The Directors present the strategic report for the period ended 30 September 2025.
The principal activity of the Group is fire and electrical installation and compliance services.
During the year the Group completed two acquisitions, acquiring 100% interest in RGE Services Limited (trading as RGE Services) and NRT Building Services Group Limited (trading as NRT), together with their related group companies. Both businesses provide fire and electrical installation and compliance services, primarily across the South East of England.
Both businesses delivered strong performance during the period, with revenue growth driven by robust underlying contract performance as well as a number of contract wins. Gross profit also increased, reflecting a continued focus on delivering high‑quality services, developing long‑term client relationships, and maintaining leading client satisfaction scores within the social housing and related sectors.
The businesses continued to invest in their workforce, with the average number of employees in the period increasing to 415. Growth was seen across both the engineering team and head office function. This investment supports the Group’s commitment to maintaining high standards of service delivery and ensuring that its engineering capability reflects the values and ethical standards that the Group considers non negotiable.
Group operating loss for the period was £9.9m. Loss before taxation was £27.6m. The period to 30 September 2025 is the first completed reporting period for the Group following incorporation of PYR Topco Limited and the subsequent acquisitions. The financial results for the period therefore include acquisition costs and related finance costs, resulting in a reported operating loss despite the underlying trading businesses reporting strong profits.
Strategy and business model
PYR TopCo is an investment and holding company.
The Group’s strategy is to grow its presence in the fire, electrical and related sectors by providing installation and compliance services. This is expected to be delivered through organic growth in established sectors, expanding into new, complementary sectors, as well as targeted acquisitions to access additional market sectors and regions within the United Kingdom. Across all sectors, the Group’s objective is to build and maintain excellent long‑term customer relationships. The Group is also focused on reducing the operating costs through investment in best in class IT systems and equipment.
Its shareholders have representation on the Group board and are involved in key strategic decisions in and out of formal board meetings working alongside the executive directors and the senior management team.
Principal risks and uncertainties
The Group's risk management policies ensure that it:
builds and protects its reputation by championing a responsible approach to business;
develops the culture and capability to manage changing risks and opportunities; and
ensures the safety and well-being of employees and others who could be affected by its business activities.
Financial risk
The Group is exposed to a variety of financial risks because its operations, including credit risk and liquidity risk. The Directors have established policies and procedures to monitor and manage these risks in a prudent manner.
Credit risk
The Group is exposed to credit risk arising primarily from its trade receivables and cash deposits. Credit risk is managed through the application of credit limits, regular monitoring of customer balances, and the use of credit checks for new customers. The Group seeks to mitigate risk by maintaining a diversified customer base and limiting exposure to any single counterparty. Provisions for expected credit losses are recognised based on historical experience, current economic conditions, and forward-looking information. Cash balances are held with reputable financial institutions with strong credit ratings to minimise counterparty risk. The Directors consider that the Group’s exposure to credit risk is appropriately managed and that adequate provisions have been made for potential losses.
Liquidity risk arises from the Group's management of its working capital and the finance charges and principal repayments on its debt instruments. The Group's policy is to ensure that it will always have sufficient cash to allow it to meet its financial obligations as they become due. To achieve this the Group's management makes use of 13 week rolling weekly cash forecasts and minimum 12-month budgets and forecasts.
Interest risk
The Group is exposed to cash flow interest rate risk due to fluctuations in interest rates on its floating-rate deposits, bank overdrafts, and bank borrowings
Turnover and cost inflation risk
The Group faces potential profit margin risk exposure through a level of mis-matching in turnover and cost inflation drivers. The Group’s principal cost is labour and the Group reviews pay and benefits terms annually with reference to 12-month budgets and forecasts.
Operational risk
Operational risk is the risk of direct or indirect loss arising from a wide variety of causes associated with the Group's processes, personnel, technology and infrastructure, and from external factors other than credit and market risks, such as those arising from legal and regulatory requirements and generally accepted standards of corporate behaviour. The governance framework supported by detailed operational procedures manages operational risks to balance the avoidance of financial loss and damage to reputation with overall cost effectiveness and to avoid control procedures that restrict initiative and creativity.
