EVOLUTION FOODS LTD
Company registration number 05848642 (England and Wales)
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
EVOLUTION FOODS LTD
COMPANY INFORMATION
Directors
Mr J R Knott
Mr D C Cooper
Mr M R Bevan
Mr R J Tanner
Mr M S Alexander
Mrs R F M Owen
Mr S J Hollick
Secretary
Mr J R Knott
Company number
05848642
Registered office
11-14
Hortonwood 32
Telford
Shropshire
TF1 7EU
Auditor
Dyke Yaxley Limited
1 Brassey Road
Old Potts Way
Shrewsbury
Shropshire
SY3 7FA
EVOLUTION FOODS LTD
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 6
Directors' responsibilities statement
7
Independent auditor's report
8 - 10
Profit and loss account
11
Group statement of comprehensive income
12
Group balance sheet
13
Company balance sheet
14
Group statement of changes in equity
15
Company statement of changes in equity
16
Group statement of cash flows
17
Company statement of cash flows
18
Notes to the financial statements
19 - 37
EVOLUTION FOODS LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2025
- 1 -

The directors present the strategic report for the year ended 30 June 2025.

Review of the business

The principal activity of the Group continues to be that of the sustainable sourcing and value-added processing of ambient snacks including, but not limited to, nuts, dried fruit, pulses and seeds.

Sales for the 12 months ending June 2025 were £1 14 m, which was up from £101 m for the year ended June 2024.

Principal risks and uncertainties

The Group operates in a challenging trading environment with the consequential pressure on margins from major retailers, where competitive focus is price-driven. The Group continues to develop new sales channels for added value branded and licensed business in new pack formats, with innovative propositions to meet evolving customer and end consumer needs. At the same time, the Group is striving to improve margin mix and efficiencies as well as making best use of capacity within its production sites. Investment in systems and equipment continues to be made to improve the quality of information and facilitate improvements in efficiency and margin. The Group diligently prepares internal plans and forecasts to underpin its successful ongoing development and growth.

The Group deploys an internal risk control framework to ensure focus is given throughout the business to review risks and agree mitigation plans. The Group utilises a set of well-established operational procedures and protocols to deliver effective risk management. The Group undertakes detailed business risk assessments to strengthen further risk management procedures and to support business continuity planning.

The Group operates internationally, giving rise to exposure from changes in foreign exchange rates, particularly the US Dollar and to a lesser extent, the Euro. The Group continues to work on hedging its forward currency risks to ensure little impact is made on the profit of the Group.

The Group minimises its exposure to adverse raw material price changes by entering into forward purchase contracts to cover known customer requirements.

Development and performance

We continue to make major investments in the Group to build on synergies and to realise the benefits to our major customers of our combined capabilities. We are now 36 months into a 42-month plan to modernize our business and allow us to be the best in our industry.

For the remainder of 2025, despite continuing challenging trading conditions, the Group expects to improve its profit with acquisition integration synergies and growth opportunities being realised, building on its reputation for dependability, service, and innovative solutions.

Key performance indicators

The Group uses a range of key performance indicators to monitor the performance of the business on an ongoing basis.

Financial 30 Jun 2025 30 Jun 2024

Turnover (£M) 114 101

Gross Profit Margin 11.21% 11.10%

Operating profit (£000) 5,187 2,696

Profit before tax (£000) 3,471 1,231

EVOLUTION FOODS LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 2 -
Promoting the success of the group
Engagement with Employees

The Group’s goal is to evolve an engaged, motivated and empowered group of employees that understand and embrace the Group values and objectives. The directors believe that people create the point of difference.

The executive management team engages with employees through team meetings, group briefings and where appropriate a one to one meeting on matters likely to affect their interests.

The Group seeks feedback from employees as individuals, using an anonymous employee engagement survey and employ an anonymous hot-line.

Information on matters of concern to employees and workers is communicated through electronic displays in every canteen area.

Engagement with Customers and Suppliers

The Group is building strong long-term relationships with our customers and suppliers and when possible, spend considerable time with them to listen to their needs, demands and views so that we can continually improve our business models. Our customers needs are intrinsic to the business models that operate throughout the Group as this is integral to evolve the long-term sustainable business we continually aspire to be. The nature of our business models mean that we see both the end consumer and our suppliers as equal and opposite ends of our supply chain.

Communities and Environmental Impact

The Group recognises its potential to impact the community and the environment and as such continuing to champion the removal of exploitation within teams and supply chains through engagement with employees, focusing on responsible recruitment, training and practical tools to highlight and identify risks of Modern Slavery.

