Caseware UK (AP4) 2024.0.164 2024.0.164 2024-12-312026-05-192026-05-192024-12-312026-05-19false51The design, development and manufacture of equipment for use in product packaging.falsefalsefalse2024-01-0139 09981936 2024-01-01 2024-12-31 09981936 2023-01-01 2023-12-31 09981936 2024-12-31 09981936 2023-12-31 09981936 2023-01-01 09981936 1 2024-01-01 2024-12-31 09981936 1 2023-01-01 2023-12-31 09981936 4 2024-01-01 2024-12-31 09981936 4 2023-01-01 2023-12-31 09981936 5 2024-01-01 2024-12-31 09981936 5 2023-01-01 2023-12-31 09981936 1 2024-01-01 2024-12-31 09981936 e:CompanySecretary1 2024-01-01 2024-12-31 09981936 e:Director1 2024-01-01 2024-12-31 09981936 e:Director2 2024-01-01 2024-12-31 09981936 e:Director4 2024-01-01 2024-12-31 09981936 e:RegisteredOffice 2024-01-01 2024-12-31 09981936 d:Buildings 2024-01-01 2024-12-31 09981936 d:Buildings 2024-12-31 09981936 d:Buildings 2023-12-31 09981936 d:Buildings d:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 09981936 d:Buildings d:ShortLeaseholdAssets 2024-01-01 2024-12-31 09981936 d:Buildings d:ShortLeaseholdAssets 2024-12-31 09981936 d:Buildings d:ShortLeaseholdAssets 2023-12-31 09981936 d:PlantMachinery 2024-01-01 2024-12-31 09981936 d:PlantMachinery 2024-12-31 09981936 d:PlantMachinery 2023-12-31 09981936 d:PlantMachinery d:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 09981936 d:FurnitureFittings 2024-01-01 2024-12-31 09981936 d:FurnitureFittings 2024-12-31 09981936 d:FurnitureFittings 2023-12-31 09981936 d:FurnitureFittings d:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 09981936 d:OfficeEquipment 2024-01-01 2024-12-31 09981936 d:OwnedOrFreeholdAssets 2024-01-01 2024-12-31 09981936 d:Goodwill 2024-01-01 2024-12-31 09981936 d:Goodwill 2024-12-31 09981936 d:Goodwill 2023-12-31 09981936 d:CurrentFinancialInstruments 2024-12-31 09981936 d:CurrentFinancialInstruments 2023-12-31 09981936 d:Non-currentFinancialInstruments 2024-12-31 09981936 d:Non-currentFinancialInstruments 2023-12-31 09981936 d:CurrentFinancialInstruments d:WithinOneYear 2024-12-31 09981936 d:CurrentFinancialInstruments d:WithinOneYear 2023-12-31 09981936 d:Non-currentFinancialInstruments d:AfterOneYear 2024-12-31 09981936 d:Non-currentFinancialInstruments d:AfterOneYear 2023-12-31 09981936 d:Non-currentFinancialInstruments d:BetweenOneTwoYears 2024-12-31 09981936 d:Non-currentFinancialInstruments d:BetweenOneTwoYears 2023-12-31 09981936 d:Non-currentFinancialInstruments d:BetweenTwoFiveYears 2024-12-31 09981936 d:Non-currentFinancialInstruments d:BetweenTwoFiveYears 2023-12-31 09981936 d:UKTax 2024-01-01 2024-12-31 09981936 d:UKTax 2023-01-01 2023-12-31 09981936 d:SharePremium 2024-01-01 2024-12-31 09981936 d:SharePremium 2024-12-31 09981936 d:SharePremium 2023-01-01 2023-12-31 09981936 d:SharePremium 2023-12-31 09981936 d:SharePremium 2023-01-01 09981936 d:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 09981936 d:RetainedEarningsAccumulatedLosses 2024-12-31 09981936 d:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 09981936 d:RetainedEarningsAccumulatedLosses 2023-12-31 09981936 d:RetainedEarningsAccumulatedLosses 2023-01-01 09981936 d:AcceleratedTaxDepreciationDeferredTax 2024-12-31 09981936 d:AcceleratedTaxDepreciationDeferredTax 2023-12-31 09981936 d:TaxLossesCarry-forwardsDeferredTax 2024-12-31 09981936 d:TaxLossesCarry-forwardsDeferredTax 2023-12-31 09981936 d:RetirementBenefitObligationsDeferredTax 2024-12-31 09981936 d:RetirementBenefitObligationsDeferredTax 2023-12-31 09981936 d:OtherDeferredTax 2024-12-31 09981936 d:OtherDeferredTax 2023-12-31 09981936 d:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2024-01-01 2024-12-31 09981936 d:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2024-12-31 09981936 e:OrdinaryShareClass1 2024-01-01 2024-12-31 09981936 e:OrdinaryShareClass1 2024-12-31 09981936 e:OrdinaryShareClass1 2023-12-31 09981936 e:FRS102 2024-01-01 2024-12-31 09981936 e:Audited 2024-01-01 2024-12-31 09981936 e:FullAccounts 2024-01-01 2024-12-31 09981936 e:PrivateLimitedCompanyLtd 2024-01-01 2024-12-31 09981936 d:WithinOneYear 2024-12-31 09981936 d:WithinOneYear 2023-12-31 09981936 d:BetweenOneFiveYears 2024-12-31 09981936 d:BetweenOneFiveYears 2023-12-31 09981936 d:MoreThanFiveYears 2024-12-31 09981936 d:MoreThanFiveYears 2023-12-31 09981936 6 2024-01-01 2024-12-31 09981936 d:Goodwill d:OwnedIntangibleAssets 2024-01-01 2024-12-31 09981936 f:PoundSterling 2024-01-01 2024-12-31 09981936 e:PrincipalPlaceBusiness 2024-01-01 2024-12-31 iso4217:GBP xbrli:shares xbrli:pure
Company registration number: 09981936







ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 DECEMBER 2024


PREGIS LIMITED






































img39f6.png                        

 


PREGIS LIMITED
 


 
COMPANY INFORMATION


Directors
K Baudhuin 
D K LaVanway 
J Cox 




Company secretary
Broughton Secretaries Limited



Registered number
09981936



Registered office
Richmond House
Walkern Road

Stevenage

Herts

SG1 3QP




Trading Address
Unit 1 The IO Centre
Whittle Way

Arlington Business Park

Stevenage

Hertfordshire

SG1 2BD






Independent auditors
Menzies LLP
Chartered Accountants & Statutory Auditor

Richmond House

Walkern Road

Stevenage

Herts

SG1 3QP





 


PREGIS LIMITED
 



CONTENTS



Page
Strategic Report
1 - 2
Directors' Report
3 - 4
Independent Auditors' Report
5 - 8
Statement of Comprehensive Income
9
Statement of Financial Position
10
Statement of Changes in Equity
11
Statement of Cash Flows
12
Analysis of Net Debt
13
Notes to the Financial Statements
14 - 29

 


PREGIS LIMITED
 


 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

Business review
 
The directors are pleased to announce a result for this year.

2024 continued to be characterised by significant geopolitical and macroeconomic headwinds, resulting in a persistently challenging sales environment. As markets and associated supply chains continued to adjust to these conditions, turnover for the year ended 31 December 2024 amounted to £13.55 million, compared to £13.86 million in the prior period. The decline in sales was primarily attributed to the ongoing tightness in consumer spending power and cost control measures taken throughout our customer sectors.

Gross margin achieved in the year amounted to 41% compared with 46.2% in the comparative year. This continues in line with expectations given unfavourable foreign exchange movements combined with inflationary pressures in the wider market. 

The Company has generated EBITDA of £1.7 m (13%) compared to £ 2.7 m (19%) in the comparative period. The decline in sales volumes as discussed above led to the decrease in EBITDA and EBITDA margin in 2024.

The Company has an ongoing commitment to the environment and sustainability through its continually evolving environmentally conscious product range and the monitoring and drive to reduce the environmental impact of its operations. Notably the business holds the ISO14001 accreditation, formally demonstrating this commitment.

