REGISTERED NUMBER: 15240471 (England and Wales)

Britmet Group Holdings Limited

Group Strategic Report,

Report of the Directors and

Consolidated Financial Statements

for the Year Ended 31 December 2025

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

5

Consolidated Statement of Comprehensive Income

8

Consolidated Balance Sheet

9

Company Balance Sheet

10

Consolidated Statement of Changes in Equity

11

Company Statement of Changes in Equity

12

Consolidated Cash Flow Statement

13

Notes to the Consolidated Cash Flow Statement

14

Notes to the Consolidated Financial Statements

15

DIRECTORS:

L D Attley

J Attley

REGISTERED OFFICE:

Kingfisher House

Unit 17

Overthorpe Road

Banbury

Oxfordshire

OX16 4SX

REGISTERED NUMBER:

15240471 (England and Wales)

AUDITORS:

Moffat Gilbert

Unit 12

Shottery Brook Office Park

Timothy's Bridge Road

Stratford upon Avon

Warwickshire

CV37 9NR

The directors present their strategic report of the company and the group for the year ended 31 December 2025.

REVIEW OF BUSINESS

The principal activity of the Company is the holding and management of investments within the Britmet Group.

During the year, the Company continued to provide strategic direction and oversight across the Group, supporting the long-term development of its subsidiary undertakings. The Group remained financially robust and continued to invest in its people, operational capabilities and business systems to strengthen its market position and support future growth.

The Company maintained a strong investment position throughout the year and continued to fulfil its role in overseeing the governance, financial management and strategic direction of the wider Group. The Directors remain confident that the Group is well positioned to respond to changing market conditions whilst continuing to deliver sustainable long-term growth.

PRINCIPAL RISKS AND UNCERTAINTIES

As the ultimate holding company, the principal risks faced by the Company are those affecting the performance of its subsidiary undertakings. These include fluctuations in UK construction activity, volatility in raw material prices, supply chain disruption, changes in the regulatory environment and wider economic uncertainty.

The Board continually monitors these risks through regular review of financial performance, strategic planning, investment decisions and governance processes, ensuring the Group remains well positioned to respond to both opportunities and challenges.

LIQUIDITY RISK

The Company maintains sufficient financial resources to meet its obligations and support the strategic objectives of the Group. The Directors regularly review the financial position of the Group and remain satisfied that adequate resources are available to support future operations and planned investment.

DEVELOPMENT AND PERFORMANCE

The Company will continue to focus on supporting the long-term development of the Group through strong corporate governance, prudent financial management and strategic investment. Continued emphasis will be placed on operational efficiency, sustainable profitability and the creation of long-term shareholder value.

KEY PERFORMANCE INDICATORS

The Directors assess the performance of the Company through the financial performance and strategic development of the Group. Key indicators monitored include:

- Group profitability

- Investment performance

- Cash generation

- Balance sheet strength

- Net asset value

- Long-term shareholder value

These measures support informed decision-making and provide an effective assessment of the overall financial health and sustainability of the Group.

OUTLOOK

Whilst the Directors remain mindful of ongoing economic uncertainty and inflationary pressures affecting the construction sector, the Group enters 2026 from a position of financial strength. Continued investment in people, technology and operational efficiency is expected to support sustainable growth and enhance long-term shareholder value.

ON BEHALF OF THE BOARD:

J Attley - Director

4 August 2026

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

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2025.

DIRECTORS

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

L D Attley

J Attley

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group 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 the group and of the profit or loss of the group 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

AUDITORS

The auditors, Moffat Gilbert, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

J Attley - Director

4 August 2026

Opinion

We have audited the financial statements of Britmet Group Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated 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 group's and of the parent company affairs as at 31 December 2025 and of the group's profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the 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 group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the 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 Group 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 Group 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 Group 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

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

-	certain disclosures of 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 Statement of Directors' Responsibilities 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 group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent 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:

We carried out discussions with management to obtain an understanding of the controls and procedures undertaken within the group. We then assessed the areas at risk of material misstatement and designed and performed tests to ensure that the procedures are being adhered to and the controls are being maintained.

We identified three main areas where material irregularities may arise which are: management override, revenue recognition and the stock valuation.

In terms of management override, which could occur in order to reach optimum results for the purposes of bonuses and future credit ratings, we place reliance on our independent reconciliation of Balance Sheet accounts with external documentation, review and testing of journal entries and the review of accounting estimates for comparability and reasonableness of methodology.

