The directors present the strategic report for the year ended 31 March 2025.

OryxAlign is a well-established, Managed IT Services Provider (MSP), whose principal purpose is to plan, design and enable the procurement, implementation, protection, and ongoing management of a wide range of modern technologies, through an earned and trusted partnership with its clients.

The Company’s client base lies principally in the mid-market space across the UK and European mainland, with an increasing focus and emphasis on the Data Centre, Construction, and Commercial Property sectors.

OryxAlign’s enduring vision is:

“To be a successful, sustainable, market-leading MSP, recognised for our brand, our vibrant culture and our service excellence”.

CEO’s Statement

The Company has had an exceptional year, achieving significant, profitable growth across all its sectors. It has been, by some margin, the best year in OryxAlign’s 19-year history.

Our resilient brand is now very well established in the UK, evidenced not least by the many industry awards and accolades OryxAlign has secured throughout the year. Encouragingly, we are now steadily gaining market share across mainland Europe. Our 24x7 service record remains solid, consistent and reliable. And our operational performance and business efficiency continue to mature as we look to cement our products and services firmly in the mid-market space.

A notable commercial milestone this year was the successful acquisition of SDT Group in October 2024, marking a significant step forward in our international growth plans through to the end of the decade. Integration of SDT Group into OryxAlign is progressing smoothly, with completion expected by the end of the 2025 calendar year.

Competition remains strong, with market segment expertise in best technologies, and their implementation, emerging as important differentiators.

We have made good progress towards harnessing the full commercial value and potential of our data and information to inform decisions at Board and Senior Leadership Team (SLT) level. Embracing automation and AI more widely across the Company will remain a high Board priority over the next FY.

Business Model

OryxAlign’s services and technical competencies fall into the following categories:

1.    Enterprise Networking

2.    Managed Cloud and Digital Transformation

3.    Managed Cyber Security

4.    Professional Services and Consulting

The OryxAlign business model continues to focus on three core elements which shape day-to-day operations of the Company:

1.    Delivering Service Excellence to our clients, consistently.

2.    Maintaining Client Intimacy to ensure we understand what is needed, by when; and

3.    Ensuring Operational Efficiency in the monthly drumbeat of our services.

The Board’s priority has been, and remains, to deliver enduring Service Excellence to our clients, which is reflected in the Company’s SLA resolution (98%) and client sentiment (94%) scores. The Board was reassured by these statistics at year end, not least because they continue to demonstrate a consistency in our service delivery, and a resilience across the business to weather successfully challenging market conditions.

The Board continues to place significant emphasis on this mission critical component of service, and they view it as central to OryxAlign’s ongoing success.

Alongside these three core elements, there were two themes the Company embraced in 2024-25 to help drive performance, increase productivity, shape employee behaviours, and help ensure client retention:     

1. 1.    Tempo. We introduced measures (eg automation) to increase ‘Tempo’ across the Company, essentially focussing on the speed at which an event happens, its accuracy and its fitness for purpose. Steady progress across many fronts was achieved, but with more to do in FY2025-6 as the daily use of Artificial Intelligence (AI) and Machine Learning (ML), and their impact, become more widespread in our industry.

2. 2.    Experience. The Board also invested significantly in its workforce, recognising that a positive ‘Employee Experience’ will foster engagement, inculcate loyalty, and lead to higher productivity. This was a Board high priority for the year which yielded very positive outcomes, not least of which being reduced churn, increased client retention and an uplift in morale and purpose.

Business Review

Financial Performance

In terms of financial performance:

1. Group Revenues increased to £20.38m (2023-24: £17.5m), accompanied by a healthy increase in Gross Profit to £8.13m (2023-4: £7.07m).

2. Annual Recurring Revenues (ARR) have also increased by 20% to £11m(2023-24: £9.2m).

3. EBITDA delivered £2.51m (12%), a substantial and welcome increase from 2023-4: £1.53m. (9%)

This outcome was most reassuring to Shareholders and was an excellent first year result in support of our 3-Year Vision through to 2028.

