Company registration number 13668801 (England and Wales)
BADGER METER UK LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
BADGER METER UK LIMITED
CONTENTS
Page
Company information
1
Balance sheet
2
Notes to the financial statements
3 - 10
BADGER METER UK LIMITED
COMPANY INFORMATION
- 1 -
Directors
Mr K C Bockhorst
Mr N J Gemmell
Mr M Stuyvenberg
Mr M Steiner
Secretary
Mr N J Gemmell
Company number
13668801
Registered office
Unit 1&2 Gatehead Business Park
Delph New Road
Delph
Oldham
Greater Manchester
England
OL3 5DE
Auditor
Xeinadin Audit Limited
Riverside House Kings Reach Business Park
Yew Street
Stockport
Cheshire
United Kingdom
SK4 2HD
BADGER METER UK LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2024
31 December 2024
- 2 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
4
1,626,884
1,830,245
Tangible assets
5
61,306
32,830
1,688,190
1,863,075
Current assets
Stocks
1,159,709
961,939
Debtors
6
1,554,417
1,024,908
Cash at bank and in hand
1,203,144
1,849,477
3,917,270
3,836,324
Creditors: amounts falling due within one year
7
(1,604,739)
(1,434,028)
Net current assets
2,312,531
2,402,296
Total assets less current liabilities
4,000,721
4,265,371
Provisions for liabilities
-
0
6,447
Net assets
4,000,721
4,271,818
Capital and reserves
Called up share capital
2
2
Share premium account
4,025,840
4,025,840
Profit and loss reserves
(25,121)
245,976
Total equity
4,000,721
4,271,818

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

The financial statements were approved by the board of directors and authorised for issue on 12 August 2025 and are signed on its behalf by:
Mr M Stuyvenberg
Director
Company registration number 13668801 (England and Wales)
BADGER METER UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
1
Accounting policies
Company information

Badger Meter UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit 1&2 Gatehead Business Park, Delph New Road, Delph, Oldham, Greater Manchester, England, OL3 5DE.

1.1
Accounting convention

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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

The financial statements have been prepared under the historical cost convention, The principal accounting policies adopted are set out below.

1.2
Going concern

The financial statements have been prepared on the going concern basis at the date of approval of the financial true statements. The Directors consider that this is an appropriate basis given financial support available to the Company from its parent company Badger Meter Inc.

1.3
Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is in form of distributing and providing solutions to mainly water utilities. Turnover is recognised once the goods have been dispatched. Turnover 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 :

• the Company has transferred the significant risks and rewards of ownership to the buyer;

• the Company retains neither continuing managerial involvement to the degree usually associated with

ownership nor effective control over the goods sold;

• the amount of turnover can be measured reliably;

• it is probable that the Company will receive the consideration due under the transaction; and

• the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.4
Intangible fixed assets other than goodwill

Intellectual property is internally generated and was initial valued by an external third party. It is amortised on a straight-line basis over its useful lives.

Amortisation is provided on the following basis:

Patents & licences
Straight line basis over a period of 12 years
BADGER METER UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
1.5
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.

Depreciation is provided on the following basis:

Leasehold improvements
Straight line basis over the life of the lease
Plant and equipment
Straight line basis over useful life of the asset class which is 84 months
Fixtures and fittings
Straight line basis over useful life of the asset class which is 96 months
Computers
Straight line basis over useful life of the asset class which is 36 months
Motor vehicles
Straight line basis over useful life of the asset class which is 48 months

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 the Profit and Loss Account.

1.6
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to the net realisable value. Cost includes materials, direct labour and an attributable proportion of manufacturing overheads based on normal levels of activity. Cost is calculated at standard cost set by corporate cost accounting at Badger Meter Inc. Provisions are made for obsolete, slow-moving or defective items where appropriate.

1.7
Cash and cash equivalents

Cash and cash equivalents in the balance sheet comprise cash at bank and in hand and short-term deposits.

1.8
Financial instruments

Financial assets and financial liabilities are recognised in the Company’s statement of financial position when the Company becomes a party to the contractual provisions of the instrument.

Financial assets and financial liabilities are initially measured at fair value. Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

The Company only enters into basic financial instruments that result in the recognition of financial assets and liabilities like trade and other receivables and payables and intercompany receivable and payables.

BADGER METER UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 5 -
Basic financial assets

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.

Debtors

Debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade receivables is established when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of the receivables.

Amounts due from related parties

Amounts due from related parties are amounts due from group companies for products provided in the ordinary course of business.

Derecognition of financial assets

An intangible asset is derecognised on disposal, or when no future economic benefits are expected from use or disposal. Gains or losses arising from derecognition of an intangible asset, measured as the difference between the net disposal proceeds and the carrying amount of the asset, are recognised in profit or loss when the asset is derecognised.

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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 paymen ts 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. A m ounts 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.

Creditors

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

BADGER METER UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 6 -
Amounts due to related parties

Amounts due to related parties are obligations to pay for goods or services that have been acquired in the ordinary course of business from other group companies.

