IRIS Accounts Production v25.2.0.378 02820942 Board of Directors Board of Directors 1.1.24 31.12.24 31.12.24 The principal activity of the Company is that of the production, import and wholesale of spring water. true false true true false false false true false Ordinary 1.00000 iso4217:GBPiso4217:USDiso4217:EURxbrli:sharesxbrli:pureutr:tonnesutr:kWh028209422023-12-31028209422024-12-31028209422024-01-012024-12-31028209422022-12-31028209422023-01-012023-12-31028209422023-12-3102820942ns15:EnglandWales2024-01-012024-12-3102820942ns14:PoundSterling2024-01-012024-12-3102820942ns10:Director12024-01-012024-12-3102820942ns10:Director22024-01-012024-12-3102820942ns10:PrivateLimitedCompanyLtd2024-01-012024-12-3102820942ns10:FRS1022024-01-012024-12-3102820942ns10:Audited2024-01-012024-12-3102820942ns10:LargeCompaniesRegimeForDirectorsReport2024-01-012024-12-3102820942ns10:LargeCompaniesRegimeForAccounts2024-01-012024-12-3102820942ns10:FullAccounts2024-01-012024-12-310282094212024-01-012024-12-3102820942ns10:OrdinaryShareClass12024-01-012024-12-3102820942ns10:CompanySecretary12024-01-012024-12-3102820942ns10:RegisteredOffice2024-01-012024-12-310282094212024-01-012024-12-310282094212023-01-012023-12-3102820942ns5:CurrentFinancialInstruments2024-12-3102820942ns5:CurrentFinancialInstruments2023-12-3102820942ns5:Non-currentFinancialInstruments2024-12-3102820942ns5:Non-currentFinancialInstruments2023-12-3102820942ns5:ShareCapital2024-12-3102820942ns5:ShareCapital2023-12-3102820942ns5:FurtherSpecificReserve1ComponentTotalEquity2024-12-3102820942ns5:FurtherSpecificReserve1ComponentTotalEquity2023-12-3102820942ns5:RetainedEarningsAccumulatedLosses2024-12-3102820942ns5:RetainedEarningsAccumulatedLosses2023-12-3102820942ns5:ShareCapital2022-12-3102820942ns5:RetainedEarningsAccumulatedLosses2022-12-3102820942ns5:FurtherSpecificReserve1ComponentTotalEquity2022-12-3102820942ns5:RetainedEarningsAccumulatedLosses2023-01-012023-12-3102820942ns5:FurtherSpecificReserve1ComponentTotalEquity2023-01-012023-12-3102820942ns5:RetainedEarningsAccumulatedLosses2024-01-012024-12-3102820942ns5:FurtherSpecificReserve1ComponentTotalEquity2024-01-012024-12-3102820942ns5:IntangibleAssetsOtherThanGoodwill2024-01-012024-12-310282094222024-01-012024-12-310282094222023-01-012023-12-3102820942ns5:OwnedAssets2024-01-012024-12-3102820942ns5:OwnedAssets2023-01-012023-12-3102820942ns5:PatentsTrademarksLicencesConcessionsSimilar2024-01-012024-12-3102820942ns5:PatentsTrademarksLicencesConcessionsSimilar2023-01-012023-12-3102820942ns5:DevelopmentCostsCapitalisedDevelopmentExpenditure2024-01-012024-12-3102820942ns5:DevelopmentCostsCapitalisedDevelopmentExpenditure2023-01-012023-12-3102820942ns5:ComputerSoftware2024-01-012024-12-3102820942ns5:ComputerSoftware2023-01-012023-12-3102820942ns5:PatentsTrademarksLicencesConcessionsSimilar2023-12-3102820942ns5:DevelopmentCostsCapitalisedDevelopmentExpenditure2023-12-3102820942ns5:ComputerSoftware2023-12-3102820942ns5:PatentsTrademarksLicencesConcessionsSimilar2024-12-3102820942ns5:DevelopmentCostsCapitalisedDevelopmentExpenditure2024-12-3102820942ns5:ComputerSoftware2024-12-3102820942ns5:PatentsTrademarksLicencesConcessionsSimilar2023-12-3102820942ns5:DevelopmentCostsCapitalisedDevelopmentExpenditure2023-12-3102820942ns5:ComputerSoftware2023-12-3102820942ns5:LandBuildings2023-12-3102820942ns5:LeaseholdImprovements2023-12-3102820942ns5:PlantMachinery2023-12-3102820942ns5:LandBuildings2024-01-012024-12-3102820942ns5:LeaseholdImprovements2024-01-012024-12-3102820942ns5:PlantMachinery2024-01-012024-12-3102820942ns5:LandBuildings2024-12-3102820942ns5:LeaseholdImprovements2024-12-3102820942ns5:PlantMachinery2024-12-3102820942ns5:LandBuildings2023-12-3102820942ns5:LeaseholdImprovements2023-12-3102820942ns5:PlantMachinery2023-12-3102820942ns5:FurnitureFittings2023-12-3102820942ns5:MotorVehicles2023-12-3102820942ns5:FurnitureFittings2024-01-012024-12-3102820942ns5:MotorVehicles2024-01-012024-12-3102820942ns5:FurnitureFittings2024-12-3102820942ns5:MotorVehicles2024-12-3102820942ns5:FurnitureFittings2023-12-3102820942ns5:MotorVehicles2023-12-3102820942ns5:CostValuation2023-12-3102820942ns5:WithinOneYearns5:CurrentFinancialInstruments2024-12-3102820942ns5:WithinOneYearns5:CurrentFinancialInstruments2023-12-3102820942ns5:CurrentFinancialInstruments2024-01-012024-12-3102820942ns5:Non-currentFinancialInstrumentsns5:BetweenTwoFiveYears2024-12-3102820942ns5:Non-currentFinancialInstrumentsns5:BetweenTwoFiveYears2023-12-3102820942ns5:DeferredTaxation2023-12-3102820942ns5:DeferredTaxation2024-01-012024-12-3102820942ns5:DeferredTaxation2024-12-3102820942ns10:OrdinaryShareClass12024-12-3102820942ns5:RetainedEarningsAccumulatedLosses2023-12-3102820942ns5:FurtherSpecificReserve1ComponentTotalEquity2023-12-31
REGISTERED NUMBER: 02820942 (England and Wales)











STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

ROXANE UK LTD

ROXANE UK LTD (REGISTERED NUMBER: 02820942)






CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024




Page

Company Information 1

Strategic Report 2

Report of the Directors 5

Report of the Independent Auditors 8

Statement of Comprehensive Income 12

Statement of Financial Position 13

Statement of Changes in Equity 14

Statement of Cash Flows 15

Notes to the Financial Statements 16


ROXANE UK LTD

COMPANY INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2024







DIRECTORS: Davy Brunel
Pascal Jankowski





SECRETARY: Reed Smith Corporate Services Ltd





REGISTERED OFFICE: Hangars 3, 4 & 5
Wood End Lane
Fradley Park
Lichfield
Staffordshire
WS13 8EL





REGISTERED NUMBER: 02820942 (England and Wales)





INDEPENDENT AUDITORS: Sumer AuditCo Ltd
The Beehive, Beehive Ring Road
Crawley
Gatwick
RH6 0PA

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their Strategic Report for Roxane UK Ltd ("the 'Company'") for the year ended 31 December 2024.

Principal activities
The principal activities of the Company were the production, import and wholesale of spring water.

REVIEW OF BUSINESS
The Company generated a profit after tax of £38,798,155 (2023: £31,339,885) based on a turnover of £218,500,350 (2023: £203,978,101). The Company had an operating profit of £56,758,930 (2023: £34,745,781); it benefitted from lower raw material costs and energy prices during the year.

The Company invested in a spring water site in Lichfield in 2012 and in land and another site at Eden Valley in 2020. The Company has continued to develop its activity in Lichfield and Eden Valley through additional investments on these sites.

PRINCIPAL RISKS AND UNCERTAINTIES
The Company established a risk and financial management framework the primary objectives of which are to protect the Company from events that hinder the achievement of its performance objectives.

Competitive risks
The objectives aim to limit undue counterparty exposure, ensure the sufficiency of working capital and monitor management risk at a business unit level.

Exposure to credit, liquidity, cash flow and foreign currency risks
- Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. Our policies are aimed at minimising such losses, and require that deferred terms are only granted to customers who demonstrate an appropriate payment history and satisfy creditworthiness procedures.

- Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities. We aim to mitigate liquidity risk by managing cash generation by our operations and applying cash collection targets.

- Cash flow risk is the risk that inflows and outflows of cash and cash equivalents will not be sufficient to finance the day-to-day operations. We manage cash flow risk by careful negotiation of terms with customers and suppliers.

- The Company has contracted loans denominated in euros and is therefore subject to foreign exchange movements between sterling and the euro. This risk is mitigated and monitored by the parent company.

In order to finance new investments and to hedge against sterling/euro exchange differences, the Company has taken exchange rate swaps in respect of its loans. This enables the Company effectively to lock the exchange rate.


ROXANE UK LTD (REGISTERED NUMBER: 02820942)

STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

SECTION 172(1) STATEMENT
Directors' statement of compliance with duty to promote the success of the Company
The directors have acted in good faith in a way that they considered would promote the success of the Company for the benefit of its members in accordance with section 172 of the Companies Act 2006. The key matters for which they have had regard include the following:

Optimisation of purchasing:
The directors strategically optimise the sourcing of raw materials in the best interests of the Company.

Likely consequence of any decision in the long term:
The key decisions taken during 2024 related to the Company's ongoing operational management and promotion. The likely long-term effect of such decisions is always considered, in order to ensure that the Company's operations are sustainable into the future.

Employees:
The Company takes steps to communicate and consult with employees in order to ensure that, as far as possible, they are engaged, involved and informed about decisions which affect them. Decisions taken by the directors to protect and promote the best interests of the Company also inherently protect the interests of its employees.

