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Registered number: 12045071 WELLBORE INTEGRITY SOLUTIONS UK LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
COMPANY INFORMATION
Directors | James McKenna
| Shane Willoughby (resigned 26 February 2025)
| Graham Stronach (appointed 3 April 2025)
Company secretary | Abogado Nominees Limited
Registered number | 12045071
Registered office | 280 Bishopgate
| London
| EC2M 4RB
Trading Address | Badentoy Drive
| Badentoy Industrial Estate
| Portlethen
| Aberdeenshire
| United Kingdom
| AB12 4ZD
Independent auditors | AAB Audit & Accountancy Limited
| Kingshill View
| Prime Four Business Park
| Kingswells
| Aberdeen
| AB15 8PU
Solicitors | Baker & McKenzie LLP
| 100 New Bridge Street
| London
| United Kingdom
| EC4V 6JA
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
CONTENTS
| Page
Strategic report | 1 - 2
Directors' report | 3 - 4
Directors' responsibilities statement | 5
Independent auditors' report | 6 - 9
Statement of comprehensive income | 10
Balance sheet | 11
Statement of changes in equity | 12
Statement of cash flows | 13
Notes to the financial statements | 14 - 28
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2024 The directors present the strategic report for the year ended 31 December 2024.
Review of the business
The principal trading activity of the business during the financial year was the provision of goods and services related to the oil & gas industry. The financial performance of the company and detail on the key metrics are outlined as follows:
| 2024 | 2023 | Variance
| £'000 | £'000 | %
Turnover | 19,920 | 21,241 | (6%)
Gross Profit | 5,767 | 7,410 | (22%)
Gross margin % | 29% | 35% | (6%)
(Loss)/profit after tax | 1,010 | (1,567) | 164%
Net margin % | 5% | (7%) | 12%
Total equity | 7,884 | 6,874 | 15%
For the year under review, the company experienced a decline in turnover from the prior period, with a fall of 6% from the £21.2m seen in 2023 to come to £19.9m. This was due to several significant one-off projects mid-way through 2023 not being replicated in the latest year. The gross profit fell proportionally more than the drop in revenue year on year, from £7.41m to £5.77m, with the margin falling from the elevated levels seen in 2023 of 35% to come to 29%. Administrative expenses, however, decreased significantly from the prior year, from £9.57m to £5.89m – the comparative year was distorted by the recognition of management charges of £2.98m that were previously not charged for but that related to prior years. Nevertheless, even after adjusting for this, administrative expenses reduced slightly, in part reflecting tight control of costs by the business. The after-tax position of the company came to a £1.01m profit for the year, a reversal of the losses of £1.57m seen in 2023. During 2025, the company has again seen strong demand for its products and services and is on course to see a slight increase in turnover compared to 2024. Management remains optimistic about the overall future of the business and see opportunities for growth in the company’s end markets.
Red Baron
The three main segments of this division are: Well Abandonment, Fishing & Remedial, and Wellbore Departure, with Well Abandonment accounting for most of the activity of the division. 2024 was another robust year for Red Baron, culminating in a revenue of £16.3m, with the second half delivering particularly strong results. During 2025, the division has maintained momentum, elevating market share despite a decline in rig counts in the UK sector. Revenue is expected to remain similar to 2024’s, setting the stage for another robust year. Looking ahead into 2026, activity is anticipated to grow, supported by multiple new contracts wins and a healthy pipeline of projects. The division is well-positioned with a stable, low-attrition team and only a few roles to fill in the coming year. Importantly, the business remains dedicated to employee satisfaction and ongoing training initiatives to ensure the team continues to meet evolving customer needs.