Risk management and consequence of decisions
Key strategic and operational risks are reviewed at each monthly board meeting specifically considering the likelihood, impact and mitigations. As the environment in which the Group operates changes the risks can also change as can the grading of risks.
Key decisions made by the board will be supported by specific discussion papers and analysis. The key factors in arriving at the decision are recorded in the board minutes or other appropriate media. Further information on key risks and the management approach are set out later in this report.
Financial key performance indicators
The Group’s key performance indicators during the period were:
| 2025 |
| £’000 |
Turnover | 62,334 |
Gross profit | 24,311 |
Adjusted EBITDA | 9,036 |
Operating loss | (9,854) |
EBITDA
The KPl's noted above include the use of an alternative performance measure, being EBITDA, to provide further information for the board to make key strategic and operational decisions. A reconciliation of operating profit for the period to EBITDA is set out below:
| 2025 |
| £’000 |
Operating loss | (9,854) |
Depreciation | 1,641 |
Amortisation | 15,393 |
Loss on disposal of tangible fixed assets | 25 |
One off acquisition related costs | 1,831 |
Adjusted EBITDA | 9,036 |
Other key performance indicators
The Group’s performance is also monitored using a number of non‑financial key performance indicators which management considers important to understanding the development, performance and position of the business.
The health, safety and wellbeing of employees is a key priority for the Group. Performance is monitored through the reporting of workplace incidents and near‑misses, with data regularly reviewed by the Board to assess trends and the effectiveness of health and safety initiatives.
Environmental performance is also considered a significant non‑financial indicator. The Group monitors its environmental impact and compliance with relevant regulations, and continues to implement initiatives aimed at improving its environmental practices and reducing adverse environmental effects.
Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the Group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.
The Group's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.
Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the Group's performance.
Section 172(1) Statement
The Directors are aware of their duty under Section 172 (1) of the Companies Act 2006 to act in a way they consider, in good faith, would be most likely to promote the success of the Group for the benefit of shareholders as a whole and, in doing so, to have regard (amongst other matters) to:
The likely consequences of any decision in the long term.
The interests of the Group’s employees.
The need to foster business relationships with suppliers, clients and others.
The impact of the Group’s operations on the community and the environment.
The desirability of the Group maintaining a reputation for high standards of business conduct.
The need to act fairly towards all shareholders of the Group.
Engagement with stakeholders
To deliver our strategy successfully, we need to understand our operating environment, and the relationships between our organisation and the stakeholders we impact.
The Directors have identified the Group’s key stakeholders as shareholders, staff, associates and contractors, and customers. Engaging effectively with each Group is crucial to the Group’s ongoing success and sustainability. The following summarises the Directors’ approach and engagement mechanisms with these stakeholders.
Shareholders
The key areas of interest for the shareholders are the current and future financial performance of the Group along with updates on HR and operational matters. Shareholders are provided with a quarterly report on the following topics: financial performance; sales performance; marketing; HR; operations; risks. The shareholders also determine the overall strategic direction of the Group taking into consideration the needs of all our stakeholders.
The Group’s long-term success is predicated on the commitment of our colleagues to our purpose and its demonstration of our values every day. We engage with our workforce to ensure that we are fostering an environment that they are happy to work in and supports their well-being. We engage through one-to-one meetings with managers, employees and regular business update emails to all staff.
The Group aims to be the employer of choice in each of the local regions in which it is located, recognising the pressures of competing demands. The Group aims to remain a responsible employer, both in terms of ensuring the wellbeing of our people as well as maintaining a responsible approach to the pay and benefits of its staff. The Group's employment policies are documented in an Employee Handbook and comply with equal opportunities and relevant legislation. Senior management are responsible for improving policies and procedures in this regard and promulgating best practice learnings throughout the business.
