Financial Instruments: Disclosures ∙the requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15 Revenue from Contracts with Customers ∙the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of: - paragraph 79(a)(iv) of IAS 1; - paragraph 73(e) of IAS 16 Property, Plant and Equipment; ∙the requirements of IAS 7 Statement of Cash Flows ∙the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member This information is included in the consolidated financial statements of Mativ Holdings, Inc. as at 31 December 2024 and these financial statements may be obtained from the Company Secretary, Mativ Holdings Inc., 100 Kimball Place, Suite 600 Alpharetta, Georgia, 30009, USA. Page 13
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024 2.Accounting policies (continued)
| 2.3 | Exemption from preparing consolidated financial statements
The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of a state other than the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 401 of the Companies Act 2006. Copies of the consolidated financial statements of Mativ Holdings Inc. may be obtained from its registered office, Mativ Holdings Inc., 100 Kimball Place, Suite 600 Alpharetta, Georgia, 30009, USA.
| 2.4 | Going concern
At 31 December 2024 the Company had net current assets of £16,259k (2023: £20,153k) and made a loss before tax for the year of £2,760k (2023 : £3,444k loss). The directors are satisfied that the business remains resilient and has adapted to the current economic climate. The directors have prepared cash flow forecasts and are satisfied that the company will continue to be able to pay its debts as they fall due. Accordingly, the directors have prepared these financial statements on the fundamental assumption that the Company is a going concern.
| 2.5 | Impact of new international reporting standards, amendments and interpretations
The following new standards and amendments are effective for the period beginning 1 January 2024: ∙Classification of Liabilities as Current or Non-current (Amendments to IAS 1) ∙Non-current Liabilities with Covenants (Amendments to IAS 1) ∙Lease Liability in a Sale and Leaseback (Amendments to IFRS 16) ∙Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7) None of these amendments had any impact on the company
| 2.6 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is GBP. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges. Page 14
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024 2.Accounting policies (continued)
| 2.7 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: Sale of goods Revenue from the sale of goods is recognised on the satisfaction of performance obligations, such as the transfer of a promised good, identified in the contract between the Company and the customer. A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due. Revenue from the sale of goods is recognised when significant risks and rewards of ownership of the goods have transferred to the buyer, the amount of turnover can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the company and the costs incurred or to be incurred in respect of the transaction can be measured reliably. This is upon despatch of goods.
| 2.8 | Leases
The Company as a lessee The Company assesses whether a contract is or contains a lease, at inception of a contract. The Company recognises a right-of-use asset and a corresponding lease liability with respect to all lease agreements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets. For these leases, the Company recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date. This is discounted by an externally assessed incremental borrowing rate that reflects the individual lease characteristics, the currency and jurisdiction in which the lease is made and the term of the arrangement. Lease payments included in the measurement of the lease liability comprise: ∙fixed lease payments (including in-substance fixed payments), less any lease incentives; The lease liability is included in 'Creditors' on the Balance Sheet. The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease payments made. The Company did not make any such adjustments during the periods presented. The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses. Page 15
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024 2.Accounting policies (continued)
| 2.8 | Leases (continued)
Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Company expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease. The right-of-use assets are included in the 'Tangible Fixed Assets' line, in the Balance Sheet. The Company applies IAS 36 to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described in note 2.13. As a practical expedient, IFRS 16 permits a lessee not to separate non-lease components, and instead account for any lease and associated non-lease components as a single arrangement. The Company has used this practical expedient.