DRILCO
The division did see a slight increase in revenue during the year, from the £3.4m seen in 2023 to reach £3.6m. For 2025, management has seen business activity fall compared to the previous year. However, of late, a few new drilling clients have been added to the customer list and there has been a recent increase in sales to clients in continental Europe. As we approach 2026, the business is expecting to see an upturn in sales for the division, mainly driven by a competitor leaving the machine shop market and the opportunities this brings. This, though, is expected to be offset by the anticipated weaker demand relating to the UK North Sea sector, with a continued challenging fiscal regime for oil & gas businesses dampening customer demand for the division’s products and services. Nonetheless, management are committed to keeping a tight control on costs, and, with a strong commitment to increasing the business’ visibility to the wider regional market, are positive that DRILCO can generate growth. Page 1
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2024
Principal risks and uncertainties
The company’s immediate and intermediate parent companies are based in the USA, and senior management there have outlined the framework of policies, procedures, organisational structure and internal controls to manage the business and related risks for the group. The principal risks and uncertainties faced by the company can broadly be categorised as: competitive, financial, compliance and legislative, and IT. As a service provider to the oil and gas industry, the company faces intense competition from other players in the market. To mitigate against this risk, several different strategies have been implemented to maintain profitability while remaining competitive. This includes the company, as well as the wider group, investing in research and development to develop new technologies that differentiate us from competitors. We maintain a focus on operational efficiency to ensure prices remain competitive; and work closely with customers to understand their needs, so that we can provide tailored solutions that meet their unique requirements. Care is also taken to ensure that we protect the group’s unique intellectual property. We have also been closely monitoring the recent increase in cost inflation. In response to this, we have taken a number of actions to counteract the impact on our margins and profitability. These include reviewing and optimising our supply chain, focusing on improving our operational efficacy, and working closely with our customers to find mutually beneficial solutions that balance their needs alongside our company’s. Our experienced management team and agile organisational structure allow us to adapt quickly to changing market conditions. The company considers its capital resources to be adequate for the running of the operations of the business. We expect our operating cash flow to continue to meet cash requirements for the foreseeable future. Furthermore, any short-term cash requirements can be met with funding from related group undertakings. Trade debtor balances are constantly monitored for amounts outstanding, with respect to both time outstanding and credit limits. The breadth of our customer base also mitigates against individual credit risk and this potentially severely impacting on our cash flow. The company follows a number of processes to limit any potential adverse effect on financial performance. Internal control is had with regular reviews by senior management on the performance of the business’ divisions and monitoring of cashflows. The company’s leadership team is also responsible for ensuring appropriate internal control over the financial reporting. Complying with all legal and regularity requirements is a key priority for the business. Incidents of non-compliance could lead to penalties, litigation, and damage the company’s reputation. All activities are regularly monitored by the QHSE department to ensure that the highest standards are adhered to. The group’s QHSE standards, as well as local led procedures and processes, ensure that the company appropriately monitors and controls the quality of the goods and services supplied. Ethical and high standards of behaviour are reinforced with this being a key component of our group’s mission and values statements, and through mandatory code of conduct and ethics training for all employees. The IT infrastructure in place is critical to the running of the company and the wider group. An extended disruption to IT systems could have a significant impact on the operations of the organisation. Cyber security incidents could also lead to the exposure of sensitive company information and affect the day to day functioning of the business. To mitigate against these risks, the wider group has in place compulsory cyber security training, regular phishing tests and monitoring of IT activity, amongst other measures. The group also has a cybersecurity incident response plan in place, which provides guidance on the steps to take on responding to such incidents. On behalf of the board.
James McKenna Director
Date: 8 December 2025
Page 2
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2024 The directors present their report and the financial statements for the year ended 31 December 2024.
Principal activity
The principal activity of the company during the year was the provision of goods and services related to the oil and gas industry.
Results and dividends
The profit for the year, after taxation, amounted to £1,009,546 (2023 - loss £1,566,606).
Directors
The directors who served during the year were:
James McKenna
Shane Willoughby (resigned 26 February 2025)
Political contributions
No political donations were made during the current or previous financial year.
Environmental matters
The Company will seek to minimise adverse impacts on the environment from its activities, whilst continuing to address health, safety and economic issues. The Company has complied with all applicable legislation and regulations.
Financial instruments
The Company sells to most of its clients on customary credit terms and is, as a result, exposed to the usual credit risk and cash flow risk associated with this form of trading. It manages this risk through its credit control procedures. The existence of these trade credit facilities does not expose the group to price risk or liquidity risk. in order to maintain liquidity to ensure that sufficient funds are available for ongoing operations and future developments, the Company manages its working capital and relies on support from its parent entity as required.
Research and development activities
The Company does not carry out Research & Development activities.
