APOGEE SUSTAINABILITY LIMITED

Company Registration Number:
14455812 (England and Wales)

Unaudited statutory accounts for the year ended 28 February 2025

Period of accounts

Start date: 1 March 2024

End date: 28 February 2025

APOGEE SUSTAINABILITY LIMITED

Contents of the Financial Statements

for the Period Ended 28 February 2025

Directors report
Profit and loss
Balance sheet
Additional notes
Balance sheet notes

APOGEE SUSTAINABILITY LIMITED

Directors' report period ended 28 February 2025

The directors present their report with the financial statements of the company for the period ended 28 February 2025

Principal activities of the company

The principal activity of the Company and the Group is the provision of energy efficiency and energy infrastructure related services/products.

Additional information

Post Balance Sheet Events The following have occurred in the during the period since 28 February 2025: - on 6 March 2025, 10% of the shares in Energydrive Systems Ltd were purchased by the Company from the final remaining minority shareholder for a consideration of £150,000, bringing the Company’s shareholding in Energydrive Systems Ltd to 100%; - on 6 March 2025, 45% of the shares in Energy Drive Projects (Pty) Ltd were purchased from minority shareholders by the Company’s subsidiary Energy Drive systems (Pty) Ltd for a consideration of ZAR4,832,159, bringing the latter’s direct shareholding, and the Company’s indirect shareholding, in Energy Drive Projects (Pty) Ltd to 100%; - on 28 April 2025 Pears Partnership Capital entered into certain investment agreements related to the purchase of shares in, and the investment of funds into, the Company. Pears Partnership Capital, via its Dramowner and Dramline companies, invested a net amount of £14,559,182 in the form of senior loan notes and ordinary share purchases. From this investment, £13,283,073 was used to settle certain amounts owed to erstwhileshareholders of Energy Drive Systems (Pty) Ltd in relation to consideration owed for an April 2024 share repurchase. At the date of signing of these accounts, Pears Capital Partnership (via its Dramowner and Dramline entities) holds 40.36% of the voting shares in the Company; - in April 2026, the remaining amounts owed to erstwhile shareholders of Energy Drive Systems (Pty) Ltd in relation to consideration owed for an April 2024 share repurchase were settled via a preference share issue in the Energy Drive Systems (Pty) Ltd entity; - various restructurings and insolvency procedures across Liberty Steel and Speciality Steel UK sites within mainland Europe and the United Kingdom have commenced (these sites being customers of Energydrive Systems Ltd). The Group is monitoring the situation closely in terms of the recoverability of amounts owed to it which, in aggregate and at 28 February 2025, summed to £129,372 and £332,608.



Directors

The director shown below has held office during the whole of the period from
1 March 2024 to 28 February 2025

STELIOS VASSILEOU

The above report has been prepared in accordance with the special provisions in part 15 of the Companies Act 2006

This report was approved by the board of directors on
18 May 2026

And signed on behalf of the board by:
Name: STELIOS VASSILEOU
Status: Director

APOGEE SUSTAINABILITY LIMITED

Profit And Loss Account

for the Period Ended 28 February 2025

2025 16 months to 29 February 2024


£
£
Turnover: 9,939,000 8,166,000
Cost of sales: ( 599,000 ) ( 1,114,000 )
Gross profit(or loss): 9,340,000 7,052,000
Administrative expenses: ( 6,516,000 ) ( 4,661,000 )
Operating profit(or loss): 2,824,000 2,391,000
Interest receivable and similar income: 271,000 520,000
Interest payable and similar charges: ( 3,153,000 ) ( 435,000 )
Profit(or loss) before tax: (58,000) 2,476,000
Tax: ( 1,220,000 ) ( 826,000 )
Profit(or loss) for the financial year: (1,278,000) 1,650,000

APOGEE SUSTAINABILITY LIMITED

Balance sheet

As at 28 February 2025

Notes 2025 16 months to 29 February 2024


£
£
Fixed assets
Intangible assets: 3 263,000 284,000
Tangible assets: 4 11,968,000 9,996,000
Investments: 5 88,000
Total fixed assets: 12,231,000 10,368,000
Current assets
Stocks: 6 151,000 185,000
Debtors: 7 3,072,000 2,687,000
Cash at bank and in hand: 1,501,000 3,030,000
Total current assets: 4,724,000 5,902,000
Creditors: amounts falling due within one year: 8 ( 4,775,000 ) ( 5,186,000 )
Net current assets (liabilities): (51,000) 716,000
Total assets less current liabilities: 12,180,000 11,084,000
Creditors: amounts falling due after more than one year: 9 ( 36,588,000 ) ( 4,585,000 )
Total net assets (liabilities): (24,408,000) 6,499,000
Capital and reserves
Called up share capital: 103,000 100,000
Share premium account: 572,000 542,000
Other reserves: (22,407,000) 7,328,000
Profit and loss account: (2,676,000 ) (1,471,000 )
Total Shareholders' funds: ( 24,408,000 ) 6,499,000

The notes form part of these financial statements

APOGEE SUSTAINABILITY LIMITED

Balance sheet statements

For the year ending 28 February 2025 the company was entitled to exemption under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

This report was approved by the board of directors on 18 May 2026
and signed on behalf of the board by:

Name: STELIOS VASSILEOU
Status: Director

The notes form part of these financial statements

APOGEE SUSTAINABILITY LIMITED

Notes to the Financial Statements

for the Period Ended 28 February 2025

  • 1. Accounting policies

    Basis of measurement and preparation

    These financial statements have been prepared in accordance with the provisions of Section 1A (Small Entities) of Financial Reporting Standard 102

    Turnover policy

    Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the rendering of services. Turnover from the rendering of services is recognised on a monthly basis in accordance with the agreed monthly fee to be charged to the client (as per the applicable service contract or schedule).