Business relationships:
The decisions of the directors are always guided by the principles of being straightforward and respectful towards suppliers and customers, in order to develop sustainable positive business relations. Thus, the Company is able to interact with suppliers and customers with openness and cooperation.

Reputation:
The Company's reputation is fundamental to its long-term success and the directors are committed to supporting this through adhering to laws and regulations, conducting business in a socially and environmentally responsible way, and treating all stakeholders with honesty and integrity.

Community and environment:
The Company is conscious of its social and environmental impact, and the directors seek opportunities to limit the environmental footprint of the operations of the Company wherever this is practically and commercially feasible.

Need to act fairly between members of the company:
The Company is wholly owned by Alma SA, and key decisions of the Company are supervised by that shareholder. Information is shared effectively to ensure that the shareholder is engaged.

FUTURE DEVELOPMENTS
The Company intends to continue expanding and improving its manufacturing process. The Company wants to protect its water resources and therefore intends to move forward with plans to purchase further land on the Eden Valley site.


ROXANE UK LTD (REGISTERED NUMBER: 02820942)

STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

KEY PERFORMANCE INDICATORS
2024 2023 Change
£'000000 £'000000
Turnover 218,500 203,978 7.12%
Operating profit 56,759 34,746 63.35%
Profit after tax 38,798 31,340 23.80%
Shareholders' funds 122,140 87,843 39.04%
Average number of employees 316 297 6.40%

Turnover has increased due to the progression of sales in the UK. This upward trend has been observed since the Company commenced trading. The increase in activity during the year has been supported by an increased workforce.

ON BEHALF OF THE BOARD:





Davy Brunel - Director


30 September 2025

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

DIVIDENDS
No dividends will be distributed for the year ended 31 December 2024.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

Davy Brunel
Pascal Jankowski

DISABLED EMPLOYEES
It is the Company's policy that employees, contractors and visitors will face no discrimination on the grounds of: their ability to use equipment that is not integral to their role; their ability to traverse to, from or through a location that is not required for their role; their ability to communicate in a manner that is not integral to their role; the level of training (or other investment) they receive in terms of their professional development within the business. All disabled employees and contractors must receive the same remuneration as their able-bodied contemporaries for comparable work.

Special considerations are implemented for disabled employees, contractors or visitors, where reasonably practicable, provided the implementation does not reduce the manner in which their roles can be efficiently performed. These considerations include: the ability to work in a different location from their able-bodied colleagues; the provision of specialist equipment; a change of working hours relative to their able-bodied colleagues; their omission from polices or procedures that may disproportionately affect them, provided said omission does not undermine the policy or procedure on the whole; internal and external training to be modified to suit the disabled individual, provided said modification does not undermine the training on the whole.

QUALIFYING THIRD PARTY INDEMNITY PROVISIONS
As permitted by the Companies Act 2006, the Company has indemnified its directors and officers in respect of proceedings which may be brought by third parties and such indemnification was in place throughout the year and at the date of approval of these financial statements. Neither the Company's indemnity nor insurance provides cover if a director or officer acts fraudulently or dishonestly. No claim or notice of claim in respect of these indemnities has been received in the year.


ROXANE UK LTD (REGISTERED NUMBER: 02820942)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2024

GREENHOUSE GAS EMISSIONS, ENERGY CONSUMPTION AND ENERGY EFFICIENCY ACTION
2024 2023
Energy consumption used to calculate emissions (kWh)
Gas consumption 69,746,692 54,760,293
Purchased electricity 28,152,611 33,347,273
Scope 1 emissions in metric tonnes CO2e
Gas consumption 16,988 13,887
Scope 2 emissions in metric tonnes CO2e
Purchased electricity 5,829 6,905
Total gross emissions in metric tonnes CO2e 22,817 20,792


Quantification and reporting methodology
We have used the GHG Reporting Protocol - Corporate Standard and have used the 2020 UK Government's Conversion Factors for Company Reporting.

Measures taken to improve energy efficiency
The business did not undertake any energy efficiency activities during the year. However, the Company is mindful of its environmental obligations and will examine opportunities to reduce energy consumption and therefore carbon emissions in the year ahead.

MATTERS COVERED IN THE STRATEGIC REPORT
As permitted by paragraph 1A of schedule 7 to the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 certain matters which are required to be disclosed in the directors' report have been omitted as they are included in the strategic report on pages 1 to 3. These matters relate to financial instruments, stakeholder engagement, employee engagement and future developments.

ECONOMIC IMPACT OF GLOBAL EVENTS
UK businesses are facing many uncertainties and challenges caused by political, economic, social, technological, legal and environmental factors. These uncertainties have contributed to an environment in which there exists a range of issues and risks, including inflation, rising interest rates, labour shortages, disrupted supply chains and new ways of working.