Financial Key Performance Indicators

Cash flow has remained healthy throughout the year. The Group is debt free, and the Balance Sheet has also remained strong, with Shareholders’ funds of £5.8m at year end.

Investment Strategy

Our headline investment strategy for FY2024-25 was to ensure that:

1. We protected our existing market share.

2. We positioned the business correctly, with the right talent, to support our growth     ambitions.

3. We pursued new business effectively, ensuring value for money and measurable ROI.

Specifically, we invested significantly in 4 key areas:

1. Strengthening our core competencies. This included recruitment of additional high-grade technical expertise, building greater service resilience, and putting in place measures to allow us to scale the business successfully and swiftly.

2. Delivering Service Excellence and ensuring that Level 4 service standards remain our benchmark for client retention.

3. Committing to Sustainability and ESG leadership by continuing to embed environmental, social and good governance principles into our operations to enable a responsible and sustainable future.

4. Sustaining a vibrant culture, driven, above all else, by the Employee Experience and ensuring our EVP remained market leading.

Headcount at the year end increased from 108 to 113. An uplift in line with the Board’s expectations.

In summary, the Board was very pleased with the way in which the Group has performed over the course of the year in pursuit of our financial and corporate objectives.

The Directors are comfortable that Shareholders’ expectations for the year have been realised, and that the Group is on a very sound financial footing to continue to prosper and scale in FY2025-26.

Capabilities

OryxAlign’s portfolio of capabilities was steadily strengthened in 5 areas over the course of the year to maintain our competitive advantage and in response to evolving market conditions.

1. Automation. We embedded much more automation across the Company to increase overall operational efficiency, improve service operations, enable better financial management (reporting) and increase productivity.

2. Cyber. We enhanced our cybersecurity capability and portfolio of services by bringing to market an OT Cybersecurity offering to protect market share in our key sectors, and to generate additional revenue.

3. Management Dashboards. We embedded the use of the management dashboards (Pipeline, Client Profitability, Revenue Streams) to support decision making across all levels of the Company.

4. Artificial Intelligence. We introduced an AI capability/competency into OryxAlign which helped protect our market share, increase operational efficiency and served to strengthen OryxAlign’s brand and reputation. There is much more to do in this space over the course of the next FY.

5. Partnerships. We effected a measurable step change to strengthen existing and exploit new partnerships with strategic vendors.

Geography

Following the acquisition of SDT Group, the Company’s current deployment is: a) in central London (Main Office), b) Manchester (Service Desk) c) Manila (NOC) and d) Cape Town, RSA (Service Desk). Our operational, multi-disciplinary presence in South Africa is likely to grow substantially in FY2025-26.

Environmental, Social and Governance (ESG)

OryxAlign recognises its actions as a business have an impact on the world we live in. A strong ESG strategy commits the Company to look ahead and question how to best ensure a sustainable future for future generations.

OryxAlign’s ESG strategy demonstrates commitment to its workforce, not only regarding fair remuneration, but also ensuring the workplace is inclusive. Attracting new, like-minded talent builds loyalty and a shared ESG responsibility ensures transparency, making Oryx Align accountable for its actions. This further enhances trust and clearly demonstrates Oryx Align’s core values: Caring, Trusting, Striving, Supporting and Enjoying.

Environment

OryxAlign measures its carbon emissions across all three scopes, including water usage, purchased electricity and waste. Our Carbon Reduction Plan (CRP) includes a list of current and planned initiatives to reduce our carbon footprint and quantifiable reduction goals.

OryxAlign have partnered with Ecologi and are working towards becoming a ‘Climate Positive Workforce’. Through Ecologi, OryxAlign plants trees to support reforestation and to offset carbon emissions. All employees at OryxAlign are fully enrolled in the partnership with Ecologi, and employee anniversaries, team ‘kudos and positive client feedback are all incentivised by planting trees.