Employee safety and wellbeing, diversity and inclusion, career and personal development, fair pay, clarity of direction, mutual respect and enjoyment at work are essential to our employees. The Group engages with its employees through regular appraisals and performance reviews. In addition, employees are kept informed about matters of concern to them via business updates and specific supplementary communications as required. Team briefings are intended to be two-way communication forums with feedback from employees on business matters actively sought and encouraged.
Our associates and contractors
Our associates and contractors provide key niche skills and flexible capacity which enables us to deliver services to our customers. They are integrated into our project teams and are essential to the success of our projects. Regular communication between management and contractors occurs and the issues facing our contractors are fed back to the Board.
Our customers
The Group's purpose is to deliver high quality service to all our customers, who are at the heart of everything it does. Its customers require that services are delivered at the right price commensurate with service, on time and inline with regulatory requirements.
There is a key role of Group Client Care Director to foster and oversee relationships with customers. The operational team work alongside the Group Client Care Director to ensure regular contact and communication with all customers and to continually assess service performance.
Engagement with suppliers
The Group fosters strong relationships with its suppliers and expects suppliers to meet high standards around financial stability and adherence to both anti-bribery and anti-modern slavery laws. It works closely with its suppliers to provide feedback on performance and regularly benchmark cost and performance. The Group's current policy concerning the payment of trade creditors is to follow the CBI's Prompt Payers Code (copies are available from the CBI, Centre Point, 103 New Oxford Street, London WC1A 1DU).
The Group's current policy concerning the payment of trade creditors is to:
settle the terms of payment with suppliers when agreeing the terms of each transaction;
ensure that suppliers are made aware of the terms of payment by inclusion of the relevant terms in contracts; and
pay in accordance with the Group's contractual and other legal obligations.
Trade creditors of the Group at the year end were equivalent to 42 day's purchases, based on the average daily amount invoiced by suppliers during the year.
Energy and carbon report
The in-scope entities are Pyr Topco, RGE Holdco, RGE Midco, RGE Bidco, and Bolton Topco. All in-scope entities consumed less than 40,000 kWh during the reporting period and therefore qualify as low-energy users. The Group's remaining subsidiaries are individually medium-sized and therefore fall outside the scope of the SECR requirements.
On behalf of the board
The Directors present their annual report and financial statements for the period ended 30 September 2025.
The results for the period are set out on page 12.
No ordinary dividends were paid. The Directors do not recommend payment of a further dividend.
No preference dividends were paid. The Directors do not recommend payment of a final dividend.
The Directors who held office during the period and up to the date of signature of the financial statements were as follows:
The auditor, Azets Audit Services, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
We have audited the financial statements of Pyr Topco Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the period ended 30 September 2025 which comprise the Group statement of comprehensive income, the Group balance sheet, the Company balance sheet, the Group statement of changes in equity, the Company statement of changes in equity, the Group statement of cash flows 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).
Basis for opinion
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's and Parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.
Other information
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
The information given in the strategic report and the Directors' report 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.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
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 and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.
We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we 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. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.
In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:
Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;
Reviewing minutes of meetings of those charged with governance;
Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the entity through enquiry and inspection;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work over the risk of management bias and override of controls, including, the use of analytical procedures to identify unusual or unexpected relationships and transactions. Data analytics were also used for testing at journal entries throughout the year and other adjustments for appropriateness and evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias;
Attendance at the year-end stock take to assess the assumptions used by management to determine the estimated stock balance;
Performance of substantive testing procedures over the stock balance estimate which is disclosed as a significant estimate involving management judgement;
Discussion with management about the potential for fraud within the stock purchase cycle and the risk of theft and obsolescence.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. 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.
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.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
The notes on pages 18 to 40 form part of these financial statements.
The notes on pages 18 to 40 form part of these financial statements.
The notes on pages 18 to 40 form part of these financial statements.
