Company Registration No. SC453454 (Scotland)
TOOLDEN LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
TOOLDEN LIMITED
COMPANY INFORMATION
Directors
Mr J Child
Mr A Sellers
Company number
SC453454
Registered office
1 Esslemont Estate
Ellon
United Kingdom
AB41 8NW
Auditor
Johnston Carmichael LLP
Bishop's Court
29 Albyn Place
Aberdeen
AB10 1YL
TOOLDEN LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 9
Statement of comprehensive income
10
Balance sheet
11
Statement of changes in equity
12
Statement of cash flows
13
Notes to the financial statements
14 - 26
TOOLDEN LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 1 -

The directors present the strategic report for the period ended 31 December 2025. The financial statements have been prepared for an extended period of 17 months due to the exceptional events outlined below. The period started on 1 August 2024 for 17 months to 31 December 2025. Therefore, the prior period is not directly comparable.

Fair review of the business

The principal activity of the company during the financial period was the supply of power tools, hand tools and accessories to both trade and domestic customers. The company predominantly sells these products through its own website, as well as via third-party platforms including eBay.

The directors are very pleased with the performance of the company during FY24/25 (17 months), which saw turnover increase from £39.5m to £74.8m. The company achieved increased gross margin of 21.07% in FY24/25 (FY23/24 – 19.9%) .

During FY24/25, the business was impacted by increased administrative expenses, principally marketing and related costs. However, the directors are satisfied with the overall profit before tax and exceptional items of £2.1m and are encouraged by current trading and future prospects for the company. This performance is considered particularly strong given the ongoing challenging economic climate and reflects the company’s established market position. The company continues to refine and diversify its product range to enable it to thrive in a competitive market.

The company’s balance sheet has seen an increase in both current assets and current liabilities, reflecting higher activity levels and close monitoring of cash flows. The directors continue to reinvest profits in the business and are pleased to note an uplift in trading profit and cash balances in the current financial year.

Directors Statement on Exceptional costs

During the financial period, the Company incurred an exceptional cost of £1.2 million arising from the unexpected collapse of the Troy Buying Group. The Troy Buying Group’s insolvency resulted in the non-recovery of outstanding rebates from the majority of their suppliers.

This event was outside the Company’s control and is considered non-recurring in nature. The Board has conducted a full review of the circumstances and has taken appropriate steps to strengthen credit-risk management and mitigate similar exposure in the future by securing terms direct with the manufacturers.

Despite this significant cost, the Company delivered a successful financial period, with strong underlying performance across its core operations. The results demonstrate the resilience of the business and the effectiveness of management’s ongoing focus on operational efficiency and long-term financial stability.

Principal risks and uncertainties

Disruption to the supply chain has been identified as a key risk for the company, along with risks associated with the export of goods outside the UK. The directors and management team hold regular meetings to assess potential impacts on the business and to make proactive decisions to mitigate these risks.

The reputation of the company has been built over many years of trading, and the company is considered to be in a strong market position to manage business risks and uncertainties effectively.

Liquidity risk is managed by maintaining adequate banking facilities and by continually monitoring forecast and actual cash flows. Strong relationships are maintained with suppliers and credit agencies to ensure appropriate credit limits are secured.

Future developments

To maintain its current market position within the industry, the company continues to strengthen its online sales offering, following a period of significant growth in online revenues. In addition, the company has recently purchased the 10 acre land site around their current premises to allow future growth.

TOOLDEN LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 2 -
Key performance indicators

The directors monitor a range of key performance indicators (KPIs), including:

- Turnover growth – strong trading continued during FY24/25, particularly across the company’s online sales channels.

- Gross profit margin – the company seeks to secure early settlement discounts and supplier rebates as part of its purchasing strategy in order to maintain margins.

- Cash and liquidity – the company’s cash balance remains strong, with good levels of liquidity forecast for the remainder of the financial year.

Other KPIs monitored by the directors include stock levels, website conversion rates, and Trustpilot scores.

On behalf of the board

Mr A Sellers
Director
16 April 2026
TOOLDEN LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 3 -

The directors present their annual report and financial statements for the period ended 31 December 2025. The financial statements have been prepared for an extended period of 17 months due to the exceptional events outlined in the strategic report. The period started on 1 August 2024 for 17 months to 31 December 2025. Therefore, the prior period is not directly comparable.

