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

The Current Year

TMS entered FY2026 with secured and ongoing contracts totalling approximately £11 million. In addition, a further £2.5 million in tenders were at an advanced stage of negotiation. A strong pipeline of submitted bids valued at £17.4 million, in which the company remains confident of success, reflects continued positive market activity. These figures exclude speculative tenders, for which the company does not currently hold a definitive view on the likely outcome.

Overall Performance Review

Despite a modest decline in revenue year-on-year (down 5.6% on 2024), TMS maintained its gross margin at 40.96%, up slightly from 38.87% in 2024. The headline fall in EBITDA was driven by one-off transaction costs incurred during the sale of the business. Excluding these items, the underlying adjusted EBITDA of £4.7 million presents a more accurate picture of ongoing trading performance.

Net assets decreased to £7.3million from £7.6 million due to transaction-related outflows and distributions. However, cash at bank remained healthy at £4.7 million.

Disclosure Note – Exceptional Items

The company incurred the following exceptional costs during the year ended 31 March 2025 in connection with the sale of the business:

• Legal and professional fees: £400,034

• Staff bonuses (non-contractual, discretionary): £3,075,804

These exceptional costs, totalling £3,475,838, were excluded from EBITDA to derive the adjusted figure of £4.7 million.

Market Analysis

The UK marine infrastructure sector continues to show strong demand, driven by the need to upgrade port facilities, reinforce coastal defenses, and respond to long-term climate resilience objectives. TMS remained well positioned in this specialist niche, benefiting from their combined technical expertise and diverse client base.

Assessment of principal risks and uncertainties

The company's principal operational risks include the potential cost impact of adverse weather, difficult and unforeseen construction site conditions. Where those risks are capable of being identified at an early stage in the construction programme, the company attempts to introduce strategies to implement controls to minimise the worst effects upon the project concerned. The strategies employed include, an in-depth investigation of the risk and its potential effects, followed wherever possible by the introduction of operational alternatives to manage and mitigate the financial impact, accompanied, whenever possible by resorting, at the pre-contract stage, to less unfavourable terms associated with the project.

The company’s risks also include a reliance upon the underlying financial and commercial strength of both its immediate customer base and the company’s specialist sub-contractors, employed in key support roles in the construction process. This risk is managed by a robust credit control approach.

Operational Risk

Adverse weather and site conditions can affect delivery and margins. These are mitigated through robust tender reviews, contingency planning and experienced project oversight.

Margin Risk

Accurate cost estimation at the bid stage is critical. TMS uses director-led bid reviews, live cost monitoring, and ongoing project reviews to protect profitability.

Economic and Inflationary Risk

TMS mitigates inflation by leveraging strong supplier relationships and securing prices early. Sector diversity also provides resilience during economic downturns.

Labour and Skills Risk

The marine sector faces ongoing challenges in attracting skilled personnel. TMS addresses this through internal training, development pathways, and skills retention incentives.

TMS is currently undertaking a strategic project to enhance its human resources (HR) offering, reflecting the Company’s ongoing commitment to employee development and organisational growth. This initiative encompasses a comprehensive review of current HR systems, policies, and training frameworks, with the objective of identifying opportunities for improvement and modernisation.

A key focus of the project is to provide more structured and personalised support for employees’ individual career journeys, ensuring that development pathways, skills training, and progression opportunities are clearly defined and aligned with both personal and business goals.

In parallel, the initiative is designed to strengthen TMS’s ability to attract high-caliber talent from outside the Group, by fostering a more competitive, inclusive, and supportive working environment. Enhancing the employee value proposition through improved onboarding, development, and engagement strategies is central to ensuring long-term sustainability and growth.

Supply Chain Risk

Given the frequent fluctuations in steel prices and the volatility of the marine equipment market, TMS has implemented a proactive approach to mitigate potential delays and cost increases. This includes early procurement strategies to lock in prices and ensure timely availability of critical materials, as well as the diversification of suppliers to reduce dependency on any single source.

By broadening its supplier base and engaging in forward purchasing where feasible, TMS enhances its resilience against market disruptions and price volatility. These measures are part of the Company’s wider risk management framework, designed to maintain project timelines, protect margins, and ensure consistent delivery to clients despite challenging market conditions.

Health & Safety

TMS maintains rigorous safety procedures under the leadership of its Director of Health & Safety, who is responsible for overseeing all aspects of the Company’s health and safety strategy. This robust framework includes regular internal audits to assess compliance and identify areas for improvement, as well as structured committee reviews that facilitate cross-functional input and promote a culture of continuous improvement.

In addition, TMS ensures strict adherence to external health and safety standards by maintaining compliance with relevant accreditations and regulatory requirements. These accreditations are regularly reviewed and updated to reflect best practices within the industry. By embedding safety at every level of its operations, TMS prioritises the wellbeing of its workforce and stakeholders while supporting operational excellence across all projects.

Regulatory & Legislative Risk

TMS maintains compliance with all relevant construction and maritime regulations. The business monitors legislative changes that could impact operational flexibility or cost.