Engagement with employees
The Company holds employee team briefings and other organisational forums to communicate performance, policy and initiatives. This provides an opportunity for staff engagement and to create a culture that fosters open honest and direct communication.
Engagement with suppliers, customers and others
The Company closely monitors customer satisfaction, perception and feedback regarding our overall performance. Supplier Performance is evaluated through regular reporting on performance.
Disabled employees
The Company gives full and fair consideration to applications for employment made by disabled persons, having regard to their particular aptitudes and abilities; continues the employment of, and arranges appropriate training for, employees of the Company who have become disabled persons during the period when they were employed by the Company; and provides for the training, career development and promotion of disabled persons employed by the Company. Page 3
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2024
Qualifying third-party indemnity provisions
As permitted by the Articles of Association, the directors have the benefit of an indemnity which is a qualifying third-party indemnity provision as defined by section 234 of the Companies Act 2006. The indemnity was in force throughout the last financial year and is currently in force.
Branches outside the United Kingdom
The Company has no branches as defined in section 1046(3) of the Companies Act 2006, outside of the UK.
Matters covered in the Strategic report
Where mandatory disclosures in the Directors' report are considered by the directors to be of strategic importance, these are disclosed in the strategic report.
Disclosure of information to auditors
Each of the persons who are directors at the time when this Directors' report is approved has confirmed that: ∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and ∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
Auditors
The auditors, AAB Audit & Accountancy Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board and signed on its behalf.
James McKenna Director
Date: 8 December 2025
Page 4
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2024 The directors are responsible for preparing the Strategic report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the directors are required to: ∙select suitable accounting policies for the Company's financial statements and then apply them consistently; ∙make judgements and accounting estimates that are reasonable and prudent; ∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the 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 to 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. Page 5
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WELLBORE INTEGRITY SOLUTIONS UK LIMITED
Opinion
We have audited the financial statements of Wellbore Integrity Solutions UK Limited (the 'Company') for the year ended 31 December 2024, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of cash flows, the Statement of changes in equity and the related notes, including a summary of 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 December 2024 and of its profit for the year then ended; ∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and ∙have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' 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 United Kingdom, including the Financial Reporting Council'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 Auditors' 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. Page 6
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WELLBORE INTEGRITY SOLUTIONS UK LIMITED (CONTINUED)
Opinion on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit: ∙the information given in the Strategic report and the 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.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the 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.
Responsibilities of directors
As explained more fully in the Directors' responsibilities statement set out on page 5, 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. Page 7
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WELLBORE INTEGRITY SOLUTIONS UK LIMITED (CONTINUED)
Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: We obtained an understanding of the legal and regulatory frameworks within which the company operates, focusing on those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements. The laws and regulations we considered in this context were the Companies Act 2006 and Taxation legislation. We considered the opportunities and incentives that may exist within the organisation that could lead to a fraud being committed and identified the greatest potential for fraud in the following areas: ∙Manipulation of revenue recognition via the posting of manual journal entries; ∙Manipulation of significant accounting estimates and judgements; and ∙Management override of controls to manipulate the Company's key performance indicators to meet targets. We discussed these risks with management and designed audit procedures to address these risks including: ∙Testing of journal entries and other adjustments for appropriateness; ∙Evaluating the business rationale of significant transactions outside the normal course of business; ∙Reviewing judgements made by management in their calculation of accounting estimates for potential management bias; ∙Performing enquiries of management about litigation and claims and inspection of relevant correspondence; and ∙Reviewing legal and professional fees to identify indications of actual or potential litigation, claims and any non-compliance with laws and regulations. Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report. Page 8
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WELLBORE INTEGRITY SOLUTIONS UK LIMITED (CONTINUED)
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 Auditors' 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. Christopher Masson (Senior statutory auditor) for and on behalf of AAB Audit & Accountancy Limited Statutory Auditor Kingshill View Prime Four Business Park Kingswells Aberdeen AB15 8PU 8 December 2025 Page 9
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2024
| 2024 | Restated 2023
Note | £ | £
Turnover | 4 | 19,919,787 | 21,241,094
Cost of sales |  | (14,152,611) | (13,831,101)
Gross profit |  | 5,767,176 | 7,409,993
Administrative expenses |  | (5,889,777) | (9,570,495)
Other operating income |  | 1,278,317 | 531,876
Operating profit/(loss) | 5 | 1,155,716 | (1,628,626)
Interest receivable and similar income | 9 | 20,029 | 92,596
Interest payable and similar expenses | 10 | (95,971) | (30,576)
Profit/(loss) before tax |  | 1,079,774 | (1,566,606)
Tax on profit/(loss) | 11 | (70,228) | -
Profit/(loss) for the financial year |  | 1,009,546 | (1,566,606)
There was no other comprehensive income for 2024 (2023:£nil).
