REGISTERED NUMBER: 05881532 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

AUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

BLUEPRINT DESIGN ENGINEERING LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

5

Income Statement

8

Other Comprehensive Income

9

Balance Sheet

10

Statement of Changes in Equity

11

Cash Flow Statement

12

Notes to the Cash Flow Statement

13

Notes to the Financial Statements

14

DIRECTORS:

Mr J R Barratt

Mr R P Sharphouse

SECRETARY:

Mr J R Barratt

REGISTERED OFFICE:

The Clock Tower Business Centre

Low Wood

Ulverston

Cumbria

LA12 8LY

REGISTERED NUMBER:

05881532 (England and Wales)

AUDITORS:

Melville & Co

17/18 Trinity Enterprise Centre

Furness Business Park

Ironworks Road

Barrow in Furness

Cumbria

LA14 2PN

BANKERS:

National Westminster Bank plc

113 Dalton Road

Barrow in Furness

Cumbria

LA14 1WY

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

Last year the company extended its trading period by 3 Months in order to move its year end from the 30 September to 31 December. Therefore, the comparatives covers a period of 65 Weeks as opposed to the usual 52 Week period.

PRINCIPAL ACTIVITY AND BUSINESS REVIEW

As with previous years, the principal activity of the company is that of design, manufacture and sales of subsea acoustic sensors and navigation equipment. The market for these products is split into the commercial sectors of underwater survey & exploration and the governmental sectors of defence and Search and Rescue. The company's products are marketed and sold internationally, both directly and through an extensive group of distributors and partners.

During the year ended 31st December 2025 the company continued to trade very successfully, albeit slightly behind the exceptional previous year. The marginal lack of growth was largely due to the particularly volatile nature of defence contracting. The turnover attributed to the company's commercial acoustic imaging and positioning products was steady. During the year the company made increased investment in its headcount, in preparation for growth next year. Towards the end of the year the company received very significant contracts which look set to produce growth in 2026.

The company continues to work with numerous partners to develop new projects and systems enhancing the company's future abilities.

The company continues to further its product portfolio and its markets by the ever-present research and development of new systems and accessories to current products.

Blueprint Subsea continues to be a wholly owned subsidiary of AION Group Srl along with its sister company SUEX Srl. This strategic partnership is furthering growth in the defence market and facilitating combined activities such as marketing and research and development projects.

KEY PERFORMANCE INDICATORS (Comparative figures are the annual equivalent)

Gross Turnover dropped from £25.18m (24) to £23.68m (25) a 6% decrease.

Gross Profit dropped from £13.82m (24) to £12.44m (25) a 10% decrease.

Gross Profit percentage dropped from 54.9% (24) to 52.5% (25) a 2.4% decrease

Net Profit after tax dropped from £7.32m (24) to £6.29m (25) a 14% decrease

Number of employees grew from 43 (24) to 52 (25) a 20.9% increase.

PRINCIPAL RISKS AND UNCERTAINTIES

Exposure to Foreign Economies

The company operates internationally but manages to mitigate the risk of exposure to foreign exchange rates by using GB Pound Sterling as its functional currency. Whilst a small percentage of the supply chain does expose the company to both EUROs and USDs this is mitigated by an almost bi-lateral amount of invoicing and the holding of bank accounts in those currencies.

Global Economic Climate

The global economic climate continues to pose an ever-present risk to the company. The company diversifies its sales across multiple market sectors and international user groups in order to manage the risk as much as possible.

Competitive Pressure

Whilst competitive pressure is constantly a risk for the company, it minimizes this risk by operating in extremely niche markets whilst constantly updating its products, keeping them as technologically advanced as possible. The company's wide spread of market sectors and the agility of its design department also minimises risk of competition.

FUTURE DEVELOPMENTS

The company continues to seek opportunities by forming strong alliances with partner companies in similar sectors, designing new and refreshed products, and by diversification into new markets.

Turnover and profitability in 2026 is expected to see significant growth. This is largely due to new contracts from the Defence market.

ON BEHALF OF THE BOARD:

Mr J R Barratt - Secretary

4 June 2026

The directors present their report with the financial statements of the company for the year ended 31 December 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of electromechanical design and manufacturing consultancy.

DIVIDENDS

An interim dividend of €11.1625 per share was paid on the Euro A Ordinary €1.00 shares on 15 August 2025. No dividends were paid on any other classes of shares.

The total distribution of dividends for the year ended 31 December 2025 will be £ 1,929,059 .

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

Mr J R Barratt

Mr R P Sharphouse

CHARITABLE DONATIONS

During the year the company paid £3,545 to UK charities.

