Company registration number 03806034 (England and Wales)
EVOCA UK LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
EVOCA UK LIMITED
COMPANY INFORMATION
DIRECTORS
Mr A J Barrow
(Appointed 1 May 2026)
Mr S L Mikkelsen
(Appointed 30 April 2026)
Mr E Di Mauro
(Appointed 30 April 2026)
COMPANY NUMBER
03806034
REGISTERED OFFICE
Block C Prime Point
Mark Binner Way
Pensnett Trading Estate
Kingswinford
West Midlands
DY6 7TJ
AUDITOR
JW Hinks LLP
19 Highfield Road
Edgbaston
Birmingham
B15 3BH
EVOCA UK LIMITED
CONTENTS
PAGE
Strategic report
1 - 3
Directors' report
4 - 5
Directors' responsibilities statement
6
Independent auditor's report
7 - 9
Profit and loss account
10
Statement of comprehensive income
11
Balance sheet
12
Statement of changes in equity
13
Statement of cash flows
14
Notes to the financial statements
15 - 29
EVOCA UK LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The directors present the strategic report for the year ended 31 December 2025.

 

 

Purpose and values

Every day, EVOCA staff are committed to ensuring that this experience always applies at any time, anywhere: respect for people, the environment and the whole of society, today and tomorrow.

 

 

OUR VALUES

 

TRUST

You can count on us to put you at the center of our focus, build successful relationships and lead with integrity.

 

PASSION

We love what we do and work passionately every day to improve for us and our clients.

 

EVOLUTION

We govern, change and generate sustainable innovation.

 

Evoca UK pursues a strategy of development and the Group is the world leader in the production of professional coffee machines in all Out of Home sectors. We are able to offer products and services in line with customer expectations, continuing to spread coffee technology throughout the UK.

 

REVIEW OF THE BUSINESS

Evoca UK are part of the EVOCA Group, who is the world leader in the production of coffee machines and is one of the most important international players for Ho.Re.Ca. and OCS segments and boasts the most complete range of products for out-of- home consumption.

 

Our main brands covering these segments are Gaggia, Necta, and Saeco. We also market our products through many other brands Futurmat, Visacrem, Wittenborg and Newis which operate in specific geographical areas and are focused on consumer experiences and dedicated product ranges. Common features of all the brands are the focus on coffee, advanced technologies and digitisation supported by significant investments in research and development. All this for the benefit of a rich value proposition made available by an articulated distribution platform and an important after-sales service network.

 

EVOCA UK Limited is principally responsible for the sale of vending machines, professional coffee machines, related accessories and spare parts in the United Kingdom.

 

The management continues to strive for growth through measurable KPIs agreed with the parent company that are published internally to all employees. These include sales of machines, accessories and spares as well as other key customer measures that include delivery performance and technical support.

 

 

Turnover and operating profit are as follows:

 

                             2025 2024

 

Turnover                              £11,904,231          £13,771,479

 

Operating profit                         £178,563 £317,971

 

Profit before tax                                  £444,399     £625,979

EVOCA UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
PRINCIPAL RISKS AND UNCERTAINTIES

Evoca UK Limited is principally responsible for the sale of vending machines, professional coffee machines, related accessories and spare parts in the United Kingdom.

 

The management continues to strive for growth through measurable KPIs agreed with the parent company that are published internally to all employees. These include sales of machines, accessories and spares as well as other key customer measures that include delivery performance, technical support and our own service department

 

 

Risk – Change in UK Government & Government Policies.

Impact – This affects our UK distribution network, especially the impact of the National Insurance percentage change and threshold which has caused increased costs to our distributor’s businesses. We are also seeing the end of the covid impact whereby distributors were given lease plan payment breaks, meaning machines which would have come to an end of a 5-year lease during 2025 have now been extended into 2026. Distributors and their customers are extending the life of their current machines due to these increased costs to their business.

Resolution - The group are focused on controlling costs and working on central initiatives to be able to keep our own pricing competitive, to make upgrading machines a more viable option.

 

Risk -Conflicts and civil unrest across the globe.

