REGISTERED NUMBER: 12240975 (England and Wales)

Strategic Report,

Report of the Directors and

Audited Financial Statements

for the Year Ended 31 December 2024

for

Formtech Machining UK Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

4

Statement of Income and Retained Earnings

6

Balance Sheet

7

Cash Flow Statement

8

Notes to the Cash Flow Statement

9

Notes to the Financial Statements

10

DIRECTORS:

Mr F Hilmer

Mr R Halliwell

REGISTERED OFFICE:

Bridge House

Old Grantham Road

Whatton

Nottingham

NG13 9FG

REGISTERED NUMBER:

12240975 (England and Wales)

SENIOR STATUTORY AUDITOR:

Caroline Peverett BA FCA

AUDITORS:

Tuerner Audit Limited

Bridge House

Old Grantham Road

Whatton

Nottingham

NG13 9FG

Principal activities

Formtech Machining UK Limited rents equipment to a Formula One motor racing team. It also manufactures specialist parts for the customers in the motor racing industry.

REVIEW OF BUSINESS

Formtech Machining UK Limited worked mainly with one Formula One motor racing customer but provided additional services to other motor racing customers in 2024.

ATHENA RACING LTD. (INEOS Britannia - America's Cup) was acquired as an additional customer.

In October 2023, Formtech Machining UK Limited commenced an additional income stream which was separate from the Formula One team rental agreement. New employees were recruited for this income stream. There were 5 employees by 31 December 2023.

In 2024, the number of employees in production was increased to 9. However, business did not take off as expected and the management decided to discontinue metal machining and consequently part of this income stream in autumn 2024.Composite machining was continued, however, as there was a contract with another Formula One racing team.

Formtech Machining UK Limited saw a 78.03% increase (2023 - 24.43% reduction) in operating profit on the prior year. The company's operating profit for the year was £618,846 (2023: £347,617). Turnover was £4,881,507 (2023: £2,339,042 ) - 108.7% higher than the prior year. The gross profit margin was 89.1% (2023: 94.5%).

The increase in revenue compared to 2023 reflects increased rentals in the agreement with the Formula One motor racing team. In September 2024, Formtech Machining UK Limited provided further equipment for rental to the Formula One motor racing team.

The increase in operating profit compared to 2023 reflects the additional income received as compensation for the discontinuation of the metal machining.

If the compensation is ignored the operating profit would have been GBP 153,366 which would have been a 55.88% reduction compared to 2023 and reflects the additional costs incurred in running a separate loss making income stream.

The net asset position of the company is £1,467,174(2023: £848,328). The reason for the increase is further substantial fixed asset additions, partly financed by inter-company loans.

Key performance indicators

2024

2023

Turnover

4,881,507

2,339,042

Gross profit margin

89.12%

94.54%

Operating (loss)/profit

618,846

347,617

PRINCIPAL RISKS AND UNCERTAINTIES

Reliance on one key customer - There is a long term contract in place with a Formula One racing team which includes a minimum spend commitment as well as an additional management fee. All costs relating to the Formula One team work have been reimbursed to Formtech Machining UK Limited.

DETAILS OF RECOMMENDED DIVIDENDS

There will be no dividend for the year ended 31 December 2024.

FUTURE DEVELOPMENTS AND RESEARCH AND DEVELOPMENTS

Composite machining was discontinued in May 2025 when the contract with the other Formula One racing team was terminated. As of the end of July 2025 there were no employees remaining.

The rental agreement with the Formula One racing team continues along with the management fee revenues.

ON BEHALF OF THE BOARD:

Mr F Hilmer - Director

14 January 2026

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2024.

DIRECTOR

Mr F Hilmer held office during the whole of the period from 1 January 2024 to the date of this report.

Other changes in directors holding office are as follows:

Mr R Halliwell was appointed as a director after 31 December 2024 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors 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), 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 and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

ON BEHALF OF THE BOARD:

Mr F Hilmer - Director

14 January 2026

Opinion

We have audited the financial statements of Formtech Machining UK Limited (the 'company') for the year ended 31 December 2024 which comprise the Statement of Income and Retained Earnings, Balance Sheet, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, 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 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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 the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors 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 Report of the Directors.

We have nothing to report in respect of the following matters where 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 Statement of Directors' Responsibilities set out on page three, 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 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.

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 a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

We identified the areas of laws and regulations that could reasonably be expected to have a material impact on the financial statements from our general commercial experience and through discussion with the directors, the policies and procedures regarding compliance with laws and regulations. We remained alert to any indications of non-compliance throughout the audit.

