| REGISTERED NUMBER: 06809803 (England and Wales) |
| GROUP STRATEGIC REPORT, REPORT OF THE DIRECTOR AND |
| CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 |
| FOR |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED |
| REGISTERED NUMBER: 06809803 (England and Wales) |
| GROUP STRATEGIC REPORT, REPORT OF THE DIRECTOR AND |
| CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 |
| FOR |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
| for the year ended 31 December 2025 |
| Page |
| Company Information | 1 |
| Group Strategic Report | 2 |
| Report of the Director | 3 |
| Report of the Independent Auditors | 4 |
| Consolidated Income Statement | 8 |
| Consolidated Other Comprehensive Income | 9 |
| Consolidated Statement of Financial Position | 10 |
| Company Statement of Financial Position | 11 |
| Consolidated Statement of Changes in Equity | 12 |
| Company Statement of Changes in Equity | 13 |
| Consolidated Statement of Cash Flows | 14 |
| Notes to the Consolidated Statement of Cash Flows | 15 |
| Notes to the Consolidated Financial Statements | 16 |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED |
| COMPANY INFORMATION |
| for the year ended 31 December 2025 |
| DIRECTOR: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| GROUP STRATEGIC REPORT |
| for the year ended 31 December 2025 |
| The director presents his strategic report of the company and the group for the year ended 31 December 2025. |
| REVIEW OF BUSINESS |
| 2025 Performance |
| ACM delivered £24.6m in consolidated revenue in 2025, this is in line with both our 2024 revenue and our 2025 expectations. |
| ACM delivered £3.2m of EBITDA in 2025, which was £1.4m below the 2024 figure. This has been driven by increased costs across the business, which were outside of our control. |
| 2026 Expected Performance |
| ACM is expecting to deliver £24m of revenue in 2026 based on current budget projections. There is a strong sales pipeline in place for 2026 and Q4 2025 signings were higher than expected, which has fuelled the revenue expectations for 2026. The budgeted EBITDA is £5.1m for 2026. |
| Despite challenges in the overall business environment, ACM is continuing to see growth and improved performance. The focus on operational improvements and quality, along with dedicated efforts to secure new clients and projects are materializing. ACM expects to accelerate its new sales bookings and rebuild the backlog of studies being performed in the UK labs. With the US-based bookings already on track for the sixth year of growth, ACM expects to win a greater percentage of the studies that incorporate a UK/EU component. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| The key business risks remain the competitive nature of the sector in which ACM Global Central Laboratory Ltd operates, Geopolitical risks in Eastern Europe and the Middle East. These risks are mitigated by the geographic diversity of the larger ACM Group business, client diversification, and continued effort to expand capabilities (in our BioAnalytical Lab and investment in newer technology) and coverage. Further, recent investments in leadership, IT infrastructure, quality systems and customer facing teams will position ACM to benefit from both the growing market and preferred partnerships it maintains with its top customers. |
| ON BEHALF OF THE BOARD: |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| REPORT OF THE DIRECTOR |
| for the year ended 31 December 2025 |
| The director presents his report with the financial statements of the company and the group for the year ended 31 December 2025. |
| PRINCIPAL ACTIVITY |
| The principal activity of the group in the year under review was that of the provision of clinical laboratory services. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 December 2025. |
| RESEARCH AND DEVELOPMENT |
| The group is engaged in research and development activities through the provision of clinical trials and related central laboratory services to the pharmaceutical industry. |
| FUTURE DEVELOPMENTS |
| Details regarding future developments can be found in the Strategic Report. |
| DIRECTOR |
| FINANCIAL INSTRUMENTS |
| The group's principal financing arrangements are bank balances, trade debtors and creditors, and loan funding from its parent company in order to fund the group's operations. |
| GOING CONCERN |
| Information relating to going concern can be found in the Notes to the Financial Statements. |
| DIRECTOR'S RESPONSIBILITIES STATEMENT |
| The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations. |
| Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the director is required to: |
| - | select suitable accounting policies and then apply them consistently; |