Principal risks and uncertainties
 
The Company's operations continue to be exposed to a variety of financial risks that include the effects of changes in commodity market prices, credit risk, liquidity risk, exchange rate risk and interest rate risk. The Company has in place a risk management programme continuing from 2024 that seeks to limit the adverse effects on the financial performance of the Company through detailed monitoring of all levels of the related financial costs.

Given the size of the Company, the directors have not delegated the responsibility of monitoring financial risk management to a sub-committee of the board. The policies set by the board of directors are implemented by the Company's finance department.

The directors consider that the route to market may continue to present some challenges, but careful forward planning should ensure minimal disruption in the import/export process. Throughout the next 12 months, management will closely monitor margins, cost drivers, and pricing effectiveness, taking appropriate actions to mitigate losses where possible. While the outcome of these actions remains subject to market conditions, the directors believe that continued focus on operational efficiency and cost discipline will support the business in progressing towards sustainable profitability over the medium term.

Future developments
 
Challenges persist in the future as the business works to increase overall sales volume whilst protecting profits through customer retention and new business opportunities The external environment in 2026 has remained uncertain, reflecting continued geopolitical instability, persistent inflationary pressures, and ongoing supply  chain disruption arising from global conflicts.

Pregis has achieved high targets on Sustainability, which continues to be a pillar of growth as more of our customer base and new opportunities seek solutions to solve and achieve their own environmental goals.  

The directors believe that the Company has a strong balance sheet that is sufficiently robust to withstand periods of volatility. The Company maintains strong cash balances and net assets and has a track record of profitability. The directors also consider that the existing risk mitigation strategies are appropriate to address emerging risks arising from ongoing supply chain challenges and anticipated geopolitical disruption.

These actions have contributed to a strong financial outcome, with EBITDA growth in 2025 exceeding 10%, clearly demonstrating the effectiveness of management’s execution despite an uncertain external environment. The directors consider this performance to provide a solid foundation to drive the continued delivery of strong financial results and disciplined cost management, supporting sustainable profitability, subject to prevailing market conditions.

Page 1

 


PREGIS LIMITED
 



STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024


This report was approved by the board and signed on its behalf.



................................................
J Cox
Director

Date: 19 May 2026
Page 2

 


PREGIS LIMITED
 


 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their report and the financial statements for the year ended 31 December 2024.

Directors' responsibilities statement

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

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £902,556 (2023 - loss £2,429).

No dividends will be distributed for the year ended 31 December 2024. (2023: £nil)

Directors

The directors who served during the year were:

K Baudhuin 
D K LaVanway 
J Cox 

Future developments

Details of the Company's 'Principal risks and uncertainties' and 'Future developments' for the business are disclosed in the Strategic Report.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Page 3

 


PREGIS LIMITED
 


 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Auditors

The auditorsMenzies LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





................................................
J Cox
Director

Date: 19 May 2026
Page 4

 


PREGIS LIMITED
 

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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PREGIS LIMITED

Opinion


We have audited the financial statements of Pregis Limited (the 'Company') for the year ended 31 December 2024, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Cash Flows, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Company's affairs as at 31 December 2024 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


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


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


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


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Page 5

 


PREGIS LIMITED


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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PREGIS LIMITED (CONTINUED)

Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

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


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


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


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


Page 6

 


PREGIS LIMITED


img2857.png
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PREGIS LIMITED (CONTINUED)

Auditors' responsibilities for the audit of the financial statements
 

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


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

•The Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation. We determined that the following laws and regulations were most significant including UK Companies Act, employment law, health and safety, pensions legislation and tax legislation.
 
•We understood how the Company is complying with those legal and regulatory frameworks by making inquiries to management and those responsible for legal and compliance procedures. We assessed the extent of compliance with these legal and compliance procedures as part of our procedures on the related financial statement items.
 
•The engagement partner assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognize non-compliance with laws and regulations. The assessment did not identify any issues in this area.
 
