Registration number: 01982532

Summit Medical UK Limited

Contents

Company Information	1
Balance Sheet	2
Notes to the Financial Statements	3 to 9

Summit Medical UK Limited

Company Information

Directors

C P Lee A J Simpson

Registered office

C/O Summit Medical Limited Bourton On The Water Industrial Park Bourton On The Water Gloucestershire GL54 2HQ

Auditors

Hazlewoods LLP Windsor House Bayshill Road Cheltenham GL50 3AT

Summit Medical UK Limited

(Registration number: 01982532)
Balance Sheet as at 31 March 2025

	Notes	2025  £	2024  £
Fixed assets
Intangible assets	4	-	-
Tangible assets	5	469,141	576,573
		469,141	576,573
Current assets
Stocks	6	1,167,230	1,627,056
Debtors: Amounts falling due within one year	7	1,433,913	862,745
Debtors: Amounts falling due after more than one year	7	18,174,164	16,166,229
Cash at bank and in hand		9,166	14,231
		20,784,473	18,670,261
Creditors: Amounts falling due within one year	8	(737,083)	(807,296)
Net current assets		20,047,390	17,862,965
Total assets less current liabilities		20,516,531	18,439,538
Deferred tax liabilities		(75,283)	(92,921)
Net assets		20,441,248	18,346,617
Capital and reserves
Called up share capital	9	8,300	8,300
Share premium reserve	10	51,800	51,800
Capital redemption reserve	10	200	200
Profit and loss account	10	20,380,948	18,286,317
Total equity		20,441,248	18,346,617

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Profit and Loss Account.

Approved and authorised by the Board on 21 May 2026 and signed on its behalf by:
 

A J Simpson
Director

Summit Medical UK Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
C/O Summit Medical Limited
Bourton On The Water Industrial Park
Bourton On The Water
Gloucestershire
GL54 2HQ

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.

The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.

Name of parent of group

These financial statements are consolidated in the financial statements of Bowmoor Topco Limited.

The financial statements of Bowmoor Topco Limited may be obtained from Companies House.

Going concern

The company is part of the group banking facility. The financial statements have been prepared on a going concern basis. In assessing the appropriateness of this basis, the Directors have considered the Group’s financial position, available facilities and forecast cash flows for a period of at least 12 months from the date of approval of these financial statements.

The Group experienced covenant breaches and missed debt service payments in post year end. These breaches were formally waived by lenders and, on 7 May 2026, the Group entered into an amended and restated banking facility agreement, which formalised the waivers and revised the terms of the Group’s financing arrangements.

The Directors have prepared cash flow forecasts and covenant compliance projections under the revised facility. These forecasts include assumptions regarding trading performance, cash generation and working capital movements and have been subject to sensitivity analysis to reflect reasonably possible downside scenarios.

The Directors have assessed the impact of these scenarios on the Group’s liquidity and compliance with its financial covenants, which require an improvement in financial performance when compared to the results over the past two years. Whilst the assessment requires the exercise of judgement, the Directors consider the assumptions applied to be reasonable and supportable and note that the Group is expected to maintain adequate liquidity and remain in compliance with its covenants throughout the assessment period.

Accordingly, the Directors conclude that it is appropriate to adopt the going concern basis of accounting in preparing these financial statements and that no material uncertainty related to going concern has been identified.

Summit Medical UK Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

Judgements and estimation uncertainty

These financial statements do not contain any significant judgements or estimation uncertainty.

Revenue recognition

In line with the companies application for early adoption of the amendments to FRS 102, the revenue recognition model for accounting has been amended to revenue from contracts with customers and applies the five step model to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to receive in exchange for those goods and services. Revenue from contracts with customers is shown net of value added tax, returns, rebates and discounts and after eliminating sales within the company.

There are five steps involved in applying this model:

•Step 1: Identify the contract(s) with a customer

•Step 2: Identify the performance obligations in the contract

•Step 3: Determine the transaction price

•Step 4: Allocate the transaction price to the performance obligations in the contract; and

•Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation

Accordingly there was no material change in revenue recognition due to the transition.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the initial transaction dates.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

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

The current 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 taxable income.

Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the company. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Summit Medical UK Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

Depreciation

Depreciation is charged so as to write off the cost of assets, over their estimated useful lives, as follows:

Asset class	Depreciation method and rate
Plant and machinery	15% reducing balance
Office equipment	15% reducing balance
Instrumentation	25% straight line
Hardware	50% straight line

Intangible assets

Intangible assets are initially measured 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.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class	Amortisation method and rate
Patents	15% reducing balance
Software development costs	33% straight line

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtors.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are 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.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.