| 2.9 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.10 | Finance costs
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument. Page 16
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024 2.Accounting policies (continued)
| 2.11 | Pensions
Defined contribution pension plan The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations. The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds. Defined benefit pension plan The Company operates a defined benefit plan for certain employees. A defined benefit plan defines the pension benefit that the employee will receive on retirement, usually dependent upon several factors including but not limited to age, length of service and remuneration. A defined benefit plan is a pension plan that is not a defined contribution plan. The liability recognised in the Balance Sheet in respect of the defined benefit plan is the present value of the defined benefit obligation at the end of the balance sheet date less the fair value of plan assets at the balance sheet date (if any) out of which the obligations are to be settled. The defined benefit obligation is calculated using the projected unit credit method. Annually the company engages independent actuaries to calculate the obligation. The present value is determined by discounting the estimated future payments using market yields on high quality corporate bonds that are denominated in sterling and that have terms approximating to the estimated period of the future payments ('discount rate'). The fair value of plan assets is measured in accordance with the IFRS fair value hierarchy and in accordance with the Company's policy for similarly held assets. This includes the use of appropriate valuation techniques. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to other comprehensive income. These amounts together with the return on plan assets, less amounts included in net interest, are disclosed as 'Remeasurement of net defined benefit liability'. The cost of the defined benefit plan, recognised in profit or loss as employee costs, except where included in the cost of an asset, comprises: a) the increase in net pension benefit liability arising from employee service during the period; and b) the cost of plan introductions, benefit changes, curtailments and settlements. The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is recognised in profit or loss as a 'finance expense'. Page 17
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024 2.Accounting policies (continued)
| 2.12 | Current and deferred taxation
The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
| 2.13 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:
|  |  |  | Short-term leasehold property | - | Over primary period of lease
|  |  |  | Plant and machinery | - | Between 5 and 20 years
|  |  |  | Computer equipment | - | Between 3 and 8 years
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss. Page 18
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024 2.Accounting policies (continued)
| 2.14 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
| 2.15 | Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis. Work in progress and finished goods include labour and attributable overheads. At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
| 2.16 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.17 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
| 2.18 | Creditors
Creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Creditors are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.
| 2.19 | Holiday pay accrual
A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the balance sheet date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the balance sheet date.
| 2.20 | Provisions for liabilities
Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made. Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties. Increases in provisions are generally charged as an expense to profit or loss.
| 2.21 | Financial instruments
Page 19
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024 2.Accounting policies (continued)
| 2.21 | Financial instruments (continued)
The Company recognises financial instruments when it becomes a party to the contractual arrangements of the instrument. Financial instruments are de-recognised when they are discharged or when the contractual terms expire. The Company's accounting policies in respect of financial instruments transactions are explained below: Financial assets and financial liabilities are initially measured at fair value. Financial assets All recognised financial assets are subsequently measured in their entirety at either fair value or amortised cost, depending on the classification of the financial assets. Impairment of financial assets The Company always recognises lifetime ECL for trade receivables and amounts due on contracts with customers. The expected credit losses on these financial assets are estimated based on the Company's historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate. Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument. Financial liabilities At amortised cost Financial liabilities which are neither contingent consideration of an acquirer in a business combination, held for trading, nor designated as at fair value through profit or loss are subsequently measured at amortised cost using the effective interest method. This is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or where appropriate a shorter period, to the amortised cost of a financial liability. Page 20
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024
3. | Judgements in applying accounting policies and key sources of estimation uncertainty
Preparation of the financial statements requires management to make significant judgements and estimates that effect amounts recognised for assets and liabilities at the reporting date and the amount of revenue and expenses incurred during the reporting period. Actual outcomes may differ from these judgements, estimates and assumptions. The judgements, estimates and assumptions that have the most significant effect on the carrying value of the assets and liabilities of the Company as at 31 December 2024 are set out below. Critical judgements in applying the Company's accounting policies In the process of applying the Company's accounting policies, which are described above, the directors have made the following judgements which have a significant effect on the amounts recognised in the financial statements (apart from those involving estimations, which are dealt with below) and/or have involved particularly complex or involving subjective assessments: The Pension scheme, when measured under IAS 19, resulted in a surplus of £2.1m and the recognition of this surplus was assessed in-line with IFRIC 14. This states that the pension surplus can be recognised in the accounts if the Company can demonstrate an unconditional right to a refund in the circumstances specified in IFRIC 14. As the Company cannot demonstrate an unconditional right to a refund, no surplus has been recognised for the defined benefit scheme in the Company accounts. Key sources of estimation uncertainty Key sources of estimation uncertainty are as follows: Defined benefit pension scheme Accounting for retirement benefit schemes under IAS 19 (revised) requires an assessment of the future benefits payable in accordance with the actuarial assumptions. The future assumptions in relation to the discount rate applied in the calculation of scheme liabilities which are set out in note 27, represent a key source of uncertainty for the Company. The Company also applies sensitivities to these assumptions to assess the financial impact; these sensitivities are set out in note 27. Dilapidation provision The company have a dilapidation provision for the leasehold property in Ashton totalling £1.1m (2023: £1.1m). The amount disclosed in note 23 represents the Company's best estimate of the expectation arising from the reinstatement of the Ashton property. Page 21
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| External | 17,457 | 16,937
| Intercompany | 13,259 | 14,945
|  | 30,716 | 31,882
Analysis of turnover by country of destination:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| United Kingdom | 8,648 | 7,643
| Rest of Europe | 18,935 | 20,803
| Rest of the world | 3,133 | 3,436
|  | 30,716 | 31,882
5. | Other operating income
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Sundry income | - | 12
| Sundry income relates to intercompany recharges for intellectual property.