•We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur. We identified the risk of override of controls as the area where the financial statements were most susceptible to material misstatement due to fraud. Audit procedures performed by the engagement team included:
 
•Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud;

•Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;

•Challenging assumptions and judgments made by management in its significant accounting estimates; and

•Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.
 
The assessment did not identify any issues in these areas.
 
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-complance. 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 Auditors' Report.
Page 7

 


PREGIS LIMITED


img25c3.png
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PREGIS LIMITED (CONTINUED)

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 2006Our 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 Auditors' 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.





James Fox ACA FCCA (Senior Statutory Auditor)
for and on behalf of
Menzies LLP
Chartered Accountants
Statutory Auditor
Richmond House
Walkern Road
Stevenage
Herts
SG1 3QP

19 May 2026
Page 8

 


PREGIS LIMITED
 


 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024

As restated
2024
2023
Note
£
£

  

Turnover
 3 
13,549,632
13,863,067

Cost of sales
  
(7,936,348)
(7,456,340)

Gross profit
  
5,613,284
6,406,727

Administrative expenses
  
(5,675,205)
(5,492,126)

Operating (loss)/profit
 4 
(61,921)
914,601

Interest payable and similar expenses
 8 
(414,682)
(287,782)

(Loss)/profit before tax
  
(476,603)
626,819

Tax on (loss)/profit
 9 
(425,953)
(629,248)

Loss for the financial year
  
(902,556)
(2,429)

Other comprehensive income for the year
  

Total comprehensive income for the year
  
(902,556)
(2,429)

The notes on pages 14 to 29 form part of these financial statements.
Page 9

 


PREGIS LIMITED
REGISTERED NUMBER:09981936



STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024

As restated
2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 10 
2,290,181
4,360,266

Tangible assets
 11 
2,613,557
2,924,457

  
4,903,738
7,284,723

Current assets
  

Stocks
 12 
3,325,623
3,180,355

Debtors: amounts falling due within one year
 13 
23,580,235
21,309,514

Cash at bank and in hand
  
418,824
285,510

  
27,324,682
24,775,379

Creditors: amounts falling due within one year
 14 
(29,898,832)
(10,413,577)

Net current (liabilities)/assets
  
 
 
(2,574,150)
 
 
14,361,802

Total assets less current liabilities
  
2,329,588
21,646,525

Creditors: amounts falling due after more than one year
 15 
-
(18,594,381)

Provisions for liabilities
  

Other provisions
  
(180,000)
-

  
 
 
(180,000)
 
 
-

Net assets
  
2,149,588
3,052,144


Capital and reserves
  

Share premium account
 20 
8,789,780
8,789,780

Profit and loss account
 20 
(6,640,192)
(5,737,636)

  
2,149,588
3,052,144


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 19 May 2026.




................................................
J Cox
Director

The notes on pages 14 to 29 form part of these financial statements.
Page 10

 


PREGIS LIMITED
 



STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024


Share premium account
Profit and loss account
Total equity

£
£
£


At 1 January 2023
8,789,780
(5,735,207)
3,054,573


Comprehensive income for the year

Loss for the year (restated)
-
(2,429)
(2,429)
Total comprehensive income for the year
-
(2,429)
(2,429)



At 1 January 2024 (restated)
8,789,780
(5,737,636)
3,052,144


Comprehensive income for the year

Loss for the year
-
(902,556)
(902,556)
Total comprehensive income for the year
-
(902,556)
(902,556)


At 31 December 2024
8,789,780
(6,640,192)
2,149,588


The notes on pages 14 to 29 form part of these financial statements.
Page 11

 


PREGIS LIMITED
 



STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024

As restated
2024
2023
£
£

Cash flows from operating activities

(Loss)/profit for the financial year
(902,556)
(2,429)

Adjustments for:

Amortisation of intangible assets
2,070,085
2,070,085

Depreciation of tangible assets
388,932
618,174

Impairments of fixed assets
50,511
-

Taxation charge
518,610
(4,791)

(Increase)/decrease in stocks
(145,268)
544,723

Decrease in debtors
148,489
1,446,266

(Increase) in amounts owed by groups
(2,514,273)
(12,517,263)

