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REGISTERED NUMBER: 14073455 (England and Wales)

GROUP STRATEGIC REPORT, REPORT OF THE DIRECTOR AND

CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

NEPTUNE EW MIDCO LIMITED

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Page |

| Company information | 1 |

| Group strategic report | 2 |

| Report of the director | 3 |

| Report of the independent auditors | 4 |

| Consolidated statement of comprehensive income | 7 |

| Consolidated balance sheet | 8 |

| Company balance sheet | 9 |

| Consolidated statement of changes in equity | 10 |

| Company statement of changes in equity | 11 |

| Consolidated cash flow statement | 12 |

| Notes to the consolidated cash flow statement | 13 |

| Notes to the consolidated financial statements | 14 |

| NEPTUNE EW MIDCO LIMITED |

COMPANY INFORMATION

FOR THE YEAR ENDED 31 DECEMBER 2024

| Director: | Ms E Hursever

| Secretary: | Vistra Cosec Limited

| Registered office: | Suite 1, 7th Floor

| 50 Broadway

| London

| SW1H 0DB

| Registered number: | 14073455 (England and Wales)

| Auditors: | Fuller & Roper Limited

| Chartered Accountants and Statutory Auditors

| 12 Old Mills Industrial Estate

| Paulton

| BS39 7SU

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction

Neptune EW Midco Limited is a holding company that owns 65% of Grundium Oy through its subsidiary Neptune Finland Oy. Grundium Oy develops and manufactures microscope scanners and imaging solutions for digital pathology.

Review of business

Neptune EW Midco Limited has no actual operational activities and the company had no turnover during the accounting period. Neptune EW Midco Limited's parent company's loss for the financial year is €56,503, and the consolidated group's loss for the financial year is €6,362,537. The parent company's result is burdened by administrative expenses of approximately €56,503. The group's turnover consists of the turnover of the subsidiary Grundium Oy. Grundium Oy's sales increased from €23.2 million in the previous financial period to €25.7 million, which corresponds to an increase of 11 per cent. The growth in turnover was driven by steadily increasing demand.

The group headed by the company's subsidiary, Neptune Finland Oy, recorded an operating profit percentage for the year of -13% (2013 : -19%), a return on equity of -14% (2023 : -39%) and an equity ratio of 35% (2023 : 39%).

Neptune EW Midco Limited has no personnel. The average number of employees in the group during the financial period was 84.

Neptune EW Midco Limited is committed to complying with laws and regulations and to always acting honestly and observing high ethical standards in its business operations. Neptune EW Midco Limited's subsidiary (Grundium Oy) has a Code of Conduct and a Whistleblowing channel through which suspected misconduct can also be reported anonymously.

Risks and uncertainties

Neptune EW Midco Limited, the parent company of the group, intends to continue to control a majority stake in Grundium Oy. The future prospects of Neptune EW Midco Limited will therefore depend on the future prospects and business success of Grundium Oy.

The digital pathology and diagnostics market is expected to grow further in 2025, which is also reflected in the demand for digital microscope scanners and imaging solutions. The number of different digital solutions on the market is constantly increasing, but the progress of digitalisation in pathology is still slowed down by regulation and established practices and uses.

The operating environment of Grundium Oy, a subsidiary of Neptune EW Midco Limited, involves various risks and uncertainties. The most significant of these relate to a single customer with a significant turnover, suppliers and the competitive situation. The potential risks of an escalating trade war are seen as moderate from the company's point of view, as the company's products and customers are not price-sensitive in terms of possible tariffs. The company has also taken geopolitical risks into account in its sourcing strategy and in the form of sufficient component storage.

Increasing competition in digital pathology and diagnostics solutions is bringing new alternative imaging solutions to the market. The company is continuously developing new products and solutions to stay ahead of its competitors in terms of technology.

On behalf of the board:

Ms E Hursever - Director

13 May 2026

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

REPORT OF THE DIRECTOR

FOR THE YEAR ENDED 31 DECEMBER 2024

The director presents her report with the financial statements of the company and the group for the year ended 31 December 2024.

Dividends

No dividends will be distributed for the year ended 31 December 2024.

Research and development

Neptune EW Midco Limited had no research or product development costs in 2024.

Future developments

The director expects the company to continue in its principal activity as a holding company.

Events since the end of the year

Information relating to events since the end of the year is given in the notes to the financial statements.

Director

Ms E Hursever held office during the whole of the period from 1 January 2024 to the date of this report.

Disclosure in the 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 research and development, future developments, and events since the end of the year.

Statement of director's responsibilities

The director is responsible for preparing the Group strategic report, the Report of the director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless she is 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 director is 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 director is 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 her to ensure that the financial statements comply with the Companies Act 2006. She is 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 director is 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 she has taken all the steps that she ought to have taken as a director in order to make herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

Auditors

The auditors, Fuller & Roper Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

On behalf of the board:

Ms E Hursever - Director

13 May 2026

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

NEPTUNE EW MIDCO LIMITED

Disclaimer of opinion

We were engaged to audit the consolidated financial statements of Neptune EW Midco Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 December 2024 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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).