The notes on pages 14 to 28 form part of these financial statements.
Page 10
WELLBORE INTEGRITY SOLUTIONS UK LIMITED REGISTERED NUMBER:12045071
BALANCE SHEET AS AT 31 DECEMBER 2024
|  | 2024 |  | 2023
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Intangible assets | 12 |  | - |  | 115,097
Tangible assets | 13 |  | 3,957,494 |  | 5,109,304
|  |  | 3,957,494 |  | 5,224,401
Current assets |  |  |  |  |
Stocks | 14 | 5,866,100 |  | 5,313,492 |
Debtors: amounts falling due within one year | 15 | 12,052,221 |  | 10,434,098 |
Cash at bank and in hand | 16 | 1,315,736 |  | 1,560,012 |
|  | 19,234,057 |  | 17,307,602 |
Creditors: amounts falling due within one year | 17 | (14,501,220) |  | (14,855,470) |
Net current assets |  |  | 4,732,837 |  | 2,452,132
Total assets less current liabilities |  |  | 8,690,331 |  | 7,676,533
Provisions for liabilities |  |  |  |  |
Other provisions | 19 | (806,491) |  | (802,239) |
|  |  | (806,491) |  | (802,239)
Net assets |  |  | 7,883,840 |  | 6,874,294
Capital and reserves |  |  |  |  |
Called up share capital | 20 |  | 20 |  | 20
Share premium account |  |  | 10,515,411 |  | 10,515,411
Profit and loss account |  |  | (2,631,591) |  | (3,641,137)
|  |  | 7,883,840 |  | 6,874,294
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
James McKenna
Director
Date: 8 December 2025
The notes on pages 14 to 28 form part of these financial statements. Page 11
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
| Called up share capital | Share premium account | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 January 2023 | 20 | 10,515,411 | (2,074,531) | 8,440,900
Loss for the year | - | - | (1,566,606) | (1,566,606)
At 1 January 2024 | 20 | 10,515,411 | (3,641,137) | 6,874,294
Profit for the year | - | - | 1,009,546 | 1,009,546
At 31 December 2024 | 20 | 10,515,411 | (2,631,591) | 7,883,840
| The notes on pages 14 to 28 form part of these financial statements.
Page 12
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2024
|  |  | 2024 | 2023
|  |  | £ | £
Cash flows from operating activities |  |
Profit/(loss) for the financial year | 1,009,546 | (1,566,606)
Adjustments for: |  |
Amortisation of intangible assets | 115,097 | 115,096
Depreciation of tangible assets | 1,363,672 | 1,420,490
Gain on disposal of tangible assets | (374,828) | (359,217)
Interest paid | 95,971 | -
Interest received | (20,029) | -
(Increase) in stocks | (552,608) | (355,559)
(Increase) in debtors | (1,618,123) | (1,279,181)
(Decrease)/increase in creditors | (90,650) | 3,401,588
Increase in provisions | 4,252 | 4,230
Net cash generated from operating activities | (67,700) | 1,380,841
Cash flows from investing activities |  |
Purchase of tangible fixed assets | (1,128,669) | (1,858,447)
Sale of tangible fixed assets | 1,028,035 | 1,153,524
Interest received | 20,029 | -
Net cash from investing activities | (80,605) | (704,923)
Cash flows from financing activities |  |
Interest paid | (95,971) | -
Net cash used in financing activities | (95,971) | -
Net (decrease)/increase in cash and cash equivalents | (244,276) | 675,918
Cash and cash equivalents at beginning of year | 1,560,012 | 884,094
Cash and cash equivalents at the end of year | 1,315,736 | 1,560,012
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 1,315,736 | 1,560,012
| 1,315,736 | 1,560,012
The notes on pages 14 to 28 form part of these financial statements.
