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Registration number: 15334857

Cladco Holdings Limited
Annual Report and Consolidated Financial Statements
for the Period from 8 December 2023 to 31 December 2024

Cladco Holdings Limited

Contents

Company Information | 1
Strategic Report | 2 to 3
Directors' Report | 4
Statement of Directors' Responsibilities | 5
Independent Auditor's Report | 6 to 9
Consolidated Statement of Comprehensive Income | 10
Consolidated Statement of Financial Position | 11
Statement of Financial Position | 12
Consolidated Statement of Changes in Equity | 13
Statement of Changes in Equity | 14
Consolidated Statement of Cash Flows | 15
Statement of Cash Flows | 16
Notes to the Financial Statements | 17 to 34

Cladco Holdings Limited

Company Information

Directors | Mr L J Trescher Mr D J Trescher

Company secretary | Mrs J Trescher

Registered office | 64 High Street Bideford Devon EX39 2AR

Auditors | Westcotts (SW) LLP Plym House 3 Longbridge Road Marsh Mills Plymouth Devon PL6 8LT

Cladco Holdings Limited

Strategic Report for the period from 8 December 2023 to 31 December 2024

The directors present their strategic report for the period from 8 December 2023 to 31 December 2024.

Principal activity

The principal activity of the group is to supply roofing, cladding and decking.

Fair review of the business

We are pleased to present our report for the 2024-25 financial year.
The 2024-25 financial year has been a good trading year for the company. Sales turnover has increased by £161,271 to £41,416,839 for an 11 month period. This growth was gained through focusing on growing both new and existing customer numbers, strong relationship management and competitive pricing.
The company's focus is to drive forward with continued improvement to the companies processes and procedures allowing for the expected future growth of the company.
Administrative expenses have increased by 17% compared to the prior year. The need to continue investing in both our people and management resources, including the increase in personnel needed is seen as critical to bring into effect the positive and continued charges to drive the sales performance and in turn prepare the company for future challenges. In addition, there has been an increase in targeted marketing and promotional activity, which has contributed to our improved sales performance.
The directors feel that the company through its achievements and results in recent years is well positioned to take on challenges of developing Cladco Profiles further and remain agile enough to respond to the ever-changing marketplace. The cost impacts of this growth will need to remain a key focus, however the investments made to date, with more to come will ensure Cladco Profiles holds on
to market share and can despite the challenging times, look for further profitable growth.

Principal risks and uncertainties

The directors have assessed the risks and uncertainties which could have an impact on the company's long-term performance. The company has an extensive risk management structure in place which is designed to highlight business risks at an early stage so that they may be managed
within the business cycle.
- Cladco profiles has identified potential supply chain issues regarding the roofing sheets area of the business, as steel is a worldwide commodity and is subject to wide fluctuations in both price and availability.
- The digital world creates a number of risks for Cladco Profiles including technology failures, loss of stored data and damage to brand reputation.
- Health and safety in the workplace is an extremely important consideration for Cladco Profiles. Legislation is complex and failure to ensure that our employees remain safe at work may lead to serious business interruption and potential damage to our reputation.
We would like to take this opportunity to thank the Cladco Profiles team for their continued support and commitment through a period of significant development for the business and recognise their part for again delivering much improved results. Finally, our thanks to our ever-growing customer base for their support during the year. We will strive to improve our service to you throughout the year ahead.

Cladco Holdings Limited

Strategic Report for the period from 8 December 2023 to 31 December 2024 (continued)

Approved and authorised by the Board on 8 April 2026 and signed on its behalf by:

......................................... Mr L J Trescher Director

Cladco Holdings Limited

Directors' Report for the Period from 8 December 2023 to 31 December 2024

The directors present their report and the for the period from 8 December 2023 to 31 December 2024.

Incorporation

The company was incorporated on 8 December 2023.

Directors of the group

The directors who held office during the period were as follows:

Mr L J Trescher (appointed 8 December 2023)

Mr D J Trescher (appointed 8 December 2023)

Financial instruments

The company has a normal level of exposure to price, credit, liquidity and cash flow risks arising from trading activities which are mostly conducted in sterling. The company does not enter into any hedging transactions.