| - | make judgements and accounting estimates that are reasonable and prudent; |
| - | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
| The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
| ON BEHALF OF THE BOARD: |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED |
| Opinion |
| We have audited the financial statements of ACM Global Central Laboratory Operations Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
| In our opinion the financial statements: |
| - | give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2025 and of the group's profit 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 group 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 director's 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 group's and the parent 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 director with respect to going concern are described in the relevant sections of this report. |
| Other information |
| The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Director, but does not include the financial statements and our Report of the Auditors thereon. |
| Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
| In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
| Opinions 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 Group Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Group Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED |
| Matters on which we are required to report by exception |
| In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Director. |
| We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
| - | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
| - | the parent company financial statements are not in agreement with the accounting records and returns; or |
| - | certain disclosures of director's remuneration specified by law are not made; or |
| - | we have not received all the information and explanations we require for our audit. |
| Responsibilities of director |
| As explained more fully in the Director's Responsibilities Statement, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
| In preparing the financial statements, the director is responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the group or the parent company or to cease operations, or has no realistic alternative but to do so. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED |
| 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 a Report of the Auditors 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. |
| The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
| Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation, data protection, anti-bribery, employment and health and safety legislation. An understanding of these laws and regulations and the extent of compliance was obtained through discussion with management and inspecting legal and regulatory correspondence. |
| We assessed the susceptibility of the group's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by making enquiries of management and considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. |
| To address the risk of fraud through management bias and override of controls, we: |
| - performed analytical procedures to identify any unusual or unexpected relationships; |
| - tested journal entries to identify unusual transactions; |
| - assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and |
| - investigated the rationale behind significant or unusual transactions. |
| In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
| - agreeing financial statement disclosures to underlying supporting documentation; |
| - enquiring of management as to actual and potential litigation and claims; and |
| - reviewing correspondence with HMRC, relevant regulators including the Health and Safety Executive and Medicines and Healthcare Products Regulatory Agency, as well as the company's legal advisors. |
| Due to the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. |
| The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission, or misrepresentation. |
| A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED |
| Use of our report |
| This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
| for and on behalf of |
| Statutory Auditors |
| Chartered Accountants |
| Units 7-8 Manor Court |
| Manor Garth |
| Eastfield |
| Scarborough |
| North Yorkshire |
| YO11 3TU |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| CONSOLIDATED INCOME STATEMENT |
| for the year ended 31 December 2025 |
| 2025 | 2024 |
| Notes | £ | £ |
| REVENUE | 3 | 24,645,350 | 24,379,893 |
| Cost of sales | 17,230,313 | 16,024,966 |
| GROSS PROFIT | 7,415,037 | 8,354,927 |