The company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation, including related parties legislation and taxation legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

Owing to the inherent limitations of an audit, there is unavoidable risk that we may not have detected some material misstatements in the financial statements. For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

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 Report of the Auditors.

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 a Report of the Auditors 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.

Caroline Peverett BA FCA (Senior Statutory Auditor)

for and on behalf of Tuerner Audit Limited

Bridge House

Old Grantham Road

Whatton

Nottingham

NG13 9FG

14 January 2026

TURNOVER

4

4,881,507

2,339,042

Cost of sales

531,146

127,642

GROSS PROFIT

4,350,361

2,211,400

Administrative expenses

3,765,589

7,168,861

584,772

(4,957,461

)

Other operating income

346,597

5,944,847

931,369

987,386

Exceptional items

6

465,480

-

1,396,849

987,386

Interest receivable and similar income

-

4,030

1,396,849

991,416

Interest payable and similar expenses

7

778,003

643,799

PROFIT BEFORE TAXATION

8

618,846

347,617

Tax on profit

9

151,748

216,678

PROFIT FOR THE FINANCIAL YEAR

467,098

130,939

Retained earnings at beginning of year

798,328

667,389

RETAINED EARNINGS AT END OF YEAR

1,265,426

798,328

FIXED ASSETS

Tangible assets

10

8,534,537

10,489,948

CURRENT ASSETS

Debtors

11

1,605,273

942,656

Cash at bank

700,744

569,245

2,306,017

1,511,901

CREDITORS

Amounts falling due within one year

12

3,485,296

3,396,428

NET CURRENT LIABILITIES

(1,179,279

)

(1,884,527

)

TOTAL ASSETS LESS CURRENT LIABILITIES

7,355,258

8,605,421

CREDITORS

Amounts falling due after more than one year

13

(5,578,965

)

(7,447,974

)

PROVISIONS FOR LIABILITIES

16

(460,867

)

(309,119

)

NET ASSETS

1,315,426

848,328

CAPITAL AND RESERVES

Called up share capital

17

50,000

50,000

Retained earnings

18

1,265,426

798,328

SHAREHOLDERS' FUNDS

1,315,426

848,328

The financial statements were approved by the Board of Directors and authorised for issue on 14 January 2026 and were signed on its behalf by:

Mr F Hilmer - Director

Cash flows from operating activities

Cash generated from operations

1

3,419,121

3,670,573

Interest paid

(591,721

)

(525,747

)

Interest element of hire purchase payments paid

(186,282

)

(128,206

)

Net cash from operating activities

2,641,118

3,016,620

Cash flows from investing activities

Purchase of tangible fixed assets

(1,469,930

)

(5,329,496

)

Sale of tangible fixed assets

136,000

15,000

Interest received

-

4,030

Net cash from investing activities

(1,333,930

)

(5,310,466

)

Cash flows from financing activities

New loans taken in year

1,129,563

3,284,452

Loan repayments paid in year

(1,912,056

)

(1,350,821

)

Loan repayments received in year

246,740

-

HP and finance lease repayments in year

(565,804

)

(343,307

)

Amount introduced by directors

-

514,179

Amount withdrawn by directors

(74,132

)

(187,681

)

Net cash from financing activities

(1,175,689

)

1,916,822

Increase/(decrease) in cash and cash equivalents

131,499

(377,024

)

Cash and cash equivalents at beginning of year

2

569,245

946,269

Cash and cash equivalents at end of year

2

700,744

569,245

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.12.24

31.12.23

£

£

Profit before taxation

618,846

347,617

Depreciation charges

3,025,278

2,164,335

Loss/(profit) on disposal of fixed assets

264,063

(13,078

)

Unrealised currency movements

(79,221

)

21,792

Finance costs

778,003

643,799

Finance income

-

(4,030

)

4,606,969

3,160,435

(Increase)/decrease in trade and other debtors

(663,050

)

1,743,721

Decrease in trade and other creditors

(524,798

)

(1,233,583

)

Cash generated from operations

3,419,121

3,670,573

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

700,744

569,245

Year ended 31 December 2023

31.12.23

1.1.23

£

£

Cash and cash equivalents

569,245

946,269

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1.1.24

Cash flow

At 31.12.24

£

£

£

Net cash

Cash at bank

569,245

131,499

700,744

569,245

131,499

700,744

Debt

Finance leases

(2,263,389

)

436,718

(1,826,671

)

(2,263,389

)

436,718

(1,826,671

)

Total

(1,694,144

)

568,217

(1,125,927

)

1.	STATUTORY INFORMATION

Formtech Machining UK Limited 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.	STATEMENT OF COMPLIANCE

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" and the Companies Act 2006.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

The accounts have been prepared under the going concern concept due to the fact that the company has the continued support of the group. The director has been given assurance that this support will continue for the foreseeable future.