As permitted by s408 Companies Act 2006, the Company has not presented its own profit and loss account and related notes. The Company’s loss for the year was £1,486,326.
The notes on pages 18 to 40 form part of these financial statements.
The notes on pages 18 to 40 form part of these financial statements.
The notes on pages 18 to 40 form part of these financial statements.
Pyr Topco Limited (“the Company”) is a private limited company limited by shares incorporated in England and Wales. The registered office is The Nurseries, Gravel Lane, Chigwell, Essex, England, IG7 6BZ.
The Group consists of Pyr Topco Limited and all of its subsidiaries (see note 15).
In the current period, the Company extended its reporting period to 30 September 2025 to coincide with fellow group companies, and the figures presented are for a seventeen month period. There are no prior year results as the Company was incorporated on 2 May 2024.
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 amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The Company has taken advantage of the exemption in section 408 of the Companies Act from presenting its individual profit and loss account.
The Company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group. The Company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The consolidated Group financial statements consist of the financial statements of the Parent Company Pyr Topco Limited together with all entities controlled by the Parent Company (its subsidiaries).
All financial statements are made up to 30 September 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the Group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the Group’s financial statements from the date that control commences until the date that control ceases.
The financial statements have been prepared on the going concern basis, notwithstanding net liabilities of £26,450,851, which the Directors believe to be appropriate as outlined below.
As outlined in the Strategic Report, the Group delivered a strong performance during the period, securing a number of new customer contracts and completing two acquisitions.
Having reviewed Group forecasts and made appropriate enquiries, the Directors have a reasonable expectation that the Group has sufficient resources to continue in operational existence and meet its liabilities as they fall due over the foreseeable future. Accordingly, the Directors continue to adopt the going concern basis in preparing the annual report and financial statements.
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Group and the turnover can be reliably measured. Turnover is measured at the fair value of the consideration received or receivable and represents the amount receivable for services rendered, net of returns, discounts and rebates allowed by the Group and value added taxes.
Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all the following conditions are satisfied:
the amount of turnover can be measured reliably;
it is probable that the Group will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.
Interest income is recognised using the effective interest rate method.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the Parent Company financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the Group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
At each reporting period end date, the Group reviews the carrying amounts of its tangible and intangible 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.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
The Group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Group's balance sheet when the Group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the Group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
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 Group after deducting all of its liabilities.
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. 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 initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the Group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Group.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the Company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
The Group operates several defined contribution plans for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations. The contributions are recognised as an expense when they are due. Amounts not paid are shown in accruals in the balance sheet. The assets of the plan are held separately from the Company in independently administered funds.
Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black-Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.
The share based payments are over the shares in Pyr Topco Limited. Where shares are issued by one group entity for settlement in its own shares, and these shares are granted to employees of a subsidiary entity, the issuing entity recognises the charge as an increase in cost of investment, whilst the subsidiary recognises this as a capital contribution in the Statement of Changes in Equity. Pyr Topco Limited has therefore recognised the charge as an increase in the cost of investment in its entity financial statements.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
In the application of the Group’s accounting policies, the Directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The following judgements have had the most significant effect on amounts recognised in the financial statements.
The year end stock figure relies on a physical stock count as the Group does not have a perpetual stock tracking system. Count coverage is targeted at being a sufficiently large sample to allow extrapolation of the result in an effective manner. The sample physically counted is in excess of eighty five percent of the stock value and quantity as at 30th September 2025. By its nature the extrapolation of the stock count contains estimates. The Directors consider the value to be materially accurate.
Accrued income contains a degree of estimation uncertainty. This is estimated based on work performed measured by time incurred, to the extent it is estimated to be capable of being monetised. Management use a multiple of labour costs incurred up to the date of the financial statements to calculate the estimate. The multiplier used is based on historic average revenue earned per operative over the average operative cost. This involves an element of judgement based on historic working relationship with customers. Most of the accrued income is subsequently invoiced post the period end cut off. To the extent that a customer query is identified a provision is made. Where no significant issues exist, amounts owed for work done have been fully accrued.
