The directors present the strategic report for the year ended 31 December 2024.

The last quarter of 2024 saw the peak in operational activities for the year, as anticipated in 2023’s strategic report. This high-activity period ensured the revenue of £11.4m (2023 - £12.1m) was successfully achieved. Emphasis on maintaining targeted job margins and cost controls resulted in maintaining positive EBITDA of £931,435 (2023 - £1,197,835).

The group executed all projects for the year at higher than industry-standard levels of safety, without incident, continuing and improving Cat Tech’s proud heritage of high safety standards. Historically, Cat Tech Asia Pacific Pte. Ltd (based in Singapore), was largely dependent on modest, but consistent projects with Exxon. A change to this contract with Exxon late in 2023, required the restructure in Singapore’s labour force and a change to the sales strategy. The strategy to identify large projects and broaden the regions footprint, was implemented. The restructure in Singapore was successful making it the top-performing region for the year. As a result of this change with Exxon, the group completed fewer projects 161 (195 – 2023), however, the projects were of higher average value.

The catalyst handling market appears to have returned to the pre-covid market levels. The group’s pipeline is being converted to secured earlier, indicating more pre-planning at the refineries and less re-active or emergency projects arising. Although projects remain non-linear, the pre-planning at the refineries reduces the volatility and reactiveness in the market.

The bank overdraft facility with HSBC of £200,000 was reviewed and has been extended. Cat Tech Europe Ltd’s invoice factoring facility was also renewed by the funders. During June 2024, Cat Tech Asia Pacific Ptd Ltd was approved for a SGD $1,500,000 invoice factoring facility in Singapore for Singaporean companies. This facility was renewed. Cat Tech LLC’s invoice factoring facility, has no set expiry date and relations with the financiers remain on favourable standings.

Post year end, Cat Tech was able to acquire the assets of a competitor in the USA market. This was a substantial strategic and financial acquisition, which will allow the region to gain traction for greater penetration in the USA market. The directors’ identify the USA as the region with the greatest growth potential. During May 2025, the USA region also completed Cat Tech’s largest project since the MBO. The safe, efficient and successful completion of this project has established Cat Tech as a serious contender in this market, with other refineries with similar reactors, already engaging with Cat Tech for their future projects.

Changes in Shareholding and Capital Structure

During December 2024, Maven Capital Partners PLC’s exit was negotiated and executed, after supporting the company for 12 years since the MBO in 2012. To this end, an affiliated enterprise invested USD $1.3m in new stocks in Cat Tech LLC for a 20% holding of the USA region. Maven, also continues to support the company after the divestment, through a minority percentage equity holding and a secured loan note of £800,000 at 5% rolled-up interest, until December 2029. The result of Maven’s divestment and the new investment can be seen in the substantial improvement in the balance sheet position of the group, net current and non-current liabilities position 2024 and 2023.

Business Model

Our business model is centred on delivering safe, efficient, and high-quality catalyst handling services to the global refining, petrochemical, and chemical industries. We specialize in the unloading, loading, and maintenance of catalysts within reactors and process vessels, operating in both inert and non-inert environments.

We create value through a combination of technical expertise, operational excellence, and a strong safety culture. Our services are typically delivered project-based contracts and master services agreements, ensuring recurring revenue and strong client relationships. We differentiate ourselves through:

Specialist Workforce

Our highly trained technicians are certified to operate in confined spaces and under inert conditions, ensuring compliance with the highest safety and environmental standards.

Innovation and Equipment

We invest in proprietary tools and remote handling technologies to improve efficiency, reduce downtime, and minimize risk to personnel.

Global Reach with Local Presence

With operational bases in key industrial hubs, we provide rapid mobilization and localized support to clients worldwide.

Sustainability Focus

We support our clients’ decarbonization goals by optimizing catalyst performance and reducing turnaround times, contributing to lower emissions and improved energy efficiency.

Our business model is resilient and scalable, enabling us to adapt to market fluctuations while pursuing growth opportunities in emerging markets and further market penetration.

The Group operates in a highly specialized, project-driven environment, which presents a range of operational, financial, and strategic risks. The Board regularly reviews these risks and implements mitigation strategies to ensure the business remains resilient and responsive to emerging challenges. The principal risks and uncertainties facing the Group are outlined below:

Project timing and revenue recognition

Due to the nature of our business, revenue is concentrated around large, discrete projects. Delays in project start dates or cancellations can lead to significant fluctuations in revenue and cash flow.

The group utilizes bespoke software to track and manage the pipeline, proactively. Projects of strategic importance are identified up to two years in advance, relationships are developed and competitive pricing is presented to ensure these potential projects are converted into our secured pipeline. Our regional diversity counteracts seasonal fluctuations, ensuring we always have a live project somewhere in the world.

Health, Safety and Environmental (HSE) Risks

Catalyst handling involves confined space entry and inert atmosphere work, posing inherent safety risks.

Cat Tech regards the health and safety of its staff and contractors as the highest priority. Our rigorous industry leading standard operating procedures exceed the industry standards. We continually update these procedures and execute training on a continuous basis. Fully integrated and bespoke systems developed for the business allow for continued monitoring, reporting, and communication of all activity in a timely manner to achieve these high standards and continue the proud safety record it has gained over its history.