We do not express an opinion on the accompanying consolidated financial statements of the group. Because of the significance of the matter described in the basis for disclaimer of opinion section of our report, we have not been able to obtain sufficient audit evidence to provide a basis for an audit opinion on these consolidated financial statements.

Basis for disclaimer of opinion

We were appointed as Group auditors after the completion of the audits of the components comprising the Group for the year ended 31 December 2023, and we were not able to oversee and direct the component audits as required under ISA (UK) 600. Consequently, we were unable to obtain sufficient appropriate audit evidence regarding the opening balances as at 1 January 2024 and the related comparative information for the year then ended.

Since opening balances enter into the determination of the financial performance and cash flows for the current period, we were unable to determine whether any adjustments might have been necessary in respect of the Group's results, changes in equity, and cash flows for the year ended 31 December 2024. Due to the significance of the matters described above, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on the Group financial statements for the year ended 31 December 2024.

Other information

The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Director, 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.

Opinion on other matters prescribed by the Companies Act 2006

Because of the significance of the matter described in the basis for disclaimer of opinion section of our audit report, we have been unable to form an opinion, whether based on the work undertaken in the course of the audit:

- |  | the information given in the Group Strategic Report and the Report of the Director 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 Director have been prepared in accordance with applicable legal requirements. |

Matters on which we are required to report by exception

Notwithstanding our disclaimer of an opinion on the financial statements, 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 Director.

Arising from the limitation of our work referred to above:

- |  | we have not obtained all the information and explanations that we consider necessary for the purpose of our audit; and |

- |  | we were unable to determine whether adequate accounting records have been kept. |

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 |

- |  | the parent company financial statements are not in agreement with the accounting records and returns; or |

- |  | certain disclosures of director's remuneration specified by law are not made. |

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

NEPTUNE EW MIDCO LIMITED

Responsibilities of director

As explained more fully in the Statement of Director's Responsibilities set out on page three, the director is 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 director determines 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 director is 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 director either intends to liquidate the group or the parent company or to cease operations, or has no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our responsibility is to conduct an audit of the consolidated financial statements in accordance with International Standards on Auditing (UK) and to issue an auditor's report.

However, because of the matter described in the basis for disclaimer of opinion section of our report, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.

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.

The extent to which our procedures are capable of detecting irregularities

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

We identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures to respond to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis to our opinion.

We have identified and assessed the potential risks related to irregularities, including fraud, by:

- |  | Making enquiries of management regarding the compliance with laws and regulations, the detection of and response to the risk of fraud and any knowledge of actual, suspected or alleged fraud. We also discussed the controls in place to mitigate fraud risks or non-compliance with laws and regulations. |

- |  | Obtaining an understanding of the legal and regulatory framework in which the company operates. The key laws and regulations are considered to be accounting standards and the Companies Act 2006. |

We have responded to risks identified by performing procedures including the following:

- |  | Making enquiries of management concerning actual and potential litigation claims; |

- |  | Performing analytical procedures to identify any unusual or unexpected relationships which may indicate risks of misstatement due to fraud; and |

- |  | Reviewing the financial statement disclosures and testing to supporting documentation. |

We have also considered the risk of fraud through management override of controls by:

- |  | Testing a sample of journal entries for appropriateness; |

- |  | Assessing whether the judgements made in making accounting estimates are indicative of potential bias; and |

- |  | Evaluating the overall presentation, structure and content of the financial statements, including disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. |

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 is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

NEPTUNE EW MIDCO LIMITED

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.

Simon Roper (Senior Statutory Auditor)

for and on behalf of Fuller & Roper Limited

Chartered Accountants and Statutory Auditors

12 Old Mills Industrial Estate

Paulton

BS39 7SU

13 May 2026

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

CONSOLIDATED

STATEMENT OF COMPREHENSIVE

INCOME

FOR THE YEAR ENDED 31 DECEMBER 2024

2024 | 2023 |

| Notes | € | €

TURNOVER | 4 | 25,706,168 |  | 23,210,505 |  |

Cost of sales | (9,620,159 | ) | (8,895,896 | ) |

GROSS PROFIT | 16,086,009 |  | 14,314,609 |  |

Administrative expenses | (19,794,416 | ) | (19,150,782 | ) |

(3,708,407 | ) | (4,836,173 | ) |

Other operating income | 436,770 |  | 459,086 |  |

OPERATING LOSS | 6 | (3,271,637 | ) | (4,377,087 | ) |

Interest receivable and similar income | 2,120,166 |  | 439,615 |  |

(1,151,471 | ) | (3,937,472 | ) |

Interest payable and similar expenses | 7 | (3,554,486 | ) | (4,004,207 | ) |

LOSS BEFORE TAXATION | (4,705,957 | ) | (7,941,679 | ) |

Tax on loss | 8 | (1,656,580 | ) | (1,085,862 | ) |

LOSS FOR THE FINANCIAL YEAR | (6,362,537 | ) | (9,027,541 | ) |

OTHER COMPREHENSIVE INCOME | - |  | - |  |

TOTAL COMPREHENSIVE INCOME FOR THE YEAR | (6,362,537 | ) | (9,027,541 | ) |

Loss attributable to:

Owners of the parent | (9,028,567 | ) | (11,105,848 | ) |

Non-controlling interests | 2,666,030 |  | 2,078,307 |  |

(6,362,537 | ) | (9,027,541 | ) |

Total comprehensive income attributable to:

Owners of the parent | (6,362,537 | ) | (9,027,541 | ) |

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

CONSOLIDATED BALANCE SHEET

31 DECEMBER 2024

2024 | 2023 |

| Notes | € | €

FIXED ASSETS

Intangible assets | 10 | 82,448,024 |  | 89,726,468 |  |

Tangible assets | 11 | 6,080,305 |  | 6,129,934 |  |

Investments | 12 | - |  | - |  |

88,528,329 |  | 95,856,402 |  |

CURRENT ASSETS

Stocks | 13 | 6,429,916 |  | 9,693,997 |  |

Debtors | 14 | 1,656,147 |  | 2,591,877 |  |

Cash at bank | 25,321,215 |  | 16,480,630 |  |

33,407,278 |  | 28,766,504 |  |

CREDITORS

Amounts falling due within one year | 15 | (77,723,355 | ) | (73,351,856 | ) |

NET CURRENT LIABILITIES | (44,316,077 | ) | (44,585,352 | ) |

TOTAL ASSETS LESS CURRENT LIABILITIES | 44,212,252 |  | 51,271,050 |  |

CREDITORS

Amounts falling due after more than one year | 16 | (1,377,215 | ) | (2,141,297 | ) |

PROVISIONS FOR LIABILITIES | 20 | (276,585 | ) | (208,764 | ) |

NET ASSETS | 42,558,452 |  | 48,920,989 |  |

CAPITAL AND RESERVES

Called up share capital | 21 | 61,200,001 |  | 61,200,001 |  |

Retained earnings | 22 | (32,237,442 | ) | (23,208,875 | ) |

SHAREHOLDERS' FUNDS | 28,962,559 |  | 37,991,126 |  |

NON-CONTROLLING INTERESTS | 13,595,893 |  | 10,929,863 |  |

TOTAL EQUITY | 42,558,452 |  | 48,920,989 |  |

The financial statements were approved by the director and authorised for issue on 13 May 2026 and were signed by:

Ms E Hursever - Director

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

COMPANY BALANCE SHEET

31 DECEMBER 2024

2024 | 2023 |

| Notes | € | €

FIXED ASSETS

Intangible assets | 10 | - |  | - |  |

Tangible assets | 11 | - |  | - |  |

Investments | 12 | 125,350,716 |  | 125,350,716 |  |

125,350,716 |  | 125,350,716 |  |

CURRENT ASSETS

Debtors | 14 | 1 |  | 1 |  |

CREDITORS

Amounts falling due within one year | 15 | (64,262,444 | ) | (64,205,941 | ) |

NET CURRENT LIABILITIES | (64,262,443 | ) | (64,205,940 | ) |

TOTAL ASSETS LESS CURRENT LIABILITIES | 61,088,273 |  | 61,144,776 |  |

CAPITAL AND RESERVES

Called up share capital | 21 | 61,200,001 |  | 61,200,001 |  |

Retained earnings | 22 | (111,728 | ) | (55,225 | ) |

SHAREHOLDERS' FUNDS | 61,088,273 |  | 61,144,776 |  |

Company's loss for the financial year | (56,503 | ) | (32,159 | ) |

The financial statements were approved by the director and authorised for issue on 13 May 2026 and were signed by:

Ms E Hursever - Director

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

Called up |  |

share | Retained | Non-controlling | Total |

capital | earnings | Total | interests | equity |

| € | € | € | € | €

Balance at 1 January 2023 | 1 |  | (12,102,637 | ) | (12,102,636 | ) | 8,851,556 |  | (3,251,080 | ) |

Changes in equity

Issue of share capital | 61,200,000 |  | - |  | 61,200,000 |  | - |  | 61,200,000 |  |

Total comprehensive income | - |  | (11,105,848 | ) | (11,105,848 | ) | - |  | (11,105,848 | ) |

Translation difference | - |  | (390 | ) | (390 | ) | - |  | (390 | ) |

61,200,001 |  | (23,208,875 | ) | 37,991,126 |  | 8,851,556 |  | 46,842,682 |  |

Non-controlling interest arising on business combination | - |  | - |  | - |  | 2,078,307 |  | 2,078,307 |  |

Balance at 31 December 2023 | 61,200,001 |  | (23,208,875 | ) | 37,991,126 |  | 10,929,863 |  | 48,920,989 |  |

Changes in equity

Total comprehensive income | - |  | (9,028,567 | ) | (9,028,567 | ) | - |  | (9,028,567 | ) |

61,200,001 |  | (32,237,442 | ) | 28,962,559 |  | 10,929,863 |  | 39,892,422 |  |