Impact – These could cause supply chain issues, delivery issues and increased prices.

Resolution – Group have sought new suppliers and are constantly reviewing the supplier database of all our raw materials and components required for manufacture. Increased purchasing options are to eliminate any supply chain risks & price increases caused by conflicts.

 

 

Risk – Continuation of Poor Coffee Bean harvests, tariffs and geopolitical tensions.

Impact – Coffee prices have remained high which in turn has increased the TCO of machines and distributors are extending the machine life to recover these increases in costs.

Resolution – As part of the Group ongoing strategy, Italy are constantly reviewing all costs and investing in R&D on both our current range and new machines to reduce the TCO per machine. They are also investing heavily in sustainability initiatives within our range as this is becoming a prerequisite for larger customers when investing in new equipment (we have achieved the platinum rating under EcoVadis).

 

Future Developments

 

The Evoca group, of which Evoca UK is a part of, continues to grow following the acquisition of speciality coffee machine manufacturers with further focus on the professional coffee business segment. ‘The Company’ are focused on selling an increased range of known brands including Gaggia, Saeco, Wittenborg, Futurmat and Visacrem to the UK marketplace during the coming years. During 2025 and into 2026 Evoca will continue to develop the G Line range under the Gaggia brand designed to deliver reliable performance, constant in-cup quality and long-term sustainable value. In keeping with its tradition, Gaggia Milano has adopted a strategy of constant innovation and product development. All the technologies developed by the brand are designed to set new standards in the Horeca market, in order to guarantee the best ever coffee experience. The market remains competitive but with a strong focus on our brands, these new product launches and regular R&D we are confident that we can continue to grow market share and increase sales.

 

Financial Instruments

 

The company has a normal level of exposure to price, credit, liquidity and cash flow risks arising from trading activities. These are predominantly conducted in sterling, with the only foreign currency transactions being in Euros. The Euro transactions are minimal, and we have a Euro bank account which is utilised, and this helps to minimise exposure to exchange rate fluctuations

EVOCA UK LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

On behalf of the board

Mr A J Barrow
DIRECTOR
19 May 2026
EVOCA UK LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

The directors present their annual report and financial statements for the year ended 31 December 2025.

PRINCIPAL ACTIVITIES

The principal activity of the company continued to be that of sales of vending machines and related accessories in the United Kingdom of behalf of EVOCA S.p.A. In addition to this the company sells spare parts to support the equipment sold in the UK.

RESULTS AND DIVIDENDS

The results for the year are set out on page 10.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

DIRECTORS

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mr H F E M Donneaud
(Resigned 30 April 2026)
Mr R Cassera
(Resigned 30 April 2026)
Mr A J Barrow
(Appointed 1 May 2026)
Mr S L Mikkelsen
(Appointed 30 April 2026)
Mr E Di Mauro
(Appointed 30 April 2026)
FINANCIAL INSTRUMENTS

The company's principal financial instruments comprise of cash. The main purpose of this financial instrument is to raise finance for the company's operations and expansion plans. The company has various other financial instruments such as trade debtors and trade creditors, which arise directly from its operations. The company does not enter into derivative transactions.

 

It is, and has been throughout the period under review, the company's policy that no trading in financial instruments shall be undertaken. The main risks arising from the company's financial instruments are credit risk and liquidity risk. The board reviews and agrees policies for managing each of these risks and they are summarised below.

Liquidty risk

The company's objective is to maintain a balance between continuity of funding and flexibility through the use of cash and short term deposits.

Credit risk

The company trades with only recognised, credit worthy third parties. It is the company policy that all customers who wish to trade on credit terms are subject to credit vetting procedures. In addition, receivable balances are monitored on an ongoing basis with the result that the company's exposure to bad debts is minimal.

AUDITOR

In accordance with the company's articles, a resolution proposing that JW Hinks LLP be reappointed as auditor of the company will be put at a General Meeting.

STATEMENT OF DISCLOSURE TO AUDITOR

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

EVOCA UK LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -
On behalf of the board
Mr A J Barrow
DIRECTOR
19 May 2026
EVOCA UK LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -

The directors are responsible for preparing the annual 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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:

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 enable them to ensure that the financial statements comply with the Companies Act 2006. They 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.