6. | Operating loss
| The operating loss is stated after charging/(crediting):
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Depreciation of tangible fixed assets | 591 | 399
| Exchange differences | 146 | 94
| Defined contribution pension cost | 298 | 276
| Cost of stocks recognised as an expense | 3,535 | 5,401
Page 22
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024
7. | Auditors' remuneration
| During the year, the Company obtained the following services from the Company's auditors:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Fees payable to the Company's auditors for the audit of the Company's financial statements | 37 | 35
| All other services | 2 | 2
8. | Employees
| Staff costs were as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Wages and salaries | 5,673 | 4,915
| Social security costs | 579 | 481
| Cost of defined contribution scheme | 298 | 276
|  | 6,550 | 5,672
| Directors’ remuneration Directors are remunerated through another Group company and their costs are not recharged as no practical allocation could be made.
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2024 | 2023
|  |  | No. | No.
|  | Office and management | 27 | 26
|  | Research and development | 4 | 4
|  | Operations | 90 | 91
|  |  | 121 | 121
Page 23
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024
9. | Interest receivable
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Interest receivable from group companies | 445 | 384
| Other interest receivable | 19 | 20
|  | 464 | 404
10. | Interest payable and similar expenses
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Interest on right of use assets | 48 | 9
| Loans from group undertakings | 2,311 | 2,190
|  | 2,359 | 2,199
11. | Other finance costs
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Interest income on pension scheme assets | 1,362 | 1,383
| Net interest on net defined benefit liability | (1,262) | (1,177)
|  | 100 | 206
Page 24
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024
12. | Taxation
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Corporation tax |  |
| Current tax on profits for the year | (1,145) | -
| Adjustments in respect of previous periods | (227) | 104
| Total current tax | (1,372) | 104
| Deferred tax |  |
| Origination and reversal of timing differences | 670 | 1,005
| Adjustments in respect of previous periods | (724) | (64)
| Total deferred tax | (54) | 941
| Tax on loss | (1,426) | 1,045
| Factors affecting tax charge for the year
| The tax assessed for the year is lower than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 23.5%). The differences are explained below:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Loss on ordinary activities before tax | (2,760) | (3,444)
| Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%) | (690) | (809)
| Effects of: |  |
| Expenses not deductible for tax purposes | - | 29
| Income not deductible for tax purposes | (25) | -
| Other taxes | 5 | -
| Adjustments to tax charge in respect of prior periods | (277) | 40
| Adjustments to tax charge in respect of prior periods - deferred tax | (724) | -
| Remeasurement of deferred tax for changes in tax rates | 50 | 75
| Research and development tax credits | 19 | -
| Group relief surrendered | 1,366 | 1,710
| Receipts for group relief | (1,150) | -
| Total tax charge for the year | (1,426) | 1,045
Page 25
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024 12.Taxation (continued)
| Factors that may affect future tax charges
There were no factors that may affect future tax charges.