| Administrative expenses | 6,077,490 | 5,311,734 |
| 1,337,547 | 3,043,193 |
| Other operating income | 4 | 1,176,042 | 1,044,147 |
| OPERATING PROFIT | 6 | 2,513,589 | 4,087,340 |
| Interest receivable and similar income | 316,699 | 205,431 |
| 2,830,288 | 4,292,771 |
| Interest payable and similar expenses | 7 | 594,185 | 592,325 |
| PROFIT BEFORE TAXATION | 2,236,103 | 3,700,446 |
| Tax on profit | 8 | 691,046 | 1,115,937 |
| PROFIT FOR THE FINANCIAL YEAR |
| Profit attributable to: |
| Owners of the parent | 1,545,057 | 2,584,509 |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| CONSOLIDATED OTHER COMPREHENSIVE INCOME |
| for the year ended 31 December 2025 |
| 2025 | 2024 |
| Notes | £ | £ |
| PROFIT FOR THE YEAR | 1,545,057 | 2,584,509 |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
1,545,057 |
2,584,509 |
| Total comprehensive income attributable to: |
| Owners of the parent | 1,545,057 | 2,584,509 |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| CONSOLIDATED STATEMENT OF FINANCIAL POSITION |
| 31 December 2025 |
| 2025 | 2024 |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Intangible assets | 10 | - | - |
| Property, plant and equipment | 11 | 2,222,860 | 2,258,379 |
| Investments | 12 | - | - |
| 2,222,860 | 2,258,379 |
| CURRENT ASSETS |
| Inventories | 13 | 1,082,778 | 819,837 |
| Debtors | 14 | 10,241,636 | 11,441,260 |
| Cash at bank | 7,701,456 | 5,450,282 |
| 19,025,870 | 17,711,379 |
| CREDITORS |
| Amounts falling due within one year | 15 | 5,206,497 | 5,447,488 |
| NET CURRENT ASSETS | 13,819,373 | 12,263,891 |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
16,042,233 |
14,522,270 |
| CREDITORS |
| Amounts falling due after more than one year | 16 | (14,767,654 | ) | (14,767,652 | ) |
| PROVISIONS FOR LIABILITIES | 18 | (391,956 | ) | (417,052 | ) |
| NET ASSETS/(LIABILITIES) | 882,623 | (662,434 | ) |
| CAPITAL AND RESERVES |
| Called up share capital | 19 | 3,547,457 | 3,547,457 |
| Retained earnings | 20 | (2,664,834 | ) | (4,209,891 | ) |
| SHAREHOLDERS' FUNDS | 882,623 | (662,434 | ) |
| The financial statements were approved and authorised for issue by the director and authorised for issue on 26 May 2026 and were signed by: |
| K B Babineau - Director |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| COMPANY STATEMENT OF FINANCIAL POSITION |
| 31 December 2025 |
| 2025 | 2024 |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Intangible assets | 10 |
| Property, plant and equipment | 11 |
| Investments | 12 |
| CURRENT ASSETS |
| Debtors | 14 |
| CREDITORS |
| Amounts falling due within one year | 15 |
| NET CURRENT (LIABILITIES)/ASSETS | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CREDITORS |
| Amounts falling due after more than one year | 16 |
| NET ASSETS/(LIABILITIES) | ( |
) |
| CAPITAL AND RESERVES |
| Called up share capital | 19 |
| Retained earnings | 20 | ( |
) | ( |
) |
| SHAREHOLDERS' FUNDS | ( |
) |
| Company's profit for the financial year | 1,545,057 | 2,584,510 |
| The financial statements were approved and authorised for issue by the director and authorised for issue on |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
| for the year ended 31 December 2025 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £ | £ | £ |
| Balance at 1 January 2024 | 3,547,457 | (6,794,400 | ) | (3,246,943 | ) |
| Changes in equity |
| Total comprehensive income | - | 2,584,509 | 2,584,509 |
| Balance at 31 December 2024 | 3,547,457 | (4,209,891 | ) | (662,434 | ) |
| Changes in equity |
| Total comprehensive income | - | 1,545,057 | 1,545,057 |
| Balance at 31 December 2025 | 3,547,457 | (2,664,834 | ) | 882,623 |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| COMPANY STATEMENT OF CHANGES IN EQUITY |
| for the year ended 31 December 2025 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £ | £ | £ |
| Balance at 1 January 2024 | ( |
) | ( |
) |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 December 2024 | ( |
) | ( |
) |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 December 2025 | ( |
) |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| CONSOLIDATED STATEMENT OF CASH FLOWS |
| for the year ended 31 December 2025 |
| 2025 | 2024 |
| Notes | £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | 2,170,419 | 2,898,064 |
| Interest paid | (3,478 | ) | - |
| Tax refunded | 956,378 | - |
| Net cash from operating activities | 3,123,319 | 2,898,064 |
| Cash flows from investing activities |
| Purchase of tangible fixed assets | (921,788 | ) | (918,440 | ) |
| Sale of tangible fixed assets | 12,987 | - |
| Interest received | 94,464 | - |
| Net cash from investing activities | (814,337 | ) | (918,440 | ) |
| Cash flows from financing activities |