DIRECTORS' RESPONSIBILITIES STATEMENT

The directors are responsible for preparing the Strategic Report, the Report of the Directors 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:

-	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 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director 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 company's auditors are aware of that information.

ON BEHALF OF THE BOARD:

Mr J R Barratt - Secretary

4 June 2026

Opinion

We have audited the financial statements of Blueprint Design Engineering Limited (the 'company') for the year ended 31 December 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, 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 company's affairs as at 31 December 2025 and of its 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 qualified opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, 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 Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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

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, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement set out on page four, 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 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.

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:

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.

- Enquiry of management, and those charged with governance around actual and potential litigation and claims.

- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.

- Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-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 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.

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.

Simon Oram MA FCCA (Senior Statutory Auditor)

for and on behalf of Melville & Co

17/18 Trinity Enterprise Centre

Furness Business Park

Ironworks Road

Barrow in Furness

Cumbria

LA14 2PN

4 June 2026

TURNOVER

3

23,684,981

31,480,502

Cost of sales

11,240,739

14,207,533

GROSS PROFIT

12,444,242

17,272,969

Administrative expenses

4,202,929

5,060,801

OPERATING PROFIT

5

8,241,313

12,212,168

Income from fixed asset investments

7

3,021

726

Interest receivable and similar income

8

7,863

41,638

10,884

42,364

8,252,197

12,254,532

Interest payable and similar expenses

9

7,341

-

PROFIT BEFORE TAXATION

8,244,856

12,254,532

Tax on profit

10

1,956,819

3,099,080

PROFIT FOR THE FINANCIAL YEAR

6,288,037

9,155,452

PROFIT FOR THE YEAR

6,288,037

9,155,452

OTHER COMPREHENSIVE INCOME

Purchase of own shares

-

2

Bonus share issue

-

(170,850

)

Income tax relating to components of other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

-

(170,848

)

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

6,288,037

8,984,604

FIXED ASSETS

Intangible assets

12

-

109,117

Tangible assets

13

444,748

585,757

Investments

14

30,945

30,945

475,693

725,819

CURRENT ASSETS

Stocks

15

8,321,029

7,323,636

Debtors

16

5,848,324

8,537,114

Cash at bank and in hand

8,084,289

4,846,512

22,253,642

20,707,262

CREDITORS

Amounts falling due within one year

17

2,618,611

5,618,833

NET CURRENT ASSETS

19,635,031

15,088,429

TOTAL ASSETS LESS CURRENT LIABILITIES

20,110,724

15,814,248

PROVISIONS FOR LIABILITIES

19

108,190

170,692

NET ASSETS

20,002,534

15,643,556

CAPITAL AND RESERVES

Called up share capital

20

170,940

170,940

Share premium

21

19,990

19,990

Retained earnings

21

19,811,604

15,452,626

SHAREHOLDERS' FUNDS

20,002,534

15,643,556

The financial statements were approved by the Board of Directors and authorised for issue on 4 June 2026 and were signed on its behalf by:

Mr J R Barratt - Director

Called up

share

Retained

Share

Total

capital

earnings

premium

equity

£

£

£

£

Balance at 1 October 2023

92

13,468,022

19,990

13,488,104

Changes in equity

Issue of share capital

170,848

-

-

170,848

Dividends

-

(7,000,000

)

-

(7,000,000

)

Total comprehensive income

-

8,984,604

-

8,984,604

Balance at 31 December 2024

170,940

15,452,626

19,990

15,643,556

Changes in equity

Dividends

-

(1,929,059

)

-

(1,929,059

)

Total comprehensive income

-

6,288,037

-

6,288,037

Balance at 31 December 2025

170,940

19,811,604

19,990

20,002,534

Cash flows from operating activities

Cash generated from operations

1

5,692,636

12,670,986

Interest paid

(7,341

)

-

Tax paid

(2,527,349

)

(2,060,596

)

Net cash from operating activities

3,157,946

10,610,390

Cash flows from investing activities

Purchase of intangible fixed assets

-

(111,931

)

Purchase of tangible fixed assets

(105,657

)

(347,164

)

Sale of intangible fixed assets

106,299

-

Loan to parent company

(228

)

(172,842

)

Amts due by group undertakings

1,997,592

(4,148,496

)

Interest received

7,863

41,638

Dividends received

3,021

726

Net cash from investing activities

2,008,890

(4,738,069

)

Cash flows from financing activities

Equity dividends paid

(1,929,059

)

(7,000,000

)

Net cash from financing activities

(1,929,059

)

(7,000,000

)