    Tangible fixed assets depreciation policy

    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: Computer equipment 3 years Office equipment 5 years Energy saving equipment 5 – 15 years Motor vehicles 5 years Leasehold improvements 5 years Fixtures and fittings 6 years The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, if there is an indication of a significant change since the last reporting date.

    Other accounting policies

    Policies contained within the annual report include Investments, Impairment of fixed assets, Stocks, Financial instruments, Debtors, Creditors, Provisions, Current and Deferred taxation, Finance costs, Cash and Cash equivalents, Pensions, Dividends, Critical Accounting judgements and key sources of estimation uncertainty, Group reconstruction and merger accounting.

APOGEE SUSTAINABILITY LIMITED

Notes to the Financial Statements

for the Period Ended 28 February 2025

  • 2. Employees

    2025 16 months to 29 February 2024
    Average number of employees during the period 95 89

APOGEE SUSTAINABILITY LIMITED

Notes to the Financial Statements

for the Period Ended 28 February 2025

3. Intangible assets

Goodwill Other Total
Cost £ £ £
At 1 March 2024 214,000 2,386,000 2,600,000
Additions 17,000 17,000
Disposals
Revaluations
Transfers
At 28 February 2025 214,000 2,403,000 2,617,000
Amortisation
At 1 March 2024 30,000 2,286,000 2,316,000
Charge for year 20,000 18,000 38,000
On disposals
Other adjustments
At 28 February 2025 50,000 2,304,000 2,354,000
Net book value
At 28 February 2025 164,000 99,000 263,000
At 29 February 2024 184,000 100,000 284,000

APOGEE SUSTAINABILITY LIMITED

Notes to the Financial Statements

for the Period Ended 28 February 2025

4. Tangible assets

Land & buildings Plant & machinery Fixtures & fittings Office equipment Motor vehicles Total
Cost £ £ £ £ £ £
At 1 March 2024 13,342,000 37,000 87,000 26,000 13,492,000
Additions 5,844,000 1,000 30,000 5,875,000
Disposals ( 2,421,000 ) ( 3,000 ) ( 2,424,000 )
Revaluations
Transfers
At 28 February 2025 16,765,000 38,000 114,000 26,000 16,943,000
Depreciation
At 1 March 2024 3,404,000 23,000 52,000 17,000 3,496,000
Charge for year 1,528,000 6,000 20,000 7,000 1,561,000
On disposals ( 82,000 ) ( 82,000 )
Other adjustments
At 28 February 2025 4,850,000 29,000 72,000 24,000 4,975,000
Net book value
At 28 February 2025 11,915,000 9,000 42,000 2,000 11,968,000
At 29 February 2024 9,938,000 14,000 35,000 9,000 9,996,000

Plant & Machinery covers Energy Saving Equipment and Construction in progress (of Energy Saving Equipment) as detailed in the financial statements.

APOGEE SUSTAINABILITY LIMITED

Notes to the Financial Statements

for the Period Ended 28 February 2025

5. Fixed assets investments note

Investments in subsidiaries, associates and joint ventures are measured at cost less any accumulated impairment losses. Listed investments are measured at fair value. Unlisted investments are measured at fair value unless the value cannot be measured reliably, in which case they are measured at cost less any accumulated impairment losses. Changes in fair value are included in the Profit and loss reserve.

APOGEE SUSTAINABILITY LIMITED

Notes to the Financial Statements

for the Period Ended 28 February 2025

6. Stocks

2025 16 months to 29 February 2024
£ £
Stocks 151,000 185,000
Total 151,000 185,000

APOGEE SUSTAINABILITY LIMITED

Notes to the Financial Statements

for the Period Ended 28 February 2025

7. Debtors

2025 16 months to 29 February 2024
£ £
Trade debtors 2,895,000 1,915,000
Other debtors 177,000 772,000
Total 3,072,000 2,687,000

APOGEE SUSTAINABILITY LIMITED

Notes to the Financial Statements

for the Period Ended 28 February 2025

8. Creditors: amounts falling due within one year note

2025 16 months to 29 February 2024
£ £
Bank loans and overdrafts 1,465,000
Trade creditors 296,000 763,000
Taxation and social security 248,000 478,000
Other creditors 2,766,000 3,945,000
Total 4,775,000 5,186,000

2024 Other creditors includes Shareholder loans of £3,292,000

APOGEE SUSTAINABILITY LIMITED

Notes to the Financial Statements

for the Period Ended 28 February 2025

9. Creditors: amounts falling due after more than one year note

2025 16 months to 29 February 2024
£ £
Bank loans and overdrafts 7,742,000 4,177,000
Other creditors 28,846,000 408,000
Total 36,588,000 4,585,000

2025 Other Creditors includes Shareholder loans of £28,164,000

APOGEE SUSTAINABILITY LIMITED

Notes to the Financial Statements

for the Period Ended 28 February 2025

10. Loans to directors

Name of director receiving advance or credit:
Description of the transaction:
Non-interest bearing shareholder loans, including loans to Directors/Director companies. Figures are the consolidation of all Directors/Director companies.
£
Balance at 29 February 2024
Advances or credits made: 18,072,000
Advances or credits repaid:
Balance at 28 February 2025 18,072,000