Finance costs

Interest payable and similar costs including bank interest and loan interest payable.

1.9
Equity instruments

Equity instruments issued by the company 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 company.

1.10
Taxation

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

Current tax

Current tax, including UK corporation tax and foreign tax, is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

A provision is recognised for those matters for which the tax determination is uncertain but it is considered probable that there will be a future outflow of funds to a tax authority. The provisions are measured at the best estimate of the amount expected to become payable. The assessment is based on the judgement of tax professionals within the Company supported by previous experience in respect of such activities and in certain cases based on specialist independent tax advice.

BADGER METER UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 7 -
Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date. Timing differences are differences between the Company’s taxable profits and its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that, on the basis of all available evidence, it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of the timing difference. Deferred tax relating to non-depreciable property, plant and equipment measured using the revaluation model and investment property is measured using the tax rates and allowances that apply to sale of the asset. In other cases, the measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is recognised in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. Current tax assets and liabilities are offset only when there is a legally enforceable right to set off the amounts and the Company intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.

Deferred tax assets and liabilities are offset only if: a) the Company has a legally enforceable right to set off current tax assets against current tax liabilities; and b) the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities simultaneously, in each future period.

1.11
Leases
As lessee

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

1.12
Foreign exchange

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are reported at the rates of exchange prevailing at that date.

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.

Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Company's profit and loss for the year.

BADGER METER UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 8 -
1.13

Exemptions for qualifying entities under FRS 102

FRS 102 allows a qualifying entity certain disclosure exemptions, if certain conditions, have been complied with, including notification of and no objection to, the use of exemptions by the Company's shareholders. A qualifying entity is defined as a member of a Group that prepares publicly available financial statements, which give a true and fair view, in which that member is consolidated. The Company is a qualifying entity as its results are consolidated into the financial statements of Badger Meter Inc. which are publicly available.

As a qualifying entity the company has taken advantage of the following exemptions in its separate financial statements:

• from the requirement to prepare a statement of cash flows as required by paragraph 3.17(d) of FRS 102;

• from the requirement to prepare certain financial instrument disclosures, as required by sections 11 and 12 of FRS 102;

• from the requirement to present a reconciliation of the number of shares outstanding at the beginning and end of the period as required by paragraph 4. 12(a)(iv) of FRS 102;

• from the requirement to disclose the key management personnel compensation in total as required by paragraph 33.7 of FRS 102;

• from the requirement to provide certain share-based payments disclosures as required by paragraphs 26.18(b), 26.19, 26.20, 26.21 and 26.23.; and

• as a small entity, the company has taken advantage of the exemptions available under section 1A of FRS 102.

1.14

Rendering of services

Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

• the amount of turnover can be measured reliably;

• it is probable that the Company will receive the consideration due under the contract;

• the stage of completion of the contract at the end of the reporting period can be measured reliably; and

• the costs incurred and the costs to complete the contract can be measured reliably.

2
Judgements and key sources of estimation uncertainty

In the application of the company’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.

BADGER METER UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
3
Employees

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

2024
2023
Number
Number
Total
47
45
4
Intangible fixed assets
Other
£
Cost
At 1 January 2024 and 31 December 2024
2,236,966
Amortisation and impairment
At 1 January 2024
406,721
Amortisation charged for the year
203,361
At 31 December 2024
610,082
Carrying amount
At 31 December 2024
1,626,884
At 31 December 2023
1,830,245
5
Tangible fixed assets
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 January 2024
17,372
-
0
10,345
53,143
8,604
89,464
Additions
-
0
46,256
-
0
7,828
-
0
54,084
At 31 December 2024
17,372
46,256
10,345
60,971
8,604
143,548
Depreciation and impairment
At 1 January 2024
5,790
-
0
6,896
38,212
5,736
56,634
Depreciation charged in the year
2,895
4,414
3,448
11,983
2,868
25,608
At 31 December 2024
8,685
4,414
10,344
50,195
8,604
82,242
Carrying amount
At 31 December 2024
8,687
41,842
1
10,776
-
0
61,306
At 31 December 2023
11,582
-
0
3,449
14,931
2,868
32,830
BADGER METER UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
6
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
1,441,020
971,175
Amounts owed by group undertakings
68,280
26,477
Other debtors
45,117
27,256
1,554,417
1,024,908
7
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
258,796
252,982
Amounts owed to group undertakings
475,925
341,908
Corporation tax
1,222
5,984
Other taxation and social security
5,980
67,728
Other creditors
862,816
765,426
1,604,739
1,434,028
8
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

Opinion

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.

Senior Statutory Auditor:
Philip Jones BA Hons (FCCA)
Statutory Auditor:
Xeinadin Audit Limited
Date of audit report:
29 August 2025
9
Parent company

The Company's parent undertaking and controlling party is Badger Meter Inc. a company incorporated in America.

Badger Meter Inc. is the parent company of the smallest and largest group of undertakings for which group financial statements are drawn up and of which Badger Meter UK Limited is a member. The group financial statements are publicly available on the groups website www.badgermeter.com

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