REGISTERED NUMBER: 12977802 (England and Wales)

Unaudited Financial Statements

for the Year Ended 31 December 2024

for

MMC HOLDING INTERNATIONAL LTD

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

Directors:

P Gilligan

R A Bublik

T Sykes

A R Barnett

G Bennett

S W Smith

A H C Kamerling

J H Hartland

Registered office:

3rd Floor

86-90 Paul Street

London

EC2A 4NE

Registered number:

12977802 (England and Wales)

Accountants:

Cooper Parry Advisory Limited

Broadwalk House, 5th Floor

5 Appold Street

Broadgate

London

EC2A 2AG

Fixed assets

Investments

4

313,891

313,891

Current assets

Debtors

5

9,588,997

7,410,996

Cash at bank

10,131

16,360

9,599,128

7,427,356

Creditors

Amounts falling due within one year

6

168,329

33,969

Net current assets

9,430,799

7,393,387

Total assets less current liabilities

9,744,690

7,707,278

Creditors

Amounts falling due after more than one year

7

2,600,014

2,357,509

Net assets

7,144,676

5,349,769

Capital and reserves

Called up share capital

9

2,568

2,211

Share premium

7,306,316

5,414,770

Retained earnings

(164,208

)

(67,212

)

Shareholders' funds

7,144,676

5,349,769

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2024 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

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

The financial statements were approved by the Board of Directors and authorised for issue on 29 December 2025 and were signed on its behalf by:

P Gilligan - Director

1.	Statutory information

MMC Holding International Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	Accounting policies

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going Concern

The financial statements have been prepared on a going concern basis. For the year ended 31 December 2024 the company recorded a loss of £96.996 (2023 £70,684). At the balance sheet date the company had net assets of £7,144,676 (2023 £5,349,769). The company's assets primarily comprise amounts receivable from its trading subsidiaries of £9,172.660 (2023 £7,001,388), reflecting funding advanced to those entities to support their development and trading activities.

MMC Holding International Ltd acts as the holding and financing vehicle for the group. It raises equity and manages external loan and grant funding, including support from Innovate UK, and deploys those funds into its subsidiaries, principally Symbiotec Ltd, MMC Packaging Europe Ltd and MMC Materials UK Ltd. In 2024 the company continued to fund the expansion of manufacturing capacity, the development of in house raw material capability and the working capital requirements of the trading businesses while they remain loss making during their scale up phase.

The directors have prepared cash flow forecasts for the company and the wider group covering a period of at least twelve months from the date of approval of these financial statements, using the latest information available to them at that time. The forecasts take into account the expected trading performance of the subsidiaries, the planned commissioning and ramp up of the new raw materials plant within MMC Materials UK Ltd, the impact of increased automation and site rationalisation within Symbiotec Ltd and MMC Packaging Europe Ltd, including the closure of the Esher facility, and the timing and amount of further equity or other funding that may be required. The directors have also considered sensitised scenarios and the actions that would be available to them to manage cash flows if trading or funding were to be weaker than in the base case.

The group's plan assumes that during 2025 the key operational and commercial levers are put in place rather than maximising short term sales growth. These levers include reducing raw material costs through in house production, lowering direct labour costs through semi automated production lines and improving factory utilisation and workflow. The directors have developed a detailed operational plan and financial model which compares the current cost structure with the expected position once these levers are implemented, showing the swing from loss making to profitable at broadly similar selling prices to expanded polystyrene packaging, with profitability driven by cost and efficiency rather than price increases. Once these changes have been implemented and the main scale up and research and development phase has been completed, the directors consider that, if the plan is successful, the group will be well placed to grow rapidly from the foundations that have been built, although this is not certain.

The company has historically funded the group through a combination of equity raised from investors, including under the UK's EIS scheme, and loan finance and grant funding. The group-maintained compliance with Innovate UK related financial covenants and liquidity ratios during 2024, and the forecasts prepared by the directors indicate continued compliance for at least twelve months from the date of approval of these financial statements. The directors expect that further equity or other funding will be required over the forecast period and note that the group has previously been successful in raising such funds from existing and new investors.

