MetalTek International (UK) Limited Group accounts (Group and Company)

COMPANY REGISTRATION NUMBER: 06604156

MetalTek International (UK) Limited

Financial Statements

30 June 2025

MetalTek International (UK) Limited

Financial Statements

Year ended 30 June 2025

Contents	Pages

Officers and professional advisers	1

Strategic report	2

Directors' report	3 to 4

Independent auditor's report to the members	5 to 7

Consolidated statement of comprehensive income	8

Consolidated statement of financial position	9

Company statement of financial position	10

Consolidated statement of changes in equity	11

Company statement of changes in equity	12

Consolidated statement of cash flows	13

Notes to the financial statements	14 to 26

MetalTek International (UK) Limited

Officers and Professional Advisers

The board of directors	R T Johnston
	E J Kubick
	K L Loritz

Registered office	3B Swallowfield Courtyard
	Wolverhampton Road
	Oldbury
	West Midlands
	England
	B69 2JG

Auditor	BSN Associates Limited
	Chartered accountants & statutory auditor
	3B Swallowfield Courtyard
	Wolverhampton Road
	Oldbury
	West Midlands
	B69 2JG

MetalTek International (UK) Limited

Strategic Report

Year ended 30 June 2025

The principal activity of the group during this and the previous year was the management of its subsidiaries and the Defined Benefit Schemes. The company previously traded in its own right until 2015 when the company reverted to a holding company that managed its subsidiary (Sandusky Limited). All expenditure incurred in 2025 was in relation to the management of the defined benefit schemes. DEVELOPMENTS, PERFORMANCE AND POSITION Going concern is not considered to be an issue as the ultimate parent company, MetalTek International Inc. intends to support the group and its subsidiaries. The ultimate parent company has been profitable in recent years with sufficient reserves available. This level of support enables those charged with governance to conclude that the entity will continue as a going concern for a minimum of twelve months. There are no issues or post year-end developments which the directors consider will have a significant impact on the entity's going concern status

This report was approved by the board of directors on 11 September 2025 and signed on behalf of the board by:

E J Kubick

Director

Registered office:

3B Swallowfield Courtyard

Wolverhampton Road

Oldbury

West Midlands

England

B69 2JG

MetalTek International (UK) Limited

Directors' Report

Year ended 30 June 2025

The directors present their report and the financial statements of the group for the year ended 30 June 2025 .

Directors

The directors who served the company during the year were as follows:

R T Johnston
E J Kubick
K L Loritz

Dividends

The directors do not recommend the payment of a dividend.

Future developments

The directors are in the process of winding up the subsidiary investment in Sandusky by selling the remaining assets in the subsidiary and settling all liabilities. The defined benefit pension scheme asset was transferred into MetalTek International (UK) Limited from Sandusky in the prior year and is guaranteed by the US parent company. Once all other assets and liabilities have been wound up in the subsidiary then there will be a distribution to MetalTek International (UK) Limited of any surplus proceeds.

Financial instruments

Details of the group's financial risk management objectives and policies are included in note 20 to the accounts.

Disclosure of information in the strategic report

The Strategic Report is detailed on pages 2 and 3 of the financial statements.

Directors' responsibilities statement

The directors are responsible for preparing the strategic report, 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and the company and 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 judgments and accounting estimates that are reasonable and prudent; - 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 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. Auditor

Each of the persons who is a director at the date of approval of this report confirms that:

- so far as they are aware, there is no relevant audit information of which the group and the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the group and the company's auditor is aware of that information. The auditor is deemed to have been re-appointed in accordance with section 487 of the Companies Act 2006.

