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

The company has principal activity of the manufacture of plastic packaging and is a marketing agent for a company in Germany providing plastic packaging.

The results for the year are set out on page 6.

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

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

Each director in office at the date of approval of this annual report confirms that:

• so far as the director is aware, there is no relevant audit information of which the company's auditor is unaware, and

• the director has taken all the steps that he / she ought to have taken as a director in order to make himself / herself aware of any relevant audit information and to establish that the company's auditor is aware of that information.

This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

United Kingdom 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 International Financial Reporting Standards (IFRSs) as adopted by the United Kingdom. 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, International Accounting Standard 1 requires that directors:

• properly select and apply accounting policies;

• present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

• provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and

• make an assessment of the company's ability to continue as a going concern.

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.

We have audited the financial statements of Jokey UK Limited (the 'company') for the year ended 31 December 2025 which comprise the income statement, the statement of financial position, 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 UK adopted international accounting standards.

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 loss for the year then ended;

• have been properly prepared in accordance with UK adopted international accounting standards; 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 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 prescribed by the Companies Act 2006

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

• the information given in the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the directors' report has been prepared in accordance with applicable legal requirements.

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 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:

• 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.

• the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a strategic report or in preparing the directors' report.

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.

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 obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined that the most significant are the Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice), the Companies Act 2006, and the Corporation Tax Act 2010.

• We understood how the Company is complying with those frameworks via communication with those charged with governance and the company’s outsourced finance function, together with the review of the Company’s documented policies and procedures.

• We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur by considering the key risks impacting the financial statements which were discussed and agreed by the audit team. These included risks associated with Revenue Recognition and Management override of Controls.

• Our approach included agreeing the company’s recognition of income to the terms of the underlying contract, the review of journal entries processed in the accounting records and the investigation of significant and unusual transactions identified from our review of the accounting records.

• Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved review of the reporting to the directors with respect to the application of the documented policies and procedures and review of the financial statements to ensure compliance with the reporting requirements of the Company.

There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

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.

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.

The income statement has been prepared on the basis that all operations are continuing operations.

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

Jokey UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Arkwright Road, Willowbrook North Industrial Estate, CORBY, NN17 5AE. The company's principal activities and nature of its operations are disclosed in the directors' report.

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom and with the requirements of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.

The financial statements are prepared in sterling, which is the presentational 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.

The directors have at the time of approving the financial statements, a reasonable expectation that the truecompany 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.

In its second full year of trading, the company has reported a loss of £2,449,422 (2024 loss £2,776,386) and at the balance sheet date the company had net current assets of £1,024,033, non-current liabilities of £11,483,549 and net assets of £13,422,732, (2024 net assets £8,872,155). These amounts include £11,144,295 due to group undertakings, of which £9,567,403 is due after more than one year.

The Company has successfully established a local production in the Midlands to eliminate the financial and logistical risks associated with UK customs clearance . This transition of business from the EU to the UK is a permanent and irreversible strategic shift , ensuring long term stability for our UK customer base.

Jokey UK is a cornerstone of the global Jokey Group's growth strategy. As one of only three key facilities identified for extraordinary group-level growth, the Company remains a high priority investment for the Group.

Following our outstanding operation performances and sustained market demand in the UK, the Group has committed to invest further €2,500,000 in year 2026 to expand capacity and enhance facilities.

Jokey UK limited has received written confirmation from the parent entity Jokey Gummersbach SE that the group will continue to provide financial support and the directors are satisfied that the parent and the group is in a position to offer such financial support. The directors therefore consider that the going concern basis is the appropriate basis on which to prepare the accounts.

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 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.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable.

For construction contracts, where the outcome of a contract can be estimated reliably, revenue and costs are recognised by reference to the stage of completion of the contract activity at the reporting end date. Variations in contract work, claims and incentive payments are included to the extent that the amount can be measured reliably and its receipt is considered probable.

When it is probable that total contract costs will exceed total contract turnover, the expected loss is recognised as an expense immediately.

Where the outcome of a contract cannot be estimated reliably, contract costs are recognised as expenses in the period in which they are incurred and contract revenue is recognised to the extent of contract costs incurred where it is probable that they will be recoverable.

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom and with the requirements of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.

The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:

• Manufacturing of plastic packaging, and

• Marketing agent for a company in Germany providing plastic packaging

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

In the current year the directors do not consider that the intangible asset has been impaired as the income derived exceeds the directly attributable and likely apportionable costs.

