Independent Manager Review copy
Company registration number 01416487 (England and Wales)
REPLAY MAINTENANCE LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
PAGES FOR FILING WITH REGISTRAR
Independent Manager Review copy
REPLAY MAINTENANCE LIMITED
CONTENTS
Page
Balance sheet
1
Notes to the financial statements
2 - 10
Independent Manager Review copy
REPLAY MAINTENANCE LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 1 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
5
46,875
-
0
Tangible assets
6
712,795
632,076
759,670
632,076
Current assets
Stocks
5,610
15,335
Debtors
7
1,468,574
679,672
Cash at bank and in hand
1,831,088
2,604,259
3,305,272
3,299,266
Creditors: amounts falling due within one year
8
(2,213,289)
(2,916,401)
Net current assets
1,091,983
382,865
Total assets less current liabilities
1,851,653
1,014,941
Creditors: amounts falling due after more than one year
9
(257,612)
(186,959)
Provisions for liabilities
10
(164,548)
(152,372)
Net assets
1,429,493
675,610
Capital and reserves
Called up share capital
11
10,000
10,000
Profit and loss reserves
1,419,493
665,610
Total equity
1,429,493
675,610

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

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

The financial statements were approved by the board of directors and authorised for issue on 22 July 2026 and are signed on its behalf by:
Mr C Thomson
Director
Company registration number 01416487 (England and Wales)
Independent Manager Review copy
REPLAY MAINTENANCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
1
Accounting policies
Company information

Replay Maintenance Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit 13 Roseland Business park, Long Bennington, Newark, United Kingdom, NG23 5FF.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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

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

1.2
Going concern

The financial statements have been prepared on a going concern basis. The company is part of a wider group, and its financing arrangements are managed centrally by the group. The company’s intermediate parent, Replay Bidco Limited, holds the group’s external debt and is responsible for compliance with related covenants. At the date of approval of these financial statements the group was in compliance with the terms of the group’s banking facility. The directors have assessed the group’s ability to continue as a going concern for a period of at least twelve months from the date of approval of these financial statements. This assessment considered the group’s financial position, cash flow forecasts, and the support available from the parent company. As such, at the time of approving these financial statements, the directors have a reasonable expectation that the group and the company have adequate resources to continue in operational existence for the foreseeable future. Thus, the directors adopt the going concern basis of accounting in preparing the financial statements.true

1.3
Turnover

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

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

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

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.

Independent Manager Review copy
REPLAY MAINTENANCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 3 -
1.4
Intangible fixed assets other than goodwill

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.

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:

Customer List
Straight line over 4 years
1.5
Tangible fixed assets

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

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:

Leasehold improvements
Straight line over 5 to 10 years
Plant and equipment
Straight line over 2 to 10 years
Fixtures and fittings
Straight line over 2 to 5 years
Motor vehicles
Straight line over 2 to 5 years

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

1.6
Impairment of fixed assets

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

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

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

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

Independent Manager Review copy
REPLAY MAINTENANCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 4 -
1.7
Stocks

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

Stocks 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.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.8
Cash and cash equivalents

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

1.9
Financial instruments

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

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

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

Classification of financial liabilities

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

Basic financial liabilities

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

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

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. A m ounts 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.

Independent Manager Review copy
REPLAY MAINTENANCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 5 -
1.10
Equity instruments

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

1.11
Taxation

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

Current tax

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

Deferred tax

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

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.12
Employee benefits

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

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

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

1.13
Retirement benefits

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

1.14
Leases
As lessee

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Independent Manager Review copy
REPLAY MAINTENANCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 6 -