Financial Risk

The Company maintains strong liquidity and uses limited asset-based finance. Performance bonds are selectively used, with no calls made to date. Trade debtors are tightly controlled with director oversight.

Post-Balance Sheet Event – Conversion of Investment in Associate to Investment in Subsidiary

Following the financial year-end, this 50% stake in HH held by Ancora Buyer Limited will be transferred to TMS, establishing HH as a wholly owned subsidiary of TMS.

Analysis of development and performance

The Company remains confident in its medium-term prospects. Market demand is robust, the order book is active, and the business is operationally well-positioned to pursue sustainable growth. Following the transaction, restructured ownership is expected to support further development, investment in systems and infrastructure, and longer-term strategic planning.

On behalf of the board

The directors present their annual report and financial statements for the year ended 31 March 2025. Information required to be disclosed under Schedule 7 of the Companies Act 2006 is set out in the Strategic Report on pages 1-5.

The principal activity of the company during the year continued to be that of marine civil engineering contractors and marine vessel and plant hire specialists.

The results for the year are set out on page 11.

Ordinary dividends were paid amounting to £5,204,379.

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

The directors remain very optimistic and upbeat as they continue their assertive focus on reducing costs and improving margins, whilst striving to expand the company's operations and maintain turnover in the upcoming financial year.

The auditor, Darnells Audit Limited, 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 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; 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.

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.

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

We have audited the financial statements of Teignmouth Maritime Services 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, the 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 company's affairs as at 31 March 2025 and of its profit for the year then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

• have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 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' 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 company and its 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, 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.

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 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.

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 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, misrepresentation or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below:

However, the primary responsibility for the prevention and detection of fraud rests with those charged with governance of the company and management.

We obtained an understanding of the legal and regulatory frameworks that are applicable to the company, and determined the most significant are the Health & Safety at Work Act 1974, SOLAS 1974 and the Health & Safety Regulations 1992 & 1999 (as well as FRS102, the Companies Act 2006 and relevant tax compliance regulations in the UK).

We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud might occur, by:

• making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

• considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

We evaluated the conditions in the context of incentives and/or pressure to commit fraud, considering the opportunity to commit fraud and the potential rationalisation of the fraudulent act.

Based on this understanding, we designed our audit procedures to detect material misstatements in respect of irregularities, including fraud, and to identify non-compliance with the laws and regulations above, as follows:

• Enquiry of management and those charged with governance around actual and potential litigation and claims.

• Enquiry of management in tax and compliance functions to identify any instances of non-compliance with laws and regulations.

• Reviewing compliance with employment, environmental and health and safety legislation.

• Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.

• Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.

• Investigated the rationale behind significant or unusual transactions.

We corroborated our enquiries through inspection of supporting documentation and records, as well as reviewing correspondence with regulatory bodies where available.

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.

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

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

Teignmouth Maritime Services Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit 20 and 22b Dawlish Business Park, Dawlish, Devon, EX7 0NH.

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, modified to include investments in joint ventures at fair value. 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. The company has therefore taken advantage of exemptions from the following disclosure requirements:

• 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.

The financial statements of the company are consolidated in the financial statements of Ancora Buyer Limited. These consolidated financial statements are available from its registered office: 110 Wigmore Street, London. W1U 3RW.

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company 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.

The company recognises revenue from the following major sources:

• Construction contracts

The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:

Revenue from contracts for the provision of construction contracts is recognised by reference to the stage of completion, when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expense recognised that it is probable that will be recovered.

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 credited or charged to profit or loss.

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

Interests in associates and jointly controlled entities are initially measured at transaction price excluding transaction costs, and are subsequently measured at fair value at each reporting date when fair value can reliably be calculated. Transaction costs are expensed to profit or loss as incurred. Changes in fair value are recognised in other comprehensive income except to the extent that a gain reverses a loss previously recognised in profit or loss, or a loss exceeds the accumulated gains recognised in equity; such gains and loss are recognised in profit or loss.

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

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long-term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

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 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.

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 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.

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, 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 company’s contractual obligations expire or are discharged or cancelled.

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.

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 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 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.

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.

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.

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.

Rental income from operating leases is recognised on a straight-line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight-line basis over the lease term.

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.

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

Valuations which include an estimate of costs to complete and remaining contract revenues are carried out monthly with particular consideration at the year end. These assessments may include a degree of inherent uncertainty when estimating contract profitability and any accruals or provisions for further costs to come that may be required.

At 31 March 2025 the accrual for further costs to come on contracts included in Gross amounts due to contract customers under Creditors falling due within one year totalled £740,641 (2024: £553,718). In addition, there was a one-off accrual for post deal costs of £150,000 (2024: Nil).

The fair value of the investment in the joint venture has been arrived at following the purchase by Ancora Buyer Limited, the immediate parent company, of the remaining 50% of the shares of Hesselberg Hydro (UK) Limited on 24 March 2025 for consideration of £3 million.

An analysis of the company's turnover is as follows:

All of the turnover above relates to the company's principal activities performed in the UK.