Principal activities

The principal activity of the company continued to be that of the supply of power tools, hand tools and accessories to both trade and domestic customers.

Results and dividends

The results for the period are presented on page 10 and the company’s balance sheet on page 11.

Ordinary dividends were paid amounting to £120,000 (2024 - £50,000). The directors do not recommend payment of a further dividend.

Directors

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

Mr J Child
Mr A Sellers
Financial risk management

The company's activities expose it to a number of financial risks including credit risk, interest rate risk and liquidity risk. The company does not use derivatives to manage financial risk or for speculative purposes.

Liquidity risk

Prudent liquidity management is maintaining sufficient cash and the availability of funding, through bank funding and credit facilities. The company maintains flexibility in funding by retaining adequate cash balances generated from its operations.

Interest rate risk

The company is exposed to interest rate risk primarily in relation to its borrowings, where changes in interest rates may impact the company’s finance costs. The company manages this risk by regularly reviewing its financing arrangements and considering fixed versus variable rate options where appropriate.

Credit risk

The company's principal financial assets are bank balances and cash, and trade and other debtors. The company's credit risk is attributable to its trade debtors. The amounts presented in the balance sheet are net of allowances for doubtful receivables. An allowance for impairment is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows. The company has no significant concentration of credit risk, with exposure spread over many counterparties and customers. Customers trading on credit terms are subject to credit checks and ongoing monitoring.

Auditor

The auditor, Johnston Carmichael LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Strategic report

The company 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 principal risks and uncertainties and future developments.

TOOLDEN LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 4 -
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 company’s auditor 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 company’s auditor is aware of that information.

On behalf of the board
Mr A Sellers
Director
16 April 2026
TOOLDEN LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 5 -

The directors are responsible for preparing the strategic report, directors' 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 company and the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;

- make judgements and accounting estimates that are reasonable and prudent; 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 company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

TOOLDEN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF TOOLDEN LIMITED
- 6 -
Opinion

We have audited the financial statements of Toolden Limited (‘the company’) for the period ended 31 December 2025, which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, 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 company's affairs as at 31 December 2025 and of its 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 company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

The other information comprises the information included in the Annual Report and Financial Statements other than the Financial Statements and our auditor’s report thereon. The Directors are responsible for the other information contained within the Annual Report and Financial Statements. 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.

TOOLDEN LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TOOLDEN LIMITED
- 7 -

Opinions on other matters prescribed by the Companies Act 2006

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

- T he information given in the S trategic R eport and the D irectors' R eport for the financial period 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.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors’ Report.

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

- The financial statements are not in agreement with the accounting records and returns; or

- Certain disclosures of Directors' remuneration specified by law are not made; or

- We have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Directors’ Responsibilities Statement 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.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: http://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Extent to which the audit was considered capable of detecting irregularities, including fraud

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 assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations by considering their experience, past performance and support available.

All engagement team members were briefed on relevant identified laws and regulations and potential fraud risks at the planning stage of the audit. Engagement team members were reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

TOOLDEN LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TOOLDEN LIMITED
- 8 -

Extent to which the audit was considered capable of detecting irregularities, including fraud (continued)

We obtained an understanding of the legal and regulatory frameworks that are applicable to the company and the sector in which it operates, focusing on those provisions that had a direct effect on the determination of material amounts and disclosures in the financial statements. The most relevant frameworks we identified include:

- Companies Act 2006;

- UK Tax legislation; and

- UK Generally Accepted Accounting Practice.

We gained an understanding of how the company is complying with these laws and regulations by making enquiries of management and those charged with governance. We corroborated these enquiries through our review of submitted returns.

We assessed the susceptibility of the financial statements to material misstatement, including how fraud might occur, by meeting with management and those charged with governance to understand where it was considered there was susceptibility to fraud. This evaluation also considered how management and those charged with governance were remunerated and whether this provided an incentive for fraudulent activity. We considered the overall control environment and how management and those charged with governance oversee the implementation and operation of controls. In areas of the financial statements where the risks were considered to be higher, we performed procedures to address each identified risk. We identified a heightened fraud risk in relation to:

- Management override of controls

- Revenue recognition

In addition to the above, the following procedures were performed to provide reasonable assurance that the financial statements were free of material fraud or error:

- Reviewing the level of and reasoning behind the company’s procurement of legal and professional services;

- Performing audit procedures over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing judgements made by management in their calculation of accounting estimates for potential management bias;

- Performing audit work procedures confirming the occurrence of revenue recognised within the financial statements through sampling revenue recognised within the general ledger and agreeing to supporting documentation such as website data and delivery notes;

- Completion of appropriate checklists and use of our experience to assess the company’s compliance with the Companies Act 2006; and

- Agreement of the financial statement disclosures to supporting documentation.

