ENVIGO RMS (UK) LIMITED

Company Registration Number:
01279542 (England and Wales)

Unaudited statutory accounts for the year ended 30 September 2024

Period of accounts

Start date: 1 October 2023

End date: 30 September 2024

ENVIGO RMS (UK) LIMITED

Contents of the Financial Statements

for the Period Ended 30 September 2024

Directors report
Profit and loss
Balance sheet
Additional notes
Balance sheet notes

ENVIGO RMS (UK) LIMITED

Directors' report period ended 30 September 2024

The directors present their report with the financial statements of the company for the period ended 30 September 2024

Principal activities of the company

The principal activities of the company during the period were the breeding of animals for pharmaceutical and scientific research and the sale of related products.

Additional information

Dividends No dividends were declared and paid during the year ended 30 September 2024 (2023: £nil). Going Concern During the year ended 30 September 2024, Envigo RMS (UK) Limited and Envigo RMS, LLC entered into a operating margin transfer pricing agreement. Under this agreement, Envigo RMS, LLC provides Envigo RMS (UK) Limited profitability support of normal operations on an operating margin basis. The financial statements have been prepared on a going concern basis which the directors consider to be appropriate. Based on the directors’ assessment, the company is reliant on the continued financial support provided by the ultimate parent company, Inotiv, Inc. which has provided a letter of support confirming that it will provide such support as is necessary for the company to meet its liabilities as they fall due for a period to September 2026, being more than twelve months from the date of approval of these financial statements. The directors have considered the ability of the overall parent, Inotiv, Inc, to provide the required financial resources, and note that the Form 10-K and financial statements for 2024 and the recently filed Form 10-Q for June 2025 for Inotiv, Inc. both included a substantial doubt conclusion in respect of the overall group’s ability to continue as a going concern. The Inotiv, Inc. Form 10-K, including its financial statements for the fiscal year ended 30 September 2024 were issued on 4 December 2024. While the Form 10-K disclosed that Management's fiscal 2025 annual operating plan forecasted compliance with its recently updated financial covenants per the group’s credit agreement, Management asserted that there was substantial doubt about its ability to continue as a going concern. Additionally as part of the Form 10-Q filing on 7 August 2025, Management disclosed that its operating plan forecasted compliance with its financial covenants per the group’s credit agreement; however, Management continued to assert that there was substantial doubt about its ability to continue as a going concern.. As of the date of this report, Management is unable to assert that it is probable that it will remain compliant with the financial covenants over the next 12 months. If non-compliance with its existing Credit Agreement were to occur, Management will need to negotiate and successfully obtain a waiver or cure with the credit agreement lenders. Although Management believes that it will be able to implement its plan and will successfully obtain waivers or cures to any instances of non-compliance under the credit agreements if needed, there can be no assurances that these will prove successful. As a result, it was concluded that substantial doubt about the Inotiv, Inc. group’s ability to continue as a going concern exists. As a consequence of the factors outlined above, the Directors have concluded that this is deemed to represent a material uncertainty that may cast doubt on the company’s ability to continue as a going concern. The financial statements have been prepared on a going concern basis as the Directors believe that the company has the ability to meet its liabilities as they fall due with the continued support of the overall Inotiv, Inc. group. The financial statements contain no adjustments that would arise should the company cease to be a going concern. Events after the end of the reporting period There have been no material events to report subsequent to the date of the report but prior to its filing. Directors' insurance The company has granted an indemnity to its directors against liability in respect of proceedings brought by third parties, subject to the conditions set out in the Companies Act 2006. Such qualifying third-party indemnity provision remains in force as at the date of approving the directors' report.



Directors

The directors shown below have held office during the whole of the period from
1 October 2023 to 30 September 2024

E Cesana
E M Edmett


The director shown below has held office during the period of
1 October 2023 to 30 April 2024

M G O'Reilly


The above report has been prepared in accordance with the special provisions in part 15 of the Companies Act 2006

This report was approved by the board of directors on
30 September 2025

And signed on behalf of the board by:
Name: E M Edmett
Status: Director

ENVIGO RMS (UK) LIMITED

Profit And Loss Account

for the Period Ended 30 September 2024

2024 2023


£

£
Turnover: 10,687,000 10,564,000
Cost of sales: ( 8,706,000 ) ( 8,329,000 )
Gross profit(or loss): 1,981,000 2,235,000
Administrative expenses: ( 5,760,000 ) ( 3,972,000 )
Other operating income: 3,441,000 3,374,000
Operating profit(or loss): (338,000) 1,637,000
Interest receivable and similar income: 557,000 0
Interest payable and similar charges: ( 128,000 ) ( 80,000 )
Profit(or loss) before tax: 91,000 1,557,000
Tax: 0 0
Profit(or loss) for the financial year: 91,000 1,557,000

ENVIGO RMS (UK) LIMITED

Balance sheet

As at 30 September 2024

Notes 2024 2023


£

£
Fixed assets
Tangible assets: 3 8,964,000 4,434,000
Total fixed assets: 8,964,000 4,434,000
Current assets
Stocks: 4 1,068,000 1,061,000
Debtors: 5 3,617,000 3,175,000
Cash at bank and in hand: 385,000 430,000
Total current assets: 5,070,000 4,666,000
Prepayments and accrued income: 2,347,000 2,489,000
Creditors: amounts falling due within one year: 6 ( 15,150,000 ) ( 9,409,000 )
Net current assets (liabilities): (7,733,000) (2,254,000)
Total assets less current liabilities: 1,231,000 2,180,000
Creditors: amounts falling due after more than one year: 7 ( 5,505,000 ) ( 6,462,000 )
Total net assets (liabilities): (4,274,000) (4,282,000)
Capital and reserves
Called up share capital: 50,000 50,000
Other reserves: 525,000 525,000
Profit and loss account: (4,849,000 ) (4,857,000 )
Total Shareholders' funds: ( 4,274,000 ) (4,282,000)

