REGISTERED NUMBER: 01855453 (England and Wales)

Financial Statements for the Year Ended 31 October 2025

for

Cogent Technology Limited

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

C P Course

D J Goddard

B Sinclair

G Watling

REGISTERED OFFICE:

Dairy Farm Office

Dairy Road

Semer

Ipswich

Suffolk

IP7 6RA

REGISTERED NUMBER:

01855453 (England and Wales)

AUDITORS:

Hardcastle Burton LLP

Lake House

Market Hill

Royston

Hertfordshire

SG8 9JN

FIXED ASSETS

Tangible assets

4

667,886

841,221

CURRENT ASSETS

Stocks

5

1,344,882

2,602,244

Debtors

6

2,305,268

684,965

Cash at bank and in hand

202,908

115,054

3,853,058

3,402,263

CREDITORS

Amounts falling due within one year

7

947,222

2,007,111

NET CURRENT ASSETS

2,905,836

1,395,152

TOTAL ASSETS LESS CURRENT LIABILITIES

3,573,722

2,236,373

CREDITORS

Amounts falling due after more than one year

8

(5,057,238

)

(3,018,968

)

PROVISIONS FOR LIABILITIES

11

(116,480

)

-

NET LIABILITIES

(1,599,996

)

(782,595

)

CAPITAL AND RESERVES

Called up share capital

12

1,000

1,000

Share premium

13

56,482

56,482

Retained earnings

13

(1,657,478

)

(840,077

)

SHAREHOLDERS' FUNDS

(1,599,996

)

(782,595

)

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 16 July 2026 and were signed on its behalf by:

B Sinclair - Director

1.	STATUTORY INFORMATION

Cogent Technology 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 principle place of business is: Landguard Point Enterprise Centre, Langer Road, Felixstowe, Suffolk, IP11 2ER.

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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

These financial statements are presented in Sterling (£), which is the functional currency.

The balance sheet for 31 October 2025 shows net current assets of £2,905,836 (2024: £1,395,152) and net liabilities of £1,599,996 (2024: £782,595). The directors have reviewed the cash flow projections and lending requirements for the 12 month period from the date of approval of these financial statements. The company has obtained continued financial support from its parent company, Heathpatch Limited, who have confirmed their ability to provide financial support. The cash flow projections indicate that the company has adequate resources to continue in operational existence for the foreseeable future. In addition to the letter of support provided, there is a loan facility in place from the immediate parent company which has a maturity date of 1 November 2027 which demonstrates further support of the immediate parent company through the next twelve months. For this reason they continue to adopt the going concern basis in preparing the accounts.

Critical accounting judgements and key sources of estimation uncertainty

In applying the company's accounting policies, the directors are required to make judgements, estimates and assumptions in determining the carrying amount of assets and liabilities. The directors judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ.

The financial statements include a warranty provision, which is estimated based on the number of returns received in the 12 months following the date of these accounts. The total returns have been estimated at the net realisable value of each part. Cogent have both a legal and a constructive obligation to provide at least a 12 month warranty period to customers.

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

The directors do not believe that there have been judgements made in the process of applying the below accounting policies that have had a significant effect on amounts recognised in the financial statements. Furthermore, the directors consider that there are no areas of estimation uncertainty at the balance sheet date that have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities within the next financial year.

Stock provisions:

A provision for slow-moving and obsolete stock is recognised based on the number of years since the item was last purchased.

The company manufactures specialist products and holds certain bespoke components and parts that are specific to individual customer requirements or product lines. Specific provisions are assessed where inventory has no alternative use and cannot be sold or reused.

Warranty provisions:

A provision is recognised in respect of warranty obligations where products have been sold with an associated warranty and it is probable that the company will be required to settle claims arising from those warranties. The provision is measured at the reporting date based on management's best estimate of the expenditure required to settle the obligation.

The provision is determined with reference to specific warranty returns and claims identified at the reporting date, together with an assessment of the expected costs of rectification, replacement or settlement. Estimates are based on available evidence, including the nature of reported defects, expected resolution costs and other relevant information known at the reporting date.

Comparatives

The accounting period was shortened in the prior period to align with the new parent company. The comparative figures are for the 10 month period ended 31 October 2024.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the provision and delivery of electronic devices in the ordinary course of the company's activities. It is shown net of value added tax, returns, rebates and discounts.

The Company recognises revenue when:

- The amount of revenue can be reliably measured;

- It is probable that future economic benefits will flow to the entity;

- It has been signed off ready for delivery to the customer;

- And specific criteria has been met for each of the companies activities.

Certain contracts include performance-related income linked to the achievement of specified targets. Revenue is recognised at the reporting date based on management's best estimate of the amount expected to be recoverable.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Land and buildings

-

20% on reducing balance

Plant and machinery etc

-

Straight line over 3 years and 20% on reducing balance

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated

depreciation.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the weighted average method.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.

Financial instruments

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

Basic financial assets

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

Basic financial liabilities

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

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

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the 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 balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet 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.

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.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Defined contributions pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Trade debtors

Trade debtors are amounts due from customers for devices sold in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of the receivables

Trade creditors

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

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 74 (2024 - 110 ) .

