Company registration number 14100712 (England and Wales)
BACALL ALUMINIUM LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
BACALL ALUMINIUM LIMITED
COMPANY INFORMATION
Directors
C H Keen
G C Keen
D S Sneddon
Company number
14100712
Registered office
1010 Eskdale Road
Winnersh Triangle
Wokingham
Berkshire
United Kingdom
RG41 5TS
Auditor
FLB Audit LLP
1010 Eskdale Road
Winnersh Triangle
Wokingham
Berkshire
RG41 5TS
BACALL ALUMINIUM LIMITED
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
2 - 6
BACALL ALUMINIUM LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
2024
2023
Notes
£
£
£
£
Current assets
Debtors
4
30,223
380,385
Cash at bank and in hand
83,647
627,986
113,870
1,008,371
Creditors: amounts falling due within one year
5
(19,922,673)
(13,628,645)
Net current liabilities
(19,808,803)
(12,620,274)
Capital and reserves
Called up share capital
7
100
100
Profit and loss reserves
(19,808,903)
(12,620,374)
Total equity
(19,808,803)
(12,620,274)

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

The directors of the company have elected not to include a copy of the income statement within the financial statements.true

The financial statements were approved by the board of directors and authorised for issue on 22 January 2026 and are signed on its behalf by:
G C Keen
Director
Company registration number 14100712 (England and Wales)
BACALL ALUMINIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
1
Accounting policies
Company information

Bacall Aluminium Limited is a private company limited by shares incorporated in England and Wales. The registered office is 1010 Eskdale Road, Winnersh Triangle, Wokingham, Berkshire, United Kingdom, RG41 5TS.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Going concern

The Directors have conducted a comprehensive assessment of the Company’s ability to continue as a going concern for the foreseeable future, defined as a period of at least 12 months from the date of approval of these financial statements.true

In making this assessment, the Directors have prepared cash flow projections for the Company. This forecast indicates that with continued development of the project, the Company would require additional funding to maintain liquidity. The Directors have engaged with current financiers to secure the necessary funding from consortium partners. Whilst the Directors are confident that this funding will be completed within the necessary timeframe, there is no commitment from the financier regarding the timing of the funding receipt. Given this uncertainty, the Directors acknowledge a material uncertainty that may cast significant doubt over the Company’s ability to continue as a going concern.

However, after considering all available information about the future, including the support of the consortium partners to date and expectation of future support, the Directors have a reasonable expectation that the Group has adequate resources to continue its operations for the foreseeable future. Therefore, the financial statements have been prepared on a going concern basis.

1.3
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.4
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's statement of financial position 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.

BACALL ALUMINIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 3 -
Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors and convertible loan notes that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. A m ounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.5
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.6
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Management are of the opinion that there are no estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities as at year end.

BACALL ALUMINIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
3
Employees

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

2024
2023
Number
Number
1
1
4
Debtors
2024
2023
Amounts falling due within one year:
£
£
Other debtors
28,273
380,385
Prepayments and accrued income
1,950
-
0
30,223
380,385
5
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Convertible loans
6
16,485,162
13,398,345
Trade creditors
59,424
203,931
Taxation and social security
5,083
5,019
Accruals and deferred income
3,373,004
21,350
19,922,673
13,628,645
6
Convertible loan notes
2024
2023
£
£
Liability component of convertible loan notes
16,485,162
13,398,345

The net proceeds received from the issue of the convertible loan notes have been recognised in full as a financial liability.

The liability is measured at amortised cost, and the difference between the carrying amount of the liability at the date of issue and the amount reported in the Statement Of Financial Position represents the effective interest rate less interest paid to that date.

The convertible loan notes accrue interest rate at 6% per annum on the nominal value of the loan. The loan notes can be redeemed at the earliest conversion event being an equity financing, exit, or maturity on the tenth anniversary of the agreement, being 31 May 2032.

BACALL ALUMINIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -
7
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
A Ordinary of £1 each
90
90
90
90
B Ordinary of £1 each
5
5
5
5
C Ordinary of £1 each
5
5
5
5
100
100
100
100
8
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified.

Senior Statutory Auditor:
Daniel Wesolowski
Statutory Auditor:
FLB Audit LLP
Date of audit report:
23 January 2026
9
Events after the reporting date

On 4 June 2025, the Company entered into a £1,500,000 convertible loan facility of which is unsecured, with an effective interest rate of 6% per annum. The loan notes can be redeemed at the earliest conversion event being an equity financing, exit, or maturity on the tenth anniversary of the agreement, being 3 June 2035.

10
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2024
2023
£
£
Aggregate compensation
135,304
106,645
Transactions with related parties

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

Purchases
Purchases
2024
2023
£
£
Common directorships
5,684,909
7,221,245
Key management personnel
2,275
3,722
BACALL ALUMINIUM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
10
Related party transactions
(Continued)
- 6 -

Purchase of services from entities under common control, were that of recharged expenditure from Keen Limited, under a management service agreement.

The following amounts were outstanding at the reporting end date:

2024
2023
Amounts due to related parties
£
£
Common directorships
48,000
-
11
Ultimate controlling party

At 31 December 2024, the immediate parent company was Keen and Keen Limited, registered at C9 Glyme Court, Oxford Office Village, Langord Line Kidlington, Oxford, United Kingdom.

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