The directors have carried out an assessment of the potential impact of these uncertainties on the business, including the impact of mitigation measures, and concluded that the greatest impact on the business is expected to be from the economic ripple effect on the global economy. The directors have taken account of these potential impacts in their going concern assessment.

The Company continues to work with its partners to minimise any impacts of these events and maximise the realisation of any opportunities they may provide to the business.


ROXANE UK LTD (REGISTERED NUMBER: 02820942)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2024

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors 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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- state whether applicable accounting standards have been followed, subject to any material departures disclosed and
explained in the financial statements;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

AUDITORS
The auditors, Sumer AuditCo Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





Davy Brunel - Director


30 September 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
ROXANE UK LTD

Opinion
We have audited the financial statements of Roxane UK Ltd ("the Company") for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, Statement of Cash Flows and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (UK Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its 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 section of our report headed "Auditors' responsibilities for the audit of the financial statements" . We are independent of the 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 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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 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 the audit:
- the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
ROXANE UK LTD


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

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, or returns adequate for our audit have not been received from
branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page 7, 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 necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
ROXANE UK LTD


Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

o 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 risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, because fraud may involve deliberate concealment.. The primary responsibility for the prevention and detection of fraud rests with those charged with the management and governance of the Company.

o We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company, and determined that the most significant are ordinary commercial law and health and safety regulations concerning employees. We obtained an understanding of how the Company is complying with these frameworks by reviewing the Company's procedures and controls, the awareness and efficacy of those charged with governance, the culture of honesty and ethical behaviour, and the extent to which emphasis is placed on fraud prevention, deterrence and detection.

o We evaluated the incentives of the directors and management, and their opportunities for fraudulent manipulation of the financial statements, including the risk of the override of controls, and determined that the principal risks relate to the posting of manual journal entries to manipulate the appearance of financial performance, management bias through judgments and assumptions in significant accounting estimates and one-off or unusual transactions. We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud might occur, by making enquiries of management and evaluating the adequacy of the Company's system of internal controls. We considered that there was no history of fraud, error, non-compliance, unusual transactions, or difficulty obtaining audit evidence. We also considered numerous potential risk factors, including pressures on management, the extent of judgment in determining account balances, the susceptibility of assets to loss or misappropriation, staff morale and the degree of staff turnover in the accounting department.

o The Senior Statutory Auditor reviewed the experience and expertise of the audit engagement team to ensure that they collectively had the appropriate competence and capabilities to identify non-compliance with the relevant laws and regulations.

o We identified that non-compliance with employment regulations and health and safety regulations might have a material effect on the financial statements, along with the recognition of turnover. Based on this understanding we designed our audit procedures to detect irregularities including fraud. Our procedures involved:
- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of
material misstatement due to fraud;
- testing the appropriateness of journal entries and other adjustments to the nominal ledger;
- checking completeness of the sequence of sales invoices and verifying the correct accounting for a sample of
sales invoices from the boundary of the accounting system to the nominal ledger;
- assessing whether judgments made by accounting staff or management were indicative of potential bias;
- testing the appropriateness of journal entries and other adjustments to the nominal ledger;
- making enquiries of the directors and management on whether they had knowledge of any actual, suspected or
alleged fraud;
- assessing whether judgments made by accounting staff or management were indicative of potential bias;
- considering the Company's approach to the health and safety of staff, and the extent of compliance with related
laws and regulations;

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
ROXANE UK LTD


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 a Report of the Auditors 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.




Warren Weiss LLB, MSc, MA, FCA (Senior Statutory Auditor)
for and on behalf of Sumer AuditCo Ltd
The Beehive, Beehive Ring Road
Crawley
Gatwick
RH6 0PA

30 September 2025

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

STATEMENT OF COMPREHENSIVE
INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024

31.12.24 31.12.23
Notes £    £   

TURNOVER 218,500,350 203,978,101

Cost of sales 124,732,514 131,093,734
GROSS PROFIT 93,767,836 72,884,367

Administrative expenses 37,021,796 38,142,424
56,746,040 34,741,943

Other operating income 12,889 3,838
56,758,929 34,745,781


Interest payable and similar expenses 4 3,684,800 1,263,059
PROFIT BEFORE TAXATION 5 53,074,129 33,482,722

Tax on profit 6 14,275,974 2,142,837
PROFIT FOR THE FINANCIAL YEAR 38,798,155 31,339,885

OTHER COMPREHENSIVE (LOSS)/INCOME
Change in value of hedging instrument (4,500,590 ) 1,198,937
Income tax relating to other comprehensive
(loss)/income

-

-
OTHER COMPREHENSIVE
(LOSS)/INCOME FOR THE YEAR, NET
OF INCOME TAX


(4,500,590


)


1,198,937
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

34,297,565

32,538,822

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

STATEMENT OF FINANCIAL POSITION
31 DECEMBER 2024

31.12.24 31.12.23
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 7 468,000 569,286
Tangible assets 8 117,774,690 125,180,979
Investments 9 816,000 816,000
119,058,690 126,566,265