Amortisation 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:

Software 33.33% Straight Line

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

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:

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 recognised in the income statement.

At each reporting 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.

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment annually, and whenever there is an indication that the asset may be impaired.

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.

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.

Inventories 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 inventories to their present location and condition.

Inventories held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

Net realisable value is the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.

Cash and cash equivalents 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.

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

Financial assets with fixed or determinable payments and fixed maturity dates that the Company has the positive intent and ability to hold to maturity are classified as held to maturity investments.

Held to maturity investments are measured at amortised cost using the effective interest method less any impairment, with revenue recognised on an effective yield basis.

The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.

Trade receivables, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as loans and receivables. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.

Interest is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.

Debt instruments are classified as financial assets measured at fair value through other comprehensive income where the financial assets are held within the company’s business model whose objective is achieved by both collecting contractual cash flows and selling financial assets, and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

A debt instrument measured at fair value through other comprehensive income is recognised initially at fair value plus transaction costs directly attributable to the asset. After initial recognition, each asset is measured at fair value, with changes in fair value included in other comprehensive income. Accumulated gains or losses recognised through other comprehensive income are directly transferred to profit or loss when the debt instrument is derecognised.

Financial assets classified as available for sale are measured at fair value with gains and losses arising from changes in fair value recognised in other comprehensive income. Where an AFS financial asset is disposed of or determined to be impaired, the cumulative gain or loss previously recognised in other comprehensive income is reclassified to profit or loss.

Dividends and interest earned on AFS financial assets are included in the investment income line item in the statement of comprehensive income.

Financial assets carried at amortised cost and FVOCI are assessed for indicators of impairment at each reporting end date.

The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.

For trade receivables, the simplified approach permitted by IFRS 9 is applied, which requires expected lifetime losses to be recognised from initial recognition of the receivables.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.

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

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.

A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability. A derivative is presented as a non-current asset or liability if the remaining maturity of the instrument is more than 12 months and it is not expected to be realised or settled within 12 months. Other derivatives are classified as current.

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

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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.

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary 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.

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 inventories or non-current 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.

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

At inception, the company assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the company recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within property, plant and equipment, apart from those that meet the definition of investment property.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently adjusted for remeasurements of the lease liability and applies the relevant cost model, fair value model or revaluation model as set out within the accounting policies for the applicable asset class. Where the cost model is applied, the asset is depreciated from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term, and is periodically reduced by impairment losses, if any.

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the company's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the company is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

The lease liability is measured at amortised cost using the effective interest method. It is reassessed at each financial period end to reflect lease modifications and any changes to the factors considered at initial measurement, as set out above. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

The company has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.

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.

An analysis of the company's revenue is as follows:

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

Their aggregate remuneration comprised:

The charge for the year can be reconciled to the loss per the income statement as follows:

Intangible asset Impairment review

Commercial agency agreement

The company’s Commercial agency agreement is an intangible asset with an indefinite life. The income under this agreement arises from arrangements with other group companies to sell their products in the United Kingdom market and that these sales will earn commissions for the company. It is not anticipated that the sales under this arrangement will cease in the foreseeable future. The intangible asset was reviewed for impairment and remains at £509,316 based on its reasonable financial return (in excess for 15% for the year).

Property, plant and equipment includes right-of-use assets, as follows:

Trade receivables disclosed above are classified as loans and receivables and are therefore measured at amortised cost.

The directors consider that the carrying amount of trade and other receivables is approximately equal to their fair value.

The directors consider that the carrying amount of trade and other receivables differs from fair value as follows:

No significant receivable balances are impaired at the reporting end date.

The company has the following loan agreements

Loans from Parent entity Jokey Gummersbach SE;

• Loan agreement number 3 of £1,000,000 fixed term loan agreement ending 31 March 2030 , with anticipated redemption allowed at anytime. The first two years until 31 March 2025 are redemption free. The loan will be repaid in 20 equal quarterly instalments, starting 1 April 2025, and ending on 31 March 2030. Interest is charged at the rate of 4.50% pa, which is payable at the end of each quarter. £50,000 of the principal was repaid on 26 March 2025, and the balance of £950,000 was settled by converting into 950,000 £1 Ordinary shares of 4 July 2025.