The Group is continuing to work closely with stakeholders to remove unnecessary packaging within the supply chain and investing in resource to support this initiative. Where packaging is required considerations about the material and the weight of this material are considered in line with the environmental impact.

The Group is striving to reduce food waste within the supply chains by reviewing processes and activities with stakeholders. Where waste is unavoidable food is redistributed within the community whenever possible.

Operating Responsibly

Our strategy to operate responsibly across the Group is aligned to three impact pillars that are at the core of our values and align to the international blueprint for sustainability in the UN Sustainable Development Goals.

Products: We protect food safety and integrity, whilst improving the impact of our product across the supply chain through innovations to eliminate food and packaging waste. We will collaborate and work in partnership to develop scalable solutions that will minimise waste.

Plant: We work towards a zero-carbon future and aim be net zero by 2035. Where possible we will evolve to low carbon precision production systems and maximise the yield for carbon consumption, coupled with the lowest impact possible.

People: We support healthy eating in local communities and encourage the team to be healthy. We nurture talent at all levels and work in partnership with customers and suppliers to advocate for an increased level of leadership positions to be occupied by women by 2030. All of the team should share in our success and be rewarded accordingly. This is underpinned by being ethical and transparent throughout the Group's activities.

EVOLUTION FOODS LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 3 -

On behalf of the board

Mr J R Knott
Director
21 January 2026
EVOLUTION FOODS LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2025
- 4 -

The directors present their annual report and financial statements for the year ended 30 June 2025.

Principal activities

The principal activity of the group continued to be that of sale of retail packed fruit and nuts.

Results and dividends

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

Ordinary dividends were paid amounting to £1,090,000. The directors do not recommend payment of a further dividend.

Directors

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

Mr J R Knott
Mr D C Cooper
Mr M R Bevan
Mr R J Tanner
Mr M S Alexander
Mrs R F M Owen
Ms F Akalin McGee
(Resigned 8 November 2024)
Mr S J Hollick
Disabled persons

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

Employee involvement

The group's policy is to consult and discuss with employees, through an internal employee committee forum, matters likely to affect employees' interests.

Information about matters of concern to employees is given through the forum which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

Auditor

In accordance with the company's articles, a resolution proposing that Dyke Yaxley Limited be reappointed as auditor of the group will be put at a General Meeting.

EVOLUTION FOODS LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 5 -
Energy and carbon report

As the group has consumed more than 40,000 kWh of energy during this reporting period, it does not qualif y as a low energy user under these regulations and is therefore required to report on its emissions, energy consumption and energy efficiency activities.

Please note that the report covers the emissions, energy consumption and energy efficiency activities of both entities within the group.

2025
2024
Energy consumption
kWh
kWh
Aggregate of energy consumption in the year
1,782,882
1,639,789
2025
2024
Emissions of CO2 equivalent
metric tonnes
metric tonnes
Scope 1 - direct emissions
- Gas combustion
10.70
10.10
- Fuel consumed for owned transport
17.70
16.90
28.40
27.00
Scope 2 - indirect emissions
- Electricity purchased
316.30
288.30
Scope 3 - other indirect emissions
- Fuel consumed for transport not owned by the company
30.30
29.70
Total gross emissions
375.00
345.00
Intensity ratio
Tonnes CO2e (T)/£'000 sales
0.00329
0.00332
Quantification and reporting methodology

The group has followed the 2019 HM Government Environmental Reporting Guidelines. The group has also used the GHG Reporting Protocol – Corporate Standard and have used the 2020 UK Government’s Conversion Factors for Group Reporting.

Intensity measurement

Intensity ratios have been calculated from the value of turnover and include all of the energy usage and emissions stated within the values reported above and in accordance with the methodology applied.

Measures taken to improve energy efficiency

In the financial year July 2024 to June 2025, the group has upgraded the office lighting to low energy lighting. The fleet of company cars has been swapped over to company electric cars and these are largely charged on-site by staff via four main charging points.

Although not an energy efficient action, the group has subcontracted the roasting operations to another company in FY25 and this has resulted in a large reduction in gas usage when compared to previous years.

EVOLUTION FOODS LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 6 -
Strategic report

The group has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of review of business, principal risks and uncertainties and developments and performance.true

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

On behalf of the board
Mr J R Knott
Director
21 January 2026
EVOLUTION FOODS LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 JUNE 2025
- 7 -

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group 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;

- 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 group and company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

EVOLUTION FOODS LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF EVOLUTION FOODS LTD
- 8 -
Opinion

We have audited the financial statements of Evolution Foods Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 June 2025 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- give a true and fair view of the state of the group's and the parent company's affairs as at 30 June 2025 and of the group's profit for the year then ended;

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

- T he information given in the strategic report and the directors' r eport 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.