CURRENT ASSETS
Stocks 10 24,743,363 19,524,494
Debtors 11 52,551,762 50,277,221
Cash and cash equivalents 13,911,888 18,293,621
91,207,013 88,095,336
CREDITORS
Amounts falling due within one year 12 44,458,397 66,501,526
NET CURRENT ASSETS 46,748,616 21,593,810
TOTAL ASSETS LESS CURRENT
LIABILITIES

165,807,306

148,160,075

CREDITORS
Amounts falling due after more than one
year

13

(38,990,397

)

(55,097,728

)

PROVISIONS FOR LIABILITIES 16 (4,676,533 ) (5,219,536 )
NET ASSETS 122,140,376 87,842,811

CAPITAL AND RESERVES
Called up share capital 17 52,000,000 52,000,000
Cash flow hedge reserve 18 2,721,535 7,222,125
Retained earnings 18 67,418,841 28,620,686
SHAREHOLDERS' FUNDS 122,140,376 87,842,811

The financial statements were approved by the Board of Directors and authorised for issue on 30 September 2025 and were signed on its behalf by:




Davy Brunel - Director



Pascal Jankowski - Director


ROXANE UK LTD (REGISTERED NUMBER: 02820942)

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024

Called up Cash flow
share Retained hedge Total
capital earnings reserve equity
£    £    £    £   
Balance at 1 January 2023 52,000,000 (2,719,199 ) 6,023,188 55,303,989

Changes in equity
Total comprehensive income - 31,339,885 1,198,937 32,538,822
Balance at 31 December 2023 52,000,000 28,620,686 7,222,125 87,842,811

Changes in equity
Total comprehensive income - 38,798,155 (4,500,590 ) 34,297,565
Balance at 31 December 2024 52,000,000 67,418,841 2,721,535 122,140,376

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024

31.12.24 31.12.23
Notes £    £   
Cash flows from operating activities
Cash generated from operations 22 41,057,473 35,917,793
Interest paid (3,684,800 ) (1,263,059 )
Tax paid (13,044,019 ) (817,206 )
Net cash from operating activities 24,328,654 33,837,528

Cash flows from investing activities
Purchase of intangible fixed assets (15,081 ) (5,588 )
Purchase of tangible fixed assets (10,786,192 ) (13,182,400 )
Purchase of fixed asset investments - (16,000 )
Sale of tangible fixed assets 102,422 39,872
Net cash from investing activities (10,698,851 ) (13,164,116 )

Cash flows from financing activities
Loan repayments in year (18,003,617 ) (9,717,231 )
Amount withdrawn by directors (7,919 ) -
Net cash from financing activities (18,011,536 ) (9,717,231 )

(Decrease)/increase in cash and cash equivalents (4,381,733 ) 10,956,181
Cash and cash equivalents at beginning of
year

23

18,293,621

7,337,440

Cash and cash equivalents at end of year 23 13,911,888 18,293,621

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1. STATUTORY INFORMATION

Roxane UK Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Preparation of consolidated financial statements
The financial statements contain information about Roxane UK Ltd as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

2. ACCOUNTING POLICIES - continued

Judgements in applying accounting policies and key sources of estimation
In applying the company's accounting policies, the directors are required to make judgments, estimates and assumptions to determine the carrying amounts of assets and liabilities. The directors' judgments, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgments, estimates and assumptions, the actual results and outcomes may differ.

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

Critical judgements in applying the company's accounting policies
The critical judgments that the directors have made in the process of applying the Company's accounting policies and that have the most significant effect on the amounts recognised in the financial statements are discussed below.

(i) Assessing indicators of impairment
In assessing whether there have been any indicators of impairment of assets, the directors have considered both external and internal sources of information such as market conditions and experience of recoverability. There have been no indicators of impairments identified during the current financial year.

(ii) Establishing fair value of financial instruments (Note 15)
When the fair value of financial assets and financial liabilities cannot be measured based on quoted prices in active markets or on the price of a recent transaction for an identical asset or liability, their fair values are measured using valuation techniques including the discounted cash flow model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgments include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.

Key sources of estimation uncertainty
The key assumptions concerning the future, and other key sources of estimation uncertainty, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.

(i) Estimating value in use
Where an indication of impairment exists, the directors carry out an impairment review to determine the recoverable amount, which is the higher of fair value less cost to sell and value in use. The value in use calculation requires the directors to estimate the future cash flows expected to arise from the asset or the cash generating unit and a suitable discount rate in order to calculate present value.

(ii) Recoverability of debtors
A provision for debtors is established where it is estimated that the debtors are not considered to be fully recoverable. When assessing recoverability, the directors have considered factors such as the aging of receivables, past experience of recoverability, and the credit profile of individual or groups of customers.