This report was approved by the board of directors on 11 September 2025 and signed on behalf of the board by:

E J Kubick

Director

Registered office:

3B Swallowfield Courtyard

Wolverhampton Road

Oldbury

West Midlands

England

B69 2JG

MetalTek International (UK) Limited

Independent Auditor's Report to the Members of MetalTek International (UK) Limited

Year ended 30 June 2025

Opinion

We have audited the financial statements of MetalTek International (UK) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 June 2025 which comprise the consolidated statement of comprehensive income, consolidated statement of financial position, company statement of financial position, consolidated statement of changes in equity, company statement of changes in equity, consolidated statement of cash flows 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 FRS 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 of the parent company's affairs as at 30 June 2025 and of the group's profit for the year then ended; - have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; - 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 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

Despite negative reserves, the group is expected to continue for the foreseeable future as it will be supported by the American parent company in order to fund and manage the defined benefit pension scheme.

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. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions 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

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: - adequate accounting records have not been kept by the parent, 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 the 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, 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 group's and 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: We have reviewed financial statement disclosures and tested these to supporting documentation to assess compliance with applicable laws and regulations. We have audited the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business. We have also made enquiries of entity staff in tax and compliance functions to identify any instances of non-compliance with laws and regulations. As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also: - Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. - Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the group's internal control. - Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. - Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group's or the parent company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the group or the parent company to cease to continue as a going concern. - Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. - Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. 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.

Philippa Miller-Hawkes BA CA

(Senior Statutory Auditor)

For and on behalf of

BSN Associates Limited

Chartered accountants & statutory auditor

3B Swallowfield Courtyard

Wolverhampton Road

Oldbury

West Midlands

B69 2JG

11 September 2025

MetalTek International (UK) Limited

Consolidated Statement of Comprehensive Income

Year ended 30 June 2025

		2025	2024
Note		£	£
Turnover	4	–	( 82,975)

Cost of sales	–	60,894
	----	---------
Gross loss	–	( 143,869)

Administrative expenses		( 194,725)	931,676
Exceptional costs on business closure		20,629	(393,220)
		---------	---------
Operating profit/(loss)	5	174,096	( 682,325)

Other interest receivable and similar income	9	711	–
Interest payable and similar expenses	10	13,870	33,196
		---------	---------
Profit/(loss) before taxation		160,937	( 715,521)

Tax on profit/(loss)	11	–	–
		---------	---------
Profit/(loss) for the financial year		160,937	( 715,521)
		---------	---------

Remeasurement of the net defined benefit plan	( 675,700)	209,300
Reclassification from revaluation reserve to profit and loss account	( 666,996)	–
	------------	---------
Other comprehensive income for the year	( 1,342,696)	209,300
	------------	---------
Total comprehensive income for the year	( 1,181,759)	( 506,221)
	------------	---------

All the activities of the group are from continuing operations.

MetalTek International (UK) Limited

Consolidated Statement of Financial Position

30 June 2025

	2025	2024
Note	£	£

Fixed assets

Tangible assets	12		–	1,200,000

Current assets

Debtors	14	6,539	416,780
Cash at bank and in hand		60,673	–
		--------	---------
		67,212	416,780

Creditors: amounts falling due within one year	16	385,644		1,469,853
		---------		------------
Net current liabilities			318,432	1,053,073
			---------	------------
Total assets less current liabilities			( 318,432)	146,927
			---------	---------
Net (liabilities)/assets excluding defined benefit pension plan asset			(318,432)	146,927

Defined benefit pension plan asset/(liability)	18	–	856,100
Defined benefit pension plan asset	18	139,700	–
		---------	------------
Net (liabilities)/assets including defined benefit pension plan asset		( 178,732)	1,003,027
		---------	------------

Capital and reserves

Called up share capital	20	2,085,000	2,085,000
Revaluation reserve	21	–	666,996
Profit and loss account	21	( 2,263,732)	( 1,748,969)
		------------	------------
Shareholders (deficit)/funds		( 178,732)	1,003,027
		------------	------------

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

These financial statements were approved by the board of directors and authorised for issue on 11 September 2025 , and are signed on behalf of the board by:

E J Kubick

Director

Company registration number: 06604156

MetalTek International (UK) Limited

Company Statement of Financial Position

30 June 2025

	2025	2024
Note	£	£

Current assets

Debtors	14	6,539	318,722
Cash at bank and in hand		60,673	13,625
		--------	---------
		67,212	332,347

Creditors: amounts falling due within one year	16	517,885		756,431
		---------		---------
Net current liabilities			450,673	424,084
			---------	---------
Total assets less current liabilities			( 450,673)	( 424,084)
			---------	---------
Net liabilities excluding defined benefit pension plan asset			(450,673)	(424,084)

Defined benefit pension plan asset/(liability)	18	–	856,100
Defined benefit pension plan asset	18	139,700	–
		---------	---------
Net (liabilities)/assets including defined benefit pension plan asset		( 310,973)	432,016
		---------	---------

Capital and reserves

Called up share capital	20	2,085,000	2,085,000
Profit and loss account	21	( 2,395,973)	( 1,652,984)
		------------	------------
Shareholders (deficit)/funds		( 310,973)	432,016
		------------	------------

The loss for the financial year of the parent company was £ 67,289 (2024: £ 99,688 ).

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

These financial statements were approved by the board of directors and authorised for issue on 11 September 2025 , and are signed on behalf of the board by:

E J Kubick

Director

Company registration number: 06604156

MetalTek International (UK) Limited

Consolidated Statement of Changes in Equity

Year ended 30 June 2025

			Called up share capital	Revaluation reserve	Profit and loss account	Total
			£	£	£	£
At 1 July 2023			2,085,000	666,996	( 1,242,748)	1,509,248

Loss for the year					( 715,521)	( 715,521)
Other comprehensive income for the year:
	Remeasurement of the net defined benefit plan	18	–	–	209,300	209,300
			------------	---------	------------	------------
Total comprehensive income for the year			–	–	( 506,221)	( 506,221)

At 30 June 2024			2,085,000	666,996	( 1,748,969)	1,003,027

Profit for the year					160,937	160,937
Other comprehensive income for the year:
	Remeasurement of the net defined benefit plan	18	–	–	( 675,700)	( 675,700)
	Reclassification from revaluation reserve to profit and loss account		–	( 666,996)	–	( 666,996)
			------------	---------	------------	------------
Total comprehensive income for the year			–	( 666,996)	( 514,763)	( 1,181,759)

			------------	---------	------------	------------
At 30 June 2025			2,085,000	–	( 2,263,732)	( 178,732)
			------------	---------	------------	------------

MetalTek International (UK) Limited

Company Statement of Changes in Equity

Year ended 30 June 2025

			Called up share capital	Profit and loss account	Total
Note			£	£	£
At 1 July 2023			2,085,000	( 1,762,596)	322,404

Loss for the year				( 99,688)	( 99,688)
Other comprehensive income for the year:
	Remeasurement of the net defined benefit plan	18	–	209,300	209,300
			------------	------------	---------
Total comprehensive income for the year			–	109,612	109,612

At 30 June 2024			2,085,000	( 1,652,984)	432,016

Loss for the year				( 67,289)	( 67,289)
Other comprehensive income for the year:
	Remeasurement of the net defined benefit plan	18	–	( 675,700)	( 675,700)
			------------	------------	---------
Total comprehensive income for the year			–	( 742,989)	( 742,989)

			------------	------------	---------
At 30 June 2025			2,085,000	( 2,395,973)	( 310,973)
			------------	------------	---------

MetalTek International (UK) Limited

Consolidated Statement of Cash Flows

Year ended 30 June 2025

	2025	2024
Note	£	£

Cash flows from operating activities

Profit/(loss) for the financial year	160,937	( 715,521)

Adjustments for:
Other interest receivable and similar income	( 711)	–
Interest payable and similar expenses	13,870	33,196
Gains on disposal of tangible assets	( 414,517)	–
Defined benefit pension plan employer contributions	81,600	114,600
Accrued income	–	( 559,777)