The notes form part of these financial statements

ENVIGO RMS (UK) LIMITED

Balance sheet statements

For the year ending 30 September 2024 the company was entitled to exemption under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

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

This report was approved by the board of directors on 30 September 2025
and signed on behalf of the board by:

Name: E M Edmett
Status: Director

The notes form part of these financial statements

ENVIGO RMS (UK) LIMITED

Notes to the Financial Statements

for the Period Ended 30 September 2024

  • 1. Accounting policies

    Basis of measurement and preparation

    These financial statements have been prepared in accordance with the provisions of Section 1A (Small Entities) of Financial Reporting Standard 102

    Turnover policy

    The turnover shown in the profit and loss account represents amounts receivable during the year, exclusive of Value Added Tax. Turnover is recognised on the delivery of animals and related products to customers.

    Tangible fixed assets depreciation policy

    Tangible assets Tangible fixed assets are stated at cost less depreciation. 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: Land and buildings - 25 years straight line Plant and machinery - 5 to 10 years straight line Motor vehicles - 3 to 5 years straight line Assets being constructed are not depreciated until construction is complete, at which point the asset is transferred to the relevant fixed asset category.

    Other accounting policies

    Defined benefit plans The company operates a defined benefit pension scheme for employees. The assets of the scheme are held separately from those of the company. Pension scheme liabilities are measured on an actuarial basis using a projected unit method and are discounted to their present value using an AA corporate bond rate. Pension scheme assets are valued at market value at the balance sheet date. The pension scheme net asset or deficit is recognised in full on the balance sheet. The deferred tax relating to a defined benefit liability is offset against the defined benefit liability and not included with other deferred tax assets or liabilities. Defined contribution plans Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund. When contributions are not expected to be settled wholly within 12 months of the end of the reporting date in which the employees render the related service, the liability is measured on a discounted present value basis. The unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises. 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. Debt instruments are subsequently measured at amortised cost. Where investments in non-convertible preference shares and non-puttable ordinary shares or preference shares are publicly traded or their fair value can otherwise be measured reliably, the investment is subsequently measured at fair value with changes in fair value recognised in profit or loss. All other such investments are subsequently measured at cost less impairment. 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. Other financial instruments are subsequently measured at fair value, with any changes recognised in profit or loss, with the exception of hedging instruments in a designated hedging relationship. 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. For all equity instruments regardless of significance, and other financial assets that are individually significant, these are assessed individually for impairment. Other financial assets are either assessed individually or grouped on the basis of similar credit risk characteristics. Financial instruments (continued) Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised.

ENVIGO RMS (UK) LIMITED

Notes to the Financial Statements

for the Period Ended 30 September 2024

  • 2. Employees

    2024 2023
    Average number of employees during the period 152 154

ENVIGO RMS (UK) LIMITED

Notes to the Financial Statements

for the Period Ended 30 September 2024

3. Tangible assets

Land & buildings Plant & machinery Fixtures & fittings Office equipment Motor vehicles Total
Cost £ £ £ £ £ £
At 1 October 2023 6,102,000 13,683,000 56,000 19,841,000
Additions 3,681,000 1,859,000 5,540,000
Disposals ( 1,867,000 ) ( 2,620,000 ) ( 4,000 ) ( 4,491,000 )
Revaluations
Transfers
At 30 September 2024 7,916,000 12,922,000 52,000 20,890,000
Depreciation
At 1 October 2023 4,287,000 11,090,000 30,000 15,407,000
Charge for year 279,000 429,000 4,000 712,000
On disposals ( 1,583,000 ) ( 2,606,000 ) ( 4,000 ) ( 4,193,000 )
Other adjustments
At 30 September 2024 2,983,000 8,913,000 30,000 11,926,000
Net book value
At 30 September 2024 4,933,000 4,009,000 22,000 8,964,000
At 30 September 2023 1,815,000 2,593,000 26,000 4,434,000

ENVIGO RMS (UK) LIMITED

Notes to the Financial Statements

for the Period Ended 30 September 2024

4. Stocks

2024 2023
£ £
Stocks 1,068,000 1,061,000
Total 1,068,000 1,061,000

ENVIGO RMS (UK) LIMITED

Notes to the Financial Statements

for the Period Ended 30 September 2024

5. Debtors

2024 2023
£ £
Trade debtors 1,887,000 1,438,000
Prepayments and accrued income 126,000 345,000
Other debtors 1,604,000 1,392,000
Total 3,617,000 3,175,000

ENVIGO RMS (UK) LIMITED

Notes to the Financial Statements

for the Period Ended 30 September 2024

6. Creditors: amounts falling due within one year note

2024 2023
£ £
Trade creditors 1,767,000 1,481,000
Accruals and deferred income 1,018,000 1,036,000
Other creditors 12,365,000 6,892,000
Total 15,150,000 9,409,000

ENVIGO RMS (UK) LIMITED

Notes to the Financial Statements

for the Period Ended 30 September 2024

7. Creditors: amounts falling due after more than one year note

2024 2023
£ £
Other creditors 5,505,000 6,462,000
Total 5,505,000 6,462,000