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.

Turnover

Turnover represents amounts receivable, net of VAT for goods, rental of equipment, services provided and recharge of costs.

Revenue for services and rental of equipment is recognised monthly, based on the term of the contract. Any income received in advance of the monthly entitlement is deferred and included in creditors. Any income to which the company is entitled to but has not yet raised an invoice for, is included in other debtors as accrued income.

Recharge of costs is recognised when incurred.

Revenue for goods is recognised on delivery of goods to customers.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life.

Fit out works

- 20% on cost

Plant & Machinery

- 12.5 % and 17% on cost,term of hire purchase agreement, term of loan agreements

Computer equipment

- 25% on cost, term of operating lease, term of hire purchase agreement

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, 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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

Assets held under hire purchase agreements are capitalised and disclosed under tangible fixed assets at

their fair value. The capital element of the future payments is treated as a liability and the interest is

charged to the profit and loss account using the effective interest method.

Rentals paid under operating leases are charged to the profit and loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Sale and leaseback

When a sale and leaseback transaction results in a finance lease, no gain is immediately recognised for any

excess of sales proceeds over the carrying amount of the asset. Instead, the proceeds are deferred and

presented as a liability and subsequently measured at amortised cost and written off over the term of the lease agreement.

4.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

31.12.24

31.12.23

£

£

Management fees

300,000

400,000

Sale of goods

609,424

96,079

Equipment rental

3,972,083

1,842,963

4,881,507

2,339,042

5.	EMPLOYEES AND DIRECTORS

31.12.24

31.12.23

£

£

Wages and salaries

396,425

3,757,287

Social security costs

47,094

393,196

Other pension costs

8,226

163,929

451,745

4,314,412

The average number of employees during the year was as follows:

31.12.24

31.12.23

Employees

7

78

31.12.24

31.12.23

£

£

Directors' remuneration

-

72,315

6.	EXCEPTIONAL ITEMS

31.12.24

31.12.23

£

£

Exceptional items

465,480

-

The exceptional item of GBP 465,480 represents the one off recovery of costs from a third party that relates to the strategic decision to discontinue an income stream.

7.

INTEREST PAYABLE AND SIMILAR EXPENSES

31.12.24

31.12.23

£

£

Group loan interest

591,721

515,593

Hire purchase

186,282

128,206

778,003

643,799

8.	PROFIT BEFORE TAXATION

The profit is stated after charging/(crediting):

31.12.24

31.12.23

£

£

Hire of plant and machinery

4,199

5,565

Other operating leases

97,008

122,178

Depreciation - owned assets

3,025,278

2,164,335

Loss/(profit) on disposal of fixed assets

264,063

(13,078

)

Auditors' remuneration

18,000

17,836

Foreign exchange differences

(78,566

)

47,259

9.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

31.12.24

31.12.23

£

£

Deferred tax

151,748

216,678

Tax on profit

151,748

216,678

UK corporation tax has been charged at 25% .

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

31.12.24

31.12.23

£

£

Profit before tax

618,846

347,617

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 25%)

154,712

86,904

Effects of:

Adjustments to tax charge in respect of previous periods

-

129,774

Permanent Add back re SBA

(2,964

)

-

Total tax charge

151,748

216,678

10.	TANGIBLE FIXED ASSETS

Fit out

Plant and

Computer

works

machinery

equipment

Totals

£

£

£

£

COST

At 1 January 2024

1,378,136

13,061,146

225,415

14,664,697

Additions

-

1,439,552

30,378

1,469,930

Disposals

(1,378,136

)

(143,705

)

(2,833

)

(1,524,674

)

At 31 December 2024

-

14,356,993

252,960

14,609,953

DEPRECIATION

At 1 January 2024

826,904

3,295,746

52,099

4,174,749

Charge for year

206,712

2,757,126

61,440

3,025,278

Eliminated on disposal

(1,033,616

)

(90,286

)

(709

)

(1,124,611

)

At 31 December 2024

-

5,962,586

112,830

6,075,416

NET BOOK VALUE

At 31 December 2024

-

8,394,407

140,130

8,534,537

At 31 December 2023

551,232

9,765,400

173,316

10,489,948

Included within the net book value of £8,534,537 is £1,942,047 (2023 - £2,506,158) relating to assets held under hire purchase agreements.

11.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Trade debtors

411,965

429,638

Other debtors

25,622

184,703

Prepayments and accrued income

1,167,686

328,315

1,605,273

942,656