• Loan agreement number 4 of £1,000,000 fixed term loan agreement ending 30 September 2030 , with anticipated redemption allowed at anytime. The first two years until 30 September 2025 are redemption free. The loan will be repaid in 20 equal quarterly instalments, starting 1 October 2025, and ending on 30 September 2030. Interest is charged at the rate of 5.50% pa, which is payable at the end of each quarter. This loan was fully settled by converting into 1,000,000 £1 Ordinary shares on 4 July 2025.

• Loan agreement number 5 of £1,000,000 fixed term loan agreement ending 31 December 2030 , with anticipated redemption allowed at anytime. The first two years until 31 December 2025 are redemption free. The loan will be repaid in 20 equal quarterly instalments, starting 1 January 2026, and ending on 31 December 2030. Interest is charged at the rate of 5.50% pa, which is payable at the end of each quarter. This loan was settled fully by converting into1,000,000 £1 Ordinary shares on 4 July 2025.

• Loan agreement number 6 of £2,000,000 fixed term loan agreement ending 31 December 2030 , with anticipated redemption allowed at anytime. The first two years until 31 December 2025 are redemption free. The loan will be repaid in 20 equal quarterly instalments, starting 1 January 2026, and ending on 31 December 2030. Interest is charged at the rate of 5.50% pa, which is payable at the end of each quarter. This loan was settled fully by converting into 2,000,000 £1 Ordinary shares on 4 July 2025.

• Loan agreement number 7 of £1,000,000 fixed term loan agreement ending 30th September 2030 , with anticipated redemption allowed at anytime. The first year until 30th September 2025 is redemption free. The loan will be repaid in 20 equal quarterly instalments, starting 1 October 2025, and ending on 30th September 2030. Interest is charged at the rate of 5.25% pa, which is payable at the end of each quarter. This loan was settled fully by converting into 1,000,000 £1 Ordinary shares on 4 July 2025.

• Loan agreement number 8 of £2,000,000 fixed term loan agreement ending 31st December 2031 , with anticipated redemption allowed at anytime. The first two year until 31st December 2026 are redemption free. The loan will be repaid in 20 equal quarterly instalments, starting 1 January 2027, and ending on 31st December 2031. Interest is charged at the rate of 4.75% pa, which is payable at the end of each quarter. On 4 July 2025, the loan amount of £1,050,000 was converted to 1,050,000 £1 Ordinary shares, leaving a loan balance £950,000 to be repayable as per the loan agreement. During the year ended 31 December 2025, total interest of £37,193 was paid up.

• Loan agreement number 9 of £1,000,000 fixed term loan agreement ending 31st December 2031 , with anticipated redemption allowed at anytime. The first two year until 30th September 2027 are redemption free. The loan will be repaid in 20 equal quarterly instalments, starting 31st December 2027 , and ending on 30th September 2032. Interest is charged at the rate of 4.00% pa, which is payable at the end of each quarter. During the year ended 31 December 2025, interest of £11,671.23, was paid up.

For the 2 remaining loans 8 and 9 above, the parent entity has the right to demand securities from the company. Jokey UK Limited explicitly agrees to give reasonable securities as requested by the parent. The parent entity will not request or demand repayment in full of the loan within the next 12 months from the balance sheet date. Changes to the loan agreement should be made in writing.

Loans from fellow group undertaking Jokey SE;

• Loan agreement 1 of Euro 1,000,000 fixed term loan agreement ending on 30 September 2029. The loan will be repaid in 20 equal quarterly instalments, starting 30 September 2024, and ending on 30 September 2029. Interest is charged at the rate of 5.50% pa, which is payable at the end of each quarter. During the year ended 31 December 2025, the Group repaid Euro 200,000 of principal and recognised Euro 45,122.92 in interest expense.

• Loan agreement 2 of Euro 2,000,000 fixed term loan agreement ending on 31 December 2029.The loan will be repaid in 20 equal quarterly instalments of Euro 100,000, starting 31 December 2024, and ending on 31 December 2029. Interest is charged at the rate of 5.50% pa, which is payable at the end of each quarter. During the year ended 31 December 2025, the Group repaid Euro 400,000 of principal and recognised Euro 96,188.89 in interest expense.

• Loan agreement 3 of Euro 1,000,000 fixed term loan agreement ending on 31 December 2029. The loan will be repaid in 20 equal quarterly instalments of Euro 50,000, starting 31 December 2024, and ending on 31 December 2029. Interest is charged at the rate of 5.50% pa, which is payable at the end of each quarter. During the year ended 31 December 2025, the Group repaid Euro 200,000 of principal and recognised Euro 48,025.69 in interest expense.