EVOCA UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF EVOCA UK LIMITED
- 7 -
OPINION

We have audited the financial statements of Evoca UK Limited (the 'company') for the year ended 31 December 2025 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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 Auditor's 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 UK, including the FRC’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 auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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.

OPINIONS ON OTHER MATTERS PRESCIBED BY THE COMPANIES ACT 2006

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

EVOCA UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF EVOCA UK LIMITED
- 8 -
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:

RESPONSIBILITIES OF DIRECTORS

As explained more fully in the directors' responsibilities statement, 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.

AUDITOR'S 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 auditor's 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.

 

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements and discussed the policies and procedures regarding compliance.

Specific areas considered were as follows:

 

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected all irregularities including those leading to material misstatements in the financial statements or non-compliance with regulation, even though we have properly planned and performed our audit in accordance with auditing standards.

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 is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

EVOCA UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF EVOCA UK LIMITED
- 9 -
USE OF OUR REPORT

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

MARCUS ROSE FCA CTA
SENIOR STATUTORY AUDITOR
FOR AND ON BEHALF OF
JW HINKS LLP
JW Hinks LLP
CHARTERED ACCOUNTANTS
STATUTORY AUDITOR
19 Highfield Road
Edgbaston
Birmingham
B15 3BH
19 May 2026
EVOCA UK LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
2025
2024
Notes
£
£
TURNOVER
3
11,904,231
13,771,479
Cost of sales
(8,192,781)
(10,101,780)
GROSS PROFIT
3,711,450
3,669,699
Distribution costs
(406,559)
(401,304)
Administrative expenses
(3,126,328)
(2,950,424)
OPERATING PROFIT
4
178,563
317,971
Interest receivable and similar income
7
265,836
308,008
PROFIT BEFORE TAXATION
444,399
625,979
Tax on profit
8
(131,542)
(176,718)
PROFIT FOR THE FINANCIAL YEAR
312,857
449,261

The profit and loss account has been prepared on the basis that all operations are continuing operations.

EVOCA UK LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
2025
2024
£
£
PROFIT FOR THE YEAR
312,857
449,261
OTHER COMPREHENSIVE INCOME
-
-
TOTAL COMPREHENSIVE INCOME FOR THE YEAR
312,857
449,261
EVOCA UK LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 12 -
2025
2024
Notes
£
£
£
£
FIXED ASSETS
Goodwill
9
63,442
127,061
Tangible assets
10
310,333
414,689
Investments
11
211,628
211,628
585,403
753,378
CURRENT ASSETS
Stocks
14
3,263,222
3,141,578
Debtors
15
10,705,347
9,950,934
Cash at bank and in hand
571,225
1,138,987
14,539,794
14,231,499
CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
16
(4,664,639)
(4,802,658)
NET CURRENT ASSETS
9,875,155
9,428,841
TOTAL ASSETS LESS CURRENT LIABILITIES
10,460,558
10,182,219
PROVISIONS FOR LIABILITIES
Provisions
18
98,617
108,135
Deferred tax liability
17
73,000
98,000
(171,617)
(206,135)
NET ASSETS
10,288,941
9,976,084
CAPITAL AND RESERVES
Called up share capital
20
1,000,002
1,000,002
Share premium account
562,451
562,451
Profit and loss reserves
8,726,488
8,413,631
TOTAL EQUITY
10,288,941
9,976,084