Labour availability and retention

Skilled employee recruitment, retention and manpower availability remain a risk to the company. Our investment in training, development and continued review of our pay and benefits policies ensures the company stays competitive. Our global footprint provides access to global manpower resources across all our regions, further mitigating this risk.

Credit Risk

The group’s principal financial assets are trade receivables, through customers in the refining, petrochemical and chemical sectors.

The majority these customers are international blue-chip companies limiting the credit risk to the receivables. Internal policies restrict terms for non-blue-chip companies to mitigate credit risk from our smaller customers, along with mobilisation fees being charge where appropriate to minimise the risk of uncompensated costs.

Liquidity Risk

Project based cash flow is non-linear and can result in short term liquidity pressure.

The group is modelled on a very low overheads, to ensure minimal resources are utilised when there are less live projects. Short-term debt finance through invoice factoring facilities are utilised to maintain liquidity, and ensure there is sufficient working capital to execute ongoing projects. Working capital is shared across regions, globally, providing a pool of working capital which can be utilized in any region to mobilise from, for future projects. During 2024, cash flow management software was implemented to assist with efficiently managing a very disciplined working capital policy.

Foreign exchange and Geopolitical risk

International operations expose the group to currency fluctuations and geopolitical instability.

The group has utilised foreign exchange forward contracts to hedge these exposures, where projects are contracted in a currency foreign to that specific region. As the group operates in multiple regions, the foreign currency exchange rate risk to the cost of overheads is mitigated as each region generates revenue and pays its cost in local currency. For projects in more unstable geopolitical environments, additional insurance policies are installed and costed into the individual project, prior to bidding.

Safety remains the foremost priority within the business. The organization continues to employ a range of established key performance indicators to monitor both quantitative and qualitative aspects, ensuring the maintenance of a secure working environment. Ongoing training and procedural updates are essential to this commitment, with safety being paramount in all operations. Throughout the year, the board-led initiative successfully increased the number of site inspections to 152 for the year (2023: 118). Consequently, there was an increase in reported near misses from 17 to 20. However, the board views this increase as indicative of heightened proactive safety awareness. The fully integrated systems ensure the timely recording, analysis, and investigation of all field-related incidents. Additionally, the company closely monitors its environmental impact and takes measures to minimize it wherever possible. The top two KPIs, Lost Time Injuries (LTIs) and Recordable Incidents, remained at zero for both years.

The bespoke management system integrates the safety, financial and operational models, allowing management to monitor key performance indicators in a live and continually up-to-date basis. Management also uses tried and trusted key performance indicators to manage the financial affairs of the business. The principal financial KPIs being; gross profit margin achieving 38.9% (2023 - 39.3%) earnings before interest, depreciation, and amortization (EBITDA), achieving 8.2% for the year, (2023 – 9.9%).

The directors believe that the synergies and support between the regions are a major strength, along with the sharing of resources, including equipment, people and working capital. This gives the group a uniqueness, compared to the competition, and a strategic edge in the markets wherein the group operates.

Our strategy is focused on delivering sustainable growth, operational excellence, and long-term value creation in the specialist field of catalyst handling. We aim to strengthen our position as a trusted partner to the global refining, petrochemical, and chemical industries by focusing on the following strategic priorities:

Diversification and market expansion

We are actively expanding our client base across geographies, specifically, North America and South East Asia. We have begun diversifying into adjacent industries such as renewable fuels and hydrogen, reducing our dependence on oil and gas. We are already world leaders for ammonia reactors and aim to be on the leading edge of the alternative fuels sector.

Operational Excellent and Safety Leadership

We continue to invest in training, safety systems, and process optimization to maintain our industry-leading safety record and deliver projects on time and within budget. Our goal is to be the safest and most reliable catalyst handling partner in the market.

Innovation and technology investment

We are developing and deploying advanced tools and remote handling technologies to improve efficiency, reduce downtime, and minimize risk to personnel. Innovation is central to our value proposition and competitive differentiation. As part of the acquisition of the USA competitors assets, we were also granted the exclusive utilize rights of the competitor’s patented technology for North American, providing even further technological options to our customers.

Sustainable growth and ESG integration

We are aligning our operations with environmental, social, and governance (ESG) principles by reducing emissions, improving energy efficiency, and supporting our clients’ decarbonization goals. Sustainability is embedded in our long-term strategy.

Financial resilience and scalable infrastructure

We are strengthening our financial position through disciplined working capital management, strategic utilize of invoice discounting, and investment in scalable infrastructure to support future growth. Our aim is to convert the net liability position on the balance sheet into a net asset position by year end 2025.

On behalf of the board

The directors present their annual report and financial statements for the year ended 31 December 2024.

The principal activity of the company and group continued to be that of catalyst handling, serving both the refining and petrochemical industries.

The results for the year are set out on page 11.

No ordinary dividends were paid. The directors do not recommend payment of a dividend.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

The auditor, BHP LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

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

• select suitable accounting policies and 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 group and company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

We have audited the financial statements of Cat Tech International Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

• give a true and fair view of the state of the group's and 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 United Kingdom Generally Accepted Accounting Practice; and

• have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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 group's and parent 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 auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

• the information given in the 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.