Page 13
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
1. | General information
Wellbore Integrity Solutions UK Limited is a private company limited by shares incorporated in Scotland, England and Wales. The company operates from its business address at Badentoy Drive, Portlethen, Aberdeenshire, United Kingdom, AB12 4ZD. The principal activity of the company during the year was the provision of goods and services related to the oil and gas industry. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3). For details regarding the impact of prior year restatements, please refer to note 21. The following principal accounting policies have been applied:
| 2.2 | Going concern
The directors, having made due and careful enquiry, are of the opinion that the company has adequate working capital to execute its operations over the next 12 months. Additionally, the company's parent has a global treasury team that manage the financial requirement on a group basis and ensure each subsidiary, including the company, have adequate working capital to meet their financial obligations. The directors, therefore, have made an informed judgement, at the time of approving the financial statements, that there is a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. As a result, the directors have continued to adopt the going concern basis of accounting in preparing the annual financial statements.
| 2.3 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is GBP. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges. Page 14
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.4 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: Sale of goods Revenue from the sale of goods is recognised when all of the following conditions are satisfied: ∙the Company has transferred the significant risks and rewards of ownership to the buyer; ∙the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; ∙the amount of revenue can be measured reliably; ∙it is probable that the Company will receive the consideration due under the transaction; and ∙the costs incurred or to be incurred in respect of the transaction can be measured reliably. Rendering of services Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: ∙the amount of revenue can be measured reliably; ∙it is probable that the Company will receive the consideration due under the contract; ∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and ∙the costs incurred and the costs to complete the contract can be measured reliably.
| 2.5 | Operating leases: the Company as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
| 2.6 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.7 | Finance costs
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument. Page 15
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.8 | Pensions
Defined contribution pension plan The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations. The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.
| 2.9 | Taxation
Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
| 2.10 | Intangible assets
Goodwill Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Statement of comprehensive income over its useful economic life. Other intangible assets Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years. Page 16
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.11 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:
|  |  |  | Plant and machinery | - | 5 - 15 years
|  |  |  | Rental Tools | - | 4 - 7 years
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
| 2.12 | Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads. At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
| 2.13 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.14 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value. In the Statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Company's cash management.
| 2.15 | Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method. Page 17
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.16 | Provisions for liabilities
Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made. Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties. Increases in provisions are generally charged as an expense to profit or loss.
| 2.17 | Financial instruments
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” 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 trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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. Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments. Other financial assets Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment. Impairment of financial assets At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate. If there is a favourable change in relation to the events surrounding the impairment loss then the Page 18
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.17 | Financial instruments (continued)
impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss. Basic 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 the deduction of all its liabilities. Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. Other financial instruments Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss. Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy. Derecognition of financial instruments Derecognition of financial assets Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained. Page 19
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.17 | Financial instruments (continued)
Derecognition of financial liabilities Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.
3. | Judgements in applying accounting policies and key sources of estimation uncertainty
The preparation of financial statements in compliance with FRS 102, requires management to make judgments, estimates and assumptions that affect the amounts reported for assets and liabilities as at the Balance Sheet date and amounts reported during the year for revenue and costs. However, the nature of estimation means that actual outcomes could differ from those estimates. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The following judgements and estimates have had the most significant impact on amounts recognised in the financial statements. Useful economic life of tangible fixed assets Useful economic lives are determined based on the expected period over which the assets will generate economic benefits. Dilapidation provision The company has recognised a provision for dilapidations associated with its leased property. This provision, as stated in Note 19, is based on a detailed dilapidations assessment conducted by a chartered surveyor, which determined the most reliable estimate of the costs required to restore the properties to their original condition in accordance with the terms of the lease agreements. Recoverability of related party debtors The company has significant balances due from related parties, included within debtors (Note 15). The recoverability of these balances is assessed based on management’s evaluation of the financial position, liquidity, and future cash flow forecasts of the counterparties. Page 20
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Rental and service | 19,919,787 | 21,241,094
|  | 19,919,787 | 21,241,094
Analysis of turnover by country of destination:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| United Kingdom | 13,903,472 | 20,100,317
| Rest of Europe | 5,053,414 | 1,067,266
| Rest of the world | 962,901 | 73,511
|  | 19,919,787 | 21,241,094
5. | Operating profit/(loss)
| The operating profit/(loss) is stated after charging/(crediting):
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Exchange differences | 77,157 | (7,345)
| Depreciation of owned tangible fixed assets | 1,363,672 | 1,420,490
| Gain on disposal of tangible fixed assets | (374,828) | (359,217)
| Amortisation of intangible assets | 115,097 | 115,096
6. | Auditors' remuneration
| During the year, the Company obtained the following services from the Company's auditors:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Fees payable to the Company's auditors for the audit of the Company's financial statements | 32,200 | 30,750
| Fees payable to the Company's auditors in respect of: |  |
| Preparation of the financial statements | 1,300 | 1,250
| Taxation compliance services | 7,250 | 6,925
Page 21
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
7. | Employees
| Staff costs, including directors' remuneration, were as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Wages and salaries | 5,429,728 | 5,040,286
| Social security costs | 712,287 | 687,803
| Cost of defined contribution scheme | 295,468 | 259,609
|  | 6,437,483 | 5,987,698
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2024 | 2023
|  |  | No. | No.