EVOLUTION FOODS LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF EVOLUTION FOODS LTD
- 9 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

- the parent company 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' r esponsibilities s tatement, 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 parent 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 parent company or to cease operations, or have no realistic alternative but to do so.

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

EVOLUTION FOODS LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF EVOLUTION FOODS LTD
- 10 -

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 gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud.

We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

We focussed on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, health and safety regulations including the Global Standard for Food Safety Issue 8: February 2019, the Companies Act 2006, General Data Protection Regulation(GDPR) and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation, enquiries with management, inspection of minutes of board meetings held during the year as well as audit reports obtained from the relevant bodies, including the Sedex report.

There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.

We did not identify any audit matters relating to irregularities, including fraud.

As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://

www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Elwyn Turner FCA (Senior Statutory Auditor)
For and on behalf of Dyke Yaxley Limited
6 February 2026
Chartered Accountants
Statutory Auditor
1 Brassey Road
Old Potts Way
Shrewsbury
Shropshire
SY3 7FA
EVOLUTION FOODS LTD
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 JUNE 2025
- 11 -
2025
2024
Notes
£
£
Turnover
3
114,359,429
101,331,422
Cost of sales
(101,540,393)
(90,086,485)
Gross profit
12,819,036
11,244,937
Administrative expenses
(7,632,000)
(8,549,208)
Operating profit
4
5,187,036
2,695,729
Interest receivable and similar income
8
5,803
3,804
Interest payable and similar expenses
9
(1,721,739)
(1,468,537)
Profit before taxation
3,471,100
1,230,996
Tax on profit
10
(283,525)
(73,835)
Profit for the financial year
3,187,575
1,157,161
Profit for the financial year is all attributable to the owners of the parent company.

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

EVOLUTION FOODS LTD
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2025
- 12 -
2025
2024
£
£
Profit for the year
3,187,575
1,157,161
Other comprehensive income
Revaluation of tangible fixed assets
110,000
70,000
Cash flow hedges gain arising in the year
-
0
-
0
Total comprehensive income for the year
3,297,575
1,227,161
Total comprehensive income for the year is all attributable to the owners of the parent company.
EVOLUTION FOODS LTD
GROUP BALANCE SHEET
AS AT
30 JUNE 2025
30 June 2025
- 13 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
12
10,620,803
8,704,456
Current assets
Stocks
15
13,609,610
12,476,919
Debtors
16
26,645,887
23,336,581
Cash at bank and in hand
313,177
919,999
40,568,674
36,733,499
Creditors: amounts falling due within one year
17
(35,443,915)
(33,466,323)
Net current assets
5,124,759
3,267,176
Total assets less current liabilities
15,745,562
11,971,632
Creditors: amounts falling due after more than one year
18
(4,382,724)
(2,772,226)
Provisions for liabilities
Deferred tax liability
22
868,908
913,051
(868,908)
(913,051)
Net assets
10,493,930
8,286,355
Capital and reserves
Called up share capital
24
209
209
Share premium account
7,072
7,072
Revaluation reserve
1,176,580
1,066,580
Profit and loss reserves
9,310,069
7,212,494
Total equity
10,493,930
8,286,355
The financial statements were approved by the board of directors and authorised for issue on 21 January 2026 and are signed on its behalf by:
21 January 2026
Mr J R Knott
Director
Company registration number 05848642 (England and Wales)
EVOLUTION FOODS LTD
COMPANY BALANCE SHEET
AS AT 30 JUNE 2025
30 June 2025
- 14 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
12
3,237,131
3,338,794
Investments
13
100
100
3,237,231
3,338,894
Current assets
Stocks
15
13,609,610
12,476,919
Debtors
16
40,549,942
32,526,297
Cash at bank and in hand
297,702
899,249
54,457,254
45,902,465
Creditors: amounts falling due within one year
17
(34,778,838)
(33,145,780)
Net current assets
19,678,416
12,756,685
Total assets less current liabilities
22,915,647
16,095,579
Creditors: amounts falling due after more than one year
18
(4,382,724)
(2,772,226)
Provisions for liabilities
Deferred tax liability
22
164,591
208,734
(164,591)
(208,734)
Net assets
18,368,332
13,114,619
Capital and reserves
Called up share capital
24
209
209
Share premium account
7,072
7,072
Revaluation reserve
1,176,580
1,066,580
Profit and loss reserves
17,184,471
12,040,758
Total equity
18,368,332
13,114,619

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s profit for the year was £6,233,713 (2024 - £3,672,167 profit).