Disclosure of information to the auditor

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

Reappointment of auditors

The auditors Westcotts (SW) LLP are deemed to be reappointed under section 487(2) of the Companies Act 2006.

Approved and authorised by the Board on 8 April 2026 and signed on its behalf by:

Mr L J Trescher Director

Cladco Holdings Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities 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 the 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 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; and

• | 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 group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Cladco Holdings Limited

Independent Auditor's Report to the Members of Cladco Holdings Limited

Opinion

We have audited the financial statements of Cladco Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period from 8 December 2023 to 31 December 2024, which comprise the Consolidated Statement of Comprehensive Income, Consolidated Statement of Financial Position, Statement of Financial Position, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, Statement of Cash Flows, and 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 group's and the parent company's affairs as at 31 December 2024 and of the group's profit for the period 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 responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 director's 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 ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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 included in the annual report, other than the financial statements and our auditor’s report 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.

Cladco Holdings Limited

Independent Auditor's Report to the Members of Cladco Holdings Limited (continued)

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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

Opinion on other matter 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 Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and

• | the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our 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 and the Directors' Report.

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 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 Statement of Directors' Responsibilities [set out on page 5], the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor 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.

Cladco Holdings Limited

Independent Auditor's Report to the Members of Cladco Holdings Limited (continued)

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

• We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience and through discussion with the directors and other management, and inspection of the company's correspondence. We communicated identified laws and regulations throughout our team, and remained alert to any indications of non-compliance throughout the audit.
• The company is subject to laws and regulations that govern the preparation of the financial statements, including financial reporting legislation, and other companies legislation. The company is also subject to other laws and regulations where the consequences of non-compliance could have a material impact on the amounts or disclosures within the financial statements, including employment, anti-bribery, anti-money laundering and certain aspects of companies legislation (environmental, anti-slavery, etc.)
• Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. In any audit, there remains a higher risk of non-detection of irregularities, as these may involve collusion, forgery,intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.
As part of an audit in accordance with ISAs (UK), we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
• Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the company to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the company audit. We remain solely responsible for our audit opinion.

Cladco Holdings Limited

Independent Auditor's Report to the Members of Cladco Holdings Limited (continued)

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

......................................
Adam Croney ACA (Senior Statutory Auditor)
For and on behalf of Westcotts (SW) LLP, Statutory Auditor
Plym House
3 Longbridge Road
Marsh Mills
Plymouth
Devon
PL6 8LT

10 April 2026

Cladco Holdings Limited

Consolidated Statement of Comprehensive Income for the Period from 8 December 2023 to 31 December 2024

| Note | 2024 £
Turnover | 3 | 41,416,839
Cost of sales |  | (24,038,075)
Gross profit |  | 17,378,764
Distribution costs |  | (1,229,703)
Administrative expenses |  | (11,605,726)
Operating profit | 5 | 4,543,335
Other interest receivable and similar income | 6 | 14,487
Interest payable and similar expenses | 7 | (192,518)
|  | (178,031)
Profit before tax |  | 4,365,304
Tax on profit | 11 | (738,213)
Profit for the financial period |  | 3,627,091
Profit/(loss) attributable to: |  |
Owners of the company |  | 3,627,091

The above results were derived from continuing operations.

The group has no recognised gains or losses for the period other than the results above.

Cladco Holdings Limited

(Registration number: 15334857)
Consolidated Statement of Financial Position as at 31 December 2024

| Note | 2024 £
Fixed assets |  |
Intangible assets | 12 | (13,697,154)
Tangible assets | 13 | 13,542,269
|  | (154,885)
Current assets |  |
Stocks | 16 | 10,503,094
Debtors | 17 | 3,137,473
Cash at bank and in hand |  | 38,332
|  | 13,678,899
Creditors: Amounts falling due within one year | 19 | (7,250,427)
Net current assets |  | 6,428,472
Total assets less current liabilities |  | 6,273,587
Creditors: Amounts falling due after more than one year | 19 | (2,657,401)
Provisions for liabilities | 20 | (678,895)
Net assets |  | 2,937,291
Capital and reserves |  |
Called up share capital | 22 | 200
Profit and loss account | 23 | 2,937,091
Equity attributable to owners of the company |  | 2,937,291
Shareholders' funds |  | 2,937,291

Approved and authorised by the Board on 8 April 2026 and signed on its behalf by:

Mr L J Trescher Director

Cladco Holdings Limited

(Registration number: 15334857)
Statement of Financial Position as at 31 December 2024

| Note | 2024 £
Fixed assets |  |
Tangible assets | 13 | 9,806,812
Investments | 14 | 100
|  | 9,806,912
Current assets |  |
Debtors | 17 | 281,515
Cash at bank and in hand |  | 969
|  | 282,484
Creditors: Amounts falling due within one year | 19 | (2,587,785)
Net current liabilities |  | (2,305,301)
Net assets |  | 7,501,611
Capital and reserves |  |
Called up share capital | 22 | 200
Profit and loss account |  | 7,501,411
Shareholders' funds |  | 7,501,611

The company made a profit after tax for the financial period of £8,191,411 ( - loss of £-).

Approved and authorised by the Board on 8 April 2026 and signed on its behalf by:

Mr L J Trescher Director

Cladco Holdings Limited

Consolidated Statement of Changes in Equity for the Period from 8 December 2023 to 31 December 2024
Equity attributable to the parent company

| Share capital £ | Profit and loss account £ | Total £ | Total equity £
Profit for the period | - | 3,627,091 | 3,627,091 | 3,627,091
Dividends | - | (690,000) | (690,000) | (690,000)
New share capital subscribed | 200 | - | 200 | 200
At 31 December 2024 | 200 | 2,937,091 | 2,937,291 | 2,937,291

Cladco Holdings Limited

Statement of Changes in Equity for the Period from 8 December 2023 to 31 December 2024

| Share capital £ | Profit and loss account £ | Total £
Profit for the period | - | 8,191,411 | 8,191,411
Dividends | - | (690,000) | (690,000)
New share capital subscribed | 200 | - | 200
At 31 December 2024 | 200 | 7,501,411 | 7,501,611

Cladco Holdings Limited

Consolidated Statement of Cash Flows for the Period from 8 December 2023 to 31 December 2024

| Note | 2024 £
Cash flows from operating activities
Profit for the period |  | 3,627,091
Adjustments to cash flows from non-cash items |  |
Depreciation and amortisation | 5 | (325,641)
Profit on disposal of tangible assets | 4 | (8,333)
Finance income | 6 | (14,487)
Finance costs | 7 | 192,518
Income tax expense | 11 | 738,213
|  | 4,209,361
Working capital adjustments |  |
Increase in stocks | 16 | (10,503,094)
Increase in debtors | 17 | (3,137,473)
Increase in creditors | 19 | 4,424,099
Increase in provisions | 20 | 655,644
Increase in deferred income, including government grants |  | 487,902
Net cash flow from operating activities |  | (3,863,561)
Cash flows from investing activities |  |
Interest received |  | 14,487
Acquisitions of tangible assets |  | (14,598,911)
Proceeds from sale of tangible assets |  | 8,333
Acquisition of intangible assets | 12 | 15,079,436
Net cash flows from investing activities |  | 503,345
Cash flows from financing activities |  |
Interest paid | 7 | (192,518)
Proceeds from issue of ordinary shares, net of issue costs |  | 200
Proceeds from bank borrowing draw downs |  | 2,344,136
Payments to finance lease creditors |  | 652,455
Dividends paid |  | (690,000)
Net cash flows from financing activities |  | 2,114,273
Net decrease in cash and cash equivalents |  | (1,245,943)
Cash and cash equivalents at 8 December |  | -
Cash and cash equivalents at 31 December |  | (1,245,943)

Cladco Holdings Limited

Statement of Cash Flows for the Period from 8 December 2023 to 31 December 2024

| Note | 2024 £
Cash flows from operating activities
Profit for the period |  | 8,191,411
Adjustments to cash flows from non-cash items |  |
Depreciation and amortisation | 5 | 33,614
Finance income |  | (8,195,226)
Income tax expense | 11 | 10,211
|  | 40,010
Working capital adjustments |  |
Increase in debtors | 17 | (281,515)
Increase in creditors | 19 | 2,577,574
Net cash flow from operating activities |  | 2,336,069
Cash flows from investing activities |  |
Interest received |  | 8,195,226
Acquisition of subsidiaries | 14 | (100)
Acquisitions of tangible assets |  | (9,840,426)
Net cash flows from investing activities |  | (1,645,300)
Cash flows from financing activities |  |
Proceeds from issue of ordinary shares, net of issue costs |  | 200
Dividends paid |  | (690,000)
Net cash flows from financing activities |  | (689,800)
Net increase in cash and cash equivalents |  | 969
Cash and cash equivalents at 8 December |  | -
Cash and cash equivalents at 31 December |  | 969

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024

1 | General information

The company is a private company limited by share capital, incorporated in United Kingdom.