Where uncertainty exists regarding the recoverability of accrued income, the Directors make a provision based on their assessment of the probability of recovery, informed by the customer’s historic experience and prevailing levels of uncertainty.
In determining the charge for the Group’s equity settled share based payment arrangement, the Management Incentive Plan (“MIP”), management is required to exercise judgement in assessing both the classification of the scheme and the key assumptions underlying the valuation of the B Ordinary Shares granted. The determination that the awards constitute equity settled share based payments under FRS 102 involves judgement over the nature of the leaver provisions, which impose an implied service condition requiring continuous employment, and the identification of an exit event as a non market vesting condition. Significant estimation uncertainty also arises in calculating the fair value of the B Ordinary Shares, which is determined using a Black-Scholes model incorporating assumptions regarding expected volatility, performance hurdles, and the estimated time to an exit.
The Group reviews the carrying value of goodwill and investments at each reporting date to assess whether indicators of impairment exist. An indicator was identified in relation to the acquisitions of Bolton Topco Limited and NRT Building Services Group Limited, as the net assets of these businesses are lower than their carrying amounts within RGE Bidco. As a result, the recoverable amount has been assessed using a discounted cash flow valuation model, which requires significant judgement and represents a key source of estimation uncertainty. The valuation is based on the present value of future cash flows expected to be generated by the relevant cash generating units (RGE Services Limited and NRT Building Services Group Limited), derived from forecasts prepared by management. These forecasts incorporate assumptions regarding future revenues, cost structures, working capital movements, and long term growth rates, together with external macroeconomic considerations that may affect trading performance. Judgement is also required in determining the appropriate useful life of goodwill, considering the expected use of the acquired business, anticipated future performance, and any legal, regulatory or contractual factors that may limit the period over which economic benefits are expected to arise. The outcome of the impairment assessment is highly sensitive to changes in these underlying assumptions, and management reassesses these estimates at each financial period end.
All turnover was generated in the United Kingdom.
Exceptional costs relate to non recurring legal fees, professional fees, recruitment and training costs directly related to the Group restructure
The average monthly number of persons (including Directors) employed by the Group and Company during the period was:
Their aggregate remuneration comprised:
During the period there were four Directors who received shares under the management incentive scheme.
The highest paid director received shares during the period under the management incentive scheme.
The actual charge for the period can be reconciled to the expected credit for the period based on the profit or loss and the standard rate of tax as follows:
For details of the acquistions in the period see note 29.
Amortisation of intangible assets is charged to administrative expenses.
Depreciation of tangible assets is charged to administrative expenses.
The contributions to subsidiaries is in respect of the element of share based payments charge which relates to the employees in subsidiary companies.
Details of the Company's subsidiaries at 30 September 2025 are as follows:
Registered office addresses (all UK unless otherwise indicated):
See note 29 for details regarding the acquisition of subsidiary undertakings.
Included within amounts owed by group undertakings are unsecured, repayable on demand and attract interest at SONIA + 6%.
Accrued income is stated net of provisions totalling £640,591. These provisions are specific and are included on the basis there is some uncertainty regarding their recoverability.
At 30 September 2025, the Group had term loan borrowings of £40.0 million, gross of capitalised debt issue costs and effective interest rate adjustments. The borrowings bore interest at 6.25% plus SONIA, were secured by fixed and floating charges over the assets of a subsidiary company and were repayable between May 2031 and October 2031.
The Group also had a revolving credit facility with a total commitment of £4.0 million. At 30 September 2025, £1.9 million had been drawn, gross of capitalised debt issue costs and effective interest rate adjustments. Amounts drawn bore interest at 5.0% plus SONIA and were secured by fixed and floating charges over the assets of a subsidiary company. The drawn balance was repayable within one year.
Short‑term borrowings also included accrued interest on drawn facilities of £534k and accrued commitment fees of £33k relating to undrawn facilities.