13. | Tangible fixed assets
|  | Short-term leasehold property | Plant and machinery | Other fixed assets | Total
|  | £000 | £000 | £000 | £000
| Cost or valuation |  |  |  |
| At 1 January 2024 | 2,701 | 13,829 | 177 | 16,707
| Additions | 12 | 650 | 480 | 1,142
| Disposals | - | (209) | - | (209)
| Transfers between classes | - | 177 | (177) | -
| At 31 December 2024 | 2,713 | 14,447 | 480 | 17,640
| Depreciation |  |  |  |
| At 1 January 2024 | 2,688 | 12,185 | - | 14,873
| Charge for the year on owned assets | 1 | 377 | - | 378
| Charge for the year on right-of-use assets | - | 213 | - | 213
| Disposals | - | (209) | - | (209)
| At 31 December 2024 | 2,689 | 12,566 | - | 15,255
| Net book value |  |  |  |
| At 31 December 2024 | 24 | 1,881 | 480 | 2,385
| At 31 December 2023 | 14 | 1,643 | 177 | 1,834
| The net book value of owned and leased assets included as "Tangible fixed assets" in the Balance Sheet is as follows:
|  | 2024 | 2023
|  | £000 | £000
| Tangible fixed assets owned | 1,756 | 1,478
| Right-of-use tangible fixed assets | 628 | 356
|  | 2,384 | 1,834
Page 26
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024 13.Tangible fixed assets (continued)
| Information about right-of-use assets is summarised below:
| Net book value
|  |  |  | 2024 | 2023
|  |  |  | £000 | £000
| Plant, fixtures, computer systems and software | 628 | 356
| Depreciation charge for the year ended
|  |  |  | 2024 | 2023
|  |  |  | £000 | £000
| Plant, fixtures, computer systems and software | 213 | 105
14. | Fixed asset investments
|  | Investments in subsidiary companies
|  | £000
| Cost |
| At 1 January 2024 | 20,001
| At 31 December 2024 | 20,001
| Scapa UK Limited has invested in a Scottish Limited Partnership (SLP) called Scapa Limited Partnership, registered address 13 Queen’s Road, Aberdeen, AB15 4YL. This investment makes Scapa UK Limited, the limited partner of the SLP and additionally gives Scapa UK Limited the capital rights to all partnership assets after a set order of income distributions. The investment in the SLP is held as a fixed asset investment and is carried at cost less impairment.
15. | Stocks
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Raw materials and consumables | 2,484 | 2,368
| Work in progress | 634 | 423
| Finished goods | 1,462 | 1,200
|  | 4,580 | 3,991
Page 27
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024
16. | Debtors
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Due after more than one year |  |
| Amounts owed by group undertakings | 7,706 | 6,000
| Deferred tax asset | 4,753 | 4,808
|  | 12,459 | 10,808
| Amounts owed by group undertakings includes an unsecured loan of £7,706,000 accruing interest at SONIA plus 4.7% and is repayable on or before 30 June 2029.
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Due within one year |  |
| Trade debtors | 2,185 | 2,643
| Amounts owed by group undertakings | 2,202 | 6,379
| Other debtors | 1,043 | 416
| Prepayments and accrued income | 175 | 157
|  | 5,605 | 9,595
| Amounts owed by group undertakings due within one year are unsecured, interest free and repayable on demand. An impairment loss of £1,771 (£2023: £35,545 gain) was recognised in the year against trade debtors.
17. | Cash and cash equivalents
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Cash at bank and in hand | 1,176 | 1,587
Page 28
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024
18. | Creditors: Amounts falling due within one year
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Trade creditors |  | 3,482 | 3,269
| Amounts owed to group undertakings |  | 562 | 809
| Lease liabilities |  | 177 | 145
| Other creditors |  | 66 | 51
| Accruals and deferred income |  | 1,234 | 1,554
|  |  | 5,521 | 5,828
| Amounts owed to group undertakings due within one year are interest free, unsecured and repayable on demand.
19. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Lease liabilities |  | 375 | 245
| Amounts owed to group undertakings |  | 37,940 | 37,939
|  |  | 38,315 | 38,184
| Amounts owed to group undertakings due after more than one year constitute loans are unsecured and carry interest at a variable rate between 2.26% and 4.83%. Of the outstanding balance, £13k is due to mature in 2028 and £37,927k is due to mature in 2038.