Our audit procedures were designed to respond to the risk of material misstatements in the financial statements, 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 intentional concealment, forgery, collusion, omission or misrepresentation. There are inherent limitations in the audit procedures performed 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.

TOOLDEN LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF TOOLDEN LIMITED
- 9 -

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.

Lisa Thomson (Senior Statutory Auditor)
For and on behalf of Johnston Carmichael LLP
17 April 2026
Statutory Auditor
Bishop's Court
29 Albyn Place
Aberdeen
AB10 1YL
TOOLDEN LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 10 -
Period
Year
ended
ended
31 December
31 July
2025
2024
Notes
£
£
Turnover
3
74,779,301
39,527,590
Cost of sales
(59,022,412)
(31,630,177)
Gross profit
15,756,889
7,897,413
Administrative expenses
(13,664,516)
(7,288,746)
Other operating income
5,685
-
0
Exceptional item
4
(1,227,320)
-
0
Operating profit
5
870,738
608,667
Interest payable and similar expenses
8
(26,977)
(9,408)
Increase in fair value of investment property
9
46,528
-
Profit before taxation
890,289
599,259
Tax on profit
10
(241,166)
(164,958)
Profit for the financial period
649,123
434,301
Other comprehensive income
Revaluation of tangible fixed assets
13
353,968
-
0
Total comprehensive income for the period
1,003,091
434,301

The Statement of Comprehensive Income has been prepared on the basis that all operations are continuing operations.

TOOLDEN LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 11 -
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
12
55,256
85,533
Tangible assets
13
1,271,434
77,292
Investment properties
14
158,000
-
0
1,484,690
162,825
Current assets
Stocks
15
4,529,516
3,573,963
Debtors
16
4,425,695
2,617,184
Cash at bank and in hand
1,220,806
672,656
10,176,017
6,863,803
Creditors: amounts falling due within one year
17
(7,338,799)
(4,169,695)
Net current assets
2,837,218
2,694,108
Total assets less current liabilities
4,321,908
2,856,933
Creditors: amounts falling due after more than one year
18
(638,908)
(66,667)
Provisions for liabilities
Deferred tax liability
20
20,065
10,422
(20,065)
(10,422)
Net assets
3,662,935
2,779,844
Capital and reserves
Called up share capital
22
2
2
Revaluation reserve
23
353,968
-
0
Profit and loss reserves
23
3,308,965
2,779,842
Total equity
3,662,935
2,779,844
The financial statements were approved by the board of directors and authorised for issue on 16 April 2026 and are signed on its behalf by:
Mr A Sellers
Director
Company Registration No. SC453454
TOOLDEN LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 12 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 August 2023
2
-
0
2,395,541
2,395,543
Year ended 31 July 2024:
Profit and total comprehensive income for the year
-
-
434,301
434,301
Dividends
11
-
-
(50,000)
(50,000)
Balance at 31 July 2024
2
-
0
2,779,842
2,779,844
Period ended 31 December 2025:
Profit for the period
-
-
649,123
649,123
Other comprehensive income:
Revaluation of tangible fixed assets
13
-
353,968
-
353,968
Total comprehensive income for the period
-
0
353,968
649,123
1,003,091
Dividends
11
-
-
(120,000)
(120,000)
Balance at 31 December 2025
2
353,968
3,308,965
3,662,935
TOOLDEN LIMITED
STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 13 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
26
1,338,330
860,208
Interest paid
(26,977)
(9,408)
Income taxes paid
(167,585)
(94,569)
Net cash inflow from operating activities
1,143,768
756,231
Investing activities
Purchase of tangible fixed assets
(925,921)
(12,150)
Proceeds on disposal of tangible fixed assets
2,450
833
Purchase of investment property
(111,472)
-
0
Net cash used in investing activities
(1,034,943)
(11,317)
Financing activities
Proceeds of new bank loans
675,000
-
0
Repayment of bank loans
(115,675)
(80,000)
Dividends paid
(120,000)
(50,000)
Net cash generated from/(used in) financing activities
439,325
(130,000)
Net increase in cash and cash equivalents
548,150
614,914
Cash and cash equivalents at beginning of period
672,656
57,742
Cash and cash equivalents at end of period
1,220,806
672,656
TOOLDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 14 -
1
Accounting policies
Company information

Toolden Limited is a private company limited by shares incorporated and domiciled in Scotland. The registered office and trading address is 1 Esslemont Estate, Ellon, United Kingdom, AB41 8NW.