| Loans made to fellow subsidiary | (57,808 | ) | (585,401 | ) |
| Net cash from financing activities | (57,808 | ) | (585,401 | ) |
| Increase in cash and cash equivalents | 2,251,174 | 1,394,223 |
| Cash and cash equivalents at beginning of year | 2 | 5,450,282 | 4,056,059 |
| Cash and cash equivalents at end of year | 2 | 7,701,456 | 5,450,282 |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS |
| for the year ended 31 December 2025 |
| 1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| 2025 | 2024 |
| £ | £ |
| Profit before taxation | 2,236,103 | 3,700,446 |
| Depreciation charges | 647,238 | 499,182 |
| Profit on disposal of fixed assets | (12,987 | ) | - |
| Exchange differences on translation | (438,980 | ) | (65,829 | ) |
| Above the line tax credit | (1,171,212 | ) | (1,039,317 | ) |
| Finance costs | 594,185 | 592,325 |
| Finance income | (316,699 | ) | (205,431 | ) |
| 1,537,648 | 3,481,376 |
| Increase in inventories | (262,941 | ) | (203,588 | ) |
| Decrease/(increase) in trade and other debtors | 823,024 | (616,629 | ) |
| Increase in trade and other creditors | 72,688 | 236,905 |
| Cash generated from operations | 2,170,419 | 2,898,064 |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts: |
| Year ended 31 December 2025 |
| 31.12.25 | 1.1.25 |
| £ | £ |
| Cash and cash equivalents | 7,701,456 | 5,450,282 |
| Year ended 31 December 2024 |
| 31.12.24 | 1.1.24 |
| £ | £ |
| Cash and cash equivalents | 5,450,282 | 4,056,059 |
| 3. | ANALYSIS OF CHANGES IN NET FUNDS |
| At 1.1.25 | Cash flow | At 31.12.25 |
| £ | £ | £ |
| Net cash |
| Cash at bank | 5,450,282 | 2,251,174 | 7,701,456 |
| 5,450,282 | 2,251,174 | 7,701,456 |
| Total | 5,450,282 | 2,251,174 | 7,701,456 |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
| for the year ended 31 December 2025 |
| 1. | STATUTORY INFORMATION |
| ACM Global Central Laboratory Operations Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| Going concern |
| The accounts have been prepared on a going concern basis on the strength of confirmation of continued support from the ultimate controlling party that they will continue to provide financial support by not seeking repayment of loan accounts due until other creditors have been paid in full, alongside guaranteeing full repayment of amounts loaned by the group to fellow subsidiaries. |
| Basis of consolidation |
| The financial statements consolidate the accounts of ACM Global Central Laboratory Operations Limited and its subsidiary undertakings on the acquisition basis. |
| 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 members of the group. Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
| Significant judgements and estimates |
| In preparing the financial statements, management is required to make estimates and assumptions which affect reported income, expenses, assets, liabilities and disclosure of contingent assets and liabilities. Use of available information and application of judgement are inherent in the formation of estimates, together with past experience and expectations of future events that are believed to be reasonable under the circumstances. Actual results in the future could differ from such estimates. |
| Critical judgements in applying the company's policies |
| 1. Related party loans |
| The management judge that the terms of the related party loans are representative of a market rate of interest for similar debt instruments. |
| 2. Goodwill amortisation |
| Management judge that the goodwill relating to the acquisition of subsidiary companies included in the consolidation has a nil recoverable amount and therefore a provision for full impairment is included in these financial statements. |
| 3. Impairment of investment |
| As regards the Company Statement of Financial Position, management assess the recoverable amount of the investment in the subsidiary company at each financial reporting period end, based on its current and future earnings potential. An impairment is recognised in the Company Statement of Financial Position to the extent that cost of the investment exceeds the assessed recoverable amount. |
| Critical accounting estimates and assumptions |
| The directors do not consider that any other estimates and assumptions used in the preparation of these financial statements have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year. |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 December 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Turnover |
| Turnover represents services supplied, excluding value added tax. Revenue is recognised to the extent that the company has obtained the right to consideration through its performance and is measured at the fair value of the right to consideration. |