Changes in:
Stocks	–	35,523
Trade and other debtors	410,241	668,659
Trade and other creditors	223,839	( 988,137)
	---------	------------
Cash generated from operations	475,259	( 1,411,457)

Interest paid	( 55,470)	( 67,796)
Interest received	711	–
	---------	------------
Net cash from/(used in) operating activities	420,500	( 1,479,253)
	---------	------------

Cash flows from investing activities

Proceeds from sale of tangible assets	1,000,000	72,219
	------------	------------
Net cash from investing activities	1,000,000	72,219
	------------	------------

Net increase/(decrease) in cash and cash equivalents		1,420,500	( 1,407,034)
Cash and cash equivalents at beginning of year		(1,359,827)	47,207
		------------	------------
Cash and cash equivalents at end of year	15	60,673	( 1,359,827)
		------------	------------

MetalTek International (UK) Limited

Notes to the Financial Statements

Year ended 30 June 2025

1. General information

The company is a private company limited by shares, registered in England and Wales. The address of the registered office is 3B Swallowfield Courtyard, Wolverhampton Road, Oldbury, West Midlands, B69 2JG, England.

2. Statement of compliance

These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.

3. Accounting policies

Basis of preparation

The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss. The financial statements are prepared in sterling, which is the functional currency of the entity.

Research and development

Research and development expenditure is written off to the profit and loss account in the year in which it is incurred.

Going concern

The company is considered to be a going concern because the ultimate parent company, MetalTek International Inc. intends to support the company for the forseeable future.

Disclosure exemptions

The parent company satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following reduced disclosures available under FRS 102: No cash flow statement has been presented for the individual company.

Consolidation

The financial statements consolidate the financial statements of MetalTek International (UK) Limited and all of its subsidiary undertakings.

The results of subsidiaries acquired or disposed of during the year are included from or to the date that control passes.

The parent company has applied the exemption contained in section 408 of the Companies Act 2006 and has not presented its individual profit and loss account.

Interest-bearing loans and borrowings

All loans and borrowings are recognised initially at cost, which is the fair value of the consideration received, net of issue costs associated with the borrowing.

After initial recognition, interest-bearing loans and borrowings are measured at amortised cost using the effective interest method. Gains or losses are recognised in the profit and loss account when liabilities are derecognised or impaired, as well as through the amortisation process.

Judgements and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The judgements (apart from those involving estimations) that management has made in the process of applying the entity's accounting policies and that have the most significant effect on the amounts recognised in the financial statements are as follows: calculation of the defined benefit scheme obligation and valuation of stocks.

Revenue recognition

The turnover shown in the profit and loss represents amounts invoiced during the year exclusive of Value Added Tax. Turnover is recognised on delivery to customers. With regard to long term contracts turnover represents the value of work done in the year on these contracts. Where the value of work done has not been invoiced turnover will include an estimate of this amount, equally where the value invoiced is in excess of the work done this proportion will be deferred. Where payments are received from customers in advance of services provided, the amounts are recorded as deferred income and included as part of creditors due within one year.

Income 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 have occurred at that date that will result in an obligation to pay more, or a right to pay less or to receive more tax. Deferred tax assets are recognised only to the extent that the directors consider that it is 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 on an undiscounted basis at the tax rates that are expected to apply in the periods in which timing differences reverse, based on tax rates and laws enacted or substantively enacted at the balance sheet date.