In the light of the knowledge and understanding of the group and the parent company and their 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 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.

As explained more fully in the directors' responsibilities statement, 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 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 the directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

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

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

• the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

• we identified the laws and regulations applicable to the Group through discussions with directors and other management, and from our commercial knowledge and experience of the trade;

• we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Group;

• we assessed the extent of compliance with the laws and regulations considered above through making enquiries of management and inspecting legal correspondence; and

• identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the group’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by;

• making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

• considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risks of fraud through management bias and override controls, we:

• performed analytical procedures to identify any unusual or unexpected relationships;

• tested journal entries to identify unusual transactions;

• assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and

• investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

• agreeing financial statement disclosures to underlying supporting documentation;

• reading the minutes of meetings of those charged with governance;

• enquiring of management as to actual and potential litigation and claims; and

• discussions with senior management regarding relevant regulations and reviewing the group’s legal and professional fees.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the director’s and other management and the inspection of regulatory and legal correspondence.

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

Use of our report

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

The profit and loss account has been prepared on the basis that all operations are continuing operations.

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £80,793 (2023 - £1,881,393 profit).

Cat Tech International Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 1 South Park Road, South Park Industrial Estate, Scunthorpe, North Lincolnshire, DN17 2BY.

The group consists of Cat Tech International Limited and all of its subsidiaries.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared on the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

• Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

• Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated financial statements incorporate those of Cat Tech International Limited and all of its subsidiaries (ie entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits).

All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

For the financial year ended 31 December 2024 the group generated a profit of £1.2m for the year and it’s net liabilities have reduced from £2.9m to £0.7m.

The directors have prepared profit and cash flow forecasts for the period to 31 December 2026. The forward order book and pipeline have been reviewed in detail on a project-by project basis using the weighted probability approach to assess income from future opportunities. Market intelligence on potential impacts on the pipeline and factors that may affect revenue realisation have also been considered in developing the forecasts. Sensitivities have been applied to give confidence to the outlook.

Trade post year end has been positive and has exceeded budgets for the 2025 financial year to date and the forecasts indicate that the group will continue to generate profits and operate within in its agreed banking facilities.        

All the above factors, along with the extension of the Secured Loan Note until 2029, have been considered in a full review up to the end of December 2026 for all regions, customers, and respective cost bases. These have been based on an overall set of prudent assumptions and consideration of the downside risk.

At the time of approving the financial statements, the directors have a reasonable expectation that the company and group have adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. This is normally recognised in line with the invoicing terms as and when a project is completed.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

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

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

Government grants relating to turnover are recognised as income over the periods when the related costs are incurred. Grants relating to an asset are recognised in income systematically over the asset's expected useful life. If part of such a grant is deferred it is recognised as deferred income rather than being deducted from the asset's carrying amount.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

An analysis of the group's turnover is as follows:

The average monthly number of persons (including directors) employed by the group and company during the year was:

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2023 - 1).

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

The net carrying value of tangible fixed assets in respect of assets held under finance leases or hire purchase contracts is £59,737 (2023: £95,058).

Details of joint ventures at 31 December 2024 are as follows:

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

As a result of the restructure during the year, the repayment date of the secured loan notes was extended to December 2029. The remaining loan notes bear interest at 5%.The loan notes are secured by a fixed charge over the assets of the group and its subsidiaries.

Deferred tax assets and liabilities are offset where the group or company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances for financial reporting purposes:

The deferred tax liability set out above is expected to reverse and relates to accelerated capital allowances.

Ordinary A shares have voting rights. Dividends are payable on a non-cumulative basis to the holders of the A shares. Ordinary C shares have no voting rights. If dividends of £1,000,000 per share have been received in respect of A shares in one accounting period then further profits may be applied to the holders of C shares.

On 20th December 2024 5,280,000 B Ordinary shares of £0.01 each and 75,820,000 C Ordinary shares of £0.0001 each were cancelled. The amount standing to the credit of the share premium account was also reduced by £750,618 and the amount by which the share premium account is so reduced is credited to the Company's profit and loss account.

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

Other reserves represents the difference between the equity investment for 20% of Cat Tech USA LLC and the non-controlling interest.

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

The company has taken exemption conferred by paragraph 33.1.A of FRS 102 not to disclose transactions with its wholly owned subsidiaries.

During the year, Tri-Five Real Estate Holdings, a company controlled by Mr K Thew, made an equity investment of £1,038,268 for a 20% holding of Cat Tech LLC.

During the year rent of £68,800 has been paid to Catalyst Technicians Ltd, a company controlled by Mr K Thew (2023: £64,900).

During the year rent of £164,455 (2023: £181,665) has been paid to Tri-Five (Holdings and Real Estate), a company controlled by Mr K Thew. £135,809 (2023: £122,578) was also paid to Tri-Five (Holdings and Real Estate) in relation to other costs such as services and materials.

During the year, Cat Tech International invested £nil (2023: £61,444) in to Cat Tracer UK Limited, which is a 50% joint venture.