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 19 May 2026 and are signed on its behalf by:
Mr A J Barrow
DIRECTOR
Company registration number 03806034 (England and Wales)
EVOCA UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
Share capital
Share premium account
Profit and loss reserves
Total
£
£
£
£
BALANCE AT 1 JANUARY 2024
1,000,002
562,451
7,964,370
9,526,823
YEAR ENDED 31 DECEMBER 2024:
Profit and total comprehensive income
-
-
449,261
449,261
BALANCE AT 31 DECEMBER 2024
1,000,002
562,451
8,413,631
9,976,084
YEAR ENDED 31 DECEMBER 2025:
Profit and total comprehensive income
-
-
312,857
312,857
BALANCE AT 31 DECEMBER 2025
1,000,002
562,451
8,726,488
10,288,941
EVOCA UK LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
2025
2024
Notes
£
£
£
£
CASH FLOWS FROM OPERATING ACTIVITIES
Cash absorbed by operations
24
(714,502)
(3,769)
Income taxes paid
(116,790)
(306,656)
NET CASH OUTFLOW FROM OPERATING ACTIVITIES
(831,292)
(310,425)
INVESTING ACTIVITIES
Purchase of tangible fixed assets
(2,306)
(62,348)
Interest received
265,836
308,008
NET CASH GENERATED FROM INVESTING ACTIVITIES
263,530
245,660
NET DECREASE IN CASH AND CASH EQUIVALENTS
(567,762)
(64,765)
Cash and cash equivalents at beginning of year
1,138,987
1,203,752
CASH AND CASH EQUIVALENTS AT END OF YEAR
571,225
1,138,987
EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 15 -
1
ACCOUNTING POLICIES
COMPANY INFORMATION

Evoca UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Block C Prime Point, Mark Binner Way, Pensnett Trading Estate, Kingswinford, West Midlands, DY6 7TJ.

1.1
ACCOUNTING CONVENTION

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
GOING CONCERN

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
TURNOVER

Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.

 

When cash inflows are deferred and represent a financing arrangement, the promised consideration is adjusted for the effects of the time value of money, which is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on receipt of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

 

Revenue from the sale of service plans is recognised over the term of the plan.

1.4
INTANGIBLE FIXED ASSETS - GOODWILL

Goodwill represents the excess of the cost of acquisition of unincorporated businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 5 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.5
TANGIBLE FIXED ASSETS

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
ACCOUNTING POLICIES
(Continued)
- 16 -

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Plant and equipment
10 - 20% per annum
Fixtures, fittings and leasehold improvements
10 - 33.3% per annum
Office equipment
10 - 33.3% per annum

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.6
FIXED ASSET INVESTMENTS

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.7
IMPAIRMENT OF FIXED ASSETS

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
ACCOUNTING POLICIES
(Continued)
- 17 -
1.8
STOCKS

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Cost is calculated using the FIFO (first-in, first-out) method. Provision is made for obsolete, slow-moving or defetctive items where appropriate.

1.9
CASH AND CASH EQUIVALENTS

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.10
FINANCIAL INSTRUMENTS

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the 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.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
ACCOUNTING POLICIES
(Continued)
- 18 -
Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.11
EQUITY INSTRUMENTS

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.12
TAXATION

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
ACCOUNTING POLICIES
(Continued)
- 19 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

1.13
PROVISIONS

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

1.14
EMPLOYEE BENEFITS

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.15
RETIREMENT BENEFITS

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.16
LEASES

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

1.17
FOREIGN EXCHANGE

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1.18
GROUP ACCOUNTS EXEMPTION

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

Evoca UK Limited is a wholly owned subsidiary of Evoca S.p.A and the results of Evoca UK Limited are included in the consolidated financial statements of Evoca S.p.A which are available from Via Tommaso Grossi, no 2, 20121 Milano, Italy.

EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
2
JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

KEY SOURCES OF ESTIMATION UNCERTAINTY

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Provision for stock

A provision is included in the accounts for stock that has not moved in the last 24 months and for excessive stock held. Each line is categorised and an appropriate stock provision is applied based on sales, faults on machines or discontinued lines.

Stock Valuation

Stock is valued at the lower of cost and net realisable value in accordance with FRS 102. As the group does not apply specific mark-ups to individual product lines, management applies an average mark-up percentage in determining inventory values.

 

The use of an average mark-up requires judgement to ensure that it appropriately reflects product margins across the range and does not result in material understatement of stock. Management reviews the methodology and underlying assumptions on a regular basis to ensure inventory is stated appropriately at the reporting date.