Page 29
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024
20. | Leases
| Company as a lessee
| The Company leases land, buildings, vehicles, and equipment under non-cancelable lease agreements. The leases have varying terms, including escalation clauses, renewal rights and purchase options. None of these terms represents unusual arrangements or create material onerous or beneficial rights of obligations. Information about leases for which the Company is a lessee is presented below.
| Lease liabilities are due as follows:
|  |  |  | 2024 | 2023
|  |  |  | £000 | £000
| Not later than one year | 177 | 145
| Between one year and five years | 375 | 245
|  | 552 | 390
| The following amounts in respect of leases, where the Company is a lessee, have been recognised in profit or loss:
|  |  |  | 2024 | 2023
|  |  |  | £000 | £000
| Depreciation expense | 213 | 105
| Interest on lease liabilities | 48 | 9
21. | Deferred taxation
|  | 2024 | 2023
|  | £000 | £000
| At beginning of year | 4,808 | 5,749
| Charged to profit or loss | (55) | (941)
| At end of year | 4,753 | 4,808
| The deferred tax asset is made up as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Accelerated capital allowances | 1,940 | 2,219
| Tax losses carried forward | 2,813 | 2,589
|  | 4,753 | 4,808
Page 30
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024
22. | Provisions
|  | Dilapidations provision
|  | £000
| At 1 January 2024 | 1,117
| At 31 December 2024 | 1,117
| The reorganisation and leasehold commitments provision relates to the dilapidation for leasehold property of £1.1m (2023: £1.1m). The Company leases a site in Ashton where it is required to complete dilapidation and reinstatement work before the end of the tenancy. The amount shown above represents the Company's best estimate of the expectation arising from the reinstatement of the Ashton property.
23. | Share capital
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
|  | Allotted, called up and fully paid |  |
|  | 4 (2023 - 4) Ordinary shares of £1 each | - | -
24. | Reserves
Profit and loss account Comprises all current and prior period retained profit and losses.
25. | Capital commitments
At 31 December 2024, the Company had capital commitments, which were contracted for but not provided for in these financial statements of £2,887k (2023: £62k). Page 31
Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024
26. | Pension commitments
Defined contribution scheme The Company operates a defined contribution pension scheme in the UK. Employer's contributions are charged to the profit and loss account as incurred. The total pension cost for the Company in respect of this scheme for the period ended December 2024 was £298k (2023: £276k). Outstanding contributions as at December 2024 totalled £Nil (2023: £Nil). Defined benefit scheme The Company operates a Defined Benefit Pension Scheme. The Company is a sponsoring employer to the Scapa Group Limited Pension Scheme, which has the assets and liabilities of former UK employees. The scheme has been closed to new members and future accrual since 2007/08 and is wholly funded by the sponsoring employers, Scapa Group Limited and Scapa UK Limited. The assets of the scheme are held separately from the Company under Trust and both the assets and liabilities are held on a non-sectionalised basis. The scheme is managed by a professional trustee. Scheme assets are stated at their market value as at 31 December 2024. The next formal triennial valuation is due 1 April 2026 and will be completed no later than 30 September 2027. The expected investment returns have been calculated using the weighted average of the expected investment returns for the different asset classes. The expected return on investments for the UK scheme is set out in the table in this note. The assumptions relating to UK longevity underlying the pension liabilities at the balance sheet date are based on standard actuarial mortality tables, with adjustments to reflect actual experience. For the period to 31 December 2024, the IAS 19 calculations have been performed using standard actuarial tables known as S3PA. Future improvements in mortality have been allowed for using the core CMI 2023 model, with a long-term rate of improvement of 1.00% per annum. In the current period these tables have been adjusted with a loading to reflect the geographic membership profile of the scheme. During the year to March 2016 a postcode mortality exercise was conducted on the scheme's membership. The results of this exercise showed that a best estimate adjustment to the base table used by the formal triennial actuarial valuation was 115% for all members. This assumption, reducing the expected longevity of members, has been used in the disclosures.