Non-controlling interest arising on business combination | - |  | - |  | - |  | 2,666,030 |  | 2,666,030 |  |

Balance at 31 December 2024 | 61,200,001 |  | (32,237,442 | ) | 28,962,559 |  | 13,595,893 |  | 42,558,452 |  |

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

Called up |  |

share | Retained | Total |

capital | earnings | equity |

| € | € | €

Balance at 1 January 2023 | 1 |  | (23,066 | ) | (23,065 | ) |

Changes in equity

Issue of share capital | 61,200,000 |  | - |  | 61,200,000 |  |

Total comprehensive income | - |  | (32,159 | ) | (32,159 | ) |

Balance at 31 December 2023 | 61,200,001 |  | (55,225 | ) | 61,144,776 |  |

Changes in equity

Total comprehensive income | - |  | (56,503 | ) | (56,503 | ) |

Balance at 31 December 2024 | 61,200,001 |  | (111,728 | ) | 61,088,273 |  |

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2024

2024 | 2023 |

| Notes | € | €

Cash flows from operating activities

Cash generated from operations | 1 | 16,418,999 |  | (50,419,708 | ) |

Interest paid | (3,554,486 | ) | (4,004,207 | ) |

Tax paid | (1,588,759 | ) | (1,150,384 | ) |

Net cash from operating activities | 11,275,754 |  | (55,574,299 | ) |

Cash flows from investing activities

Purchase of intangible fixed assets | (3,382,987 | ) | (1,938,363 | ) |

Purchase of tangible fixed assets | (370,409 | ) | (492,812 | ) |

Sale of tangible fixed assets | 12,893 |  | - |  |

Interest received | 2,120,166 |  | 439,615 |  |

Net cash from investing activities | (1,620,337 | ) | (1,991,560 | ) |

Cash flows from financing activities

Loan repayments in year | (814,832 | ) | (774,326 | ) |

Share issue | - |  | 61,200,000 |  |

Translation difference | - |  | (390 | ) |

Net cash from financing activities | (814,832 | ) | 60,425,284 |  |

Increase in cash and cash equivalents | 8,840,585 |  | 2,859,425 |  |

Cash and cash equivalents at beginning of year | 2 | 16,480,630 |  | 13,621,205 |  |

Cash and cash equivalents at end of year | 2 | 25,321,215 |  | 16,480,630 |  |

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2024

1. | RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2024 | 2023 |

| € | €

| Loss before taxation | (4,705,957 | ) | (7,941,679 | ) |

| Amortisation charges | 10,661,431 |  | 11,831,453 |  |

| Depreciation charges | 407,145 |  | 357,096 |  |

| Finance costs | 3,554,486 |  | 4,004,207 |  |

| Finance income | (2,120,166 | ) | (439,615 | ) |

7,796,939 |  | 7,811,462 |  |

| Decrease in stocks | 3,264,081 |  | 1,874,280 |  |

| Decrease/(increase) in trade and other debtors | 935,730 |  | (1,784,805 | ) |

| Increase/(decrease) in trade and other creditors | 4,422,249 |  | (58,320,645 | ) |

| Cash generated from operations | 16,418,999 |  | (50,419,708 | ) |

2. | CASH AND CASH EQUIVALENTS

| The amounts disclosed on the Cash flow statement in respect of cash and cash equivalents are in respect of these Balance sheet amounts:

| Year ended 31 December 2024

| 31/12/24 |  | 1/1/24

| € | €

| Cash and cash equivalents | 25,321,215 |  | 16,480,630 |  |

| Year ended 31 December 2023

| 31/12/23 |  | 1/1/23

| € | €

| Cash and cash equivalents | 16,480,630 |  | 13,621,205 |  |

3. | ANALYSIS OF CHANGES IN NET FUNDS

| At 1/1/24 | Cash flow | At 31/12/24

| € | € | €

| Net cash |

| Cash at bank | 16,480,630 |  | 8,840,585 |  | 25,321,215 |  |

16,480,630 |  | 8,840,585 |  | 25,321,215 |  |

| Debt

| Debts falling due within 1 year | (774,326 | ) | 50,750 |  | (723,576 | ) |

| Debts falling due after 1 year | (2,141,297 | ) | 764,082 |  | (1,377,215 | ) |

(2,915,623 | ) | 814,832 |  | (2,100,791 | ) |

| Total | 13,565,007 |  | 9,655,417 |  | 23,220,424 |  |

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1. | STATUTORY INFORMATION

| Neptune EW Midco 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.

| The Company’s functional and presentational currency is Euros (€) and the financial statements have been rounded to the nearest Euro (€).