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 to include investment properties at fair value. The principal accounting policies adopted are set out below.

1.2
Going concern

The company has made a profit after tax for the year and subsequent to the year end, continues to perform well.true

In making their going concern assessment, the directors have considered the company’s forecast trading position and working capital requirements for the next 12 months and are satisfied that the company will have adequate resources to continue in operational existence for the foreseeable future.

On this basis, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Reporting period

The financial statements have been prepared for an extended period of 17 months due to the exceptional events outlined in the strategic report. The period started on 1 August 2024 for 17 months to 31 December 2025. Therefore, the prior period is not directly comparable.

1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services 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.

1.5
Intangible fixed assets - goodwill

Intangible assets are stated at cost, net of amortisation and any provision for impairment. Amortisation is provided on all intangible assets at rates to write off the cost or valuation of each asset over its expected useful life as follows:

Goodwill
10 years straight line

Goodwill arises on business combinations and represents any excess of consideration given over the fair value of the identifiable assets and liabilities acquired. Goodwill is initially recognised as an intangible asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

TOOLDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -
1.6
Tangible fixed assets

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

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Freehold land
Not depreciated
Freehold buildings
40 years straight line
Leasehold improvements
10 years straight line
Plant and equipment
4 - 10 years straight line
Fixtures and fittings
4 years straight line
Computer equipment
4 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

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 credited or charged to profit or loss.

Properties whose fair value can be measured reliably are held under the revaluation model and are carried at a revalued amount, being their fair value at the date of valuation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. The fair value of the land and buildings is usually considered to be their market value.

Revaluation gains and losses are recognised in other comprehensive income and accumulated in equity, except to the extent that a revaluation gain reverses a revaluation loss previously recognised in profit or loss or a revaluation loss exceeds the accumulated revaluation gains recognised in equity; such gains and loss es are recognised in profit or loss.

1.7
Investment properties

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value a t the reporting end date. Changes in fair value are recognised in profit or loss.

1.8
Impairment of fixed assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the statement of income and retained earnings as described below.

Non-financial assets

At each reporting end date, the company 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.

TOOLDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
1.9
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the weighted average cost basis. 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.

1.10
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and bank finance. Bank finance is shown within creditors: amounts falling due within one year.

1.11
Financial instruments

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

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

Financial assets and liabilities are only offset in the balance sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and bank balances, are measured at transaction price including transaction costs. Financial assets classified as receivable within one year are not amortised.

Basic financial liabilities

Basic financial liabilities, including creditors and bank loans, are recognised at transaction. Financial liabilities classified as payable within one year are not amortised.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised at transaction price.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.12
Equity instruments

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

1.13
Taxation
Current tax

Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the balance sheet date.

TOOLDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
Deferred tax

Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that are expected to apply when the timing difference reverse , based on current tax rates and laws. Deferred tax assets and liabilities are not discounted.

The carrying amount of deferred tax assets is reviewed at each reporting end date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

1.14
Employee benefits

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

Termination benefits are recognised 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

The company operates a defined contribution scheme. The amount charged to the statement of income and retained earnings in respect of pension costs and other post retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the balance sheet.

1.16
Leases

Lessor

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

Lessee

Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

1.17
Foreign exchange

Transactions in foreign currencies are recorded at the rates of exchange at the dates of the transaction. M onetary assets and liabilities that are denominated in foreign currencies at the balance sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the statement of income and retained earnings in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the statement of comprehensive income.

TOOLDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 18 -
2
Judgements and key sources of estimation uncertainty

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

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

The directors consider that there are no judgements, estimates or underlying assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Sale of goods
74,779,301
39,527,590
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
73,660,068
38,891,241
Ireland
1,119,233
636,349
74,779,301
39,527,590
4
Exceptional costs
2025
2024
£
£
Expenditure
Supplier rebates not recoverable
1,227,320
-

During the financial period, the Company incurred an exceptional cost of £1.2 million arising from the unexpected collapse of the Troy Buying Group. The Troy Buying Group’s insolvency resulted in the non-recovery of outstanding rebates from the majority of their suppliers.