| Reconciliation of present value of plan liabilities:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Reconciliation of present value of plan liabilities |  |
| At the beginning of the year | 29,460 | 25,295
| Interest cost | 1,262 | 1,177
| Actuarial (gains)/losses | (2,480) | 4,176
| Benefits paid | (2,206) | (2,144)
| Transfer of DC with DB underpin to DB | - | 956
| At the end of the year | 26,036 | 29,460
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Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024 26.Pension commitments (continued)
| Reconciliation of present value of plan assets:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| At the beginning of the year | 31,898 | 29,114
| Interest income | 1,362 | 1,383
| Actuarial gains/(losses) | (2,517) | 1,693
| Contributions | - | 1,168
| Benefits paid | (2,206) | (2,144)
| Expenses paid | (372) | (272)
| Transfer of DC with DB underpin to DB | - | 956
| At the end of the year | 28,165 | 31,898
| Composition of plan assets:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Corporate bonds | 14,320 | 18,265
| Fixed interest government bonds | 7,336 | 6,593
| Index linked government bonds | 6,281 | 5,853
| Cash | 228 | 1,187
| Total plan assets | 28,165 | 31,898
| Net Pension Scheme Asset/Liability
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Fair value of plan assets | 28,165 | 31,898
| Present value of plan liabilities | (26,036) | (29,460)
| Cumulative surplus not recognised | (2,129) | (2,438)
| Net pension scheme liability | - | -
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Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024 26.Pension commitments (continued)
| The amounts recognised in profit or loss are as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £000 | £000
| Interest on obligation | (1,262) | (1,177)
| Interest income on plan assets | 1,362 | 1,383
| Total | 100 | 206
| The Company expects to contribute £NIL to its Defined Benefit Pension Scheme in 2025.
| Actuarial assumptions
| Principal actuarial assumptions at the balance sheet date (expressed as weighted averages):
|  | 2024 | 2023
|  | % | %
| Discount rate | 5.35 | 4.50
| RPI inflation assumption (non-pensioner) | 3.20 | 3.10
| CPI inflation assumption (non-pensioner) | 2.60 | 2.40
| Amount of pension commuted for cash | 23.50 | 23.50
| Mortality rates |  |
| - for a male aged 65 now | 20.2 | 20.2
| - at 65 for a male aged 45 now | 21.2 | 21.1
| - for a female aged 65 now | 22.9 | 22.8
| - at 65 for a female member aged 45 now | 24.0 | 23.9
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Scapa UK Limited Notes to the Financial Statements For the Year Ended 31 December 2024 26.Pension commitments (continued)
| Assumed healthcare cost trend rates have a significant effect on the amounts recognised in profit or loss. A half percentage point change in assumed healthcare cost trend rates would have the following effects:
|  | 2024 | 2023
| Discount rate + 0.25% (2023: + 0.50%) | (582) | (3,718)
| Inflation rate + 0.25% (2023: + 0.50%) | 236 | 1,242
| Amounts for the current and previous four periods are as follows:
|  | 2024 | 2023 | 2022 | 2021 | 2020
|  | £000 | £000 | £000 | £000 | £000
| Defined benefit obligation | (26,036) | (29,460) | (25,295) | (47,394) | (48,301)
| Fair value of plan assets | 28,164 | 31,898 | 29,114 | 51,780 | 50,303
| Cumulative asset restriction | (2,128) | (2,438) | (3,819) | (4,386) | (2,002)
| Surplus | - | - | - | - | -
| Experience adjustments on scheme liabilities | 2,480 | (4,176) | 19,757 | (1,016) | (5,212)
| Experience adjustments on scheme assets | (2,517) | 1,693 | (21,818) | 2,676 | 3,708
|  | (37) | (2,483) | (2,061) | 1,660 | (1,504)
27. | Related party transactions
| The pension scheme is a related party to the Company; there were no contributions outstanding at the period end. The Company is exempt under the terms of FRS 101 paragraph 8(j) from disclosing related party transactions entered into between two or more members of a group provided that any subsidiary which is party to a transaction is wholly owned by a member. There are no other related party transactions.
28. | Controlling party
The Company’s immediate parent company is Porritts & Spencer Limited, a company incorporated in England and Wales, registration number 00134606. The registered address is Manchester Road, Ashton Under Lyne, Manchester, OL7 0ED. The ultimate parent undertaking and controlling party is Mativ Holdings Inc., which is the parent undertaking of the smallest and largest group to consolidate these financial statements. Copies of the consolidated financial statements of Mativ Holdings Inc. may be obtained from its registered office, from the Company Secretary, Mativ Holdings Inc., 100 Kimball Place, Suite 600 Alpharetta, Georgia, 30009, USA.
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