| Goodwill |
| Goodwill, being the amount paid in connection with the acquisition of a business in 2009 and a subsequent addition in 2018 was being amortised evenly over the original estimated useful lives of twenty years and ten years respectively. Impairment loses are recognised to the extent that management judges the carrying amount to exceed the recoverable amount. |
| Tangible fixed assets |
| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life. |
| Improvements to property | - over the length of the lease |
| Plant and machinery | - 14-33% on cost |
| Furniture, fittings and equipment | - 20% on cost |
| Assets under construction | - not provided |
| Inventories |
| Inventories are valued at the lower of cost and net realisable value. |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date. |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| Research and development |
| Expenditure on research and development is written off in the year in which it is incurred. |
| Foreign currencies |
| The group has a presentation and functional currency of Pound Sterling (GBP). |
| Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date, unless they are to be settled at a contracted rate, in which case the contracted rate is used. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
| Hire purchase and leasing commitments |
| Assets acquired under finance lease agreements, including hire purchase agreements, are capitalised and the corresponding liability is included in creditors. Finance lease interest is charged to the income statement on a straight line basis over the period of the agreement. Operating lease rentals are charged against profits of the period to which they relate. |
| Pensions |
| The group operates a defined contribution pension scheme and the pension charge represents the amounts payable by the group to the fund in respect of the year. |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 December 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Other operating income |
| Above the line research and development credits are included as other operating income to the extent that they are expected to be repayable in the future. |
| Financial instruments |
| The company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities such as trade, other accounts receivable and payable and loans to related parties. |
| Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. |
| Debt instruments such as loans and other accounts receivable and payable are initially measured at present value of the future payments and subsequently at amortised costs using the effective interest method. |
| Investment in subsidiaries |
| Investments in subsidiaries are valued at cost less provision for impairment. |
| 3. | REVENUE |
| The revenue and profit before taxation are attributable to the one principal activity of the group. |
| An analysis of revenue by geographical market is given below: |
| 2025 | 2024 |
| £ | £ |
| United Kingdom | 1,990,637 | 2,231,027 |
| Europe | 5,438,539 | 3,284,040 |
| United States of America | 14,922,660 | 17,947,951 |
| Asia | 2,293,514 | 916,875 |
| 24,645,350 | 24,379,893 |
| 4. | OTHER OPERATING INCOME |
| 2025 | 2024 |
| £ | £ |
| Other operating income | 1,176,042 | 1,044,147 |
| Other operating income includes an 'Above the line research and development credit' of £1,171,212 (2024 - £1,039,317). |
| 5. | EMPLOYEES AND DIRECTORS |
| 2025 | 2024 |
| £ | £ |
| Wages and salaries | 6,332,173 | 5,635,992 |
| Social security costs | 839,074 | 637,230 |
| Other pension costs | 556,759 | 496,130 |
| 7,728,006 | 6,769,352 |
| The average number of employees during the year was as follows: |
| 2025 | 2024 |
| Laboratory, project and logistics | 128 | 126 |
| Administration and support functions | 39 | 35 |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 December 2025 |
| 5. | EMPLOYEES AND DIRECTORS - continued |
| 2025 | 2024 |
| £ | £ |
| Director's remuneration | - | - |
| The director is remunerated by a parent company of the group. |
| 6. | OPERATING PROFIT |
| The operating profit is stated after charging/(crediting): |
| 2025 | 2024 |
| £ | £ |
| Hire of plant and machinery | 80,196 | 77,118 |
| Other operating leases | 6,343 | 6,556 |
| Depreciation - owned assets | 647,238 | 499,182 |
| Profit on disposal of fixed assets | (12,987 | ) | - |
| Foreign exchange differences | 438,980 | 65,829 |
| Auditors' remuneration | 53,100 | 44,730 |
| Auditors' remuneration - other services | 15,600 | 13,450 |
| Operating lease property rentals | 361,734 | 329,109 |
| 7. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| 2025 | 2024 |
| £ | £ |