The financial statements were approved by the board of directors and authorised for issue on 21 January 2026 and are signed on its behalf by:
21 January 2026
Mr J R Knott
Director
Company registration number 05848642 (England and Wales)
EVOLUTION FOODS LTD
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025
- 15 -
Share capital
Share premium account
Revaluation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 July 2023
209
7,072
996,580
7,126,333
8,130,194
Year ended 30 June 2024:
Profit for the year
-
-
-
1,157,161
1,157,161
Other comprehensive income:
Revaluation of tangible fixed assets
-
-
70,000
-
70,000
Total comprehensive income
-
-
70,000
1,157,161
1,227,161
Dividends
11
-
-
-
(1,071,000)
(1,071,000)
Balance at 30 June 2024
209
7,072
1,066,580
7,212,494
8,286,355
Year ended 30 June 2025:
Profit for the year
-
-
-
3,187,575
3,187,575
Other comprehensive income:
Revaluation of tangible fixed assets
-
-
110,000
-
110,000
Total comprehensive income
-
-
110,000
3,187,575
3,297,575
Dividends
11
-
-
-
(1,090,000)
(1,090,000)
Balance at 30 June 2025
209
7,072
1,176,580
9,310,069
10,493,930
EVOLUTION FOODS LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025
- 16 -
Share capital
Share premium account
Revaluation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 July 2023
209
7,072
996,580
9,439,591
10,443,452
Year ended 30 June 2024:
Profit for the year
-
-
-
3,672,167
3,672,167
Other comprehensive income:
Revaluation of tangible fixed assets
-
-
70,000
-
70,000
Total comprehensive income
-
-
70,000
3,672,167
3,742,167
Dividends
11
-
-
-
(1,071,000)
(1,071,000)
Balance at 30 June 2024
209
7,072
1,066,580
12,040,758
13,114,619
Year ended 30 June 2025:
Profit for the year
-
-
-
6,233,713
6,233,713
Other comprehensive income:
Revaluation of tangible fixed assets
-
-
110,000
-
110,000
Total comprehensive income
-
-
110,000
6,233,713
6,343,713
Dividends
11
-
-
-
(1,090,000)
(1,090,000)
Balance at 30 June 2025
209
7,072
1,176,580
17,184,471
18,368,332
EVOLUTION FOODS LTD
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2025
- 17 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
29
1,731,534
4,286,525
Interest paid
(1,721,739)
(1,468,537)
Income taxes refunded/(paid)
129,459
(128,426)
Net cash inflow from operating activities
139,254
2,689,562
Investing activities
Purchase of tangible fixed assets
(504,978)
(664,771)
Proceeds from disposal of tangible fixed assets
6,500
20,196
Interest received
5,803
3,804
Net cash used in investing activities
(492,675)
(640,771)
Financing activities
Proceeds from new bank loans
669,895
-
Movement on bank loans and invoice finance
1,556,093
427,328
Movement on finance leases obligations
(1,389,389)
(1,192,669)
Dividends paid to equity shareholders
(1,090,000)
(1,071,000)
Net cash used in financing activities
(253,401)
(1,836,341)
Net (decrease)/increase in cash and cash equivalents
(606,822)
212,450
Cash and cash equivalents at beginning of year
919,999
707,549
Cash and cash equivalents at end of year
313,177
919,999
EVOLUTION FOODS LTD
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2025
- 18 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
30
(1,375,795)
299,076
Interest paid
(1,721,739)
(1,468,537)
Income taxes refunded/(paid)
129,459
(128,426)
Net cash outflow from operating activities
(2,968,075)
(1,297,887)
Investing activities
Purchase of tangible fixed assets
(110,510)
(251,064)
Proceeds from disposal of tangible fixed assets
-
0
6,196
Interest received
5,803
3,708
Net cash used in investing activities
(104,707)
(241,160)
Financing activities
Proceeds from new bank loans
669,895
-
Movement on bank loans and invoice finance
1,556,093
427,328
Movement on finance leases obligations
1,335,247
2,404,310
Dividends paid to equity shareholders
(1,090,000)
(1,071,000)
Net cash generated from financing activities
2,471,235
1,760,638
Net (decrease)/increase in cash and cash equivalents
(601,547)
221,591
Cash and cash equivalents at beginning of year
899,249
677,658
Cash and cash equivalents at end of year
297,702
899,249
EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
- 19 -
1
Accounting policies
Company information

Evolution Foods Ltd (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 11-14, Hortonwood 32, Telford, Shropshire, TF1 7EU.

The group consists of Evolution Foods Ltd and its subsidiary.

