REGISTERED NUMBER: 03115466 (England and Wales)

Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 31 December 2025

for

BDW Holding Company Limited

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Consolidated Statement of Comprehensive Income

9

Consolidated Statement of Financial Position

10

Company Statement of Financial Position

11

Consolidated Statement of Changes in Equity

12

Company Statement of Changes in Equity

13

Consolidated Statement of Cash Flows

14

Notes to the Consolidated Statement of Cash Flows

15

Notes to the Consolidated Financial Statements

16

Directors:

M J Paeplow

T J Seifried

S A Slater

I Westwood

D C Eyles

Secretary:

D C Eyles

Registered office:

60 Savile Street East

Sheffield

S4 7UQ

Registered number:

03115466 (England and Wales)

Senior statutory auditor:

Robin Graham Mason FCCA

Auditors:

Acre Accountancy Limited

Statutory Auditor

Certified Accountants

Unit 2 Foley Works

Foley Trading Estate

Hereford

Herefordshire

HR1 2SF

The directors present their strategic report of the company and the group for the year ended 31 December 2025.

Review of business

The principal activity of the company during the year was to act as a holding company.

The principal activities of the group during the year were the design, procurement, supply and commissioning of glass melting furnaces, forehearths and other types of glass plant and the supply of glass furnace hardware and consumables. The group provides its services and products either on a turnkey basis or separately according to customer requirements.

The group has maintained a high level of turnover and profitability compared to previous years. The directors continue to take a cautious approach to cost pressures within the industry and the group maintain appropriate policies to limit the risk of future cost increases on existing projects.

The Directors monitor the KPI of the subsidiaries as follows:

Company

Excluding group dividends, the company is intended to break even on Profit at the Ordinary Activities Before Taxation line.

Group

Performance is reviewed on a contract by contract basis, measuring actual performance against original and revised estimates.

Principal risks and uncertainties

The directors consider the main financial risks of the group and the member companies lie in the areas of interest rates, foreign exchange, pricing (including global inflation) and liquidity. The directors have assessed the current and foreseeable future risks in those areas and consider that:

1. The group and its member companies have little current or foreseeable interest rate risk. The sole means by which an exposure to interest might occur is the cost of any banking facility the group uses. However, the group consistently does not use the available facility nor do the directors foresee any need to do so.

2. The group and its member companies transact some business in foreign currencies. Whenever possible, large transactions are covered by an appropriate form of currency management, be that by forward currency contracts, by means such as the use of currency accounts or by ensuring that both supply and purchase elements of individual contracts are enacted in the same currency. The directors recognise that an element of risk is always present because the nature of such transactions is that the timing thereof is not readily predictable and thus a residual risk is always present.

3. The group and its member companies' exposure to price risk is low. As the majority of trade is long term contracts, prices are estimated from the companies' database of current prices, with suitable allowance for changes. Once a contract is in place, the prices are fixed as far as is commercially possible on both the supply and purchase elements and so risk is minimised.

Both during and for some time after the execution of contracts, member companies may be required to meet the costs of rectification work and warranty claims, either due to express contractual obligations or commercial pressure. The member companies seek to manage these potential liabilities by means of detailed project management and close quality control of both the companies' and their sub suppliers' work and also by including corresponding liabilities in contracts with sub suppliers. If the member companies become aware that such rectification or warranty costs are likely to be incurred, appropriate provision will be made in the accounts of the member company concerned.

4. The group has considerable financial resources, along with a banking facility which is available to all of the group companies. Also, the current projections of the business for the reasonably foreseeable future give every indication that the group will continue to perform in a financially positive manner.

On behalf of the board:

D C Eyles - Director

23 March 2026

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2025.

Principal activity

The principal activity of the group in the year under review was that of a holding company.

The principal activities of the group during the year were the design, procurement, supply and commissioning of glass melting furnaces, forehearths and other types of glass plant and the supply of glass furnace hardware and consumables. The group provides its services and products either on a turnkey basis or separately according to customer requirements.

Dividends

The total distribution of dividends for the period ended 31 December 2025 was £2,149,660 (2024 - £nil).

Directors

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

M J Paeplow

T J Seifried

S A Slater

I Westwood

D C Eyles

Other changes in directors holding office are as follows:

M P Davies - resigned 29 October 2025

Statement of directors' responsibilities

The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

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

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

Statement as to disclosure of information to auditors

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

Auditors

The auditors, Acre Accountancy Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

On behalf of the board:

D C Eyles - Director

23 March 2026

Opinion

We have audited the financial statements of BDW Holding Company Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, 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 of the parent company affairs as at 31 December 2025 and of the group's profit for the year then ended;

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' 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 directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

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

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

Other information

The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

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

-	the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept 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 four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Auditors' responsibilities for the audit of the financial statements

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

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

We enquired with management about the legal framework that the company operates in. We also enquired about the risk of fraud and whether they were aware of any instances of fraud.