| Bank overdraft interest paid | 3,480 | - |
| Intra group interest | 590,705 | 592,325 |
| 594,185 | 592,325 |
| 8. | TAXATION |
| Analysis of the tax charge |
| The tax charge on the profit for the year was as follows: |
| 2025 | 2024 |
| £ | £ |
| Current tax: |
| UK corporation tax | 716,142 | 940,010 |
| Adjustments in respect of |
| prior periods | - | (54,644 | ) |
| Total current tax | 716,142 | 885,366 |
| Deferred tax | (25,096 | ) | 230,571 |
| Tax on profit | 691,046 | 1,115,937 |
| UK corporation tax has been charged at 25 % (2024 - 25 %). |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 December 2025 |
| 8. | TAXATION - continued |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| 2025 | 2024 |
| £ | £ |
| Profit before tax | 2,236,103 | 3,700,446 |
| Profit multiplied by the standard rate of corporation tax in the UK of 25 % (2024 - 25 %) |
559,026 |
925,112 |
| Effects of: |
| Adjustments to tax charge in respect of previous periods | - | (54,644 | ) |
| Permanent timing differences | 132,020 | 245,469 |
| Total tax charge | 691,046 | 1,115,937 |
| The charge to taxation is reduced due to allowances on research and development expenditure. Research and development expenditure recognised as an expense during the period was £7,938,154 (2024 - £7,438,429). |
| 9. | INDIVIDUAL INCOME STATEMENT |
| As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
| 10. | INTANGIBLE FIXED ASSETS |
| Group |
| Goodwill |
| £ |
| COST |
| At 1 January 2025 |
| and 31 December 2025 | 14,613,498 |
| AMORTISATION |
| At 1 January 2025 |
| and 31 December 2025 | 14,613,498 |
| NET BOOK VALUE |
| At 31 December 2025 | - |
| At 31 December 2024 | - |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 December 2025 |
| 11. | PROPERTY, PLANT AND EQUIPMENT |
| Group |
| Furniture, |
| Improvements | fittings | Assets |
| to | Plant and | and | under |
| property | machinery | equipment | construction | Totals |
| £ | £ | £ | £ | £ |
| COST |
| At 1 January 2025 | 2,191,906 | 2,341,254 | 41,398 | 783,650 | 5,358,208 |
| Additions | - | 213,446 | - | 398,273 | 611,719 |
| Disposals | - | (431,151 | ) | - | - | (431,151 | ) |
| Reclassification/transfer | - | 485,534 | - | (485,534 | ) | - |
| At 31 December 2025 | 2,191,906 | 2,609,083 | 41,398 | 696,389 | 5,538,776 |
| DEPRECIATION |
| At 1 January 2025 | 1,894,156 | 1,192,002 | 13,671 | - | 3,099,829 |
| Charge for year | 207,152 | 431,806 | 8,280 | - | 647,238 |
| Eliminated on disposal | - | (431,151 | ) | - | - | (431,151 | ) |
| At 31 December 2025 | 2,101,308 | 1,192,657 | 21,951 | - | 3,315,916 |
| NET BOOK VALUE |
| At 31 December 2025 | 90,598 | 1,416,426 | 19,447 | 696,389 | 2,222,860 |
| At 31 December 2024 | 297,750 | 1,149,252 | 27,727 | 783,650 | 2,258,379 |
| 12. | FIXED ASSET INVESTMENTS |
| Company |
| Shares in |
| group |
| undertakings |
| £ |
| COST |
| At 1 January 2025 |
| and 31 December 2025 |
| PROVISIONS |
| At 1 January 2025 | 2,524,629 |
| Reversal of impairments | (2,135,763 | ) |
| At 31 December 2025 | 388,866 |
| NET BOOK VALUE |
| At 31 December 2025 |
| At 31 December 2024 |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 December 2025 |
| 12. | FIXED ASSET INVESTMENTS - continued |
| The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following: |
| Subsidiary |
| Registered office: 23 Hospital Fields Road, York, YO10 4DZ |
| Nature of business: |
| % |
| Class of shares: | holding |
| 2025 | 2024 |
| £ | £ |
| Aggregate capital and reserves |
| Profit for the year |
| ABS Laboratories Holdings Limited |
| Registered office: 23 Hospital Fields Road, York, YO10 4DZ |
| Nature of business: Dormant |
| % |
| Class of shares: | holding |
| Ordinary | 100.00 |
| 2025 | 2024 |
| £ | £ |
| Aggregate capital and reserves | 1 | 1 |
| ABS Laboratories Limited |
| Registered office: 23 Hospital Fields Road, York, YO10 4DZ |
| Nature of business: Dormant |
| % |
| Class of shares: | holding |
| Ordinary | 100.00 |
| 2025 | 2024 |
| £ | £ |
| Aggregate capital and reserves | 1 | 1 |
| 13. | STOCKS |
| Group |
| 2025 | 2024 |
| £ | £ |
| Raw materials | 769,906 | 577,211 |
| Goods for resale | 312,872 | 242,626 |
| 1,082,778 | 819,837 |
| . |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 December 2025 |
| 14. | DEBTORS |
| Group | Company |
| 2025 | 2024 | 2025 | 2024 |
| £ | £ | £ | £ |
| Amounts falling due within one year: |
| Trade debtors | 1,500,330 | 2,383,356 |
| Amounts owed by group undertakings | - | - |
| Other debtors | 493 | 492 |
| Tax | 578,225 | 1,079,532 |
| VAT | 46,765 | 103,760 |
| Prepayments and accrued income | 1,270,047 | 1,224,074 |
| 3,395,860 | 4,791,214 |
| Amounts falling due after more than one year: |