The address of its registered office is:
64 High Street
Bideford
Devon
EX39 2AR

These financial statements were authorised for issue by the Board on 8 April 2026.

2 | Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The financial statements are prepared in sterling which is the functional currency of the entity.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2024.

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

2 | Accounting policies (continued)

A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the Statement of Comprehensive Income from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.
The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.
Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.

Going concern

The financial statements have been prepared on a going concern basis.

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

2 | Accounting policies (continued)

Judgements

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Accounting estimates and assumptions are made concerning the future and, by their nature, will rarely equal the related actual outcome.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the group’s activities. Turnover is shown net of value added tax, returns, rebates and discounts and after eliminating sales within the group.
The group recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the group's activities.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the consolidated financial statements.
Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class | Depreciation method and rate
Freehold property | 20/40 years - straight line
Long leasehold property | 93/40 years - straight line

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

2 | Accounting policies (continued)

Plant and machinery | 15% - reducing balance
Fittings fixtures and equipment | 10/15% - reducing balance
Motor vehicles | 25% - reducing balance
Computer equipment | 3 years - straight line

Impairment

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Goodwill

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and in hand, demand deposits with banks, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value. In the statement of financial position, bank overdrafts are shown within borrowing or current liabilities

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

2 | Accounting policies (continued)

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the receivables.

Stocks

Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. Costs include all costs of purchase, costs of conversion and other costs incurred in bringing the stocks to their present location and condition. .
The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the statement of comprehensive income over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

2 | Accounting policies (continued)

Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the statement of financial position as a finance lease obligation.
Lease payments are apportioned between finance costs in the statement of comprehensive income and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the group’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Financial instruments

Recognition and measurement
A financial asset or a financial liability is recognised only when the company becomes party to the contractual provisions of the instrument.
Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

3 | Turnover

The analysis of the group's turnover for the period from continuing operations is as follows:

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

3 | Turnover (continued)

| 2024 £
Sale of goods | 41,410,726
Other revenue | 6,113
| 41,416,839

4 | Other gains and losses

The analysis of the group's other gains and losses for the period is as follows:

| 2024 £
Gain on disposal of tangible assets | 8,333

5 | Operating profit

Arrived at after charging/(crediting)

| 2024 £
Depreciation expense | 1,056,641
Amortisation expense | (1,382,282)
Profit on disposal of property, plant and equipment | (8,333)

6 | Other interest receivable and similar income

| 2024 £
Other finance income | 14,487

7 | Interest payable and similar expenses

| 2024 £
Interest on bank overdrafts and borrowings | 168,125
Interest on obligations under finance leases and hire purchase contracts | 24,393
| 192,518

8 | Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

8 | Staff costs (continued)

| 2024 £
Wages and salaries | 5,576,775
Social security costs | 600,821
Pension costs, defined contribution scheme | 90,741
| 6,268,337

The average number of persons employed by the group (including directors) during the period, analysed by category was as follows:

| 2024 No.
Administration and support | 54
Distribution | 85
Other departments | 2
| 141

9 | Directors' remuneration

The directors' remuneration for the period was as follows:

| 2024 £
Remuneration | 17,941
Contributions paid to money purchase schemes | 155
| 18,096

During the period the number of directors who were receiving benefits and share incentives was as follows:

| 2024 No.
Accruing benefits under money purchase pension scheme | 1

10 | Auditors' remuneration

| 2024 £
Audit of these financial statements | 11,875

11 | Taxation

Tax charged/(credited) in the consolidated statement of comprehensive income

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

11 | Taxation (continued)

| 2024 £
Current taxation |
UK corporation tax | 714,962
Deferred taxation |
Arising from origination and reversal of timing differences | 23,251
Tax expense in the income statement | 738,213