We communicated the outcome of this risk assessment with the audit team and planned our audit work accordingly. Our work in these areas is limited to analytical procedures and inspection of relevant documentation. Where a breach of operational regulations is not disclosed to us, or it is not evident from documentation that we receive during the audit, an audit will not detect that breach.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

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

Robin Graham Mason FCCA (Senior Statutory Auditor)

for and on behalf of Acre Accountancy Limited

Statutory Auditor

Certified Accountants

Unit 2 Foley Works

Foley Trading Estate

Hereford

Herefordshire

HR1 2SF

23 March 2026

TURNOVER

3

24,949,529

19,866,158

Cost of sales

(21,667,929

)

(15,795,890

)

GROSS PROFIT

3,281,600

4,070,268

Administrative expenses

(1,357,184

)

(2,025,887

)

OPERATING PROFIT

5

1,924,416

2,044,381

Interest receivable and similar income

94,618

60,900

2,019,034

2,105,281

Interest payable and similar expenses

6

(10,466

)

(6,993

)

PROFIT BEFORE TAXATION

2,008,568

2,098,288

Tax on profit

7

(500,751

)

(529,192

)

PROFIT FOR THE FINANCIAL YEAR

1,507,817

1,569,096

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,507,817

1,569,096

Profit attributable to:

Owners of the parent

1,507,817

1,569,096

Total comprehensive income attributable to:

Owners of the parent

1,507,817

1,569,096

FIXED ASSETS

Tangible assets

10

407,953

461,572

Investments

11

2

2

407,955

461,574

CURRENT ASSETS

Stocks

12

584,478

270,089

Debtors

13

15,106,488

2,804,849

Cash at bank and in hand

3,655,540

14,133,753

19,346,506

17,208,691

CREDITORS

Amounts falling due within one year

14

(16,473,018

)

(13,697,023

)

NET CURRENT ASSETS

2,873,488

3,511,668

TOTAL ASSETS LESS CURRENT LIABILITIES

3,281,443

3,973,242

CREDITORS

Amounts falling due after more than one year

15

(15,833

)

(53,833

)

PROVISIONS FOR LIABILITIES

18

(29,996

)

(41,952

)

NET ASSETS

3,235,614

3,877,457

CAPITAL AND RESERVES

Called up share capital

19

14,502

14,502

Share premium

20

199,998

199,998

Retained earnings

20

3,021,114

3,662,957

SHAREHOLDERS' FUNDS

3,235,614

3,877,457

The financial statements were approved by the Board of Directors and authorised for issue on 23 March 2026 and were signed on its behalf by:

D C Eyles - Director

FIXED ASSETS

Tangible assets

10

287,425

293,036

Investments

11

189,600

189,600

477,025

482,636

CURRENT ASSETS

Debtors

13

2,653,367

225,534

Cash at bank

35,892

459,032

2,689,259

684,566

CREDITORS

Amounts falling due within one year

14

(2,541,652

)

(542,570

)

NET CURRENT ASSETS

147,607

141,996

TOTAL ASSETS LESS CURRENT LIABILITIES

624,632

624,632

CAPITAL AND RESERVES

Called up share capital

19

14,502

14,502

Share premium

199,998

199,998

Retained earnings

410,132

410,132

SHAREHOLDERS' FUNDS

624,632

624,632

Company's profit for the financial year

2,149,660

-

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

The financial statements were approved by the Board of Directors and authorised for issue on 23 March 2026 and were signed on its behalf by:

D C Eyles - Director

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 January 2024

14,502

2,093,861

199,998

2,308,361

Changes in equity

Total comprehensive income

-

1,569,096

-

1,569,096

Balance at 31 December 2024

14,502

3,662,957

199,998

3,877,457

Changes in equity

Dividends

-

(2,149,660

)

-

(2,149,660

)

Total comprehensive income

-

1,507,817

-

1,507,817

Balance at 31 December 2025

14,502

3,021,114

199,998

3,235,614

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 January 2024

14,502

410,132

199,998

624,632

Changes in equity

Balance at 31 December 2024

14,502

410,132

199,998

624,632

Changes in equity

Dividends

-

(2,149,660

)

-

(2,149,660

)

Total comprehensive income

-

2,149,660

-

2,149,660

Balance at 31 December 2025

14,502

410,132

199,998

624,632

Cash flows from operating activities

Cash generated from operations

1

(7,697,922

)

9,866,439

Interest paid

(3,646

)

-

Interest element of hire purchase payments paid

(6,820

)

(6,993

)

Tax paid

(623,546

)

(593,247

)

Net cash from operating activities

(8,331,934

)

9,266,199

Cash flows from investing activities

Purchase of tangible fixed assets

(61,737

)

(109,620

)

Sale of tangible fixed assets

8,500

(20

)

Interest received

94,618

60,900

Net cash from investing activities

41,381

(48,740

)