Increase/(decrease) in cash and cash equivalents

3,237,777

(1,127,679

)

Cash and cash equivalents at beginning of year

2

4,846,512

5,974,191

Cash and cash equivalents at end of year

2

8,084,289

4,846,512

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

Period

1.10.23

Year Ended

to

31.12.25

31.12.24

£

£

Profit before taxation

8,244,856

12,254,532

Depreciation charges

246,666

339,171

Loss on disposal of fixed assets

2,818

-

Finance costs

7,341

-

Finance income

(10,884

)

(42,364

)

8,490,797

12,551,339

Increase in stocks

(997,393

)

(2,786,197

)

Decrease in trade and other debtors

691,426

125,110

(Decrease)/increase in trade and other creditors

(2,492,194

)

2,780,734

Cash generated from operations

5,692,636

12,670,986

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2025

31.12.25

1.1.25

£

£

Cash and cash equivalents

8,084,289

4,846,512

Period ended 31 December 2024

31.12.24

1.10.23

£

£

Cash and cash equivalents

4,846,512

5,974,191

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.25

Cash flow

At 31.12.25

£

£

£

Net cash

Cash at bank and in hand

4,846,512

3,237,777

8,084,289

4,846,512

3,237,777

8,084,289

Total

4,846,512

3,237,777

8,084,289

1.	STATUTORY INFORMATION

Blueprint Design Engineering Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Change in accounting reference date

In 2024 following a restructure, the company extended its accounting reference date from the 30 September to the 31 December to bring it in line with group reporting. The comparative information is for a 15 month period.

Significant judgements and estimates

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 were the revision affects both current and future periods.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and trade discounts.

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 dispatch 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.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Computer software is being amortised evenly over its estimated useful life of ten years.

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.

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Improvements to leasehold property

- 10% on cost

Plant and machinery

- 33% on cost and 20% on cost

Fixtures and fittings

- 20% on cost

Computer equipment

- 20% on cost

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.

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Financial instruments

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.

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.

Research and development

Expenditure on research and development is written off in the year in which it is incurred.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. 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.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Going concern

At 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.

Unlisted investments

Unlisted investments are recognised in the financial statements at cost less any impairment losses. Cost includes the purchase price and any directly attributable costs of acquisition. Impairment losses are recognised when there is objective evidence that the investment has been impaired.

Leasing

Rentals paid under operating leases are charged to income as incurred.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

4.	EMPLOYEES AND DIRECTORS

Period

1.10.23

Year Ended

to

31.12.25

31.12.24

£

£

Wages and salaries

2,216,923

2,307,634

Social security costs

268,661

246,505

Other pension costs

96,618

68,231

2,582,202

2,622,370

The average number of employees during the year was as follows:

Period

1.10.23

Year Ended

to

31.12.25

31.12.24

Marketing, sales and trading

39

32

Research and development

11

9

Directors

2

2

52

43

Period

1.10.23

Year Ended

to

31.12.25

31.12.24

£

£

Directors' remuneration

200,000

250,000

Directors' pension contributions to money purchase schemes

15,290

12,500

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

2

2

Information regarding the highest paid director is as follows:

Period

1.10.23

Year Ended

to

31.12.25

31.12.24

£

£

Emoluments etc

100,000

125,000

Pension contributions to money purchase schemes

9,290

7,500

5.	OPERATING PROFIT

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

Period

1.10.23

Year Ended

to

31.12.25

31.12.24

£

£

Depreciation - owned assets

246,666

336,357

Loss on disposal of fixed assets

2,818

-

Computer software amortisation

-

2,814

Foreign exchange differences

(228,656

)

491,347

6.	AUDITORS' REMUNERATION

Period

1.10.23

Year Ended

to

31.12.25

31.12.24

£

£

Fees payable to the company's auditors for the audit of the company's financial statements

7,730

4,890

7.

INCOME FROM FIXED ASSET INVESTMENTS

Period

1.10.23

Year Ended

to

31.12.25

31.12.24

£

£

Franked investment income

3,021

726

8.

INTEREST RECEIVABLE AND SIMILAR INCOME

Period

1.10.23

Year Ended

to

31.12.25

31.12.24

£

£

Interest received

7,863

41,638

9.

INTEREST PAYABLE AND SIMILAR EXPENSES

Period

1.10.23

Year Ended

to

31.12.25

31.12.24

£

£

Statutory interest

7,341

-

10.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

Period

1.10.23

Year Ended

to

31.12.25

31.12.24

£

£

Current tax:

UK corporation tax

2,019,321

2,928,388

Deferred tax

(62,502

)

170,692

Tax on profit

1,956,819

3,099,080