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.

| Scope of the consolidated financial statements

| On 3 May 2022 Neptune EW Midco Limited, acquired 100% of the share capital of Neptune Finland Oy for a consideration of €125,350,716 and on the same day Neptune Finland Oy acquired 65% of the share capital of Grundium Oy for a consideration of €125,350,716 as part of this transaction an amount of €105,183,118 goodwill was recognised.

| The group's parent company Neptune EW Midco Limited and all subsidiaries; Neptune Finland Oy, Grundium Oy and Grundium Inc., have been consolidated in the consolidated financial statements.

| Intra-group share ownership

| The consolidated financial statements have been prepared using the acquisition cost method.

| Intra-group business transactions and margins

| The group's internal business transactions, unrealised margins of internal deliveries, mutual receivables and liabilities, and internal profit sharing have been eliminated. The depreciation difference is allocated to deferred tax liabilities and equity in the consolidated financial statement. The total amount of the depreciation difference recognised in equity in the subsidiary's financial statements is €1,106,341.

| Minority interests have been separated from the group's equity and profit for the financial period and presented as a separate item

| Translation differences

| The income statements of foreign group companies have been translated into euros at the average exchange rate for the financial year and the balance sheets at the exchange rate on the balance sheet date. Exchange rate differences arising on translation, as well as translation differences arising on the translation of the equity of foreign subsidiaries, are shown under "Retained earnings (loss)" for the previous financial periods.

| Turnover

| Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

| Periodisation of income

| The group's subsidiary Grundium Oy has in previous financial periods received grants for costs related to the development of the company's products. The grants received have been recognised as deferred income. The deferred income is recognised as income over the depreciation period of the capitalised development costs and is presented in the company's income statement under other operating income.

| The grant received during the financial period for product development costs is not allocated to capitalised product development costs and is therefore fully recognised in other operating income.

| Goodwill

| Goodwill, being an amount paid in connection with the acquisition of a Grundium Oy, is being amortised evenly over its estimated useful life of ten years.

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

2. | ACCOUNTING POLICIES - continued

| Intangible assets

| Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

| Intangible rights are being amortised evenly over their estimated useful life of five years.

| Development costs are being amortised evenly over their estimated useful life of five years.

| Other intangible assets is being amortised evenly over its estimated useful life of five years.

| Tangible fixed assets

| Tangible assets are initially recorded at cost, and subsequently stated at cost less accumulated depreciation and impairment losses. Grants received for the acquisition of property, machines and equipment have been recognised as a deduction from the acquisition cost

| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life, starting from the month the asset was put into use.

| Buildings: 20 - 40 years

| Structures: 7 years

| Machines and equipment: 3 - 25 years

| Items purchased with a probable useful life of less than three years and minor purchases of less than €1,200 are fully expensed in the period of acquisition.

| Investment in subsidiaries

| Investments in subsidiaries are measured at cost less accumulated impairment. The company reviews the investment for indicators of impairment on an annual basis unless material new information arises during the year.

| Stocks

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

| Cost is calculated using the first-in, first-out method and includes all purchase, transport, and handling costs in bringing stocks to their present location and condition.

| Financial instruments

| The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS102 to all of its financial instruments.

| Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

| Financial assets and liabilities are offset, with 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.

| Classification of financial liabilities

| Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into.

| Basic financial liabilities

| Basic financial liabilities, including creditors, and loans from fellow group companies are initially recognised at transaction price.

| 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 initially recognised at transaction price.

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

2. | ACCOUNTING POLICIES - continued

| Research and development

| Product development costs that generate revenue over several years are capitalised as development costs and depreciated over their useful life. Otherwise, research and development costs are recognised as annual expenses in the year in which they are incurred. Capitalised development costs include personnel costs and other costs directly attributable to the development of an asset in order to bring it to its intended use. Capitalised development costs are depreciated over their useful life of five years. As regards development work that is still in progress, there is no depreciation charged in the financial period.

| Periodisation of product development and long-term expenses

| The group's product development expenses come entirely from the figures of the subsidiary Grundium Oy. No development expenses have been capitalised in the group during the financial period. Development costs capitalised in previous accounting periods are amortised during their economic life.

| Foreign currencies

| Assets and liabilities in foreign currencies are translated into euros at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into euros at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

| Pension costs and other post-retirement benefits

| The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

| 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.

| Deferred taxes

| Deferred tax liabilities and receivables have been calculated for differences between the taxation and the financial statements using the tax rate for the following years, which is the rate enacted at the balance sheet date. The balance sheet includes the total deferred tax liability.

| Going concern

| The financial statements have been prepared on a going concern basis. Despite the group incurring losses of €9,028,567 in the year and having negative retained earnings of €32,237,442 the group is considered to have adequate finance.

3. | CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

| In the application of the Company's accounting policies, which are described above, the director is required to make judgements, estimates and assumptions about the carrying amounts 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.

| The operating environment of Grundium Oy, a subsidiary of Neptune Finland Oy, involves a number of risks and uncertainties. The most significant of these are related to a single customer with significant turnover, suppliers and the competitive situation. The potential risks of an escalating trade war are seen as moderate from the company's point of view, as the company's products and customers are not price-sensitive in terms of possible tariffs. The company has also taken geopolitical risks into account in its sourcing strategy and in the form of sufficient component storage.

| Increasing competition in digital pathology and diagnostics solutions is bringing new alternative imaging solutions to the market. The company is constantly developing new products and solutions to stay ahead of its competitors technologically.