• Loan agreement 4 of Euro 2,000,000 fixed term loan agreement ending on 31 December 2029.The loan will be repaid in 20 equal quarterly instalments of Euro 100,000, starting 31 March 2025, and ending on 31 December 2029. Interest is charged at the rate of 5.50% pa, which is payable at the end of each quarter. During the year ended 31 December 2025, the Group repaid Euro 400,000 of principal and recognised Euro 100,634.72 in interest expense.

• Loan agreement 5 of £509,316 fixed term loan agreement ending on 30 June 2029. The loan will be repaid in 19 equal quarterly instalments of £25,465 and 20th instalment of £25,481, starting 30 September 2024, and ending on 30 June 2029. Interest is charged at the rate of 5.50% pa, which is payable at the end of each quarter. During the year ended 31 December 2025, the Group repaid £280,115 of principal and recognised £17,733.71in interest expense.

• Loan agreement 6 of Euro 1,500,000 fixed term loan agreement ending on 31 December 2029. The loan will be repaid in 20 equal quarterly instalments of Euro 75,000, starting 31 March 2025, and ending on 31 December 2029. Interest is charged at the rate of 5.25% pa, which is payable at the end of each quarter. During the year ended 31 December 2025, the Group repaid Euro 300,000 of principal and recognised Euro 72,756.26 in interest expense.

• Loan agreement 7 of Euro 700,000 fixed term loan agreement ending on 30 June 2030. The loan will be repaid in 20 equal quarterly instalments of Euro 35,000, starting 30 September 2025, and ending on 30 June 2030. Interest is charged at the rate of 5% pa, which is payable at the end of each quarter. During the year ended 31 December 2025, the Group repaid Euro 70,000 of principal and recognised Euro 34,528.47 in interest expense.

• Loan agreement 8 of Euro 500,000 fixed term loan agreement ending on 30 June 2030 .The loan will be repaid in 20 equal quarterly instalments of Euro 25,000, starting 30 September 2025, and ending on 30 June 2030. Interest is charged at the rate of 4.75% pa, which is payable at the end of each quarter. During the year ended 31 December 2025, the Group repaid Euro 50,000 of principal and recognised Euro 23,430.03.

• Loan agreement 9 of Euro 2,000,000 fixed term loan agreement ending on 31 December 2031.The loan will be repaid in 20 equal quarterly instalments of Euro 100,000, starting 31 March 2027, and ending on 31st December 2031. Interest is charged at the rate of 4.75% pa, which is payable at the end of each quarter. During the year ended 31 December 2025, the Group recognised and paid interest expense of Euro 80,380.55.

• Loan agreement 10 of Euro 1,500,000 fixed term loan agreement ending on 30 September 2032.The loan will be repaid in 20 equal quarterly instalments of Euro 75,000, starting 31 December 2027, and ending on 30 September 2032. Interest is charged at the rate of 4.00% pa, which is payable at the end of each quarter. During the year ended 31 December 2025, the Group recognised and paid interest expense of Euro 6,533.33.

For all ten loans 1,2,3,4,5,6,7,8,9 and 10 above, Jokey SE has the right to demand securities from the company. Jokey UK Limited explicitly agrees to give reasonable securities as requested by the parent. The parent entity will not request or demand repayment in full of the loan within the next 12 months from the balance sheet date. Changes to the loan agreement should be made in writing.

Jokey UK Ltd has leased 2 motor vehicles under business contract hire -non maintained contracts for its sales team for a fixed term of 3 years.

Jokey can exercise their right to cancel the leases at any point i.e. after services commenced subject to the charges defined within the cancellation policy.

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period.

The deferred tax asset arises from taxable losses which are expected to be offset against future taxable profits. The directors consider that it is probable that future tax profits will arise based on budgets for the next four years which demonstrate the company being profitable and the deferred tax asset being reduced significantly over this period.

Deferred tax assets and liabilities are offset in the financial statements only where the company has a legally enforceable right to do so.

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.

The company is not subject to any externally imposed capital requirements.

The company is a wholly owned subsidiary undertaking of Jokey Gummersbach SE, a company incorporated in Germany.

The smallest and largest group in which the results of Jokey UK Limited are consolidated is that headed by Jokey Holding GmbH & Co KG. The consolidated accounts of this group are available to the public and may be obtained from Bundesanzeiger Verlag GmbH, Amsterdamer Strasse 192, 50735 Koln, Germany.