5
Operating profit
2025
2024
Operating profit for the period is stated after charging/(crediting):
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
40,000
35,000
Depreciation of owned tangible fixed assets
51,957
24,874
Loss/(profit) on disposal of tangible fixed assets
31,340
(833)
Amortisation of intangible assets
30,277
21,372
TOOLDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 19 -
6
Employees

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

2025
2024
Number
Number
Management
5
5
Stores and administration
51
44
Total
56
49

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
3,130,024
1,955,447
Social security costs
354,573
200,984
Pension costs
137,847
89,797
3,622,444
2,246,228
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
325,288
214,041
Company pension contributions to defined contribution schemes
51,000
36,000
376,288
250,041

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2024 - 2).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
145,035
118,567
Company pension contributions to defined contribution schemes
25,500
18,000

The two directors are the only members of key management personnel who received remuneration from the company during the period.

TOOLDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 20 -
8
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank finance and loans
26,977
9,408
9
Fair value of Investment Property
2025
2024
£
£
Changes in the fair value of investment property
46,528
-
10
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
231,523
168,145
Adjustments in respect of prior periods
-
0
(560)
Total current tax
231,523
167,585
Deferred tax
Origination and reversal of timing differences
9,643
(3,292)
Adjustment in respect of prior periods
-
0
665
Total deferred tax
9,643
(2,627)
Total tax charge
241,166
164,958

The actual charge for the period can be reconciled to the expected charge for the period based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Profit before taxation
890,289
599,259
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
222,572
149,815
Tax effect of expenses that are not deductible in determining taxable profit
22,093
8,271
Tax effect of income not taxable in determining taxable profit
(11,632)
-
0
Adjustments in respect of prior years
-
0
(560)
Deferred tax adjustments in respect of prior years
-
0
665
Fixed asset differences
8,133
6,767
Taxation charge for the period
241,166
164,958
TOOLDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 21 -
11
Dividends
2025
2024
£
£
Final paid
120,000
50,000
12
Intangible fixed assets
Goodwill
£
Cost
At 1 August 2024 and 31 December 2025
213,770
Amortisation
At 1 August 2024
128,237
Amortisation charged for the period
30,277
At 31 December 2025
158,514
Carrying amount
At 31 December 2025
55,256
At 31 July 2024
85,533
TOOLDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 22 -
13
Tangible fixed assets
Freehold land
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computer equipment
Total
£
£
£
£
£
£
Cost or valuation
At 1 August 2024
-
0
130,383
84,272
26,104
29,661
270,420
Additions
848,032
19,222
37,780
18,957
1,930
925,921
Disposals
-
0
(47,937)
(37,870)
-
0
-
0
(85,807)
Revaluation
353,968
-
0
-
0
-
0
-
0
353,968
Transfers
-
0
(15,136)
-
0
15,136
-
0
-
0
At 31 December 2025
1,202,000
86,532
84,182
60,197
31,591
1,464,502
Depreciation
At 1 August 2024
-
0
86,420
59,312
19,488
27,908
193,128
Depreciation charged in the period
5,156
21,652
16,652
7,055
1,442
51,957
Eliminated in respect of disposals
-
0
(14,147)
(37,870)
-
0
-
0
(52,017)
Transfers
-
0
(7,393)
-
0
7,393
-
0
-
0
At 31 December 2025
5,156
86,532
38,094
33,936
29,350
193,068
Carrying amount
At 31 December 2025
1,196,844
-
0
46,088
26,261
2,241
1,271,434
At 31 July 2024
-
0
43,963
24,960
6,616
1,753
77,292

Land and buildings with a carrying amount of £1,196,844 (2024 - £nil) were valued by Graham + Sibbald LLP, who are not connected with the company. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties, and this resulted in a revaluation uplift of £353,968.

Freehold land and buildings are carried at valuation. If they were measured using the cost model, the carrying amounts would have been approximately £844,394 (2024 - £nil), being cost £848,032 (2024 - £nil) and depreciation £3,638 (2024 - £nil).