| Amounts owed by group undertakings | 6,845,776 | 6,650,046 |
| Aggregate amounts | 10,241,636 | 11,441,260 |
| Amounts owed to the group by group undertakings relate to amounts owed by a fellow subsidiary of the group's immediate parent company. |
| Amounts owed to the company by group undertakings relate to amounts owed by the company's direct subsidiary. |
| 15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| Group | Company |
| 2025 | 2024 | 2025 | 2024 |
| £ | £ | £ | £ |
| Trade creditors | 1,476,535 | 1,463,805 |
| Amounts owed to group undertakings | 2,480,624 | 2,855,649 |
| Social security and other taxes | 194,982 | 152,082 |
| Other creditors | 64,691 | 61,610 |
| Accruals and deferred income | 989,665 | 914,342 |
| 5,206,497 | 5,447,488 |
| Amounts owed to the group by group undertakings relate to amounts owed to the group's immediate parent company and a fellow subsidiary of that parent company. |
| Amounts owed to the company by group undertakings relate to amounts owed to the company's parent undertaking. |
| 16. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| Group | Company |
| 2025 | 2024 | 2025 | 2024 |
| £ | £ | £ | £ |
| Amounts owed to group undertakings | 14,767,654 | 14,767,652 | 14,767,653 | 14,767,653 |
| The amounts owed to group undertakings fall due for repayment on 3 March 2026, however assurances have been received from the parent company that a longer repayment period will be facilitated if required. |
| 17. | LEASING AGREEMENTS |
| Minimum lease payments fall due as follows: |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 December 2025 |
| Group |
| Non-cancellable |
| operating leases |
| 2025 | 2024 |
| £ | £ |
| Within one year | 548,673 | 471,123 |
| Between one and five years | 804,552 | 978,607 |
| 1,353,225 | 1,449,730 |
| 18. | PROVISIONS FOR LIABILITIES |
| Group |
| 2025 | 2024 |
| £ | £ |
| Deferred tax |
| Accelerated capital allowances | 391,956 | 417,052 |
| Group |
| Deferred |
| tax |
| £ |
| Balance at 1 January 2025 | 417,052 |
| Accelerated capital allowances | (25,096 | ) |
| Balance at 31 December 2025 | 391,956 |
| 19. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2025 | 2024 |
| value: | £ | £ |
| Ordinary | £1 | 3,547,457 | 3,547,457 |
| Shares carry equal voting rights and each share also ranks equally in regards to dividend payments or any other distribution, including a distribution arising from the winding up of the company. |
| 20. | RESERVES |
| The retained earnings includes all current and prior period retained profits and losses. |
| 21. | PENSION COMMITMENTS |
| The pension cost charge represents contributions payable by the company to the scheme and amounted to £556,759 (2024 - £496,130). The balance outstanding at the year end was £62,679 (2024 - £54,767). |
| 22. | CAPITAL COMMITMENTS |
| 2025 | 2024 |
| £ | £ |
| Contracted but not provided for in the |
| financial statements | - | 397,721 |
| ACM GLOBAL CENTRAL LABORATORY OPERATIONS |
| LIMITED (REGISTERED NUMBER: 06809803) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| for the year ended 31 December 2025 |
| 23. | RELATED PARTY DISCLOSURES |
| Entities with control, joint control or significant influence over the entity |
| 2025 | 2024 |
| £ | £ |
| Sales | 11,260,817 | 13,499,363 |
| Purchases | 3,582,779 | 1,866,138 |
| Interest payable at 4% | 590,706 | 592,324 |
| Amount due from related party within one year | 2,210,380 | 2,409,210 |
| Amount due to related party falling due after more than one year | 14,767,652 | 14,767,652 |
| Amount due to related party falling due within one year | 5,854,071 | 5,263,365 |
| Other related parties |
| 2025 | 2024 |
| £ | £ |
| Sales | 514,983 | 206,552 |
| Purchases | 305,380 | 305,053 |
| Interest receivable | 222,235 | 205,431 |
| Amount due from/(to) related party within one year | 5,100 | (1,494 | ) |
| Amount due from related party falling due after more than one year | 6,845,776 | 6,650,046 |
| Other related parties relates to transactions with and loans to a fellow subsidiary company of the parent company. The loans bear interest at rates between 4% and 5.7% per annum and are denominated in Singapore $. |
| 24. | ULTIMATE CONTROLLING PARTY |
| The company is a wholly owned subsidiary of ACM Medical Laboratory Inc., a company incorporated in the United States of America. |
| The parent undertaking of the largest group for which consolidated accounts are prepared is Rochester Regional Health of 100 Kings Highway South, Rochester, New York 14617, a company incorporated in the United States of America. |
| In the opinion of the director, the company's ultimate parent company and ultimate controlling party is Rochester Regional Health. |