As stated in our Environmental Policy and CRP, and in accordance with the Paris Agreement, OryxAlign aims to achieve Net-Zero carbon emissions by 2050. Furthermore, we aim to increase the amount of energy used from renewable sources and we are exploring moving to a ‘green’ energy supplier.

Social

We continue to invest in career development and training with all employees being provided with a Udemy Business training subscription, giving them access to thousands of online training courses. Employees are encouraged to undertake training related to their professional development and their own personal development.

We ensure all our team are well rewarded for the work they do. We annually undertake a thorough salary industry benchmarking exercise and benefits review, to ensure we remain competitive in our sector.

Governance

The Board produces an annual Business Plan with Corporate Objectives and meets formally, monthly, to review management accounts and monitor progress towards delivering the Business Plan.

The Senior Leadership Team (SLT) continues to mature and take on increasing responsibility for day-to-day operational activities.

A Technical Steering Group (TSG) provides strategic, technical direction based on technology trends and innovations, including the research and development of new technologies.

OryxAlign continues to trade successfully with two principal business units: Managed Services and Professional Services.

The Company retained its ISO9000 and ISO27001 and Cyber Essentials Plus accreditations and core vendor certifications.

Credit Risk

OryxAlign’s principal credit risk relates to trade receivables. OryxAlign operates rigorous credit control procedures ensuring the appropriate credit rating of new clients, pre-payments and deposits on large projects and robust management of trade debtors.

Liquidity Risk

Liquidity risk is the risk the Company will not be able to meet its obligations associated with financial liabilities.

OryxAlign mitigates liquidity risk by carefully monitoring cash generated from its services and operations, managing cash collections from trade debtors and payments to trade creditors. Oryx Align’s cash flow forecasts are monitored monthly and regularly updated to ensure that sufficient funds are available to meet all financial commitments.

Going Concern

The Directors have prepared the cash flow forecasts for a period of at least 12 months from the date of the approval of the financial statements. Based on the cash flow projections and the projected headroom against the available facilities, the Directors are satisfied that it is appropriate to prepare the financial statements on a going concern basis.

Outlook and Prospects

Market conditions for the coming year remain buoyant, and the demand for managed technology services remains extremely high.

OryxAlign’s growing portfolio, presence and reputation in the Data Centre, Commercial Property and Construction sectors continues to drive strong pipeline growth. The demand for critical infrastructure services in these sectors remains robust.

The Directors will continue to consolidate the Company’s competitive advantage in these sectors next year, both in the UK and across the European mainland, ensuring the Company’s recurring revenues generated from a mature portfolio of managed services are both protected and strengthened.

On behalf of the board

The directors present their annual report and financial statements for the year ended 31 March 2025.

The results for the year are set out on page 13.

Ordinary dividends were paid amounting to £72,000 (2024: £269,000). The directors do not recommend payment of a further dividend.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

The auditor, UHY Hacker Young, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

The directors are responsible for preparing the Annual 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 company, and of 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 judgements and accounting estimates that are reasonable and prudent;

• state whether applicable UK 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 group and company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

We have audited the financial statements of Oryx Align Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 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 the parent company's affairs as at 31 March 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; 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 group's and parent 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 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 contained within the annual report. 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. 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 course of 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 our 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.

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

• adequate accounting records have not been kept by the parent company, 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 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.

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 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 parent company or to cease operations, or have no realistic alternative but to do so.

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.

Based on our understanding of the Group and the industry in which it operates, we identified that the principal risks of non-compliance with laws and regulations related to the acts by the Group, which were contrary to applicable laws and regulations including fraud, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to revenue.

Audit procedures performed included: review of the financial statement disclosures to underlying supporting documentation, enquiries of management and testing of journals and evaluating whether there was evidence of bias by the Directors that represented a risk of material misstatement due to fraud.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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.

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £1,651,616 (2024 - £1,107,444 profit).

Oryx Align Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 77 Cornhill, London, EC3V 3QQ.