14
Investment property
2025
£
Fair value
At 1 August 2024
-
0
Additions through external acquisition
111,472
Net gains or losses through fair value adjustments
46,528
At 31 December 2025
158,000

Fair value of the investment property was based on a valuation carried out by Graham + Sibbald LLP, who are not connected with the company. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties.

TOOLDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 23 -
15
Stocks
2025
2024
£
£
Finished goods held for resale
4,529,516
3,573,963
16
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
1,188,509
963,801
Other debtors
3,237,186
1,653,383
4,425,695
2,617,184
17
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Bank loans
19
67,084
80,000
Trade creditors
5,413,125
2,798,865
Corporation tax
231,523
167,585
Other taxation and social security
216,663
258,564
Other creditors
1,410,404
864,681
7,338,799
4,169,695

Included within other creditors is a balance of £891,720 (2024: £396,968) with respect to the company's invoice discounting facility, which is secured over the related debtors.

18
Creditors: amounts falling due after more than one year
2025
2024
Notes
£
£
Bank loans
19
638,908
66,667

19
Loans and overdrafts
2025
2024
£
£
Bank loans
705,992
146,667
Payable within one year
67,084
80,000
Payable after one year
638,908
66,667
TOOLDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
19
Loans and overdrafts
(Continued)
- 24 -

During the period, the company secured additional financing for the purchase of premises. This loan is secured over the premises.

The new loan secured during the period has an initial interest rate applied at a fixed rate of 6.91% for 60 months. Following this original period, a rate of 2.75% over the bank's base rate will be applied. Monthly repayments are fixed until the end of the Fixed Rate period.

The existing bank loan is also secured by a bond and a floating charge over all assets of the company. In addition, the bank loan is also partially secured by a government guarantee.

Interest on the existing bank loan has been applied at 3.39% over base rate. This loan is repayable in 72 monthly instalments from the date the loan was drawn.

20
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated capital allowances
21,357
10,422
Other timing differences
(1,292)
-
20,065
10,422
2025
Movements in the period:
£
Liability at 1 August 2024
10,422
Charge to profit or loss
9,643
Liability at 31 December 2025
20,065

The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

21
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
137,847
89,797

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

Contributions totalling £10,435 (2024 - £9,657) were payable to the fund at the period end and are included in creditors.

TOOLDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 25 -
22
Share capital
2025
2024
£
£
Ordinary share capital
2 Ordinary shares of £1 each
2
2
23
Profit and loss reserves

The profit and loss reserve represents cumulative realisable profits and losses less distributions.

Revaluation reserve

The revaluation reserve records the unrealised value of asset revaluations for those assets measured at fair value.

24
Operating lease commitments
Lessee

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

2025
2024
£
£
Within one year
5,463
128,129
Between two and five years
-
0
99,167
5,463
227,296
Lessor

The premises purchased by the company during the period was of mixed use, with some units being classed as investment property for rental purposes. Rental income earned during the period was £5,685 from their sitting tenants. This is earned through rolling contracts with no minimum non-cancellable period.

25
Related party transactions
Transactions with related parties

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

2025
2024
£
£
Costs paid to a related party company during the period
99,167
85,000
Other information

The Freehold land and buildings and Investment property acquired during the period were purchased from a person related to the company at below market value. The directors obtained a professional valuation from a third party and revalued both the land and buildings (see note 13) and the investment property (see note 14) to this amount.

TOOLDEN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 26 -
26
Cash generated from operations
2025
2024
£
£
Profit for the period after tax
649,123
434,301
Adjustments for:
Taxation charged
241,166
164,958
Finance costs
26,977
9,408
Loss/(gain) on disposal of tangible fixed assets
31,340
(833)
Amortisation of intangible assets
30,277
21,372
Depreciation of tangible fixed assets
51,957
24,874
Fair value increase of investment property
(46,528)
-
Movements in working capital:
(Increase)/decrease in stocks
(955,553)
299,428
Increase in debtors
(1,808,511)
(369,535)
Increase in creditors
3,118,082
276,235
Cash generated from operations
1,338,330
860,208
27
Analysis of changes in net funds
1 August 2024
Cash flows
New bank loans
31 December 2025
£
£
£
£
Cash at bank and in hand
672,656
548,150
-
1,220,806
Bank loan
(146,667)
115,675
(675,000)
(705,992)
525,989
663,825
(675,000)
514,814
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