The tax on profit before tax for the period is lower than the standard rate of corporation tax in the UK of 25%.
The differences are reconciled below:

| 2024 £
Profit before tax | 4,365,304
Corporation tax at standard rate | 1,091,326
Effect of expense not deductible in determining taxable profit (tax loss) | (353,113)
Total tax charge | 738,213

Deferred tax

Group

Deferred tax liabilities

Deferred tax assets and liabilities

2024 | Liability £
Accelerated capital allowances | 678,895
| 678,895

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

12 | Intangible assets

Group

| Goodwill £ | Total £
Cost or valuation
Additions acquired separately | (15,079,436) | (15,079,436)
At 31 December 2024 | (15,079,436) | (15,079,436)
Amortisation
Amortisation charge | (1,382,282) | (1,382,282)
At 31 December 2024 | (1,382,282) | (1,382,282)
Carrying amount
At 31 December 2024 | (13,697,154) | (13,697,154)

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

13 | Tangible assets

Group

| Land and buildings £ | Long leasehold land and buildings £ | Fixtures and fittings £ | Plant and machinery £ | Office equipment £ | Motor vehicles £ | Total £
Cost or valuation
Additions | 7,301,503 | 2,839,774 | 118,387 | 2,198,841 | 155,342 | 1,985,064 | 14,598,911
At 31 December 2024 | 7,301,503 | 2,839,774 | 118,387 | 2,198,841 | 155,342 | 1,985,064 | 14,598,911
Depreciation
Charge for the period | 296,950 | 37,515 | 15,170 | 259,969 | 46,152 | 400,886 | 1,056,642
At 31 December 2024 | 296,950 | 37,515 | 15,170 | 259,969 | 46,152 | 400,886 | 1,056,642
Carrying amount
At 31 December 2024 | 7,004,553 | 2,802,259 | 103,217 | 1,938,872 | 109,190 | 1,584,178 | 13,542,269

Included within the net book value of land and buildings above is £7,004,553 in respect of freehold land and buildings and £2,802,259 in respect of long leasehold land and buildings.

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

13 | Tangible assets (continued)

Company

| Land and buildings £ | Long leasehold land and buildings £ | Total £
Cost or valuation
Additions | 7,034,814 | 2,805,612 | 9,840,426
At 31 December 2024 | 7,034,814 | 2,805,612 | 9,840,426
Depreciation
Charge for the period | 30,261 | 3,353 | 33,614
At 31 December 2024 | 30,261 | 3,353 | 33,614
Carrying amount
At 31 December 2024 | 7,004,553 | 2,802,259 | 9,806,812

Included within the net book value of land and buildings above is £7,004,553 in respect of freehold land and buildings and £2,802,259 in respect of long leasehold land and buildings.

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

14 | Investments

Company

| 2024 £
Investments in subsidiaries | 100

Subsidiaries | £
Cost or valuation
Additions | 100
Provision
Carrying amount
At 31 December 2024 | 100

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking | Registered office | Holding | Proportion of voting rights and shares held
|  |  | 2024
Subsidiary undertakings
Cladco Profiles Ltd | Stanhope House, 9-10 Fore Street, Holsworthy, Devon, EX22 6DT United Kingdom | Ordinary | 100%

Subsidiary undertakings
Cladco Profiles Ltd The principal activity of Cladco Profiles Ltd is the supply of roofing, cladding and decking.

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

15 | Business combinations

On 31 January 2024, Cladco Holdings Limited acquired 100% of the issued share capital of Cladco Profiles Limited , obtaining control.
Cladco Profiles Limited contributed £41,410,726 revenue and £2,247,787 to the group's profit for the period between the date of acquisition and the Statement of Financial Position date.
The amounts recognised in respect of the identifiable assets acquired and liabilities assumed are as set out in the table below:

| Book value 2024 £ | Fair value 2024 £
Assets and liabilities acquired |  |
Financial assets | 2,595,511 | 2,595,511
Stocks | 10,217,529 | 10,217,529
Tangible assets | 10,682,865 | 10,682,865
Financial liabilities | (8,416,469) | (8,416,469)
Total identifiable assets | 15,079,436 | 15,079,436
Goodwill | (15,079,436) | (15,079,436)
Total consideration | - | -

Financial assets above include all Debtors and cash. Financial liabilities include all Creditors and Provisions.
The useful life of goodwill is 10 years. The negative goodwill will be recognised as a credit for amortisation charge in the profit / loss for the 10 years following acquisition.