On 24 March 2025, Ancora Buyer Limited, a holding company capitalized with funds managed by Sullivan Street Partners ("SSP"), completed the acquisition of the entire share capital of the company. As a result, there were one off transactions included within these financial statements as disclosed above.

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

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 4 (2024 - 4).

The highest paid director has exercised share options during the year.

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:

The dividends paid above were all paid to the directors or companies controlled by the directors.

Tangible fixed assets include assets held under finance leases or hire purchase contracts, as follows:

Following a review of the useful economic life of assets, fixtures & fittings depreciation rate was changed from 25% reducing balance to 25% straight line, resulting in an additional depreciation charge in the year £13,984. Freehold property depreciation rate was changed from 1% to 2% straight line, resulting in an additional depreciation charge in the year of £30,960

Investments in joint ventures are initially measured at cost less impairment on the basis that they represent shares in entities that are not publicly traded, and the fair value cannot be easily measured reliably. Where the fair value can subsequently be measured reliably then investments in joint ventures are measured at fair value.

Amounts owed by group undertakings include:

• one off, non-recurring items totalling £1,009,485 arising from the recent sale of the company; and

• a balance of £877,552 (2024: £734,673) which is secured and bears interest at a fixed rate of 1.5% per annum

All other amounts owed by group undertakings are unsecured and interest free.

Amounts owed by undertakings in which the company has a participating interest are unsecured, interest free and repayable on demand.

Obligations under finance leases and hire purchase contracts are secured upon the assets acquired.

Included in Gross amounts owed to contract customers are accrued costs to come of £740,641 (2024: £553,718).

The above amounts of other taxation and social security include one off, non recurring items as a result of the recent sale of the company of £3,890,271.

Obligations under finance leases and hire purchase contracts are secured upon the assets acquired.

The bank loans above comprise a Covid Bounce Back loan at 31 March 2024 of £24,948 which was unsecured, repayable by monthly instalments of £887 and bore interest at 2.5% per annum.

Finance lease payments represent rentals payable by the company for certain items of plant and machinery and 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 4 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 company and movements thereon:

The deferred tax liability set out above is expected to reverse over the life of the related fixed assets.

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 also operates a salary sacrifice scheme. The amounts disclosed are amounts paid by the company including amounts under salary sacrifice. The amount of the salary sacrifice was £938,288 (2024: £700,837).

Accrued pension provisions paid on the normal due date included within accruals are £203,813 (2024: £44,862).

On 24 March 2025, as part of a back-to-back transaction to sell the shares in the company to Ancora Buyer Limited, the shareholders diluted their shareholding by awarding 1,750,000 share options for 1 pence shares with a nominal value of £17,500, and an average option price of 15 pence per share.

These options were immediately exercised, vested and sold as part of a back-to-back transaction to sell the shares to Ancora Buyer Limited, at the agreed market value of £2.85 per share.

The total expense recognised during the year in respect of share-based payments totalled £669,218 relating to the cost of employer's national insurance contributions payable on the gross market value of the share options.

On 3 October 2024 the company reduced its issued share capital by 6,603,760 ordinary shares of £0.01 nominal value each, which had been held by the Company in treasury.

On 24 March 2025 the alphabet shares in company were redesignated as Ordinary shares. On the same date the company allotted 1,750,000 Ordinary shares of nominal value £0.01 each at a premium of £0.14 each, and the rights attached to the Ordinary shares were varied to:

• one vote per share

• right to participate in dividends

• the right to participate in a distribution (including on winding up)

• no rights of redemption

The revaluation reserve represents the cumulative effect of revaluations of investments in joint ventures, which are revalued to fair value at each reporting date.

Other movements above represent a reduction in share capital - see note 27 to the financial statements.

The below leases expiring within 12 months relate to 4 properties used for parking, storage, and accommodation on short term leases with a related party Teignmouth Maritime & Property Holdings Limited, the former parent company.

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:

The operating leases receivable represent leases for two vessels on bare leases to Marine Plant Hire (UK) Limited a 100% subsidiary. The leases are negotiated over terms of 12 Months and rentals are fixed for 12 Months. All leases include a provision for substitution, and the charterers are required to maintain the vessels.

During the year the company entered into the following transactions with related parties:

Other related parties include fellow group companies which are not wholly-owned by the group and entities in which a director, or a member of a director's close family, has an interest.

The following amounts were outstanding at the reporting end date:

On 25 March 2025 all assets of the company as an acceding chargor have been pledged in a security deed of accession with HSBC UK Bank Plc, and a group company Ancora Midco Limited.

The immediate parent company is Ancora Buyer Limited, a company incorporated in England & Wales. The ultimate parent company of Teignmouth Maritime Services Limited is Ancora Investco Limited, a company incorporated in England & Wales.

The smallest and largest group in which the results of the company are consolidated is headed by Ancora Investco Limited. Copies of the consolidated financial statements of Ancora Buyer Limited can be obtained from its registered office, 110 Wigmore Street, London. W1U 3RW.