Company registration number 02870385 (England and Wales)
IMETEC (UK) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
IMETEC (UK) LIMITED
COMPANY INFORMATION
Directors
Mr A Morgandi
Mr P Travis
Secretary
Mr A Morgandi
Company number
02870385
Registered office
18-22 Lloyd Street
Manchester
United Kingdom
M2 5WA
Auditor
Xeinadin Audit Limited
100 Barbirolli Square
Manchester
Greater Manchester
United Kingdom
M2 3BD
IMETEC (UK) LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Notes to the financial statements
12 - 25
IMETEC (UK) LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 1 -

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

Review of the business

The principal activity of the company during the year continued to be that of an electrical appliances wholesaler.

Financial review and key performance indicators

| 2025 £ | 2024 £
Revenue | 11,551,010 | 18,676,074
Gross Profit | 5,004,143 | 5,778,438
Gross Margin | 43.3 % | 30.9%
(Loss)/Profit Before Tax | (1,313,478) | 1,045,455
Net Assets | 3,034,148 | 4,067,225

The positive trend in the electric blanket market in recent years has attracted new entrants and prompted several major retailers to launch their own dedicated product lines. However, the expansion of offerings has been hampered by mild temperatures during the key months of October to January, creating a challenging environment for the heated textile category. Retailers have increasingly prioritised the sale of own-brand products, often to the detriment of established market leaders like Dreamland. This market situation was the cause of the decline in revenue recorded in 2024/25.

Despite these market challenges, innovation remains at the heart of Imetec UK's strategy. The company continues to offer cutting-edge products with advanced technical features, including temperature control, low energy consumption, and automatic shut-off functions, along with the use of sustainable materials such as organic cotton, bamboo, and hemp.

Imetec maintains a balanced channel footprint, ensuring stability and adaptability in an ever-evolving retail landscape. The company continues to strengthen its direct-to-consumer (DTC) model, while strengthening strategic partnerships across retail and distribution channels. The Board of Directors recognises the changing dynamics of the retail sector, where some operators have struggled to adapt to the rapid acceleration of online commerce, while others have capitalised on this trend. Imetec remains committed to cultivating partnerships in both traditional retail and e-commerce, considering these relationships strategically essential.

Significant marketing efforts were made to support the Dreamland brand in the electric blanket category and to increase awareness of the Bellissima brand in the electrical hair care segment.

The company closed the year with inventory levels higher than expected, a direct result of weaker market conditions. However, inventory levels remained lower than the previous year, and the Board of Directors remains confident in the marketability of existing inventory and the strength of its commercial partnerships ahead of the next cycle.

Looking ahead, the Board of Directors is optimistic for the 2025-2026 season and is confident in the continued growth of the heated textile industry, driven by increased consumer penetration and the continued expansion of the beauty instrument category.

IMETEC (UK) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 2 -
Principal risks and uncertainties

The directors consider the following are the principal risk factors that could materially impact the Company's future operating profits or financial position.

Market Demand

Imetec's business in the UK is split between the Dreamland market opportunity which is about keeping people warm in the cold weather. As such, if it is a cold winter the demand for the personal warming products ultimately increases, and similarly the other way around, if it is a warm winter the demand reduces. The business has looked to mitigate this unknown fact by focusing more time and investment on the less environmentally influenced Bellissima Italia business, which whilst weather independent, is at a much earlier stage of brand development in the UK market.

Credit Risk

Within a challenging trading environment, one must be cognisant of the financial performance of the retail sector. Imetec UK Limited does insure the credit line that it offers to trade customers.

People

Imetec UK Limited is a small team of people, as such the dependency on each of them can be seen as high. The management has endeavoured to integrate the decision-making into the parent Tenacta Group, therefore providing resilience in the model.

Foreign Currency Risk

The Company's procurement activities are conducted in U.S. dollars. To ensure greater predictability of product costs, the Company deems it prudent to hedge a portion of its foreign currency exposure through forward contracts.

Interest Rate Risk.

The loans provided by the parent company are at a fixed interest rate, thereby minimizing exposure to interest rate risk.