Foreign currencies

Company Transactions in foreign currencies are translated at the exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at the balance sheet date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the date when the fair value was determined. Non-monetary items that are measured at historical cost in a foreign currency are not retranslated. Exchange differences arising on the settlement of monetary items and on the retranslation of monetary items are taken to the profit and loss account. Exchange differences arising on non-monetary items, carried at fair value, are included in the profit and loss account, except for the differences arising on the retranslation of non-monetary items in respect of which gains and losses are recorded in equity. For such non-monetary items, any exchange component of that gain or loss is also recognised directly in equity. Group For the purposes of preparing consolidated financial statements, the assets and liabilities of foreign subsidiary undertakings are translated at the exchange rates ruling at the balance sheet date. Profit and loss items are translated at the average exchange rates for the year, unless exchange rates fluctuated significantly in the year, in which case the exchange rates ruling at the dates of the transactions are used. Exchange differences arising are taken to the Group's foreign currency translation reserve. Such exchange differences are recognised in the profit and loss account in the year in which a foreign subsidiary undertaking is disposed of.

Tangible assets

Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. An increase in the carrying amount of an asset as a result of a revaluation, is recognised in other comprehensive income and accumulated in equity, except to the extent it reverses a revaluation decrease of the same asset previously recognised in profit or loss. A decrease in the carrying amount of an asset as a result of revaluation, is recognised in other comprehensive income to the extent of any previously recognised revaluation increase accumulated in equity in respect of that asset. Where a revaluation decrease exceeds the accumulated revaluation gains accumulated in equity in respect of that asset, the excess shall be recognised in profit or loss.

Depreciation

Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:

Moulds	-	The greater of 10 to 20 years straight line or based on usage calculation
Plant and machinery	-	3 to 30 years straight line
Fixtures and fittings	-	2 to 15 years straight line

An amount equal to the excess of the annual depreciation charge on revalued assets over the notional historical cost depreciation charge on those assets is transferred annually from the revaluation reserve to the profit and loss reserve.

Investments

Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.

Impairment of fixed assets

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets.

Financial instruments

A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Other financial instruments, including derivatives, are initially recognised at fair value, unless payment for an asset is deferred beyond normal business terms or financed at a rate of interest that is not a market rate, in which case the asset is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately.

Defined benefit plans

The group operates three defined benefit pension schemes for employees. Each of which requires contributions to be made to separately administered funds. The assets of the scheme are held separately from those of the group. Current service costs, past service costs and gains and losses on settlements and curtailments are charged to the profit and loss account. Past service costs are recognised over the vesting period or immediately if the benefits have vested. When a settlement (eliminating all obligations for benefits already accrued) or a curtailment (reducing future obligations as a result of a material reduction in the scheme membership or a reduction in future entitlement) occurs, the obligation and related plan assets are re-measured using current actuarial assumptions and the resultant gain or loss is recognised in the profit and loss account during the period in which the settlement or curtailment occurs. The interest cost and the expected return on assets are shown as a net amount in the profit and loss account as other finance costs or income. Actuarial gains and losses are recognised immediately in the statement of total recognised gains and losses. Pension scheme assets are valued at fair value at the balance sheet date. Fair value is based on market price information and in the case of quoted securities is the published bid price. Pension scheme liabilities are measured on an actuarial basis using the projected unit method and are discounted to their present value using a rate equivalent to the current rate of return on a high quality corporate bond of equivalent currency and term to the scheme liabilities. Pension scheme deficits are recognised in full on the balance sheet, net of related deferred tax.

Defined contribution plans

The group also operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the group in an independently administered fund. The amounts charged against profits represent the contributions payable to the scheme in respect of the accounting period.

4. Turnover

Turnover arises from:

	2025	2024
	£	£
Sale of goods	–	( 82,975)
	----	--------

The turnover is attributable to the one principal activity of the group. An analysis of turnover by the geographical markets that substantially differ from each other is given below:

	2025	2024
	£	£
United Kingdom	–	650
Overseas	–	( 83,625)
	----	--------
	–	( 82,975)
	----	--------

5. Operating loss

Operating profit or loss is stated after crediting:

	2025	2024
	£	£
Gains on disposal of tangible assets	( 414,517)	–
Foreign exchange differences	( 773)	( 5,718)
	---------	-------