16 | Stocks

| Group | Company
| 2024 £ | 2024 £
Finished goods and goods for resale | 10,503,094 | -

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

17 | Debtors

| Group | Company
Current | 2024 £ | 2024 £
Trade debtors | 1,617,836 | -
Other debtors | 994,615 | 281,515
Prepayments | 525,022 | -
| 3,137,473 | 281,515

18 | Cash and cash equivalents

| Group | Company
| 2024 £ | 2024 £
Cash on hand | 37,363 | -
Cash at bank | 969 | 969
| 38,332 | 969
Bank overdrafts | (1,284,275) | -
Cash and cash equivalents in statement of cash flows | (1,245,943) | 969

19 | Creditors

|  | Group | Company
| Note | 2024 £ | 2024 £
Due within one year |  |  |
Loans and borrowings | 24 | 1,623,465 | -
Trade creditors |  | 3,710,927 | -
Amounts due to related parties |  | - | 2,577,574
Social security and other taxes |  | 605,182 | -
Accruals |  | 107,989 | -
Income tax liability | 11 | 714,962 | 10,211
Deferred income |  | 487,902 | -
|  | 7,250,427 | 2,587,785
Due after one year |  |  |
Loans and borrowings | 24 | 2,657,401 | -

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

19 | Creditors (continued)

The hire purchase creditors are secured on the assets to which they relate. The bank loans and overdraft are secured on fixed and floating charges over all of the company assets and undertakings. The bank loan repayable in over 5 years is repayable by monthly instalments and is subject to an interest rate that is set to a fixed rate in excess of the Bank of England base rate.

20 | Provisions for liabilities

Group

| Deferred tax £ | Total £
Additional provisions | 23,251 | 23,251
Increase (decrease) through business combinations | 655,644 | 655,644
At 31 December 2024 | 678,895 | 678,895

21 | Pension and other schemes

Defined contribution pension scheme

The group operates a defined contribution pension scheme. The pension cost charge for the period represents contributions payable by the group to the scheme and amounted to £90,741.

22 | Share capital

Allotted, called up and fully paid shares

| 2024
| No. | £
Ordinary of £1 each | 200 | 200

100 £1 Ordinary shares were issued on incorporation and 100 £1 Ordinary shares were issued on 1 February 2024 for the share for share exchange to make Cladco Profiles Ltd a 100% subsidiary of the Company.

23 | Reserves

Company

Profit and loss account

This reserve records retained earnings and accumulated losses.

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

24 | Loans and borrowings

Non-current loans and borrowings

| Group | Company
| 2024 £ | 2024 £
Bank borrowings | 2,233,103 | -
Hire purchase contracts | 424,298 | -
| 2,657,401 | -

Current loans and borrowings

| Group | Company
| 2024 £ | 2024 £
Bank borrowings | 111,033 | -
Bank overdrafts | 1,284,275 | -
Hire purchase contracts | 228,157 | -
| 1,623,465 | -

25 | Dividends

|  | 2024
|  | £
Interim dividend of £3,450.00 per ordinary share |  | 690,000

26 | Commitments

Group

Capital commitments

As at the year-end, the Group were committed to paying $107,800 for the purchase of a fixed asset. This fixed asset us due for delivery post year-end and $46,200 had already been paid as at the year end, which has been included in Prepayments. Using year-end exchange rate this has been deemed as an £80,000 commitment.
The total amount contracted for but not provided in the financial statements was £80,000.

Cladco Holdings Limited

Notes to the Financial Statements for the Period from 8 December 2023 to 31 December 2024 (continued)

27 | Analysis of changes in net debt

Group

| Financing cash flows £ | At 31 December 2024 £
Cash and cash equivalents |  |
Cash | 38,332 | 38,332
Overdrafts | (1,284,275) | (1,284,275)
| (1,245,943) | (1,245,943)
Borrowings |  |
Long term borrowings | (2,657,401) | (2,657,401)
Short term borrowings | (339,190) | (339,190)
| (2,996,591) | (2,996,591)
| (4,242,534) | (4,242,534)