In addition to the securities noted above, a cross company guarantee and debentures have been provided for the full liability of these facilities by companies within the same group.
Preference shares are classified as a financial liability because the Group has a contractual obligation to deliver the cash to the preference share holders by was of a fixed cumulative dividend. The liability accrues interest at a rate of 12% per annum, compounding annually, which is recognised as a finance costs in the profit and loss account.
The preference shares are redeemable upon the occurrence of specific events, being the earlier of an exit event or 10 years from issue, default or they may also be redeemed at the option of the Company, subject to shareholder consent.
Finance lease obligations represent hire purchase liabilities for motor vehicles. Leases are either on a fixed repayment basis or include floating interest rates, which may vary over the lease term. All leases are secured against the related assets.
The following are the major deferred tax liabilities and assets recognised by the Group and Company, and movements thereon:
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the Group in an independently administered fund.
At the balance sheet date, the Group had unpaid pension contributions payable to the scheme of £52,565 (2024: £29,338).
The Group operates an equity-settled share-based payment arrangement, the "Management Incentive Plan" (MIP). Under this scheme, B Ordinary Shares are granted to certain employees of the Group.
During 2025, a total of 215,153 B Ordinary Shares were granted.
The B Ordinary Shares are subject to leaver provisions which impose an implied service condition of continuous employment. Ordinary B Shareholders are entitled to amounts in excess of the hurdle amount. It is also noted that an exit event is a non-market vesting condition.
The estimated time to an exit is 5.00 and 4.45 years for Bolton Topco Limited and NRT Building Services Group Limited respectively. The method of settlement is equity settlement.
The fair value of the B Ordinary Shares granted is estimated using a Monte Carlo simulation model, taking into account the terms and conditions upon which the shares were granted.
The total expense recognised in the Group statement of profit and loss for the year is £374,700 which has been allocated to the companies where the employees sit. A corresponding share-based payment reserve has been recognised in the Parent Company.
A and B ordinary shares each carry one vote per share and rank pari passu.
During the period, 2 Ordinary A shares were issued, with nominal value of £0.01 each, at a price of £0.01 each. This has resulted in £nil being recognised in share premium. An additional 799,998 Ordinary A shares were issued, with nominal value of £0.01 each, at a price of £0.58 each. This has resulted in £455,999 being recognised in share premium. A further 271 Ordinary A shares were issued with nominal value of £0.01 each, at a price of £3.00 each. This has resulted in £810 being recognised in share premium.
During the period, 167,500 Ordinary B shares were issued, with nominal value of £0.01 each, at a price of £1 each. This has resulted in £165,825 being recognised in share premium. An additional 50,103 Ordinary B shares were issued, with nominal value of £0.01 each, at a price of £2.48 each. This has resulted in £123,755 being recognised in share premium.
The cumulative redeemable preference shares are presented as a liability (see note 20) and accordingly are excluded from called-up share capital in the statement of financial position.
This reserve represents the amount above the nominal value received for issued share capital, less transaction costs.
Share-based payment reserve represents the cumulative share-based payment expense recognised since grant date.
The reserve represents the cumulative losses of the Group and Company.
On 24 May 2024 the Group acquired 100% percent of the issued capital of Bolton Topco Limited.
For cash flow disclosure the amounts disclosed are as follows:
On 29 October 2024 the Group acquired 100% percent of the issued capital of NRT Building Services Group Limited.
For cash flow disclosure the amounts disclosed are as follows:
At the reporting end date the Group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
The Group has operating lease commitments relating to property and vehicles.
At the reporting date, the Group had outstanding commitments of £230,532 in respect of property leases, which have remaining lease terms of between 1 and 3 years. Commitments relating to leased vehicles amounted to £122,941, with an average remaining lease term of 3 years.
A group company occupied office premises owned by a company controlled by some of the Directors during the year. Rent has been charged at £91,163 (2024: £135,300).
The Group has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the Group.