On behalf of the board

Mr A Morgandi
Director
31 October 2025
IMETEC (UK) LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 3 -

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

Principal activities

The principal activity of the company continued to be that of electrical appliance wholesalers.

Results and dividends

The results for the year are set out on page 9.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

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

Mr R S Watkins
(Resigned 20 May 2025)
Mr A Morgandi
Mr P Travis
Auditor

In accordance with the company's articles, a resolution proposing that Xeinadin Audit Limited be reappointed as auditor of the company will be put at a General Meeting.

Statement of disclosure to auditor

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 company’s auditor 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 company’s auditor is aware of that information.

On behalf of the board
Mr A Morgandi
Director
31 October 2025
IMETEC (UK) LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025
- 4 -

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 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 UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

- 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.

IMETEC (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF IMETEC (UK) LIMITED
- 5 -
Opinion

We have audited the financial statements of Imetec (UK) Limited (the 'company') for the year ended 31 March 2025 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity 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 company's affairs as at 31 March 2025 and of its loss 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 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 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' r eport 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.

IMETEC (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF IMETEC (UK) LIMITED (CONTINUED)
- 6 -
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 identifie d material misstatements in the strategic report or the directors' r eport.

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, 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 directors' r esponsibilities s tatement, 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 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.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

IMETEC (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF IMETEC (UK) LIMITED (CONTINUED)
- 7 -

Identifying and assessing potential risks related to irregularities

In identifying and assessing risks of material misstatement in respect of irregularities including fraud and non-compliance with laws and regulations we have considered the following:

- Results of the enquiries of management about their own identification and assessment of the risks of irregularities;

- Any matters we have identified having obtained and reviewed the company's documentation of their policies and procedures relating to:

- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;

- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

- the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

- the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: timing of recognition of income, foreign exchange valuation, stock valuation, trade debtor valuation. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory frameworks that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included UK Companies Act, employment law, health and safety, pensions legislation and tax legislation.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty.

Audit response to risks identified

Our procedures to respond to risks identified included the following:

- reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

- enquiring of management concerning actual and potential litigation and claims;

- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

- reading minutes of meetings of those charged with governance and reviewing correspondence with HMRC; and

- in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members including internal specialists, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

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.

IMETEC (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF IMETEC (UK) LIMITED (CONTINUED)
- 8 -

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.

Michael Butt FCCA ACCA (Senior Statutory Auditor)
For and on behalf of Xeinadin Audit Limited, Statutory Auditor
Chartered Accountants
100 Barbirolli Square
Manchester
Greater Manchester
M2 3BD
United Kingdom
31 October 2025
IMETEC (UK) LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025
- 9 -
2025
2024
Notes
£
£
Turnover
3
11,551,010
18,676,074
Cost of sales
(6,546,867)
(12,897,636)
Gross profit
5,004,143
5,778,438
Distribution costs
(498,545)
(524,124)
Administrative expenses
(7,305,246)
(5,407,958)
Other operating income
2,197,364
1,430,930
Operating (loss)/profit
4
(602,284)
1,277,286
Interest payable and similar expenses
8
(711,194)
(231,831)
(Loss)/profit before taxation
(1,313,478)
1,045,455
Tax on (loss)/profit
9
280,401
(264,181)
(Loss)/profit for the financial year
(1,033,077)
781,274

The profit and loss account has been prepared on the basis that all operations are continuing operations.