The group consists of Oryx Align Limited and all of its subsidiaries.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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

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

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

• Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

• Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated group financial statements consist of the financial statements of the parent company Oryx Align Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 March 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when all the following conditions are satisfied:

- goods have been received at a client's site and there has been a transfer of ownership;

- the configuration of goods is complete, as per the agreed specification details in the scope of works or proposal;

- the final project has been signed off by the client.

Revenue from contracts for the provision of professional services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when the following conditions are satisfied:

- the amount of revenue can be measured reliably

- it is probable that the company will receive the consideration due under the contract

- the stage of completion of the contact can be measure reliably at the end of the reporting date

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

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises the price of equipment or parts purchased from suppliers.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally 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.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

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

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

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

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

The expense in relation to options over the parent company’s shares granted to employees of a subsidiary is recognised by the company as a capital contribution, and presented as an increase in the company’s investment in that subsidiary.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

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

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

The company incurs shared based compensation expense from share options. The company estimates the fair value of options granted to employees using the equity-settled model. The equity-settled model considers several variables and assumptions in estimating the far value of options. These variables include the likelihood of the number of options that will eventually vest.

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

Their aggregate remuneration comprised:

The wages and salaries includes other employee benefits.

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

Transactions with subs

Details of the company's subsidiaries at 31 March 2025 are as follows:

SDT Holdings Limited, SDT Limited, Hosts-Un Limited and Oryx Align South Africa (Pty) Limited are exempt from the requirements of the Companies Act 2006 relating to the audit of individual accounts. Oryx Align Limited have issued a parental guarantee to these entities in the year which permits them to take the exemption under s479a of the Act.

The loan is repayable in monthly instalments up to August 2028 and attracts an interest of 5%.

The loan is secured over the trademark of the company.

The loan is repayable in monthly instalments up to August 2028 and attracts an interest of 5%.

Finance lease payments represent rentals payable by the company for motor vehicles. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

The company has an equity-settled share option scheme whereby participants have the opportunity to exchange options for shares at an exercise price. The exercise price is fixed at grant date. Subject to the participant's continued employment, options vest over a period of 3 years, starting from the grant date.

The options outstanding at 31 March 2025 had an exercise price ranging from £0.42 to £2.59.

During the year, the company issued 4,840 Ordinary E shares.

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

During the year, total dividends of £72,000 (2024: £269,000) were paid to the directors and their wives.

At 31 March 2025, the group was owed £92,017 from the directors (2024: £62,094). These balances do not attract interest and have no fixed repayment date.

During the year, the parent company made a loan to C Henriksen, a director, out of which £850,000 (2023: £150,000) was outstanding at the year end. Interest of £nil (2024: £7,500) was charged on the loan.

During the year, the parent company made a loan to J Rutherford, a director, out of which £160,000 (2023: £30,000) was outstanding at the year end. Interest of £nil (2024: £nil) was charged on this amount.

During the year, sales of £28,290 (2024: £14,095) were made to Digital Concepts Engineering Limited, a company in which G Robins is also a director. At the year end, amounts of £3,774 (2024: £16,914) were owed to the group.

The group is controlled by Mr and Mrs Henriksen, by virtue of their majority interest in the parent company's shares.

On 29 October 2024, the group acquired control of SDT Holdings Limited and its subsidiaries through the purchase of 100% of the share capital for a total consideration of £3,534,721.

Consideration at 29 October 2024    

£

Consideration paid (cash)                            2,613,409

For cashflow disclosure purposes, the amounts are disclosed as follows:

Cash consideration                                2,613,409    

Less: Cash and cash equivalents acquired                    (305,056)    

2,308,353

Recognised amounts of identifiable assets acquired and liabilities assumed:

£

Book value/

Fair value

Fixed Assets                                4,959

Cash and cash equivalents                            305,056

Trade and other debtors                            354,498

Trade and other creditors                            (354,775)

Total identifiable net assets/(liabilities)                    309,738

Goodwill                                    3,224,983

Total                                    3,534,721