(Decrease)/increase in creditors
(1,235,805)
386,767

Increase in amounts owed to groups
2,107,487
7,298,991

Increase in provisions
180,000
634,039

Corporation tax (paid)/received
(92,657)
-

Net cash generated from operating activities

573,555
474,562


Cash flows from investing activities

Purchase of tangible fixed assets
(128,543)
(125,740)

Sale of tangible fixed assets
-
118,285

Net cash from investing activities

(128,543)
(7,455)

Cash flows from financing activities

Repayment of loans
(628,814)
(146,408)

FX translation of other loans
317,116
(951,107)

Net cash used in financing activities
(311,698)
(1,097,515)

Net increase/(decrease) in cash and cash equivalents
133,314
(630,408)

Cash and cash equivalents at beginning of year
285,510
915,918

Cash and cash equivalents at the end of year
418,824
285,510


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
418,824
285,510

418,824
285,510


The notes on pages 14 to 29 form part of these financial statements.

Page 12

 


PREGIS LIMITED
 



ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2024




At 1 January 2024
Cash flows
At 31 December 2024
£

£

£

Cash at bank and in hand

285,510

133,314

418,824

Debt due after 1 year

(473,927)

473,927

-

Debt due within 1 year

(154,887)

(18,282,683)

(18,437,570)


(343,304)
(17,675,442)
(18,018,746)

The notes on pages 14 to 29 form part of these financial statements.
Page 13

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

Pregis 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 Company Information page. The trading address of Pregis Limited is Arlington Business Park, Unit 1 The Io Centre, Whittle Way, Stevenage SG1 2BD.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies.

  
2.2

Related party exemption

The company 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.

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.4

Operating leases: the Company as lessee

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

Page 14

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.5

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.

If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.6

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.7

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.8

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan 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 in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

Page 15

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.9

Current and deferred taxation

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

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

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.


 
2.10

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Statement of Comprehensive Income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Page 16

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.11

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

The estimated useful lives range as follows:

Freehold property
-
40 years
Short-term leasehold property
-
over the term of the lease
Plant and machinery
-
1-10 years
Fixtures and fittings
-
4 years
Office equipment
-
3 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.12

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each reporting date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

 
2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in the Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

 
2.14

Inventories

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

Page 17

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.15

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.16

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Company's cash management.

 
2.17

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.18

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.19

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Company's Statement of Financial Position when the Company becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Page 18

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

3.


Turnover

The total turnover of the company for the year has been derived from its principal activities. The directors believe that it would be seriously prejudicial to the interests of the company to disclose the analysis of turnover by the class of business and geographical area.


4.


Operating (loss)/profit

The operating (loss)/profit is stated after charging:

2024
2023
£
£

Research & development charged as an expense
21,979
49,724

Exchange differences
541,263
(910,752)

Other operating lease rentals
653,024
720,316

Depreciation
388,932
618,174

Amortisation
2,070,085
2,070,085

Auditors remuneration
35,000
35,000


5.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:


2024
2023
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
35,000
35,000

Fees payable to the Company's auditors in respect of:

All non-audit services not included above
11,500
10,000

Page 19

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

6.


Employees

Staff costs, including directors' remuneration, were as follows:


2024
2023
£
£

Wages and salaries
2,436,944
2,854,136

Social security costs
148,614
197,601

Cost of defined contribution scheme
125,083
74,586

2,710,641
3,126,323


The average monthly number of employees, including the directors, during the year was as follows:


        2024
        2023
            No.
            No.







Directors
3
3



Staff
36
48

39
51


7.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
310,628
197,557

Company contributions to defined contribution pension schemes
24,330
10,615

334,958
208,172


During the year retirement benefits were accruing to 1 director (2023 - 1) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £273,264 (2023 - £128,937).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £24,330 (2023 - £10,615).


8.


Interest payable and similar expenses

2024
2023
£
£


Bank interest payable
35,578
47,847

Other loan interest payable
379,104
239,935

414,682
287,782

Page 20

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

9.