6. Auditor's remuneration

	2025	2024
	£	£
Fees payable for the audit of the financial statements	4,650	8,480
	-------	-------

Fees payable to the company's auditor and its associates for other services:

Taxation advisory services	–	5,000
	-------	-------

7. Staff costs

The average number of persons employed by the group during the year, including the directors, amounted to:

	2025	2024
	No.	No.
Number of persons employed	4	5
	----	----

The aggregate payroll costs incurred during the year, relating to the above, were:

	2025	2024
	£	£
Wages and salaries	–	216,826
Social security costs	–	24,178
Other pension costs	81,600	166,733
	--------	---------
	81,600	407,737
	--------	---------

8. Exceptional items

Due to the closure of the UK group, some exceptional costs have been incurred. An analysis is given below:

	2025	2024
	£	£
Asset disposals	–	(407,129)
Redundancy costs	–	42,069
Other costs	20,629	(28,161)
	--------	---------
Total	20,629	(393,221)
	--------	---------

9. Other interest receivable and similar income

	2025	2024
	£	£
Interest on loans and receivables	711	–
	----	----

10. Interest payable and similar expenses

	2025	2024
	£	£
Interest on banks loans and overdrafts	54,770	67,796
Net finance costs in respect of defined benefit pension plans	( 40,900)	( 34,600)
	--------	--------
	13,870	33,196
	--------	--------

11. Tax on loss

Reconciliation of tax income

The tax assessed on the profit/(loss) on ordinary activities for the year is lower than (2024: higher than) the standard rate of corporation tax in the UK of 19 % (2024: 19 %).

	2025	2024
	£	£
Profit/(loss) on ordinary activities before taxation	160,937	( 715,521)
	---------	---------
Profit/(loss) on ordinary activities by rate of tax	30,578	( 85,478)
Effect of capital allowances and depreciation	–	( 6,472)
Unused tax losses	( 30,578)	91,950
	---------	---------
Tax on loss	–	–
	---------	---------

12. Tangible assets

Group	Freehold property
	£
Cost
At 1 July 2024	1,200,000
Disposals	( 1,200,000)
	------------
At 30 June 2025	–
	------------
Depreciation
At 1 July 2024 and 30 June 2025	–
	------------
Carrying amount
At 30 June 2025	–
	------------
At 30 June 2024	1,200,000
	------------

The company has no tangible assets.

13. Investments

The group has no investments.

Company	Shares in group undertakings
	£
Cost
At 1 July 2024	5,105,998
Disposals	( 5,105,998)
	------------
At 30 June 2025	–
	------------
Impairment
At 1 July 2024	5,105,998
Disposals	( 5,105,998)
	------------
At 30 June 2025	–
	------------

Carrying amount
At 30 June 2025	–
	------------
At 30 June 2024	–
	------------

Subsidiaries, associates and other investments

Details of the investments in which the parent company has an interest of 20% or more are as follows:

	Class of share	Percentage of shares held
Subsidiary undertakings
Sandusky Limited	Ordinary	100

The nature of business of Sandusky Limited is the manufacture and sale of bronze, steel and polycast alloy shells and other centrifugal castings.

14. Debtors

	Group		Company
	2025	2024	2025	2024
	£	£	£	£
Amounts owed by group undertakings	–	382,251	–	314,658
Prepayments and accrued income	–	23,980	–	–
Other debtors	6,539	10,549	6,539	4,064
	-------	---------	-------	---------
	6,539	416,780	6,539	318,722
	-------	---------	-------	---------

15. Cash and cash equivalents

Cash and cash equivalents comprise the following:

	2025	2024
	£	£
Cash at bank and in hand	60,673	–
Bank overdrafts	–	( 1,359,827)
	--------	------------
	60,673	( 1,359,827)
	--------	------------