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

4. | TURNOVER

| The turnover, which is wholly attributable to the sale of goods, and loss before taxation are attributable to the one principal activity of the group.

| An analysis of turnover by geographical market is given below:

|  | 31/12/24 |  |  | 31/12/23 |  |

|  | € |  |  | € |  |

| Europe and other |  | 23,906,736 |  |  | 22,049,980 |  |

| North America |  | 1,799,432 |  |  | 1,160,525 |  |

|  | 25,706,168 |  |  | 23,210,505 |  |

5. | EMPLOYEES AND DIRECTORS

2024 | 2023 |

| € | €

| Wages and salaries | 4,313,740 |  | 3,694,413 |  |

| Social security costs | 214,853 |  | 197,922 |  |

| Other pension costs | 1,042,306 |  | 794,637 |  |

5,570,899 |  | 4,686,972 |  |

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

2024 | 2023 |

| Management and administration | 9 |  | 6 |  |

| Sales and marketing | 10 |  | 4 |  |

| R&D and engineering | 40 |  | 36 |  |

| Manufacturing and operations management | 25 |  | 28 |  |

84 |  | 74 |  |

| The average number of employees by undertakings that were proportionately consolidated during the year was 84 (2023 - 74 ) .

| The average number of employees for the company during the year was NIL ( 2023 - NIL)

2024 | 2023 |

| € | €

| Director's remuneration | 195,009 |  | 177,228 |  |

| The director's remuneration is incurred by the company's subsidiaries. The director received no remuneration from the company in the current or previous financial year.

6. | OPERATING LOSS

| The operating loss is stated after charging/(crediting):

2024 | 2023 |

| € | €

| Depreciation - owned assets | 407,145 |  | 357,096 |  |

| Goodwill amortisation | 10,518,312 |  | 10,518,312 |  |

| Intangible rights amortisation | - |  | 905,577 |  |

| Development costs amortisation | 129,090 |  | 401,500 |  |

| Other intangible assets amortisation | 14,029 |  | 6,064 |  |

| Auditors' remuneration | 30,563 |  | 7,959 |  |

| Foreign exchange differences | (3,486 | ) | 483 |  |

| R&D, quality and certification expenses | 202,617 |  | 97,667 |  |

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

7. | INTEREST PAYABLE AND SIMILAR EXPENSES |

2024 | 2023 |

| € | €

| Interest on long term borrowing | 3,350,496 |  | 3,234,769 |  |

| Other interest | 203,990 |  | 769,438 |  |

3,554,486 |  | 4,004,207 |  |

8. | TAXATION

| Analysis of the tax charge

| The tax charge on the loss for the year was as follows:

2024 | 2023 |

| € | €

| Current tax:

| Overseas tax | 1,588,759 |  | 1,150,384 |  |

| Deferred tax | 67,821 |  | (64,522 | ) |

| Tax on loss | 1,656,580 |  | 1,085,862 |  |

| Reconciliation of total tax charge included in profit and loss

| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2024 | 2023 |

| € | €

| Loss before tax | (4,705,957 | ) | (7,941,679 | ) |

| Loss multiplied by the standard rate of corporation tax in the UK of 25 % (2023 - 23.520 %) | (1,176,489 | ) | (1,867,883 | ) |

| Effects of:

| Unrelieved tax losses carried forward | 14,126 |  | 8,040 |  |

| Profit taxed overseas | 2,751,122 |  | 3,010,227 |  |

| Deferred tax - overseas | 67,821 |  | (64,522 | ) |

| Total tax charge | 1,656,580 |  | 1,085,862 |  |

| The company is a UK holding company. The group's taxable profits arise overseas and the majority of these are taxed in Finland at a rate of 20%. The group has no UK corporation tax liability for either the current or previous year.

| The standard rate of corporation tax in the UK increased from 19% to 25% with effect from 1 April 2023.

9. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME

| As permitted by Section 408 of the Companies Act 2006, the Income statement of the parent company is not presented as part of these financial statements.

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

10. | INTANGIBLE FIXED ASSETS

| Group

Other |  |

Intangible | Development | intangible |  |

Goodwill | rights | costs | assets | Totals |

| € | € | € | € | €

| Cost

| At 1 January 2024 | 105,183,118 |  | 12,271,707 |  | 2,907,976 |  | 31,188 |  | 120,393,989 |  |

| Additions | - |  | - |  | 3,317,691 |  | 65,296 |  | 3,382,987 |  |

| At 31 December 2024 | 105,183,118 |  | 12,271,707 |  | 6,225,667 |  | 96,484 |  | 123,776,976 |  |

| Amortisation

| At 1 January 2024 | 17,530,520 |  | 12,271,707 |  | 859,230 |  | 6,064 |  | 30,667,521 |  |

| Amortisation for year | 10,518,312 |  | - |  | 129,090 |  | 14,029 |  | 10,661,431 |  |

| At 31 December 2024 | 28,048,832 |  | 12,271,707 |  | 988,320 |  | 20,093 |  | 41,328,952 |  |

| Net book value

| At 31 December 2024 | 77,134,286 |  | - |  | 5,237,347 |  | 76,391 |  | 82,448,024 |  |

| At 31 December 2023 | 87,652,598 |  | - |  | 2,048,746 |  | 25,124 |  | 89,726,468 |  |