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, modified to include the revaluation of freehold properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Business combinations

In the parent company financial statements, t he cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. I nvestments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Evolution Foods Ltd together with all entities controlled by the parent company (its subsidiaries).

All financial statements are made up to 30 June 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the g roup.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 20 -
1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Tangible fixed assets, excluding freehold land and buildings, are stated at cost less depreciation. The company's policy is to regularly revalue freehold land and buildings. Depreciation is provided on other assets at the following rates:

Land and buildings Freehold
Nil
Plant and machinery
12.5/25% on cost
Fixtures, fittings & equipment
10/25% on cost
Computer equipment
25% on cost
Motor vehicles
12.5/25% on cost

Assets in the course of construction are not depreciated until the asset is completed and in use.

The property undergoes a continual maintenance program which the directors believe maintains the property in such a state that the residual value is at least equal to their net book value. As a result the corresponding depreciation would not be material and therefore is not charged in the profit and loss account. The directors perform annual impairment reviews to ensure that the carrying value is not higher than the recoverable amount.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.7
Fixed asset investments

Equity in vest ments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

I n the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 21 -
1.8
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

1.9
Stocks

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

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Work in progress is valued at cost on a batch basis and does not include overheads or labour costs.

1.10
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.

1.11
Financial instruments

The group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and 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.

1.12
Equity instruments

Equity instruments issued by the group 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 group.

1.13
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 22 -
Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.14
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.

1.15
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.16
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease d asset are consumed.

EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 23 -
1.17
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions, except for stock which is recorded at the forward rate as set out in the forward exchange contracts applicable. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Judgements and key sources of estimation uncertainty

In the application of the group’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.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Impairment of amount owed by connected company

The amount owed by Evolution Home & Leisure Ltd has been impaired based on an estimation of the recoverable amount.

Depreciation

Depreciation is calculated based on the estimated useful life of fixed assets.

3
Turnover and other revenue

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

2025
2024
£
£
Turnover analysed by class of business
Sales
114,359,429
101,331,422
2025
2024
£
£
Turnover analysed by geographical market
UK
105,679,719
94,108,689
Europe
8,662,393
7,143,681
Rest of World
17,317
79,052
114,359,429
101,331,422
EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
3
Turnover and other revenue
(Continued)
- 24 -
2025
2024
£
£
Other revenue
Interest income
5,803
3,804
4
Operating profit
2025
2024
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange gains
(25,668)
(106,370)
Depreciation of owned tangible fixed assets
1,400,504
862,742
Loss on disposal of tangible fixed assets
16,263
65,136
Operating lease charges
359,642
275,751
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
23,000
16,000
Audit of the financial statements of the company's subsidiaries
5,000
-
28,000
16,000
6
Employees

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

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Production
258
303
-
-
Administration
43
41
43
41
Total
301
344
43
41
EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
6
Employees
(Continued)
- 25 -

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
10,273,216
9,000,670
1,944,044
1,686,365
Social security costs
988,170
790,739
239,652
191,094
Pension costs
286,682
254,220
143,346
129,263
11,548,068
10,045,629
2,327,042
2,006,722
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
708,319
496,006
Company pension contributions to defined contribution schemes
100,633
65,633
808,952
561,639
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
207,813
154,330
Company pension contributions to defined contribution schemes
5,520
-
8
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
-
0
96
Other interest income
5,803
3,708
Total income
5,803
3,804
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
-
96
EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 26 -
9
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
1,721,739
1,468,537
10
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
416,196
88,528
Adjustments in respect of prior periods
(88,528)
(214,279)
Total current tax
327,668
(125,751)
Deferred tax
Origination and reversal of timing differences
(44,143)
199,586
Total tax charge
283,525
73,835

The charge for the year can be reconciled to the profit per the profit and loss account as follows:

2025
2024
£
£
Profit before taxation
3,471,100
1,230,996
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
867,775
307,749
Tax effect of expenses that are not deductible in determining taxable profit
(489,495)
619,240
Unutilised tax losses carried forward
1,270,248
1,409,165
Group relief
(1,275,415)
(1,409,141)
Permanent capital allowances in excess of depreciation
43,083
(838,485)
Under/(over) provided in prior years
(88,528)
(214,279)
Deferred tax adjustments in respect of prior years
-
0
199,586
Change in rate of corporation tax
(44,143)
-
0
Taxation charge
283,525
73,835
11
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Interim paid
1,090,000
1,071,000
EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 27 -
12
Tangible fixed assets
Group
Land and buildings Freehold
Plant and machinery
Fixtures, fittings & equipment
Computer equipment
Motor vehicles
Total
£
£
£
£
£
£
Cost or valuation
At 1 July 2024
2,170,000
9,024,512
774,106
274,707
281,003
12,524,328
Additions
-
0
3,180,477
1,615
47,522
-
0
3,229,614
Disposals
-
0
(1,115,392)
(2,198)
(26,280)
(80,708)
(1,224,578)
Revaluation
110,000
-
0
-
0
-
0
-
0
110,000
At 30 June 2025
2,280,000
11,089,597
773,523
295,949
200,295
14,639,364
Depreciation and impairment
At 1 July 2024
-
0
3,028,541
417,805
176,929
196,597
3,819,872
Depreciation charged in the year
-
0
1,231,108
81,317
50,130
37,949
1,400,504
Eliminated in respect of disposals
-
0
(1,096,131)
(2,198)
(24,109)
(79,377)
(1,201,815)
At 30 June 2025
-
0
3,163,518
496,924
202,950
155,169
4,018,561
Carrying amount
At 30 June 2025
2,280,000
7,926,079
276,599
92,999
45,126
10,620,803
At 30 June 2024
2,170,000
5,995,971
356,301
97,778
84,406
8,704,456
EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
12
Tangible fixed assets
(Continued)
- 28 -
Company
Land and buildings Freehold
Plant and machinery
Fixtures, fittings & equipment
Computer equipment
Motor vehicles
Total
£
£
£
£
£
£
Cost or valuation
At 1 July 2024
2,170,000
920,117
774,106
274,707
216,225
4,355,155
Additions
-
0
61,373
1,615
47,522
-
0
110,510
Disposals
-
0
(7,846)
(2,198)
(26,280)
(44,243)
(80,567)
Revaluation
110,000
-
0
-
0
-
0
-
0
110,000
At 30 June 2025
2,280,000
973,644
773,523
295,949
171,982
4,495,098
Depreciation and impairment
At 1 July 2024
-
0
273,607
417,805
176,929
148,020
1,016,361
Depreciation charged in the year
-
0
152,334
81,317
50,130
31,490
315,271
Eliminated in respect of disposals
-
0
(3,115)
(2,198)
(24,109)
(44,243)
(73,665)
At 30 June 2025
-
0
422,826
496,924
202,950
135,267
1,257,967
Carrying amount
At 30 June 2025
2,280,000
550,818
276,599
92,999
36,715
3,237,131
At 30 June 2024
2,170,000
646,510
356,301
97,778
68,205
3,338,794
Group
Company
2025
2024
2025
2024
£
£
£
£
Freehold
2,280,000
2,170,000
2,280,000
2,170,000

Land and buildings with a carrying amount of £2,280,000 were revalued at 9 January 2025 by Lambert Smith Hampton, independent valuers not connected with the company on the basis of market value. The valuation conforms to International Valuation Standards and was based on recent market transactions on arm's length for similar properties.

Land and buildings are carried at valuation. If land and buildings were measured using the cost model, the carrying amount would be approximately £1,084,881 (£1,084,881 - 202 4), being cost £1,151,735 (£1,151,735 - 2024) less accumulated depreciation of £66,854 (£66,854 - 2024).

EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 29 -
13
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
100
100

The subsidiary company Evopack Limited (company number 07427304) was exempt from audit under section 479A of the Companies Act 2006 for the year ended 30 June 202 5.

Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 July 2024 and 30 June 2025
100
Carrying amount
At 30 June 2025
100
At 30 June 2024
100
14
Subsidiaries

Details of the company's subsidiaries at 30 June 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Evopack Limited
Units 11-12, Hortonwood 32, Telford, Shropshire, TF1 7EU, United Kingdom
Ordinary
100.00
15
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Raw materials and consumables
6,786,352
7,236,517
6,786,352
7,236,517
Work in progress
902,010
1,025,296
902,010
1,025,296
Finished goods and goods for resale
5,921,248
4,215,106
5,921,248
4,215,106
13,609,610
12,476,919
13,609,610
12,476,919
EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 30 -
16
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
16,714,041
16,849,679
16,714,041
16,849,679
Unpaid share capital
100
100
-
0
-
0
Corporation tax recoverable
-
0
217,987
-
0
217,987
Amounts owed by group undertakings
-
-
14,038,340
9,282,197
Other debtors
5,087,328
2,576,903
5,016,268
2,548,148
Prepayments and accrued income
4,844,418
3,691,912
4,781,293
3,628,286
26,645,887
23,336,581
40,549,942
32,526,297
17
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans
19
19,592,344
18,125,627
19,592,344
18,125,627
Obligations under finance leases
20
859,092
375,072
859,092
375,072
Trade creditors
14,023,352
13,600,958
13,675,443
13,512,320
Corporation tax payable
327,668
88,528
327,668
88,528
Other taxation and social security
269,210
212,083
50,128
43,685
Other creditors
254,374
851,582
164,956
794,285
Accruals and deferred income
117,875
212,473
109,207
206,263
35,443,915
33,466,323
34,778,838
33,145,780
18
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
19
1,502,259
742,988
1,502,259
742,988
Obligations under finance leases
20
2,880,465
2,029,238
2,880,465
2,029,238
4,382,724
2,772,226
4,382,724
2,772,226
EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 31 -
19
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank loans
21,094,603
18,868,615
21,094,603
18,868,615
Payable within one year
19,592,344
18,125,627
19,592,344
18,125,627
Payable after one year
1,502,259
742,988
1,502,259
742,988