IMETEC (UK) LIMITED
BALANCE SHEET
AS AT
31 MARCH 2025
31 March 2025
- 10 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
10
45,933
880
Tangible assets
11
492,620
454,852
538,553
455,732
Current assets
Stocks
12
11,454,704
14,031,738
Debtors
13
392,607
1,575,278
Cash at bank and in hand
280,311
689,726
12,127,622
16,296,742
Creditors: amounts falling due within one year
14
(9,440,878)
(12,392,016)
Net current assets
2,686,744
3,904,726
Total assets less current liabilities
3,225,297
4,360,458
Provisions for liabilities
Provisions
16
191,149
277,013
Deferred tax liability
17
-
0
16,220
(191,149)
(293,233)
Net assets
3,034,148
4,067,225
Capital and reserves
Called up share capital
19
375,100
375,100
Other reserves
375,000
375,000
Profit and loss reserves
2,284,048
3,317,125
Total equity
3,034,148
4,067,225
The financial statements were approved by the board of directors and authorised for issue on 31 October 2025 and are signed on its behalf by:
Mr A Morgandi
Director
Company registration number 02870385 (England and Wales)
IMETEC (UK) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
- 11 -
Share capital
Other reserves
Profit and loss reserves
Total
£
£
£
£
Balance at 1 April 2023
375,100
375,000
2,535,851
3,285,951
Year ended 31 March 2024:
Profit and total comprehensive income
-
-
781,274
781,274
Balance at 31 March 2024
375,100
375,000
3,317,125
4,067,225
Year ended 31 March 2025:
Loss and total comprehensive income
-
-
(1,033,077)
(1,033,077)
Balance at 31 March 2025
375,100
375,000
2,284,048
3,034,148
IMETEC (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
- 12 -
1
Accounting policies
Company information

Imetec (UK) Limited is a private company limited by shares incorporated in England and Wales. The registered office is 18-22 Lloyd Street, Manchester, United Kingdom, M2 5WA. The principal place of business is Unit 7, Verify Court, Middlewich, Cheshire, CW10 0GW.

1.1
Accounting convention

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 a mounts 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.

This 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. T he company has therefore taken advantage of e xemptions from the following disclosure requirements:

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

The financial statements of the company are consolidated in the financial statements of Cascina Egla 1900 S.P.A. . These consolidated financial statements are available from its registered office Tenacta Group S.P.A., Via Piemonte 5/11, 24052 Azzano S Paolo (BG), Bergamo, Italy.

1.2
Going concern

The financial statements have been prepared on a going concern basis. This basis of preparation assumes that the Company will continue to operate for the foreseeable future and has neither the intention nor the necessity to liquidate or to cease trading.true

The directors have considered the Company’s current financial position, forecast cash flows, and available facilities and are confident that the Company will be able to meet its liabilities as they fall due.

The directors have received a formal letter of financial support from the immediate parent company Tenacta Group S.P.A confirming that it will provide adequate financial support to enable the Company to meet its obligations as they fall due for a period of at least 12 months from the date of approval of these financial statements.

In making this assessment, the directors have considered:

- The financial strength and liquidity of the parent company;

- The historical pattern and reliability of support provided by the parent;

- Forecasted cash flows and expected operational performance; and

- Any covenants or restrictions applicable to group funding arrangements.

Accordingly, the directors believe it is appropriate to prepare the financial statements on a going concern basis.

IMETEC (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 13 -
1.3
Turnover

Turnover represents amounts recognised by the company in respect of electrical appliance goods supplied, exclusive of Value Added Tax and trade discounts. Turnover principally consists of the sale of electrical appliances which are recognised at the point of which the goods are provided.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.4
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a businesses 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 twenty years.

1.5
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation 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:

Software
3 years straight line
Patents and licences
10 years straight line
1.6
Tangible fixed assets

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:

Leasehold land and buildings
2% straight line
Fixtures and fittings
20% straight line
Computers
33% straight line

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 credited or charged to profit or loss.

1.7
Impairment of fixed assets

At each reporting period end date, the company 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.

IMETEC (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 14 -

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.

1.8
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Costs, which comprise direct production costs, are based on the method most appropriate to the type of inventory class, but usually on a weighted average basis. Overheads are charged to profit or loss as incurred. Net realisable value is based on the estimated selling price less any estimated completion or selling costs.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

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.

1.9
Cash and cash equivalents

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.

1.10
Financial instruments

The company 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 company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with 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

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.

IMETEC (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 15 -
Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

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.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company 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.

Classification of financial liabilities

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 company after deducting all of its liabilities.

Basic financial 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 paymen ts 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. A m ounts 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.

Other financial liabilities

The company uses derivative financial instruments to reduce exposure to foreign exchange risk. The company does not hold or issue derivative financial instruments for speculative purposes.