16. Creditors: amounts falling due within one year

	Group		Company
	2025	2024	2025	2024
	£	£	£	£
Bank loans and overdrafts	–	1,359,827	–	–
Trade creditors	15,871	19,130	15,871	4,062
Amounts owed to group undertakings	352,014	–	484,255	742,255
Accruals and deferred income	11,550	50,609	11,550	4,650
Social security and other taxes	6,209	40,287	6,209	5,464
	---------	------------	---------	---------
	385,644	1,469,853	517,885	756,431
	---------	------------	---------	---------

The bank overdraft included within creditors in the prior year is a facility which the group borrowers MetalTek International UK Limited, Sandusky Limited and the ultimate parent company MetalTek International Inc are jointly and severally liable for.

17. Financial risk management

The company holds or issues financial instruments in order to achieve three main objectives being:

(a) to finance its operations;

(b) to manage its exposure to currency risks arising from its operations and from its sources of finance; and

(c) for trading purposes.

In addition, various financial instruments (e.g. trade debtors, trade creditors, accruals and prepayments) arise directly from the company's operations.

18. Employee benefits

Defined contribution plans

The amount recognised in profit or loss as an expense in relation to defined contribution plans was £ 81,600 (2024: £ 166,733 ).

Defined benefit plans

For certain employees, the group operates three defined benefit schemes with assets held in a separately administered fund. These are: - Sandusky Limited Retirement Benefit Scheme for Directors, Officers and Senior Managers - Sandusky Limited Retirement Benefit Scheme for Salaried Staff employees - Sandusky Limited Retirement Benefit Scheme for Works employees From 31 December 2003 these schemes were closed to new members and ceased accrual of benefits. From 1 January 2004, employees are entitled to join a defined contribution Group Personal Pension Scheme. The three schemes have been approved by the Occupational Pensions Board for the purpose of contracting-out from the State Pension arrangements under Part (III) of the Social Security Pensions Act 1975. Separate records are kept for each scheme and annual accounts are prepared and audited by independent auditors. During the prior year, the pension scheme was transferred from Sandusky Limited into MetalTek International (UK) Limited . By an actuarial valuation as at 30 June 2025, carried out by the scheme actuary (independent of the schemes' sponsoring employer) using the projected unit credit method, the company's pension schemes had a total actuarial surplus of £139,700 (2024 - £856,100). This surplus was taken into account in establishing the company's contributions rates for 2025 (no contributions to be paid currently as no deficit).

The amounts recognised in the statement of financial position are as follows:

	2025	2024
	£	£
Defined benefit pension plan asset	139,700	–
Defined benefit pension plan asset/(liability)	–	856,100
	---------	---------
Net defined benefit asset	139,700	856,100
	---------	---------

The statement of financial position net defined benefit asset is determined as follows:

	2025	2024
	£	£
Present value of defined benefit obligations	( 7,766,000)	( 7,645,400)
Fair value of plan assets	7,905,700	8,501,500
	------------	------------
	139,700	856,100
	---------	---------

Changes in the present value of the defined benefit obligations are as follows:

		2025
		£
At 1 July 2024		7,645,400
Interest expense		374,400
Benefits paid		(379,800)
Remeasurements:
	Actuarial gains and losses	126,000
		------------
At 30 June 2025		7,766,000
		------------

Changes in the fair value of plan assets are as follows:

		2025
		£
At 1 July 2024		8,501,500
Interest income		415,300
Benefits paid		( 379,800)
Other change in assets user defined 3		(81,600)
Remeasurements:
	Actuarial gains and losses	( 549,700)
		------------
At 30 June 2025		7,905,700
		------------

The total costs for the year in relation to defined benefit plans are as follows:

	2025	2024
	£	£

Recognised in profit or loss:

Current service cost	81,600	114,600
Net interest income	( 40,900)	( 34,600)
	--------	---------
	40,700	80,000
	--------	---------

Recognised in other comprehensive income:

Effects of changes in demographic and financial assumptions	100	27,800

Remeasurement of the liability:

Actuarial gains and losses	( 126,100)	281,700
Return on plan assets, excluding amounts included in net interest	549,700	100,200
	---------	---------
	423,700	409,700
	---------	---------

The fair value of the major categories of plan assets are as follows:

	2025	2024
	%	%
Equity instruments	–	21.00
Debt instruments	94.00	75.20
Cash and cash equivalents	6.00	3.80

The net assets available for benefits are:

	2025	2024
	£	£
Equities	–	1,788,500
Cash	514,000	322,400
Fixed Interest	7,391,700	6,390,600
	------------	------------
	7,905,700	8,501,500
	------------	------------

The overall expected rate of return on the plan assets investments portfolio is based upon historic returns of the investment performance adjusted to reflect expectation of future long term returns. The overall expected rate of return on plan assets is consistent with the discount rate.

The return on plan assets are as follows:

	2025	2024
	£	£
Return on assets of benefit plan	( 134,400)	348,500
	---------	---------

The principal actuarial assumptions as at the statement of financial position date were:

	2025	2024
	%	%
Discount rate	5.48	5.02
Inflation assumption	2.70	2.92
Allowance for revaluation of deferred pensions (CPI)	2.70	2.92
Inflation assumption (RPI)	3.19	3.48
	-----	-----

Mortality assumptions In valuing the liabilities of the pension fund at 30 June 2025, mortality assumptions have been made as indicated below. The mortality assumptions for the current and prior year's pension liabilities at the balance sheet date follows the table known as S3PMA & S3PFA year of birth tables which include an allowance for future improvements in longevity. Directors - 100% S4PA (2024 - 92% S3PA) Salaried - 100% S4PA (2024 - 120% S3PA) Works - 100% S4PA (2024 - 141% S3PA)

19. Financial instruments

Financial assets measured at cost compromise cash at bank, trade debtors, other debtors, amounts owed to group undertakings and derivative financial assets. Finanical liabilities measured at amortised cost compromise bank loans and overdrafts, trade creditors, amounts owed to group undertakings and other creditors.

20. Called up share capital

Issued, called up and fully paid

	2025		2024
	No.	£	No.	£
Ordinary shares of £ 1 each	2,085,000	2,085,000	2,085,000	2,085,000
	------------	------------	------------	------------

21. Reserves

Revaluation reserve - This reserve records the value of asset revaluations and fair value movements on assets recognised in other comprehensive income. Profit and loss account - This reserve records retained earnings and accumulated losses.

22. Analysis of changes in net debt

	At 1 Jul 2024	Cash flows	At 30 Jun 2025
	£	£	£
Cash at bank and in hand	–	60,673	60,673
Bank overdrafts	(1,359,827)	1,359,827	–
Debt due within one year	–	(352,014)	(352,014)
	------------	------------	---------
	( 1,359,827)	1,068,486	( 291,341)
	------------	------------	---------

MetalTek International (UK) Limited

Notes to the Financial Statements (continued)

Year ended 30 June 2025

23. Related party transactions

Company

During the year MetalTek International UK Limited accrued £Nil interest due on its group loan (2024: £Nil) from MetalTek International Inc. The balance owed at the end of the year from MetalTek International Inc. to MetalTek International (UK) Limited was £352,014 (2024: £314,658) Group During the period, Sandusky Limited purchased goods from Sandusky International Inc, a related party, amounting to £Nil (2024: £75,437) and made sales to the related party amounting to £Nil (2024: £181,997). The year-end debtor balance was £Nil (2024: £38,035). During the period, Sanduksy Limited made sales to Wisconsin Centrifugal Inc., a related party, amounting to £Nil (2024: £29,050). The year-end debtor balance was £Nil (2024 - £29,558).

24. Controlling party

The ultimate parent company is MetalTek International Inc, a corporation registered in the USA. MetalTek International Inc is the largest group under which financial statements are prepared.