(iii) Determining residual values and useful economic lives of tangible assets and intangible assets


ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

2. ACCOUNTING POLICIES - continued
The Company depreciates tangible assets and amortises intangible assets over their estimated useful lives. The estimation of the useful lives of tangible assets is based on historic performance as well as expectations about future use and therefore requires estimates and assumptions to be applied. The estimation of useful lives of intangible assets is based on any contractual or legal rights associated with the asset, or the period in which the Company expects to use the asset if shorter. The actual lives of these assets can vary depending on a variety of factors, including technological innovation, product life cycles and maintenance programmes.Judgement is also applied when determining the residual values for tangible assets. When determining the residual value, the directors have assessed the amount that the Company would currently obtain for the disposal of the asset, if it were already of the condition expected at the end of its useful life. Where possible this is done with reference to external market prices.

(iv) Stock provision
Stock is reviewed annually with reference to current and new products along with recent sales history of the related products.

(v) Stock valuation
The directors have considered whether the net realisable value of inventory was lower than the carrying value. Slow-moving, excess and obsolete inventory is reviewed and provided for as necessary. The directors, having reviewed the run-off of inventory subsequent to the year end and the prices achieved have concluded that its net realisable value was not materially lower than the net carrying value at the year end.

Turnover
Turnover arises from the production, import and wholesale of spring water. Turnover is measured at the fair value of the consideration received or receivable and represents amounts for the sale of goods in the normal course of business, net of discounts and other sales-related taxes.

Turnover from the sale of goods is recognised when the company has transferred to the buyer the significant risks and rewards of ownership of the goods, which is when the goods are delivered to the customer.

Intangible assets
Intangible assets comprise development expenditure and licenses.
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years. The estimated useful lives range as follows:

Development expenditure- 3 years
Software- 3 years
Licences- 20 years unless the term of the licence is specified

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

2. ACCOUNTING POLICIES - continued

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.

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined, which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:

Buildings- 15 years
Plant and machinery - 7-15 years
Motor vehicles - 4 years
Fixtures and fittings- 4-7 years
Assets under construction- not depreciated until assets are fully completed

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 statement of comprehensive income.

Freehold land is not depreciated.

Investments in subsidiaries
Investments in subsidiaries are measured at cost less accumulated impairment.

Stocks
Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

2. ACCOUNTING POLICIES - continued

Financial instruments
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an outright short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the reporting date.

Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position 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 only instruments used for hedging purposes are cross currency swaps for interest risk hedging purposes.

These instruments:
- are used solely for hedging purposes;
- are contracted solely with high-quality foreign banks; and
- carry no liquidity risk in the event of a downturn.

The effective portion of changes in the fair value of derivatives that are designated and qualified as cash flow hedges is recognised in other comprehensive income. The gain or loss relating to the ineffective portion is recognised immediately in the Statement of Comprehensive Iand is included in finance income or finance cost.

Amounts previously recognised in other comprehensive income and accumulated in equity are reclassified to the Statement of Comprehensive Income in periods when the hedged item is recognised in the Statement of Comprehensive Income.

Hedge accounting is discontinued when the Company revokes the hedging relationship, the hedging instrument expires or is sold, terminated, or exercised, or no longer qualifies for hedge accounting. Any gain or loss recognised in other comprehensive income at that the time is accumulated in equity and is recognised when the forecast transaction is ultimately recognised in the statement of comprehensive income. When a forecast transaction is no longer expected to occur, the gain or loss accumulated in equity is recognised immediately in the Statement of Comprehensive Income.


ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

2. ACCOUNTING POLICIES - continued
Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. Current or deferred taxation assets and liabilities are not discounted. Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date. Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange prevailing at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange prevailing at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits
The Company operates a defined contribution pension scheme. Contributions payable to the Company's pension scheme are charged to profit or loss in the period to which they relate.


3. EMPLOYEES AND DIRECTORS
31.12.24 31.12.23
£    £   
Wages and salaries 14,611,628 13,639,593
Social security costs 1,368,813 1,240,256
Other pension costs 483,531 511,805
16,463,972 15,391,654

The average number of employees during the year was as follows:
31.12.24 31.12.23

Administration 316 297

31.12.24 31.12.23
£    £   
Directors' remuneration 132,836 140,767

4. INTEREST PAYABLE AND SIMILAR EXPENSES
31.12.24 31.12.23
£    £   
Bank loan interest 3,449,046 725,082
Fines and penalties 12,370 -
Group interest 223,384 537,977
3,684,800 1,263,059

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

5. PROFIT BEFORE TAXATION

The profit is stated after charging/(crediting):

31.12.24 31.12.23
£    £   
Depreciation - owned assets 18,105,340 18,568,017
(Profit)/loss on disposal of fixed assets (15,280 ) 39,872
Patents and licences amortisation 25,000 25,000
Development costs amortisation 81,330 95,555
Computer software amortisation 10,037 17,213
Auditors' remuneration 71,500 55,000
Foreign exchange differences (1,706,908 ) (1,535,226 )

6. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
31.12.24 31.12.23
£    £   
Current tax:
UK corporation tax 14,818,977 5,961,461

Deferred tax (543,003 ) (3,818,624 )
Tax on profit 14,275,974 2,142,837

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

31.12.24 31.12.23
£    £   
Profit before tax 53,074,129 33,482,722
Profit multiplied by the standard rate of corporation tax in the UK of 25%
(2023 - 23.520%)