In assessing going concern the directors have also taken into account the group's performance and funding position since 31 December 2024 up to the date of approval of these financial statements. Over this period the group has continued to trade and to manage its obligations to creditors and other stakeholders, with the normal working capital pressures expected in a growing manufacturing business, and has progressed the operational and cost reduction initiatives described above. No events have occurred after the balance sheet date that the directors consider to be inconsistent with the assumptions in the forecasts used in the going concern assessment.

There is uncertainty inherent in forecasts for manufacturing start ups moving from pilot to scale, particularly in a new mycelium-based process. The group's ability to continue as a going concern is sensitive in particular to the timing and amount of future funding and to the trading subsidiaries improving their profitability and cash generation broadly in line with the group plan.

The directors have considered the forecasts and sensitivities, the risk mitigation measures available, the structured risk management process operated at group level and the options open to them to manage expenditure and funding. They have also taken into account the level of net assets, the historic success in raising equity and other funding, the continued support of existing investors, the strength and depth of the board and senior management team and the progress made in developing and implementing the operational plan. On this basis the directors have a reasonable expectation that the company and wider group will be able to continue to meet their obligations as they fall due for at least twelve months from the date of approval of these financial statements and therefore continue to adopt the going concern basis of preparation in these financial statements.

The financial statements do not include any adjustments that would result from the going concern basis of preparation being inappropriate.

Preparation of consolidated financial statements

The financial statements contain information about MMC Holding International Ltd as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Related party exemption

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

Key source of estimation, uncertainty and judgement

The preparation of financial statements in conformity with generally accepted accounting practice requires management to make estimates and judgement that affect the reported amounts of assets and liabilities as well as the disclosure of contingent assets and liabilities at the balance sheet date and the reported amounts of revenues and expenses during the reporting period.

There is estimation uncertainty in calculating depreciation. A full line by line review of fixed assets is carried out by management regularly. Whilst every attempt is made to ensure that the depreciation policy is as accurate as possible, there remains a risk that the policy does not match the useful life of the assets.

There is estimation uncertainty in calculating deferred tax. A full line by line review of deferred tax is carried out by management regularly. Whilst every attempt is made to ensure that the deferred tax is as accurate as possible, there remains a risk that the provisions do not match the actual tax liability when asset is disposed of.

Turnover

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

Turnover also includes management charges to group subsidiaries.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Financial instruments

Financial assets and financial liabilities are recognised in the balance sheet when the company becomes a party to the contractual provisions of the instrument.

Trade and other debtors and creditors are classified as basic financial instruments and measured at initial recognition at transaction price. Debtors and creditors are subsequently measured at amortised cost using the effective interest rate method. A provision is established when there is objective evidence that the company will not be able to collect all amounts due.

Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank and bank overdrafts.

Financial liabilities and equity instruments issued by the company are classified in accordance with the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit and Loss Account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

3.	Employees and directors

The average number of employees during the year was 3 (2023 - 4 ) .

4.	Fixed asset investments

Shares in

group

undertakings

£

Cost

At 1 January 2024

and 31 December 2024

313,891

Net book value

At 31 December 2024

313,891

At 31 December 2023

313,891

5.

Debtors: amounts falling due within one year

2024

2023

£

£

Amounts owed by group undertakings

9,172,660

7,001,388

Other debtors

416,337

409,608

9,588,997

7,410,996

6.

Creditors: amounts falling due within one year

2024

2023

£

£

Trade creditors

164,981

9,416

Taxation and social security

-

848

Other creditors

3,348

23,705

168,329

33,969

7.

Creditors: amounts falling due after more than one year

2024

2023

£

£

Other creditors

2,600,014

2,357,509

8.	Secured debts

The following secured debts are included within creditors:

2024

2023

£

£

Innovate loan

1,096,122

906,872

There is a fixed and floating charge held over the company's assets by the loan provider.

9.	Called up share capital

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

2,567,864

Ordinary

£0.001

2,568

2,211

357,196 Ordinary shares of £0.001 each were allotted as fully paid at a premium of £5.296 per share during the year.