There is a risk that revenue could be misstated due to cut off errors or erroneous provision levels. We review post balance sheet data to independently assess required provision levels to obtain evidence that the provisions held within the financial statements are not materially misstated.

The stock is a high value asset with significant risk of misstatement due to: cut off errors, applied levels of pricing and the provision levels for slow moving and obsolete stock items.We design our audit tests in these areas to independently calculate stock prices to compare to those included within the stock valuation at the year end and covered 45.53% of the stock valuation in this process. We also review usage levels of components and sales of finished products to assess the company's provision for slow moving and obsolete stock.

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.

Geoffrey Gilbert FCA (Senior Statutory Auditor)

for and on behalf of Moffat Gilbert

Unit 12

Shottery Brook Office Park

Timothy's Bridge Road

Stratford upon Avon

Warwickshire

CV37 9NR

4 August 2026

TURNOVER

14,733,666

15,993,746

Cost of sales

9,863,794

11,967,054

GROSS PROFIT

4,869,872

4,026,692

Administrative expenses

3,850,181

4,376,080

1,019,691

(349,388

)

Other operating income

4,329

19,762

OPERATING PROFIT/(LOSS)

4

1,024,020

(329,626

)

Other operating income

5

-

1,247,976

1,024,020

918,350

Interest receivable and similar income

24,387

15,319

1,048,407

933,669

Interest payable and similar expenses

6

21,840

35,174

PROFIT BEFORE TAXATION

1,026,567

898,495

Tax on profit

7

139,451

(76,478

)

PROFIT FOR THE FINANCIAL YEAR

887,116

974,973

OTHER COMPREHENSIVE INCOME

-

3,599,925

Income tax relating to other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

-

3,599,925

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

887,116

4,574,898

Profit attributable to:

Owners of the parent

887,116

974,973

Total comprehensive income attributable to:

Owners of the parent

887,116

4,574,898

FIXED ASSETS

Intangible assets

9

(891,989

)

(927,081

)

Tangible assets

10

3,944,285

4,012,835

Investments

11

-

-

3,052,296

3,085,754

CURRENT ASSETS

Stocks

12

2,008,961

1,927,239

Debtors

13

2,123,066

2,255,689

Cash at bank and in hand

1,498,068

1,876,741

5,630,095

6,059,669

CREDITORS

Amounts falling due within one year

14

1,884,065

3,096,876

NET CURRENT ASSETS

3,746,030

2,962,793

TOTAL ASSETS LESS CURRENT LIABILITIES

6,798,326

6,048,547

CREDITORS

Amounts falling due after more than one year

15

(605,211

)

(760,907

)

PROVISIONS FOR LIABILITIES

18

(731,025

)

(712,666

)

NET ASSETS

5,462,090

4,574,974

CAPITAL AND RESERVES

Called up share capital

19

76

76

Other reserves

20

3,599,925

3,599,925

Retained earnings

20

1,862,089

974,973

SHAREHOLDERS' FUNDS

5,462,090

4,574,974

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

J Attley - Director

FIXED ASSETS

Intangible assets

9

-

-

Tangible assets

10

-

-

Investments

11

4,627,405

4,627,405

4,627,405

4,627,405

CURRENT ASSETS

Cash in hand

1

1

CREDITORS

Amounts falling due within one year

14

422,509

340,409

NET CURRENT LIABILITIES

(422,508

)

(340,408

)

TOTAL ASSETS LESS CURRENT LIABILITIES

4,204,897

4,286,997

CREDITORS

Amounts falling due after more than one year

15

600,000

700,000

NET ASSETS

3,604,897

3,586,997

CAPITAL AND RESERVES

Called up share capital

19

76

76

Other reserves

20

3,599,925

3,599,925

Retained earnings

20

4,896

(13,004

)

SHAREHOLDERS' FUNDS

3,604,897

3,586,997

Company's profit/(loss) for the financial year

17,900

(13,004

)

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

J Attley - Director

Called up

share

Retained

Other

Total

capital

earnings

reserves

equity

£

£

£

£

Changes in equity

Issue of share capital

76

-

-

76

Total comprehensive income

-

974,973

3,599,925

4,574,898

Balance at 31 December 2024

76

974,973

3,599,925

4,574,974

Changes in equity

Total comprehensive income

-

887,116

-

887,116

Balance at 31 December 2025

76

1,862,089

3,599,925

5,462,090

Called up

share

Retained

Other

Total

capital

earnings

reserves

equity

£

£

£

£

Changes in equity

Issue of share capital

76

-

-

76

Total comprehensive income

-

(13,004

)