13,268,532

7,875,136

Effects of:
Expenses not deductible for tax purposes 64,117 238,337
Depreciation in excess of capital allowances 1,486,328 518,245
Timing difference on deferred tax (543,003 ) (3,818,624 )
Trading losses utilised - (2,625,432 )
Revision of tax due to change in rate on expenses not deductible for tax purposes
-

(14,156

)
Remeasurement of tax due to change in rate on expenses not deductible for tax purposes
-

(30,669

)
Total tax charge 14,275,974 2,142,837

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

6. TAXATION - continued

Tax effects relating to effects of other comprehensive income

31.12.24
Gross Tax Net
£    £    £   
Change in value of hedging instrument (4,500,590 ) - (4,500,590 )

31.12.23
Gross Tax Net
£    £    £   
Change in value of hedging instrument 1,198,937 - 1,198,937

7. INTANGIBLE FIXED ASSETS
Patents
and Development Computer
licences costs software Totals
£    £    £    £   
COST
At 1 January 2024 500,000 663,501 119,035 1,282,536
Additions - - 15,081 15,081
At 31 December 2024 500,000 663,501 134,116 1,297,617
AMORTISATION
At 1 January 2024 275,000 350,634 87,616 713,250
Amortisation for year 25,000 81,330 10,037 116,367
At 31 December 2024 300,000 431,964 97,653 829,617
NET BOOK VALUE
At 31 December 2024 200,000 231,537 36,463 468,000
At 31 December 2023 225,000 312,867 31,419 569,286

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

8. TANGIBLE FIXED ASSETS
Assets
Freehold under Plant and
property construction machinery
£    £    £   
COST
At 1 January 2024 73,115,881 2,469,997 126,017,630
Additions 559,923 3,105,665 4,160,320
Disposals - - (102,471 )
Reclassification/transfer - (524,990 ) 484,487
At 31 December 2024 73,675,804 5,050,672 130,559,966
DEPRECIATION
At 1 January 2024 17,344,690 - 69,385,373
Charge for year 2,481,149 - 13,697,833
Eliminated on disposal - - (15,330 )
At 31 December 2024 19,825,839 - 83,067,876
NET BOOK VALUE
At 31 December 2024 53,849,965 5,050,672 47,492,090
At 31 December 2023 55,771,191 2,469,997 56,632,257

Fixtures
and Motor
fittings vehicles Totals
£    £    £   
COST
At 1 January 2024 14,911,666 2,773,913 219,289,087
Additions 2,497,240 463,044 10,786,192
Disposals - - (102,471 )
Reclassification/transfer 40,503 - -
At 31 December 2024 17,449,409 3,236,957 229,972,808
DEPRECIATION
At 1 January 2024 5,394,494 1,983,551 94,108,108
Charge for year 1,605,918 320,440 18,105,340
Eliminated on disposal - - (15,330 )
At 31 December 2024 7,000,412 2,303,991 112,198,118
NET BOOK VALUE
At 31 December 2024 10,448,997 932,966 117,774,690
At 31 December 2023 9,517,172 790,362 125,180,979

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

9. FIXED ASSET INVESTMENTS
Shares in
group
undertakings
£   
COST
At 1 January 2024
and 31 December 2024 816,000
NET BOOK VALUE
At 31 December 2024 816,000
At 31 December 2023 816,000

The company owned 100% of the share capital of its subsidiary, Bradbury Transport Services Limited, whose registered office is Hangars 3, 4 & 5 Wood End Lane, Fradley Park, Lichfield, Staffordshire, WS13 8EL. The principal activity of the subsidiary is that of transport services.


10. STOCKS
31.12.24 31.12.23
£    £   
Stock of goods for re-sale 24,743,363 19,524,494

11. DEBTORS
31.12.24 31.12.23
£    £   
Amounts falling due within one year:
Trade debtors 37,043,296 42,967,726
Amounts owed by group undertakings 13,014,089 576,312
Other debtors 1,138,392 172,993
Prepayments and accrued income 175,285 386,369
51,371,062 44,103,400

Amounts falling due after more than one year:
Financial instruments 1,180,700 6,173,821

Aggregate amounts 52,551,762 50,277,221

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

12. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.2431.12.23
£ £
Bank loans and overdrafts (see note 14) 16,496,47617,100,195
Trade creditors12,592,83412,700,297
Amounts owed to group undertakings157,04324,791,170
Corporation tax6,919,2135,144,255
Social security and other taxes 4,401,7854,327,102
Other creditors-856
Directors' current accounts-7,919
Accrued expenses3,891,0462,429,732
44,458,39766,501,526



13. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR
31.12.24 31.12.23
£    £   
Bank loans (see note 14) 37,697,830 55,097,728
Derivatives instrument 1,292,567 -
38,990,397 55,097,728

14. LOANS

An analysis of the maturity of loans is given below:

31.12.24 31.12.23
£    £   
Amounts falling due within one year or on demand:
Bank loans 16,496,476 17,100,195

Amounts falling due between two and five years:
Bank loans - 2-5 years 29,156,034 42,316,383

Amounts falling due in more than five years:

Repayable by instalments
Bank loans more 5 yr by instal 8,541,796 12,781,345

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

15. FINANCIAL INSTRUMENTS

The Company has cash flow hedges relating to five cross currency swaps for interest risk hedging purposes. These cover five loans which are designated as hedging instruments. The aggregate fair value at the reporting date was a liability of £111,867 (2023: £6,173,821). This is the net of the financial instruments (note 11) and the derivative instrument (note 13).