Summit Medical UK Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

Leases

Lease payments are apportioned between finance costs in the Profit and Loss Account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Short term leases (up to one year) or leases of low value (up to £500) are recognised as an expense on a straight-line basis over the term of the lease.

The Group recognises right-of-use assets under lease agreements in which it is the lessee. The underlying assets comprise property, plant and machinery and motor vehicles, and are used in the normal course of business. The right-of-use assets comprise the initial measurement of the corresponding lease liability payments made at or before the commencement day as well as any initial direct costs and an estimate of costs to be incurred in dismantling the asset. Lease incentives are deducted from the cost of the right-of-use asset. The corresponding lease liability is included in the statement of financial position as a lease liability.

The right-of-use asset is depreciated on a straight-line basis over shorter of the asset’s useful life and the lease term and where impairment indicators exist, the right of use asset will be assessed for impairment.
The lease liability shall initially be measured at the present value of the lease payments that are not paid at that date, discounted using the rate implicit in the lease or, where this cannot be determined, the Group’s incremental borrowing rate. The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (application of the effective interest method) and by reducing the carrying amount to reflect the lease payments made. No lease modification or reassessment changes have been made during the reporting period from changes in any lease terms or rent charges.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Financial instruments

Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.

Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

Summit Medical UK Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was as follows:

	2025  No.	2024  No.
Directors	2	2

4

Intangible assets

	Patents  £	Software development costs  £	Total £
Cost
At 1 April 2024 and at 31 March 2025	7,800	94,816	102,616
Amortisation
At 1 April 2024	7,800	94,816	102,616
Amortisation charge	-	-	-
At 31 March 2025	7,800	94,816	102,616
Carrying amount
At 31 March 2025	-	-	-
At 31 March 2024	-	-	-

Summit Medical UK Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

5

Tangible assets

	Furniture, fittings and equipment  £	Instrumentation and hardware  £	Total £
Cost
At 1 April 2024	38,649	2,559,516	2,598,165
Additions	-	415,082	415,082
At 31 March 2025	38,649	2,974,598	3,013,247
Depreciation
At 1 April 2024	38,649	1,982,943	2,021,592
Charge for the year	-	522,514	522,514
At 31 March 2025	38,649	2,505,457	2,544,106
Carrying amount
At 31 March 2025	-	469,141	469,141
At 31 March 2024	-	576,573	576,573

6

Stocks

	2025 £	2024 £
Finished goods and goods for resale	1,167,230	1,627,056

7

Debtors

	2025  £	2024  £
Trade debtors	1,433,913	842,338
Prepayments	-	20,407
Amounts owed by group undertakings	18,174,164	16,166,229
	19,608,077	17,028,974
Less non-current portion	(18,174,164)	(16,166,229)
Total current trade and other debtors	1,433,913	862,745

Details of non-current trade and other debtors

£18,174,164 (2024 - £16,166,229) of amounts owed by group undertakings is classified as non-current.

Summit Medical UK Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

8

Creditors

	2025  £	2024  £
Due within one year
Trade creditors	633,062	780,577
Other creditors	6,268	3,130
Accrued expenses	97,753	23,589
	737,083	807,296

9

Share capital

Allotted, called up and fully paid shares

	2025		2024
	No.	£	No.	£
Ordinary shares of £1 each	8,300	8,300	8,300	8,300

10

Reserves

Share premium
Includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.

Capital redemption reserve
Represents the amount that the company has transferred from the profit and loss account and is required to retain as a result of repurchasing its own shares. It is a non-distributable reserve.

Profit and loss account
Includes all current and prior periods retained profits and losses

11

Contingent liabilities

At 31 March 2025, there was an unlimited cross-guarantee between OrthoD Midco Limited, Summit Medical Limited, Summit Medical UK Limited and Marlux Medical Limited in favour of TC Loans Limited. The amount guaranteed is £14,450,000 (2024 - £14,450,000).

12

Parent and ultimate parent undertaking

The company's immediate parent is Summit Medical Limited, incorporated in England and Wales.

 The ultimate parent and ultimate controlling party is Apposite Capital LLP, incorporated in England and Wales. The most senior parent entity producing publicly available financial statements is Bowmoor Topco Limited. These financial statements are available upon request from Companies House.

13

Disclosure under Section 444(5B) CA 2006 relating to the independent auditor's report

As permitted by Section 444 CA 2006, these accounts do not contain a copy of the company’s Profit and Loss account or a copy of the Directors’ Report. These accounts are unaudited.

The Independent Auditor's Report was unqualified. The name of the Senior Statutory Auditor who signed the audit report on 21 May 2026 was James Morter, who signed for and on behalf of Hazlewoods LLP.