3,599,925

3,586,921

Balance at 31 December 2024

76

(13,004

)

3,599,925

3,586,997

Changes in equity

Total comprehensive income

-

17,900

-

17,900

Balance at 31 December 2025

76

4,896

3,599,925

3,604,897

Cash flows from operating activities

Cash generated from operations

1

211,140

2,478,283

Interest paid

(11,926

)

(21,116

)

Interest element of hire purchase payments paid

(9,914

)

(14,058

)

Tax paid

(95,412

)

(101,752

)

Net cash from operating activities

93,888

2,341,357

Cash flows from investing activities

Purchase of tangible fixed assets

(328,894

)

(200,675

)

Purchase of fixed asset investments

-

(118,754

)

Sale of tangible fixed assets

18,233

13,107

Interest received

24,387

15,319

Net cash from investing activities

(286,274

)

(291,003

)

Cash flows from financing activities

Loan repayments in year

(120,166

)

(93,917

)

Capital repayments in year

(67,299

)

(78,631

)

Amount introduced by directors

1,178

-

Amount withdrawn by directors

-

(1,141

)

Share issue

-

76

Net cash from financing activities

(186,287

)

(173,613

)

(Decrease)/increase in cash and cash equivalents

(378,673

)

1,876,741

Cash and cash equivalents at beginning of year

2

1,876,741

-

Cash and cash equivalents at end of year

2

1,498,068

1,876,741

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

Period

27.10.23

Year Ended

to

31.12.25

31.12.24

£

£

Profit before taxation

1,026,567

898,495

Depreciation charges

331,001

418,788

Loss on disposal of fixed assets

13,118

16,807

Increase in provisions

39,603

39,876

Finance costs

21,840

35,174

Finance income

(24,387

)

(15,319

)

1,407,742

1,393,821

(Increase)/decrease in stocks

(81,722

)

12,763

Decrease in trade and other debtors

136,620

149,656

(Decrease)/increase in trade and other creditors

(1,251,500

)

922,043

Cash generated from operations

211,140

2,478,283

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

1,498,068

1,876,741

Period ended 31 December 2024

31.12.24

27.10.23

£

£

Cash and cash equivalents

1,876,741

-

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

1,876,741

(378,673

)

1,498,068

1,876,741

(378,673

)

1,498,068

Debt

Finance leases

(108,038

)

67,299

(40,739

)

Debts falling due within 1 year

(120,166

)

90,999

(29,167

)

Debts falling due after 1 year

(29,167

)

29,167

-

(257,371

)

187,465

(69,906

)

Total

1,619,370

(191,208

)

1,428,162

1.	STATUTORY INFORMATION

Britmet Group Holdings 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 General Information page.

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.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

The revenue is recognised once the goods are shipped to the customer in relation to product sales. For other revenue such as rebates, the revenue is recognised in the period to which it relates.

Goodwill

The negative goodwill represents the excess of the fair value of the identifiable net assets of the acquired business over the consideration paid. The goodwill is amortised over the period in which the non-monetary assets are recovered with any remaining excess recognised in the profit and loss account over the period benefitted.

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.

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.

Freehold property

-

2% on cost

Plant and machinery

-

10% on cost

Fixtures and fittings

-

33.3% on cost and 25% on cost

Motor vehicles

-

25% on reducing balance

Computer equipment

-

33.3% on cost, 33% on reducing balance and 25% on cost

Assets in the course of construction are not depreciated.

Stocks

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

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, 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.

Hire purchase and leasing commitments

Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

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

3.	EMPLOYEES AND DIRECTORS

Period

27.10.23

Year Ended

to

31.12.25

31.12.24

£

£

Wages and salaries

2,811,203

2,878,131

Social security costs

352,602

353,506

Other pension costs

47,664

58,235

3,211,469

3,289,872

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

Period

27.10.23

Year Ended

to

31.12.25

31.12.24

Production

41

46

Management

2

3

Administration

10

12

Sales

15

9

68

70

The key management personnel of the group are also the directors of the group and hence there is no separate disclosure to be made for their remuneration in that role.