Taxation


2024
As restated 2023
£
£

Corporation tax


Current tax on profits for the year
490,736
(4,791)


490,736
(4,791)


Total current tax
490,736
(4,791)

Deferred tax


Origination and reversal of timing differences
(64,783)
634,039

Total deferred tax
(64,783)
634,039


Tax on (loss)/profit
425,953
629,248
Page 21

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
9.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is the same as (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 23.5%). The differences are explained below:

2024
As restated 2023
£
£


(Loss)/profit on ordinary activities before tax
(476,603)
626,819


(Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.5%)
(119,151)
172,347

Effects of:


Non-tax deductible amortisation of goodwill and impairment
12,629
486,470

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
-
9,228

Capital allowances for year in excess of depreciation
541,462
98,103

Utilisation of tax losses
(9,435)
(464,275)

Adjustments to tax charge in respect of prior periods
27,597
(73,908)

Deferred taxation
(64,783)
634,039

Adjustment in research and development tax credit leading to an increase (decrease) in the tax charge
-
(4,791)

Changes in provisions leading to an increase (decrease) in the tax charge
37,634
-

Patent box deduction
-
(227,965)

Total tax charge for the year
425,953
629,248

The entity is within the scope of the OECD Pillar Two model rules. Pillar Two legislation was enacted in England the
jurisdiction in which the entity is incorporated and will come into effect from 1 January 2025. Since the Pillar Two
legislation was not effective at the reporting date, the entity has no related current tax exposure. The entity applies
the exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two
income taxes, as provided in the amendments to Section 29 issued in July 2023.

Under the legislation, the group is liable to pay a top-up tax for the difference between the GloBE effective tax rate
for each jurisdiction and the 15% minimum rate. All entities within the group have an effective tax rate that exceeds
15%. 

Due to the complexities in applying the legislation and calculating GloBE income, the quantitative impact of the
substantively enacted legislation is not yet reasonably estimable.
Therefore, even for those entities with an accounting effective tax rate above 15%, there may still be Pillar Two tax
implications. The entity is currently engaged with tax specialists to assist them with applying the legislation.

Page 22

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

10.


Intangible assets




Goodwill

£



Cost


At 1 January 2024
11,778,070



At 31 December 2024

11,778,070



Amortisation


At 1 January 2024
7,417,804


Charge for the year on owned assets
2,070,085



At 31 December 2024

9,487,889



Net book value



At 31 December 2024
2,290,181



At 31 December 2023
4,360,266



Page 23

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

11.


Tangible fixed assets





Freehold property
Short-term leasehold property
Plant and machinery
Fixtures and fittings
Total

£
£
£
£
£



Cost or valuation


At 1 January 2024
1,415,097
606,701
2,707,026
295,385
5,024,209


Additions
-
-
128,543
-
128,543



At 31 December 2024

1,415,097
606,701
2,835,569
295,385
5,152,752



Depreciation


At 1 January 2024
131,337
234,276
1,474,978
259,161
2,099,752


Charge for the year on owned assets
32,834
52,400
282,973
20,725
388,932


Impairment charge
-
-
50,511
-
50,511



At 31 December 2024

164,171
286,676
1,808,462
279,886
2,539,195



Net book value



At 31 December 2024
1,250,926
320,025
1,027,107
15,499
2,613,557



At 31 December 2023
1,283,760
372,425
1,232,048
36,224
2,924,457


12.


Inventories

2024
2023
£
£

Raw materials and consumables
3,062,525
2,152,786

Finished goods
263,098
1,027,569

3,325,623
3,180,355


Page 24

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

13.


Debtors

2024
As restated 2023
£
£


Trade debtors
2,129,166
2,394,099

Amounts owed by group undertakings
21,072,226
18,557,953

Prepayments and accrued income
178,596
62,152

Tax recoverable
-
159,846

Deferred taxation
200,247
135,464

23,580,235
21,309,514



14.