Included within bank loans is a liability of £19,575,603 (2024: £18,019,510) for invoice discounting and stock. T his liability is secured by a fixed and floating charge over the assets of the company. The bank loan of £1,519,000 (2024: £849,105) is secured over the property.

The long-term loan is secured by a legal mortgage over the freehold property known as Harris House, Hortonwood 50, Telford TF7 1AA.

20
Finance lease obligations
Group
Company
2025
2024
2025
2024
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
859,092
375,072
859,092
375,072
In two to five years
2,880,465
2,029,238
2,880,465
2,029,238
3,739,557
2,404,310
3,739,557
2,404,310

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

The hire purchase liability is secured over the fixed assets they relate to. The assets are held by Evopack Limited.

21
Forward exchange contracts

The company enters into forward exchange contract to hedge specific forecast transactions. At the balance sheet date the company had entered into forward exchange contracts to buy and sell US Dollars.

Currency Principal amount Average committed Contracted value

(GBP) Rate (USD)

USD - Sell 25,694,651 1.34422 34,400,000

USD - Buy 17,528,711 1.30216 22,819,800

The fair value of the forward contracts at the reporting date was a net asset of £8,165,940 (2024: £14,123,890)

EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 32 -
22
Deferred taxation

Deferred tax assets and liabilities are offset where the group or company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

Liabilities
Liabilities
2025
2024
Group
£
£
ACAs
868,908
913,051
Liabilities
Liabilities
2025
2024
Company
£
£
ACAs
164,591
208,734
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 July 2024
913,051
208,734
Credit to profit or loss
(44,143)
(44,143)
Liability at 30 June 2025
868,908
164,591

T he deferred tax liability set out above is expected to reverse within the next 36 months and relates to accelerated capital allowances that are expected to mature within the same period.

23
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
286,682
254,220

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 33 -
24
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A shares of £1 each
200
200
200
200
Ordinary B shares of £1 each
2
2
2
2
Ordinary C shares of £1 each
2
2
2
2
Ordinary D share of £1 each
1
1
1
1
Ordinary E shares of £1 each
4
4
4
4
209
209
209
209

Voting rights

All shares rank equally for voting purposes. On a show of hands each member has one vote and on a poll each member has one vote per share held.

Dividend rights

Dividends may be paid to the holders of one or more classes of shares to the exclusion of the others or to all classes of shares, in each case at the same or differing rates, as determined by ordinary resolution or resolution of the directors.

Rights to capital

Each share ranks equally for any distribution made on a winding up.

Rights of redemption

No shares are redeemable.

25
Operating lease commitments
Lessee

The operating leases represent leases of ten years to third parties in respect of the premises from which it operates. The re are also leases for vehicles which are normally over 3 to 5 years.

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows;

Group
Company
2025
2024
2025
2024
£
£
£
£
Within one year
388,760
335,826
388,760
335,826
Between two and five years
1,251,993
895,933
1,251,993
895,933
In over five years
407,167
796,000
407,167
796,000
2,047,920
2,027,759
2,047,920
2,027,759
EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 34 -
26
Capital commitments

Amounts contracted for but not provided in the financial statements:

Group
Company
2025
2024
2025
2024
£
£
£
£
Acquisition of tangible fixed assets
-
843,297
-
843,297
EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 35 -
27
Related party transactions

Evolution Foods Limited:

During the year, the company paid consultancy fees to Shooting Fish BWI Limited, a company controlled by a director, of £38,835 (202 4: £243,252). The balance due to Shooting Fish BWI Limited as at 30 June 2025 was £Nil (2024: £59,636).

