REGISTERED NUMBER: 12096238 (England and Wales)

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 25 DECEMBER 2024

FOR

TAE POWER SOLUTIONS MANUFACTURING

LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTOR:

K Munipella

REGISTERED OFFICE:

C/O Thrings Llp

6 Drakes Meadow

Swindon

SN3 3LL

REGISTERED NUMBER:

12096238 (England and Wales)

AUDITORS:

TC Group

1 Rushmills

Bedford Road

Northampton

Northamptonshire

NN4 7YB

FIXED ASSETS

Tangible assets

4

-

111,021

CURRENT ASSETS

Stocks

-

1,266,872

Debtors

5

322,216

382,743

Cash at bank

740

111,028

322,956

1,760,643

CREDITORS

Amounts falling due within one year

6

278,373

1,672,428

NET CURRENT ASSETS

44,583

88,215

TOTAL ASSETS LESS CURRENT LIABILITIES

44,583

199,236

CREDITORS

Amounts falling due after more than one year

7

(4,409

)

(14,806

)

PROVISIONS FOR LIABILITIES

10

-

(21,902

)

NET ASSETS

40,174

162,528

CAPITAL AND RESERVES

Called up share capital

11

106

106

Share option reserve

-

75,384

Retained earnings

40,068

87,038

SHAREHOLDERS' FUNDS

40,174

162,528

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the director and authorised for issue on 1 October 2025 and were signed by:

K Munipella - Director

1.	STATUTORY INFORMATION

TAE Power Solutions Manufacturing Limited 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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

On 30 June 2024 the trade and assets of the business were acquired by a customer of the group under an Asset Purchase Agreement. Subsequent to this, the company has completed its remaining other projects and ceased to trade, with the intention to become dormant once all residual balances have been settled.

On that basis, the company has prepared its accounts on a basis other than going concern.

Assets have been assessed for impairment and a review for additional liabilities has been conducted as

a result of the cessation of trade.

The group will continue to maintain the company as a non-trading entity until such time that they have

concluded the process of cessation and assessed any future needs for the entity.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Improvements to property

-

10% on cost

Plant and machinery

-

25% on reducing balance

Fixtures and fittings

-

25% on reducing balance

Computer equipment

-

33% on cost

Stocks

Stocks are valued at the estimate selling price, less costs to complete and sell after making due allowance for obsolete and slow moving stock.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, 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 balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet 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 ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

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

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.

Share based payments

The Group provides share-based payment arrangements to certain employees.

Equity-settled arrangements are measured at fair value (excluding the effect on non-market based vesting conditions) at the date of the grant. The fair value is expensed on a straight-line basis over the vesting period. The amount recognised as an expense is adjusted to reflect the actual number of shares or options that will vest.

Where equity-settled arrangements are modified, and are of benefit to the employee, the incremental fair value is recognised over the period from the date of modification to date of vesting. Where a modification is not beneficial to the employee there is no change to the charge for share-based payment. Settlements and cancellations are treated as an acceleration of vesting and the unvested amount is recognised immediately in the income statement.

Cash-settled share options are measured at fair value at the balance sheet date. The Group recognises a liability at the balance sheet date based on these fair values, taking into account the estimated number of options that will actually vest and the current proportion of the vesting period. Changes in the value of this liability are recognised in the income statement.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 28 (2023 - 35 ) .

4.	TANGIBLE FIXED ASSETS

Improvements

Fixtures

to

Plant and

and

Computer

property

machinery

fittings

equipment

Totals

£

£

£

£

£

COST

At 26 December 2023

22,897

97,402

41,896

5,567

167,762

Disposals

(22,897

)

(97,402

)

(41,896

)

(5,567

)

(167,762

)

At 25 December 2024

-

-

-

-

-

DEPRECIATION

At 26 December 2023

6,869

26,968

17,795

5,109

56,741

Charge for year

1,145

9,626

3,229

229

14,229

Eliminated on disposal

(8,014

)

(36,594

)

(21,024

)

(5,338

)

(70,970

)