3
TURNOVER AND OTHER REVENUE
2025
2024
£
£
TURNOVER ANALYSED BY CLASS OF BUSINESS
Sale of vending machines and servicing
11,904,231
13,771,479
2025
2024
£
£
TURNOVER ANALYSED BY GEOGRAPHICAL MARKET
UK
11,194,701
13,411,089
Europe
2,645
61,335
Ireland
494,986
56,614
Channel Islands
211,899
242,441
11,904,231
13,771,479
2025
2024
£
£
OTHER REVENUE
Interest income
265,836
308,008
EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
4
OPERATING PROFIT
2025
2024
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
6,520
(3,341)
Fees payable to the company's auditor for the audit of the company's financial statements
13,163
11,500
Depreciation of owned tangible fixed assets
106,662
110,428
(Profit)/loss on disposal of tangible fixed assets
-
133
Amortisation of intangible assets
63,619
63,619
Cost of stocks recognised as an expense
7,779,374
9,718,628
Operating lease charges
485,551
448,115
5
EMPLOYEES

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

2025
2024
Number
Number
Director
1
1
Office and technicians
41
40
Total
42
41

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
1,724,593
1,635,611
Social security costs
224,193
180,159
Pension costs
116,890
113,750
2,065,676
1,929,520
6
DIRECTORS' REMUNERATION
2025
2024
£
£
Remuneration for qualifying services
243,378
245,870
Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
243,378
245,870
EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
7
INTEREST RECEIVABLE AND SIMILAR INCOME
2025
2024
£
£
INTEREST INCOME
Interest receivable from group companies
258,141
301,287
Other interest income
7,695
6,721
Total income
265,836
308,008
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
258,141
301,287
8
TAXATION
2025
2024
£
£
CURRENT TAX
UK corporation tax on profits for the current period
130,555
156,589
Adjustments in respect of prior periods
173
-
0
Total UK current tax
130,728
156,589
Foreign current tax on profits for the current period
25,814
30,129
Total current tax
156,542
186,718
DEFERRED TAX
Origination and reversal of timing differences
(25,000)
(10,000)
Total tax charge
131,542
176,718
EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
8
TAXATION
(Continued)
- 23 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Profit before taxation
444,399
625,979
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
111,100
156,495
Tax effect of expenses that are not deductible in determining taxable profit
4,320
3,573
Permanent capital allowances in excess of depreciation
40,948
26,650
Under/(over) provided in prior years
174
-
0
Deferred tax movement
(25,000)
(10,000)
Taxation charge for the year
131,542
176,718
9
INTANGIBLE FIXED ASSETS
Goodwill
£
COST
At 1 January 2025 and 31 December 2025
1,414,038
AMORTISATION AND IMPAIRMENT
At 1 January 2025
1,286,977
Amortisation charged for the year
63,619
At 31 December 2025
1,350,596
CARRYING AMOUNT
At 31 December 2025
63,442
At 31 December 2024
127,061
EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
10
TANGIBLE FIXED ASSETS
Plant and equipment
Fixtures, fittings and leasehold improvements
Office equipment
Total
£
£
£
£
COST
At 1 January 2025
55,268
657,667
349,488
1,062,423
Additions
-
0
-
0
2,306
2,306
Disposals
-
0
-
0
(22,315)
(22,315)
At 31 December 2025
55,268
657,667
329,479
1,042,414
DEPRECIATION AND IMPAIRMENT
At 1 January 2025
50,604
325,236
271,894
647,734
Depreciation charged in the year
1,530
74,645
30,487
106,662
Eliminated in respect of disposals
-
0
-
0
(22,315)
(22,315)
At 31 December 2025
52,134
399,881
280,066
732,081
CARRYING AMOUNT
At 31 December 2025
3,134
257,786
49,413
310,333
At 31 December 2024
4,664
332,431
77,594
414,689
11
FIXED ASSET INVESTMENTS
2025
2024
Notes
£
£
Investments in subsidiaries
12
211,628
211,628
12
SUBSIDIARIES