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

1.15
Foreign exchange

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

2
Employees

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

2025
2024
Number
Number
Total
48
46
3
Directors' remuneration
2025
2024
£
£
Remuneration paid to directors
-
0
434,290
4
Dividends
2025
2024
£
£
Final paid
-
0
2,201,000
Independent Manager Review copy
REPLAY MAINTENANCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 7 -
5
Intangible fixed assets
Customer List
£
Cost
At 1 January 2025
-
0
Additions
50,000
At 31 December 2025
50,000
Amortisation and impairment
At 1 January 2025
-
0
Amortisation charged for the year
3,125
At 31 December 2025
3,125
Carrying amount
At 31 December 2025
46,875
At 31 December 2024
-
0
6
Tangible fixed assets
Leasehold improvements
Assets under construction
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 January 2025
81,515
2,727
1,446,726
108,584
607,594
2,247,146
Additions
39,746
446
163,968
10,852
226,095
441,107
Disposals
-
0
-
0
(26,247)
-
0
(52,865)
(79,112)
At 31 December 2025
121,261
3,173
1,584,447
119,436
780,824
2,609,141
Depreciation and impairment
At 1 January 2025
63,944
-
0
1,016,800
89,288
445,038
1,615,070
Depreciation charged in the year
9,007
-
0
165,011
12,697
173,673
360,388
Eliminated in respect of disposals
-
0
-
0
(26,247)
-
0
(52,865)
(79,112)
At 31 December 2025
72,951
-
0
1,155,564
101,985
565,846
1,896,346
Carrying amount
At 31 December 2025
48,310
3,173
428,883
17,451
214,978
712,795
At 31 December 2024
17,571
2,727
429,926
19,296
162,556
632,076
Independent Manager Review copy
REPLAY MAINTENANCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
7
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
1,037,118
448,932
Corporation tax recoverable
108,001
140,802
Amounts owed by group undertakings
4,805
4,805
Other debtors
318,650
85,133
1,468,574
679,672

Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

8
Creditors: amounts falling due within one year
2025
2024
£
£
Obligations under finance leases
196,906
188,114
Trade creditors
709,526
326,017
Amounts owed to group undertakings
168,364
853,210
Taxation and social security
393,871
608,552
Other creditors
75,325
143,174
Accruals and deferred income
669,297
797,334
2,213,289
2,916,401

Amounts owed to group undertakings are unsecured, interest free and repayable on demand.

9
Creditors: amounts falling due after more than one year
2025
2024
£
£
Obligations under finance leases
257,612
186,959
10
Provisions for liabilities
2025
2024
£
£
Deferred tax liabilities
164,548
152,372
11
Called up share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
10,000
10,000
10,000
10,000
Independent Manager Review copy
REPLAY MAINTENANCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
11
Called up share capital
(Continued)
- 9 -

The Company's ordinary shares, which carry no right to fixed income, each carry the right to one vote at general meetings of the Company.

12
Charges

Charges are held in favour of YFM Private Equity Limited and Secured Fixed Income PLC (formerly Triple Point Advancr Leasing PLC) and are secured by way of a fixed and floating charge over the assets and undertakings of the company, all of which were still outstanding at the year end. At the year end the outstanding balance of guarantees held are £10,909,540.

13
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

Opinion

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.

Senior Statutory Auditor:
Mr Paul Tyler
Statutory Auditor:
Azets Audit Services
Date of audit report:
31 July 2026
14
Operating lease commitments
As lessee

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

2025
2024
£
£
Within one year
166,257
56,077
Between one and five years
444,450
27,879
After 5 years
411,921
-
0
Total commitments
1,022,628
83,956
Independent Manager Review copy
REPLAY MAINTENANCE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
15
Related party transactions

During the year Replay Maintenance Limited incurred £nil (202 4: £45,726) in respect of Directors' Remuneration on behalf of Passport365 Limited, a company with common directorship until 29 October 2024.

As permitted by FRS 102 Section 33 "Related party disclosures" the financial statements do not disclose transactions with the parent companies and fellow subsidiaries where 100% of the voting rights are wholly controlled by the group.

16
Parent company and ultimate controlling party

The immediate parent was Replay Group Limited.

The registered office of the immediate parent company is Unit 13, Roseland Business park, Long Bennington, Newark, United Kingdom, NG23 5FF.

The ultimate controlling party at the year end was YFM Equity Partners, by virtue of of their controlling interest in Replay Topco Limited and subsidiary undertakings.

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