|  | Management, Operations and Administration | 88 | 84
8. | Directors' remuneration
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Directors' emoluments | - | 17,103
|  | - | 17,103
| The highest paid director received remuneration of £nil (2023 - £17,103).
| The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £nil (2023 - £nil).
| The directors of the Company are considered to be key management.
9. | Interest receivable
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Other interest income | 20,029 | 92,596
|  | 20,029 | 92,596
Page 22
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
10. | Interest payable and similar expenses
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Other interest payable | 95,971 | 30,576
|  | 95,971 | 30,576
11. | Taxation
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Foreign tax |  |
| Foreign tax on income for the year | 70,228 | -
| Total current tax | 70,228 | -
| Factors affecting tax charge for the year
| The tax assessed for the year is lower than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 23.52%). The differences are explained below:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Profit/(loss) on ordinary activities before tax | 1,079,774 | (1,566,606)
| Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.52%) | 269,944 | (368,474)
| Effects of: |  |
| Expenses not deductible for tax purposes | 60,924 | 2,589
| Fixed asset differences | (194,087) | 16,453
| Foreign tax credits | 904 | -
| Non-taxable income | (18,236) | -
| Remeasurement of deferred tax for changes in tax rates | - | (21,979)
| Movement in deferred tax not recognised | (166,344) | 371,411
| Other differences leading to a decrease in the tax charge | (225) | -
| Chargable gains/(losses) | 117,348 | -
| Total tax charge for the year | 70,228 | -
| As at 31 December 2024, the company had unrecognised deferred tax assets amounting to £562,895 (2023 - £730,980) relating to unutilised losses available to carry forward net of fixed asset timing differences. The directors have assessed the implications of the Pillar II tax legislation and concluded that it does not have any impact on the company.
Page 23
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
12. | Intangible assets
|  | Goodwill
|  | £
| Cost |
| At 1 January 2024 | 575,481
| At 31 December 2024 | 575,481
| Amortisation |
| At 1 January 2024 | 460,384
| Amortisation charged for the year | 115,097
| At 31 December 2024 | 575,481
| Net book value |
| At 31 December 2024 | -
| At 31 December 2023 | 115,097
| Goodwill arises from the acquisition of unincorporated businesses and is amortised over a period of 5 years. This amortisation period is considered appropriate as it aligns with the best estimate of the future benefits to be received.