At 25 December 2024

-

-

-

-

-

NET BOOK VALUE

At 25 December 2024

-

-

-

-

-

At 25 December 2023

16,028

70,434

24,101

458

111,021

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade debtors

-

255,304

Other debtors

217,545

25,053

Tax

99,699

99,699

VAT

533

2,687

Deferred tax asset

3,275

-

Prepayments and accrued income

1,164

-

322,216

382,743

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Bank loans and overdrafts (see note 8)

10,397

10,140

Trade creditors

37,114

217,102

Amounts owed to group undertakings

180,862

1,328,722

Social security and other taxes

-

23,897

Pensions Payable

-

6,359

Accrued expenses

50,000

86,208

278,373

1,672,428

7.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2024

2023

£

£

Bank loans (see note 8)

4,409

14,806

8.

LOANS

An analysis of the maturity of loans is given below:

2024

2023

£

£

Amounts falling due within one year or on demand:

Bank loans

10,397

10,140

Amounts falling due between one and two years:

Bank loans - 1-2 years

4,409

10,397

Amounts falling due between two and five years:

Bank loans - 2-5 years

-

4,409

The loan within creditors is a bounceback loan, which incurs a fixed level of interest and is guaranteed by the UK government.

9.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2024

2023

£

£

Within one year

-

91,426

Between one and five years

-

281,362

In more than five years

-

127,918

-

500,706

During the year the operating leases have been novated to a customer of the group as part of the Asset Purchase Agreement on 14 June 2024.

10.	PROVISIONS FOR LIABILITIES

2023

£

Deferred tax

21,902

Deferred

tax

£

Balance at 26 December 2023

21,902

Credit to Income Statement during year

(25,177

)

Balance at 25 December 2024

(3,275

)

11.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

100

Ordinary

£1

100

100

2

Ordinary A

£1

2

2

2

Ordinary B

£1

2

2

2

Ordinary C

£1

2

2

106

106

12.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Emma Jones FCCA (Senior Statutory Auditor)

for and on behalf of TC Group

Emphasis of matter - Basis of preparation

We draw your attention to Note 2 to the financial statements, which explains that the company has ceased to trade.

Therefore the directors do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements.

Accordingly the financial statements have been prepared on a basis other than going concern. This is as described in Note 2.

Our opinion is not modified in respect of this matter.

13.	RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

14.	ULTIMATE CONTROLLING PARTY

The immediate parent company is TAE Power Solutions Limited.

TAE Technologies Inc is the ultimate controlling party by virtue of their shareholding in the group.

15.	SHARE-BASED PAYMENT TRANSACTIONS

The number of equity-settled share based payments has been disclosed in the below table. During the year, the credit for the equity-settled share based payment was £75,384 (2023: charge £75,384).

Some employees of the company have been issued share options in TAE Power Solutions LLC and TAE Technologies Inc. Share options which have been granted have non-market vesting conditions attached, and there are two different classes. Share options are exercisable immediately after the vesting period between 1-6 years following their grant.

The fair value of share options granted is estimated at the date of grant. The grant date for accounting purposes is at various points as the options were issued, as this is when a shared understanding of the terms and conditions of the arrangements was achieved between various parties. When assessing the fair value at the grant date, market information was used from which the parent company is listed in.

The fair value of share options granted is estimated at the date of grant using Black Scholes model.

The following table illustrates the number and weighted average exercise price of, and movements in, share options during the year;

Number of share options

Weighted average exercise price

At 26 December 2023

100,505

Issued

5,952

$14,64

Forfeited

(106,457

)

$14.64

At 25 December 2024

-

$14.64

There were no options outstanding as at 25 December 2024.

During the year ended 25 December 2024, 5,952 (2023: 108,736) share options were issued with a weighted average aggregate value of $7,678 (2023: $347,262) at the date of grant to employees.

The fair value of the share options granted during the year were determined using the Black-Scholes option pricing model with the following weighted average assumptions:

Average ($

)

Average (£

)

Share price

20.37

16.29

Exercise price

14.64

11.71

Expected volatility

70.82%

Expected option life

7.52 years

Risk-free interest rate

2.93%