11. | TANGIBLE FIXED ASSETS

| Group

Fixtures |

Freehold | Plant and | and |

property | machinery | fittings | Totals |

| € | € | € | €

| Cost

| At 1 January 2024 | 4,402,428 |  | 2,080,445 |  | 48,556 |  | 6,531,429 |  |

| Additions | - |  | 370,409 |  | - |  | 370,409 |  |

| Disposals | - |  | (12,893 | ) | - |  | (12,893 | ) |

| Reclassification/transfer | (3,266 | ) | 3,266 |  | - |  | - |  |

| At 31 December 2024 | 4,399,162 |  | 2,441,227 |  | 48,556 |  | 6,888,945 |  |

| Depreciation

| At 1 January 2024 | 112,924 |  | 284,055 |  | 4,516 |  | 401,495 |  |

| Charge for year | 97,072 |  | 305,087 |  | 4,986 |  | 407,145 |  |

| At 31 December 2024 | 209,996 |  | 589,142 |  | 9,502 |  | 808,640 |  |

| Net book value

| At 31 December 2024 | 4,189,166 |  | 1,852,085 |  | 39,054 |  | 6,080,305 |  |

| At 31 December 2023 | 4,289,504 |  | 1,796,390 |  | 44,040 |  | 6,129,934 |  |

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

12. | FIXED ASSET INVESTMENTS

| Company

Shares in |

group |

undertakings |

| €

| Cost

| At 1 January 2024

| and 31 December 2024 | 125,350,716 |  |

| Net book value

| At 31 December 2024 | 125,350,716 |  |

| At 31 December 2023 | 125,350,716 |  |

| The group or the company's investments at the Balance sheet date in the share capital of companies include the following:

| Subsidiaries

| Neptune Finland Oy

| Registered office: Saavutustenkatu 3, 33720 Tampere, Finland

| Nature of business: Holding company

% |

| Class of shares: | holding |

| Ordinary | 100.00 |

2024 | 2023 |

| € | €

| Aggregate capital and reserves | 52,030,670 |  | 55,444,001 |  |

| Loss for the year | (3,413,331 | ) | (3,324,332 | ) |

| Grundium Oy

| Registered office: Saavutustenkato 3, 33720 Tampere, Finland

| Nature of business: Medical equipment development & manufacture

% |

| Class of shares: | holding |

| Ordinary | 65.00 |

2024 | 2023 |

| € | €

| Aggregate capital and reserves | 37,729,238 |  | 30,375,441 |  |

| Profit for the year | 7,353,798 |  | 5,085,129 |  |

| Grundium Inc

| Registered office: 1209 Orange Street, Wilmington, Delaware 19801, United States of America

| Nature of business: Promotion & distribution of equipment

% |

| Class of shares: | holding |

| Ordinary | 65.00 |

2024 | 2023 |

| € | €

| Aggregate capital and reserves | (10,109 | ) | 13,273 |  |

| Profit for the year | 4,004 |  | 13,518 |  |

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

13. | STOCKS

| Group |

2024 | 2023 |

| € | €

| Raw materials | 4,616,221 |  | 7,439,097 |  |

| Work-in-progress | 753,779 |  | 626,477 |  |

| Finished goods | 750,546 |  | 1,226,196 |  |

| Payments on account | 309,370 |  | 402,227 |  |

6,429,916 |  | 9,693,997 |  |

14. | DEBTORS

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

| € | € | € | €

| Amounts falling due within one year: |

| Trade debtors | 418,472 |  | 1,928,172 |  | - |  | - |  |

| Amounts owed by group undertakings | - |  | - |  | 1 |  | 1 |  |

| Other debtors | 68,336 |  | 33,747 |  | - |  | - |  |

| Prepayments | 1,127,041 |  | 606,431 |  | - |  | - |  |

1,613,849 |  | 2,568,350 |  | 1 |  | 1 |  |

| Amounts falling due after more than one year: |

| Amounts owed by group undertakings | 42,298 |  | 23,527 |  | - |  | - |  |

| Aggregate amounts | 1,656,147 |  | 2,591,877 |  | 1 |  | 1 |  |

15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

| € | € | € | €

| Bank loans and overdrafts (see note 17) | 723,576 |  | 774,326 |  | - |  | - |  |

| Trade creditors | 875,599 |  | 292,286 |  | - |  | 15 |  |

| Amounts owed to group undertakings | 73,159,070 |  | 69,802,003 |  | 64,178,195 |  | 64,152,364 |  |

| Other creditors | 1,270,941 |  | 1,228,488 |  | - |  | - |  |

| Accrued expenses | 1,694,169 |  | 1,254,753 |  | 84,249 |  | 53,562 |  |

77,723,355 |  | 73,351,856 |  | 64,262,444 |  | 64,205,941 |  |

16. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

| Group |

2024 | 2023 |

| € | €

| Bank loans (see note 17) | 1,377,215 |  | 2,141,297 |  |

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

17. | LOANS

| An analysis of the maturity of loans is given below:

| Group |

2024 | 2023 |

| € | €

| Amounts falling due within one year or on | demand: |

| Bank loans | 723,576 |  | 774,326 |  |

| Amounts falling due between one and two years: |

| Bank loans - 1-2 years | 774,327 |  | 774,327 |  |

| Amounts falling due between two and five years: |

| Bank loans - 2-5 years | 602,888 |  | 1,366,970 |  |

18. | LEASING AGREEMENTS

| Minimum lease payments fall due as follows:

| Group

Non-cancellable |

operating leases |

2024 | 2023 |

| € | €

| Within one year | 20,478 |  | 23,480 |  |

| Between one and five years | 3,568 |  | 5,366 |  |

24,046 |  | 28,846 |  |

19. | SECURED DEBTS

| The following secured debts are included within creditors:

| Group |

2024 | 2023 |

| € | €

| Bank loans | 2,100,791 |  | 2,915,623 |  |

| The bank loan is secured on the freehold property held by the group. The net book value of this property as at 31 December 2024 was €4,189,166 (2023: €4,289,504). Interest is charged on the loan at a commercial rate of interest and the loan will be fully repaid on 31 October 2028.

20. | PROVISIONS FOR LIABILITIES

| Group |

2024 | 2023 |

| € | €

| Deferred tax | 276,585 |  | 208,764 |  |

| Group

Deferred tax |

| €

| Balance at 1 January 2024 | 208,764 |  |

| Provided during year | 67,821 |  |

| Balance at 31 December 2024 | 276,585 |  |

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

21. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 2024 | 2023 |

value: |  | € | €

| 61,200,001 | Ordinary | €1 | 61,200,001 |  | 61,200,001 |  |

| Called up share capital represents the nominal value of the shares issued.

| The ordinary shares rank pari passu and carry full rights to vote, receive dividends, and participate in capital distributions, including in the event of a winding up. These shares do not confer any rights of redemption.

22. | RESERVES

| Group

Retained |

earnings |

| €

| At 1 January 2024 | (23,208,875 | ) |

| Deficit for the year | (9,028,567 | ) |

| At 31 December 2024 | (32,237,442 | ) |

| Company

Retained |

earnings |

| €

| At 1 January 2024 | (55,225 | ) |

| Deficit for the year | (56,503 | ) |

| At 31 December 2024 | (111,728 | ) |

| Retained earnings represents cumulative profits or losses, net of dividends paid and other adjustments.

23. | OFF-BALANCE SHEET FINANCIAL COMMITMENTS

| The subsidiary Grundium Oy is obliged to review its VAT deductions for the investment in real estate completed in 2022 if the taxable use of the property decreases during the review period. The maximum liability at 31 December 2024 is €692,206 and the last year of the review is 2031.

24. | RELATED PARTY DISCLOSURES

| Group

| Included in debtors is €63,205 (2023: €23,527) owed to Neptune Finland Oy by Neptune EW TopCo Limited. This loan is unsecured, interest free with no set terms for repayment.

| Included in creditors is €73,161,679 (2023: €69,802,003) owed by Neptune Finland Oy to Neptune Fund 2 Holdco LP. The loan has been reassigned, with a capital transaction also taking place, in February 2025 as explained more fully in note 25.

| Company

| Included in creditors is €64,150,716 (2023: €64,150,716) owed to Neptune EW TopCo Limited. This loan is unsecured, interest free with no set terms for repayment.

| Included in creditors is €27,479 (2023: €1,648) owed to Grundium Oy. This loan is unsecured, interest free with no set terms for repayment.

| NEPTUNE EW MIDCO LIMITED (REGISTERED NUMBER: 14073455) |

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2024

25. | POST BALANCE SHEET EVENTS

| In February 2025, the company became the borrower of two intra-group loans as part of a reassignment exercise. A loan of €10.5m was made to the company by Grundium Oy, which was then distributed by the company to its parent entities. In addition, the balance owed to Neptune Fund 2 Holdco LP by Neptune Finland Oy was reassigned to the company as the new borrower, with a capital transaction then taking place to leave a loan balance of €15m owed to Neptune Fund 2 Holdco LP.

26. | ULTIMATE CONTROLLING PARTY

| The parent company is Neptune EW Topco Limited, a company incorporated in Jersey. Their registered office is 4th Floor St Paul's Gate, 22-24 New Street, Jersey, JE1 4TR.

| Neptune EW Topco Limited is a fully owed subsidiary of Neptune Fund 2 Holdco LP, an limited partnership in the United States of America, which in turn is fully owed by EW Heathcare Partners.

| The financial statements of Neptune EW Midco Limited are only included in these consolidated accounts. The parent entities have no obligation to prepare consolidated accounts.

| The ultimate controlling party is considered to be private equity funds managed by EW Healthcare Partners.