Page 24
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
13. | Tangible fixed assets
|  | Plant and machinery | Rental tools | Total
|  | £ | £ | £
| Cost or valuation |  |  |
| At 1 January 2024 | 3,273,237 | 7,548,354 | 10,821,591
| Additions | - | 1,128,669 | 1,128,669
| Disposals | (200,926) | (1,121,011) | (1,321,937)
| Transfers between classes | (1,042,754) | 1,042,754 | -
| At 31 December 2024 | 2,029,557 | 8,598,766 | 10,628,323
| Depreciation |  |  |
| At 1 January 2024 | 1,249,328 | 4,462,959 | 5,712,287
| Charge for the year on owned assets | 267,819 | 1,095,853 | 1,363,672
| Disposals | - | (405,130) | (405,130)
| At 31 December 2024 | 1,517,147 | 5,153,682 | 6,670,829
| Net book value |  |  |
| At 31 December 2024 | 512,410 | 3,445,084 | 3,957,494
| At 31 December 2023 | 2,023,909 | 3,085,395 | 5,109,304
14. | Stocks
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Raw materials and consumables | 214,747 | 371,142
| Work in progress | 371,989 | 202,509
| Finished goods and goods for resale | 5,279,364 | 4,739,841
|  | 5,866,100 | 5,313,492
Page 25
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
15. | Debtors
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Trade debtors | 3,482,540 | 1,261,185
| Amounts owed by related parties | 7,499,029 | 7,687,586
| Other debtors | 208,009 | -
| Prepayments and accrued income | 862,643 | 1,485,327
|  | 12,052,221 | 10,434,098
16. | Cash and cash equivalents
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Cash at bank and in hand | 1,315,736 | 1,560,012
|  | 1,315,736 | 1,560,012
17. | Creditors: Amounts falling due within one year
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Trade creditors | 2,400,095 | 1,532,482
| Amounts owed to related parties | 7,654,720 | 9,607,097
| Other taxation and social security | 777,813 | 392,229
| Other creditors | 3,073,685 | 2,390,644
| Accruals and deferred income | 594,907 | 933,018
|  | 14,501,220 | 14,855,470
Page 26
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
18. | Financial instruments
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Financial assets |  |
| Financial assets measured at fair value through profit or loss | 1,315,736 | 1,560,012
| Financial assets that are debt instruments measured at amortised cost | 11,416,964 | 10,098,984
|  | 12,732,700 | 11,658,996
| Financial liabilities |  |
| Financial liabilities measured at amortised cost | 13,723,407 | 14,463,241
| Financial assets measured at fair value through profit or loss comprise bank and cash balances.
| Financial assets that are debt instruments measured at amortised cost comprise trade debtors, other debtors, accrued income and amounts owed by related undertakings.
| Financial liabilities measured at amortised cost comprise of trade creditors, other creditors, accruals and amounts owed to related undertakings.
19. | Provisions
|  | Dilapidations
|  | £
| At 1 January 2024 | 802,239
| Charged to profit or loss | 4,252
| At 31 December 2024 | 806,491
| The dilapidations provision relates to the estimated cost of restoring a leased property to its original condition at the end of the lease term, as required by the lease agreement. The current lease is set to expire in February 2030.
20. | Share capital
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
|  | Authorised, allotted, called up and fully paid |  |
|  | 20 (2023 - 20) Ordinary shares of £1.00 each | 20 | 20
Page 27
WELLBORE INTEGRITY SOLUTIONS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
21. | Prior year adjustment
In the prior year, other operating income had been incorrectly netted off against administrative expenses. The comparative figures have been restated by an amount of £531,876 to present the income and related expenses in the appropriate classification within the Statement of Comprehensive Income. The prior year adjustment has no impact on the reported profit or retained earning position for the prior year.
22. | Capital commitments
The Company has no capital commitments to disclose as at 31 December 2024.
23. | Pension commitments
The company contributes to a defined contribution benefit scheme for all qualifying employees. During the year £295,468 was paid into the scheme (2023 - £278,757). the amounts payable at the year end amounted to £nil (2023 - £nil).
24. | Commitments under operating leases
| At 31 December 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Not later than 1 year | 1,289,999 | 1,138,402
| Later than 1 year and not later than 5 years | 2,738,689 | 4,028,689
|  | 4,028,688 | 5,167,091
25. | Related party transactions
| In accordance with the exemption allowed by section 33.1A of FRS 102, no disclosure is made of transactions with wholly member companies of the Wellbore Integrity Solutions Group.
26. | Controlling party
The company's ultimate parent is Wellbore Integrity Solutions LLC, incorporated in Houston, Texas, USA, with its principal place of business and registered office at 1310 Rankin Road, Building 18, Houston, Texas, 77073-4802. The immediate parent of Wellbore Integrity Solutions UK Limited is Wellbore Integrity Solutions LLC (Delaware). The next most senior parent is Wellbore Integrity Solutions Intermediate Holdings LLC (Delaware).
Page 28