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to their fair value at each reporting date. The resulting gain or loss is recognised in profit or loss immediately.

IMETEC (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 16 -
Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

Equity instruments issued by the company 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 company.

1.12
Taxation

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

Current 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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

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 when the company has 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.

1.13
Provisions

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision i s measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

IMETEC (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 17 -
1.14
Employee benefits

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.

1.15
Retirement benefits

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

1.16
Leases

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 lease s asset are consumed.

1.17
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

IMETEC (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 18 -
2
Judgements and key sources of estimation uncertainty

In the application of the company’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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

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 if the revision affects only that period.

Provisions

The company accounts for provisions in accordance with FRS 102. There are currently the following types of provisions:

Bad debt provision

The company provides for bad debts as and when it becomes clear that they are no longer recoverable. At the year end, the provision amounted to £30,000 (202 4 - £1 11,845).

Warranty provision

The company provides for items sold under warranty that may be returned due to defect within three years of purchase. At the year end, the provision amounted to £191,149 (202 4 - £2 77,013).

Discount provision

The company provides for sales discounts given to specific customers. At the year end, the provision amounted to £530,383 (202 4 - £402,104).

3
Turnover
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
11,387,053
18,379,970
European Union
163,957
296,104
11,551,010
18,676,074

The total turnover for the year ended 2025 amounted to £11,551,010 (2024 - £18,676,074), derived from gross sales of £13,390,795 (2024 - £21,639,159). After accounting for sales returns of £1,009,955 (2024 - £nil), net sales stood at £12,380,840 (2024 - £21,639,159). Subsequent deductions for bonuses, discounts, and rebates totalling £829,830 (2024 - £2,963,084) resulted in the reported turnover figure.

IMETEC (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 19 -
4
Operating (loss)/profit
2025
2024
Operating (loss)/profit for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
925,224
(461,084)
Hedging item losses
698,129
-
0
Depreciation of owned tangible fixed assets
20,355
16,455
Amortisation of intangible assets
22,201
99
Operating lease charges
147,946
128,888
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
38,000
43,000
6
Employees

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

2025
2024
Number
Number
15
11

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
902,100
867,735
Social security costs
121,294
132,448
Pension costs
41,898
34,562
1,065,292
1,034,745
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
214,464
255,076
Company pension contributions to defined contribution schemes
7,500
7,500
221,964
262,576
IMETEC (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
7
Directors' remuneration
(Continued)
- 20 -
Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
212,360
252,870
Company pension contributions to defined contribution schemes
7,500
7,500
8
Interest payable and similar expenses
2025
2024
£
£
Interest on bank overdrafts and loans
686,557
214,280
Other interest on financial liabilities
6,874
-
0
Other interest
17,763
17,551
711,194
231,831
9
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
-
0
264,181
Adjustments in respect of prior periods
(264,181)
-
0
Total current tax
(264,181)
264,181
Deferred tax
Origination and reversal of timing differences
(16,220)
-
0
Total tax (credit)/charge
(280,401)
264,181
IMETEC (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
9
Taxation
(Continued)
- 21 -

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

2025
2024
£
£
(Loss)/profit before taxation
(1,313,478)
1,045,455
Expected tax charge based on the standard rate of corporation tax in the UK of 0% (2024: 25.00%)
-
0
261,364
Tax effect of expenses that are not deductible in determining taxable profit
-
0
481
Adjustments in respect of prior years
(264,181)
-
0
Permanent capital allowances in excess of depreciation
-
0
2,336
Deferred tax adjustments in respect of prior years
(16,220)
-
0
Taxation (credit)/charge for the year
(280,401)
264,181
10
Intangible fixed assets
Goodwill
Software
Patents and licences
Total
£
£
£
£
Cost
At 1 April 2024
2,277,600
5,220
987
2,283,807
Additions
-
0
67,254
-
0
67,254
At 31 March 2025
2,277,600
72,474
987
2,351,061
Amortisation and impairment
At 1 April 2024
2,277,600
5,220
107
2,282,927
Amortisation charged for the year
-
0
22,102
99
22,201
At 31 March 2025
2,277,600
27,322
206
2,305,128
Carrying amount
At 31 March 2025
-
0
45,152
781
45,933
At 31 March 2024
-
0
-
0
880
880