Creditors: Amounts falling due within one year

2024
2023
£
£

Bank loans
-
154,887

Trade creditors
534,347
213,044

Amounts owed to group undertakings
28,001,185
7,456,128

Corporation tax
330,890
-

Other taxation and social security
299,931
488,817

Other creditors
79,571
1,248,282

Accruals and deferred income
652,908
852,419

29,898,832
10,413,577


Page 25

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

15.


Creditors: Amounts falling due after more than one year

2024
2023
£
£

Bank loans
-
473,927

Amounts owed to group undertakings
-
18,120,454

-
18,594,381


The following liabilities were secured:

2024
2023
£
£



Bank Loans
-
628,814

-
628,814

Details of security provided:

The bank loan was secured by way of a fixed and floating charge over the assets of the company. Since the bank loan was repaid in full during the year, there are no secured creditors at 31 December 2024.


16.


Loans


Analysis of the maturity of loans is given below:


2024
2023
£
£

Amounts falling due within one year

Bank loans
-
154,887


-
154,887

Amounts falling due 1-2 years

Bank loans
-
166,940


-
166,940

Amounts falling due 2-5 years

Bank loans
-
306,987


-
306,987


-
628,814

Page 26

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

17.


Deferred taxation




2024


£






At beginning of year
135,464


Charged to profit or loss
64,783



At end of year
200,247

The deferred tax asset is made up as follows:

2024
As restated 2023
£
£


Fixed asset timing differences
(72,289)
(87,549)

Short term timing differences
46,951
9,317

Capital losses
79,749
58,425

Losses and other deductions
145,836
155,271

200,247
135,464


18.


Provisions




Dilapidations

£





Charged to profit or loss
180,000



At 31 December 2024
180,000


19.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



3 (2023 - 3) Ordinary shares of $0.01 each
-
-



20.


Reserves

Share premium account

On 8th February 2016, shares were issued at a premium of $12,423,799 (£8,789,780).

Page 27

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

21.


Prior year adjustment

During the year, the directors identified that a transfer pricing adjustment relating to the year ended 31 December 2023 had not been recorded in the company's accounting records. This resulted in revenue and the related intercompany balance being understated in the prior period. Additionally due to a reduction in losses, the deferred tax asset is overstated in the prior period.

The errors have been corrected by restating the comparative figures for the year ended 31 December 2023.

The impact of the restatement is summarised below:

Increase in revenue: £207,928
Increase in profit before tax for the year ended 31 December 2023: £207,928
Increase in tax charge: £304,455
Increase in intercompany receivable: £207,928
Decrease in deferred tax asset £304,455
Decrease in retained earnings at 31 December 2023: £96,527

The adjustments relate solely to the year ended 31 December 2023 and have no impact on the profit or loss for the year ended 31 December 2024. The comparative figures have been restated accordingly, and the opening reserves for the current year have been adjusted to reflect this correction.


22.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £125,164 (2023 - £106,576). There were  contributions of £10,814 (2023 - £nil) payable to the fund at the reporting date.


23.


Commitments under operating leases

At 31 December 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2024
2023
£
£


Not later than 1 year
610,030
474,534

Later than 1 year and not later than 5 years
2,339,419
1,777,623

Later than 5 years
2,628,466
2,425,005

5,577,915
4,677,162


24.


Post balance sheet events

Post year end, a loan due to the group entity was converted into capital to the value of £18,437,570. It was a discharge of £18,437,570 convertible loan balance between Pregis Limited (the borrower) and Pregis LLC (the lender) in return for shares ordinary shares of $0.01 each alloted to the lender. Had the conversion occurred prior to the year-end date, the company's net assets would have amounted to £20,306,042.

Page 28

 


PREGIS LIMITED
 


 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

25.


Controlling party

Pregis Holding Company B.V. is regarded by the directors as being the parent company of Pregis Limited and is the smallest and largest company which includes the company within its consolidated financial statements. These are available at Nijverheidsweg 4, 6422 PD, Heerlen, Netherlands.

The ultimate controlling party is Warburg Pincus Global Growth Fund, a private equity fund registered in the United States at 450 Lexington Avenue, New York, NY 10017, United States of America.

 
Page 29