Cash flows from financing activities

Capital repayments in year

(38,000

)

(39,825

)

Equity dividends paid

(2,149,660

)

-

Net cash from financing activities

(2,187,660

)

(39,825

)

(Decrease)/increase in cash and cash equivalents

(10,478,213

)

9,177,634

Cash and cash equivalents at beginning of year

2

14,133,753

4,956,119

Cash and cash equivalents at end of year

2

3,655,540

14,133,753

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

2025

2024

£

£

Profit before taxation

2,008,568

2,098,288

Depreciation charges

94,609

92,619

Loss on disposal of fixed assets

12,317

20

Finance costs

10,466

6,993

Finance income

(94,618

)

(60,900

)

2,031,342

2,137,020

(Increase)/decrease in stocks

(314,389

)

102,417

(Increase)/decrease in trade and other debtors

(12,301,639

)

485,562

Increase in trade and other creditors

2,886,764

7,141,440

Cash generated from operations

(7,697,922

)

9,866,439

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 31 December 2025

31.12.25

1.1.25

£

£

Cash and cash equivalents

3,655,540

14,133,753

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

14,133,753

4,956,119

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.25

Cash flow

At 31.12.25

£

£

£

Net cash

Cash at bank and in hand

14,133,753

(10,478,213

)

3,655,540

14,133,753

(10,478,213

)

3,655,540

Debt

Finance leases

(91,833

)

38,000

(53,833

)

(91,833

)

38,000

(53,833

)

Total

14,041,920

(10,440,213

)

3,601,707

1.	STATUTORY INFORMATION

BDW Holding Company Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the company and all group undertakings. These are adjusted, where appropriate, to conform to group accounting policies. Acquisitions are accounted for under the acquisition method. The results of companies acquired or disposed of are included in the profit and loss account after or up to the date that control passes respectively. All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation.

As a consolidated profit and loss account is published, a separate profit and loss account for the parent company is omitted from the group financial statements by virtue of section 408 of the Companies Act 2006.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable for sale of goods and services in the ordinary nature of business. Turnover is shown, net of Value Added Tax, of goods and services provided to customers and in the case of long term contracts, credit is taken appropriate to the stage of completion when the outcome of the contract can be ascertained with reasonable certainty.

Tangible fixed assets

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

Freehold property

- 2% on cost

Plant and machinery

- 20% on cost

Motor vehicles

- 25% on cost in first year, 15% in following years

Equipment - computer

- 25% on cost

Equipment - other

- 20% on cost

Motor vehicles have an estimated residual value of 15% on cost.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Stocks and work in progress

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Work in progress is valued on the basis of direct costs plus attributable overheads based on normal level of activity. Provision is made for any foreseeable losses where appropriate. No element of profit is included in the valuation of work in progress.

Financial instruments

Financial instruments are classified and accounted for according to the substance of the contractual arrangement. They are classified as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

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

Hire purchase and leasing commitments

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

Where the company enters into a lease which entails taking substantially all the risks and rewards of ownership of an asset, the lease is treated as a finance lease. The asset is recorded in the balance sheet as a tangible fixed asset and is depreciated in accordance with the depreciation policy for that class of asset. Future instalments under such leases, net of finance charges, are included within creditors.

Pension costs and other post-retirement benefits

The group operates a defined contribution pension plan. Contributions payable to the group's pension plan are charged to the profit and loss account in the period to which they relate.

Long term contracts

Long term contracts are assessed on a contract by contract basis and reflected in the profit and loss account by recording turnover and related costs as contract activity progresses. Turnover is ascertained by calculating the appropriate stage of completion of each contract. Long term contracts are disclosed in the balance sheet as follows:

- The amount by which recorded turnover is in excess of payments on account are classified as amounts recoverable on contracts and disclosed within debtors.

- The balance of payments on account not recognised as turnover are classified as such and disclosed within creditors.

Contract costs incurred in advance of a contract becoming active are shown as overhead expenses when incurred. At the point where a contract becomes active these costs are transferred to cost of sales as a contract cost, and accounted for as above.

3.

TURNOVER

The turnover and profit before tax are attributable to the principal activities of the group.

2025

2024

£

£

Design, procurement, supply & commissioning of glass melting furnaces and related technologies

21,910,645

13,218,019

Design, procurement, supply & commissioning of glass melting furnace forehearths

1,367,684

4,838,113

Manufacture of glass melting furnace and forehearths hardware

1,671,200

1,810,026

24,949,529

19,866,158

No geographical analysis has been provided as the directors consider it would be prejudicial to the group's interests.

4.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

1,787,815

1,702,406

Social security costs

198,818

163,627

Other pension costs

131,669

130,881

2,118,302

1,996,914

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

2025

2024

Engineering staff

17

14

Production staff

5

6

Administrative staff

7

6

Directors

6

6

35

32