IMETEC (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 22 -
11
Tangible fixed assets
Leasehold land and buildings
Fixtures and fittings
Computers
Total
£
£
£
£
Cost
At 1 April 2024
558,074
12,068
41,523
611,665
Additions
-
0
-
0
58,123
58,123
At 31 March 2025
558,074
12,068
99,646
669,788
Depreciation and impairment
At 1 April 2024
111,614
11,692
33,507
156,813
Depreciation charged in the year
11,161
78
9,116
20,355
At 31 March 2025
122,775
11,770
42,623
177,168
Carrying amount
At 31 March 2025
435,299
298
57,023
492,620
At 31 March 2024
446,460
376
8,016
454,852
12
Stocks
2025
2024
£
£
Finished goods and goods for resale
11,454,704
14,031,738
13
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
230,023
846,220
Other debtors
35,036
543,127
Prepayments and accrued income
127,548
185,931
392,607
1,575,278
IMETEC (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 23 -
14
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Bank loans and overdrafts
15
1,956,908
2,404,190
Trade creditors
471,838
522,860
Amounts owed to group undertakings
6,865,237
8,407,201
Corporation tax
-
0
369,317
Other taxation and social security
30,347
27,556
Other creditors
2,197
81,811
Accruals and deferred income
114,351
579,081
9,440,878
12,392,016
15
Loans and overdrafts
2025
2024
£
£
Bank loans
385,000
835,000
Bank overdrafts
1,571,908
1,569,190
1,956,908
2,404,190
Payable within one year
1,956,908
2,404,190

The bank loans and overdrafts are repayable on demand and attract variable interest rates.

16
Provisions for liabilities
2025
2024
£
£
Warranty provision
191,149
277,013
Movements on provisions:
Warranty provision
£
At 1 April 2024
277,013
Reversal of provision
(85,864)
At 31 March 2025
191,149
IMETEC (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 24 -
17
Deferred taxation

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

Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated capital allowances
-
16,220
2025
Movements in the year:
£
Liability at 1 April 2024
16,220
Credit to profit or loss
(16,220)
Liability at 31 March 2025
-

18
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
41,898
34,562

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.

19
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
375,100
375,100
375,100
375,100
IMETEC (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 25 -
20
Operating lease commitments
Lessee

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

2025
2024
£
£
Within one year
35,846
132,000
Between two and five years
7,862
33,600
43,708
165,600
21
Capital commitments

At the year end the company was committed to purchasing $1,000,000 (202 4 - $8,000,000) by way of foreign currency commitments.

22
Related party transactions
Transactions with related parties

During the year, the Company entered into a sponsorship arrangement totalling £60,000 (2024 - £60,000) with a company controlled by a family member of one of the directors. No amounts were outstanding to or from the related party at the year end (2024 – £nil).

23
Ultimate controlling party

The ultimate controlling party are the directors of the ultimate parent company by virtue of their controlling interest in the ultimate parent, Cascina Egla 1900 S.P.A..

The parent company of the largest and smallest group that includes the company and for which group financial statements are prepared is Cascina Egla 1900 S.P.A, a company incorporated in Italy. The consolidated accounts are available to the public and may be obtained from :- Cascina Egla 1900 S.P.A., Via Piemonte 5/11, 24052 Azzano S Paolo (BG), Bergamo, Italy.

The ultimate controlling party are the directors of the ultimate parent company by virtue of their controlling interest in the ultimate parent, Cascina Egla 1900 S.P.A..

The parent company of the largest and smallest group that includes the company and for which group financial statements are prepared is Cascina Egla 1900 S.P.A, a company incorporated in Italy. The consolidated accounts are available to the public and may be obtained from :- Cascina Egla 1900 S.P.A., Via Piemonte 5/11, 24052 Azzano S Paolo (BG), Bergamo, Italy.

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