The company uses hedge accounting for these cash flow hedges. Cash flows are expected to occur on a monthly basis in line with the loan repayments. A gain or loss relating to the ineffective portion is recognised immediately in the statement of comprehensive income.

The change in fair value of the hedging instrument that was recognised in other comprehensive income during the year was £4,500,590 (2023: £1,198,937).


16. PROVISIONS FOR LIABILITIES
31.12.24 31.12.23
£    £   
Deferred tax 4,676,533 5,219,536

Deferred
tax
£   
Balance at 1 January 2024 5,219,536
Provided during year (543,003 )
Balance at 31 December 2024 4,676,533

17. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.12.24 31.12.23
value: £    £   
52,000,000 Ordinary £1 52,000,000 52,000,000

All shares rank equally for dividend and voting rights.


ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

18. RESERVES
Cash flow
Retained hedge
earnings reserve Totals
£    £    £   

At 1 January 2024 28,620,686 7,222,125 35,842,811
Profit for the year 38,798,155 38,798,155
Change in value of hedging
instrument

-

(4,500,590

)

(4,500,590

)

At 31 December 2024 67,418,841 2,721,535 70,140,376

Cash flow hedge reserve
This reserve comprises the effective portion of changes in the fair value of derivatives that are designated and qualified as cash flow hedges.

Profit and loss account
This reserve represents the cumulative profits and losses of the company.


19. ULTIMATE PARENT COMPANY

The ultimate parent undertaking and the ultimate controlling party is Alma SA, a company incorporated in France. The parent company of the smallest and largest group to include the company in its consolidated financial statements is Alma SA. These consolidated financial statements are not publicly available.


20. LEASE COMMITMENTS

At the balance sheet date the Company was committed to payments totalling £239,149 (2023: £309,149) for premises under a lease expiring on 31 May 2028 of which £70,000 (2023: £70,000) was due within one year.


ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

21. RELATED PARTY TRANSACTIONS

During the year, the Company entered into trading transactions with companies that are under common ownership and control, as follows:

2024 2023
£ £
Interest payable:
Alma SA 223,384 537,976

At the reporting date the following amounts were outstanding:

31.12.24 31.12.23
£ £
Within creditors:
Roxane SA - 7,697
Roxane Nord - 442
Alma SA - 24,791,170
Roxane Nord Louise - 164,115
GIE Sources Alma Facturation 40,855 569,635
Neptune Distribution 1,465 69
Bradbury Transport Services Ltd 157,043 -
199,363 25,543,128

31.12.24 31.12.23
£ £
Within debtors:
Bradbury Transport Services Ltd - 576,312
Alma SA 13,014,089 -
Cristal Roc - 2,570
Parot SAS - -
13,014,089 578,882

22. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM
OPERATIONS

31.12.24 31.12.23
£    £   
Profit before taxation 53,074,129 33,482,722
Depreciation charges 18,221,707 18,705,786
Profit on disposal of fixed assets (15,280 ) -
Release of cashflow hedge reserve 1,785,097 (791,778 )
Finance costs 3,684,800 1,263,059
76,750,453 52,659,789
(Increase)/decrease in stocks (5,218,869 ) 254,097
(Increase)/decrease in trade and other debtors (8,560,229 ) 2,301,639
Decrease in trade and other creditors (21,913,882 ) (19,297,732 )
Cash generated from operations 41,057,473 35,917,793

ROXANE UK LTD (REGISTERED NUMBER: 02820942)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2024

23. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 31 December 2024
31.12.24 1.1.24
£    £   
Cash and cash equivalents 13,911,888 18,293,621
Year ended 31 December 2023
31.12.23 1.1.23
£    £   
Cash and cash equivalents 18,293,621 7,337,440


24. ANALYSIS OF CHANGES IN NET DEBT

At 1.1.24 Cash flow At 31.12.24
£    £    £   
Net cash
Cash and cash equivalents 18,293,621 (4,381,733 ) 13,911,888
18,293,621 (4,381,733 ) 13,911,888
Debt
Debts falling due within 1 year (17,100,195 ) 603,719 (16,496,476 )
Debts falling due after 1 year (55,097,728 ) 17,399,898 (37,697,830 )
(72,197,923 ) 18,003,617 (54,194,306 )
Total (53,904,302 ) 13,621,884 (40,282,418 )