4.	TANGIBLE FIXED ASSETS

Long

Plant and

Office

Computer

leasehold

machinery

equipment

equipment

Totals

£

£

£

£

£

COST

At 1 November 2024

325,496

1,687,319

158,388

264,105

2,435,308

Additions

-

4,128

-

-

4,128

Disposals

-

(1,100

)

-

-

(1,100

)

At 31 October 2025

325,496

1,690,347

158,388

264,105

2,438,336

DEPRECIATION

At 1 November 2024

163,203

1,096,953

96,195

237,736

1,594,087

Charge for year

32,458

118,692

12,439

13,874

177,463

Eliminated on disposal

-

(1,100

)

-

-

(1,100

)

At 31 October 2025

195,661

1,214,545

108,634

251,610

1,770,450

NET BOOK VALUE

At 31 October 2025

129,835

475,802

49,754

12,495

667,886

At 31 October 2024

162,293

590,366

62,193

26,369

841,221

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:

Plant and

machinery

£

COST

At 1 November 2024

and 31 October 2025

143,254

DEPRECIATION

At 1 November 2024

55,551

Charge for year

17,541

At 31 October 2025

73,092

NET BOOK VALUE

At 31 October 2025

70,162

At 31 October 2024

87,703

5.

STOCKS

31.10.25

31.10.24

£

£

Raw materials

1,005,312

2,442,506

Work-in-progress

319,905

136,507

Finished goods

19,665

23,231

1,344,882

2,602,244

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.10.25

31.10.24

£

£

Trade debtors

1,790,485

641,700

Prepayments and accrued income

514,783

43,265

2,305,268

684,965

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.10.25

31.10.24

£

£

Hire purchase contracts (see note 9)

29,480

27,251

Trade creditors

320,166

199,862

Amounts owed to group undertakings

-

21,118

Social security and other taxes

67,012

61,425

VAT

62,948

262,191

Other creditors

207,011

1,141,934

Accruals and deferred Income

247,606

281,386

Deferred government grants

12,999

11,944

947,222

2,007,111

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

31.10.25

31.10.24

£

£

Hire purchase contracts (see note 9)

29,405

58,885

Amounts owed to group undertakings

5,015,835

2,931,879

Deferred government grants

11,998

28,204

5,057,238

3,018,968

Included within amounts owed to group undertakings is a loan from the immediate parent company, Camden Boss Limited, of £5,015,835 (2024: £2,931,879). The amount owed to the parent company comprises of a £250,000 chattel mortgage bearing interest at 8% which is due for repayment in full by 1 November 2026. The remaining amount owed relates to loan notes, with a principal balance of £2,191,521 bearing interest at 3.25% above the Bank of England base rate and the remaining balance of £2,824,314 being interest free. The interest charge for the year was £87,846 (2024: £113,521). The entire remaining balance owed is due for repayment in full by 1 November 2027.

9.	LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Hire purchase

contracts

31.10.25

31.10.24

£

£

Net obligations repayable:

Within one year

29,480

27,251

Between one and five years

29,405

58,885

58,885

86,136

Non-cancellable

operating leases

31.10.25

31.10.24

£

£

Within one year

368,347

359,759

Between one and five years

1,304,992

64,608

1,673,339

424,367

10.	SECURED DEBTS

The following secured debts are included within creditors:

31.10.25

31.10.24

£

£

Owed to group companies

250,000

250,000

Included in the amounts owed to group companies in note 11 is a £250,000 mortgage secured over chattels held by the company. The interest rate on the mortgage is 8% and is due for repayment on 1 November 2026.

The company has entered into a Composite Accounting Agreement with an unlimited guarantee to Barclays Bank Plc dated 19 February 2021. The participating companies in this guarantee are: Camden Boss Limited, Global Machinery Solutions Limited, Nedging Hall Estate Limited, and the ultimate parent company, Heathpatch Limited. The agreement allows for interest to be set off and debit balances to be used in reducing liabilities within the Composite Accounting System.

11.	PROVISIONS FOR LIABILITIES

31.10.25

31.10.24

£

£

Other provisions

Warranty provision

116,480

-

Warranty

provision

£

Provided during year

116,480

Balance at 31 October 2025

116,480

12.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.10.25

31.10.24

value:

£

£

1,000

Ordinary

£1

1,000

1,000

13.

RESERVES

Retained

Share

earnings

premium

Totals

£

£

£

At 1 November 2024

(840,077

)

56,482

(783,595

)

Deficit for the year

(817,401

)

(817,401

)

At 31 October 2025

(1,657,478

)

56,482

(1,600,996

)

14.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Denise Lindsell FCA (Senior Statutory Auditor)

for and on behalf of Hardcastle Burton LLP

15.	PENSION COMMITMENTS

The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension charge represents contributions payable by the company to the fund and other schemes and amounted to £138,732 (2024: £182,489). Outstanding pension contributions at the end of the period totalled £13,178 (2024: £13,730).

16.	RELATED PARTY DISCLOSURES

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 subsidiaries within the group.

17.	ULTIMATE CONTROLLING PARTY

The immediate parent company is Camden Boss Limited, a company registered in England and Wales.

The ultimate parent company is Heathpatch Ltd, a company registered in England and Wales.

The largest and smallest group of undertakings for which group accounts have been drawn up is that headed by Heathpatch Limited and copies are available from the Registrar of Companies (www.companieshouse.gov.uk). There is no overall controlling party.