During the year, the company purchased goods from Evolution Foods International (Pty) Ltd, a company controlled by two directors, of £2,085,272 (202 4: £1,489,840). The balance due to Evolution Foods International (Pty) Ltd as at 30 June 205 4 was £45,750 (2024: £200,766).

Natural Selection Foods Limited is a company controlled by four director s of the company. The company sold goods and recharged costs amounting to £2,077,561 to Natural Selection Foods Limited during the year (2024: £4,489,840). The balance due from Natural Selection Foods Limited as at 30 June 2025 was £4,347,069 (2024: £2,200,169). The company also purchased goods from Natural Selection Foods Limited of £39,084 during the year (2024: £Nil)

Evolution Home and Leisure Limited is a company controlled by three director s of the company. The company recharged costs amounting to £86,429 to Evolution Home and Leisure Limited during the year (2024: £2,383,405). The balance due from Evolution Home and Leisure Limited as at 30 June 2025 was £246,706 (2024: £1,536,817). The company also purchased goods for £226,071 during the year (2024: £Nil)

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.

Evo p ack Limited:

Natural Selection Foods Limited is a company which shares two director s of the company. Sales amounting to £1,555 (202 4: £41,624) was made to Natural Selection Foods Limited and the balance due from the company as at 30 June 2025 was £1,730 (202 4: £nil).

Evolution Home and Leisure Limited is a company which shares all three director s of the company. Sales amounting to £nil (202 4: £380) was made to Evolution Home and Leisure Limited and the balance due from the company as at 30 June 2025 was £nil (202 4: £nil).

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.

EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 36 -
28
Directors' transactions

Director loans A and C were both overdrawn during the period, at a maximum value of £31,352 and £122,069 respectively.

All transactions with directors are conducted on normal commercial terms. No amounts were written off or waived during the year.

At 30 June 2025, the balances on directors’ loan accounts were as follows:

Description
% Rate
Opening balance
Amounts advanced
Amounts repaid
Closing balance
£
£
£
£
Directors loan A
-
(79,061)
610,321
(531,921)
(661)
Directors loan B
-
(440,341)
1,159,068
(819,329)
(100,602)
Directors loan C
-
(669)
292,690
(295,732)
(3,711)
(520,071)
2,062,079
(1,646,982)
(104,974)
29
Cash generated from group operations
2025
2024
£
£
Profit for the year after tax
3,187,575
1,157,161
Adjustments for:
Taxation charged
283,525
73,835
Finance costs
1,721,738
1,468,537
Investment income
(5,803)
(3,804)
Loss on disposal of tangible fixed assets
16,263
65,136
Depreciation and impairment of tangible fixed assets
1,400,504
862,742
Impairment of connected company balance
-
2,367,000
Movements in working capital:
(Increase)/decrease in stocks
(1,132,691)
2,625,582
Increase in debtors
(3,527,292)
(3,892,674)
(Decrease)/increase in creditors
(212,285)
1,930,010
Cash generated from operations
1,731,534
6,653,525
EVOLUTION FOODS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 37 -
30
Cash (absorbed by)/generated from operations - company
2025
2024
£
£
Profit for the year after tax
6,233,713
3,672,167
Adjustments for:
Taxation charged/(credited)
283,525
(150,394)
Finance costs
1,721,739
1,468,537
Investment income
(5,803)
(3,708)
Loss/(gain) on disposal of tangible fixed assets
6,902
(293)
Depreciation and impairment of tangible fixed assets
315,271
284,794
Impairment of connected company balance
-
2,367,000
Movements in working capital:
(Increase)/decrease in stocks
(1,132,691)
2,625,582
Increase in debtors
(8,241,632)
(11,897,215)
(Decrease)/increase in creditors
(556,819)
1,932,606
Cash (absorbed by)/generated from operations
(1,375,795)
299,076
31
Analysis of changes in net debt - group
1 July 2024
Cash flows
New finance leases
30 June 2025
£
£
£
£
Cash at bank and in hand
919,999
(606,822)
-
313,177
Borrowings excluding overdrafts
(18,868,615)
(2,225,988)
-
(21,094,603)
Obligations under finance leases
(2,404,310)
1,389,389
(2,724,636)
(3,739,557)
(20,352,926)
(1,443,421)
(2,724,636)
(24,520,983)
32
Analysis of changes in net debt - company
1 July 2024
Cash flows
30 June 2025
£
£
£
Cash at bank and in hand
899,249
(601,547)
297,702
Borrowings excluding overdrafts
(18,868,615)
(2,225,988)
(21,094,603)
Obligations under finance leases
(2,404,310)
(1,335,247)
(3,739,557)
(20,373,676)
(4,162,782)
(24,536,458)
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