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Wittenborg UK Limited
England
Ordinary
100.00
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
Wittenborg UK Limited
211,628
-
0
EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 25 -
13
FINANCIAL INSTRUMENTS
2025
2024
£
£
CARRYING AMOUNT OF FINANCIAL ASSETS INCLUDE:
Instruments measured at fair value through profit or loss
11,096,265
10,908,759
CARRYING AMOUNT OF FINANCIAL LIABILITIES INCLUDE:
Measured at fair value through profit or loss
- Other financial liabilities
(4,276,220)
(4,396,801)
14
STOCKS
2025
2024
£
£
Raw materials and consumables
196,860
124,605
Finished goods and goods for resale
3,066,362
3,016,973
3,263,222
3,141,578

Stock provision included for the year totalled £438,045 (2024: £302,458).

15
DEBTORS
2025
2024
AMOUNTS FALLING DUE WITHIN ONE YEAR:
£
£
Trade debtors
3,011,924
2,422,334
Amounts owed by group undertakings
7,504,933
7,338,736
Other debtors
8,183
8,702
Prepayments and accrued income
180,307
181,162
10,705,347
9,950,934
16
CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2025
2024
£
£
Trade creditors
232,977
473,850
Amounts owed to group undertakings
3,406,638
3,187,388
Corporation tax
76,369
36,617
Other taxation and social security
409,855
298,100
Other creditors
150,381
400,846
Accruals and deferred income
388,419
405,857
4,664,639
4,802,658
EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 26 -
17
DEFERRED TAXATION

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
2025
2024
BALANCES:
£
£
Accelerated capital allowances
73,000
98,000
2025
MOVEMENTS IN THE YEAR:
£
Liability at 1 January 2025
98,000
Credit to profit or loss
(25,000)
Liability at 31 December 2025
73,000

The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

18
PROVISIONS FOR LIABILITIES
2025
2024
£
£
Warranty provision
98,617
108,135
Movements on provisions:
Warranty provision
£
At 1 January 2025
108,135
Utilisation of provision
(9,518)
At 31 December 2025
98,617
19
RETIREMENT BENEFIT SCHEMES
2025
2024
DEFINED CONTRIBUTION SCHEMES
£
£
Charge to profit or loss in respect of defined contribution schemes
116,890
113,750

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 27 -
20
SHARE CAPITAL
2025
2024
2025
2024
ORDINARY SHARE CAPITAL
Number
Number
£
£
ISSUED AND FULLY PAID
Ordinary of £1 each
1,000,002
1,000,002
1,000,002
1,000,002
EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 28 -
21
OPERATING LEASE COMMITMENTS
AS LESSEE

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2025
2024
£
£
Within 1 year
428,763
485,452
Years 2-5
1,439,696
1,510,557
After 5 years
1,203,045
1,558,889
3,071,504
3,554,898
22
RELATED PARTY TRANSACTIONS

The company has taken advantage of Section 33 of FRS102 related party disclosures, not to disclose related party transactions with wholly owned subsidiaries within the group.

23
ULTIMATE CONTROLLING PARTY

The immediate parent undertaking and controlling party is Evoca S.p.A.

 

The ultimate holding company and controlling party is Lone Star Management Co. IX, Ltd. (Bermuda).

24
CASH ABSORBED BY OPERATIONS
2025
2024
£
£
Profit after taxation
312,857
449,261
ADJUSTMENTS FOR:
Taxation charged
131,542
176,718
Investment income
(265,836)
(308,008)
(Gain)/loss on disposal of tangible fixed assets
-
133
Amortisation and impairment of intangible assets
63,619
63,619
Depreciation and impairment of tangible fixed assets
106,662
110,428
Decrease in provisions
(9,518)
(9,306)
MOVEMENTS IN WORKING CAPITAL:
Increase in stocks
(121,644)
(739,281)
(Increase)/decrease in debtors
(754,413)
689,274
Decrease in creditors
(177,771)
(436,607)
CASH ABSORBED BY OPERATIONS
(714,502)
(3,769)
EVOCA UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 29 -
25
ANALYSIS OF CHANGES IN NET FUNDS
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
1,138,987
(567,762)
571,225
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