The directors present the strategic report for the period ended 29 May 2025.

The company is an integral member of Transition Participations Limited (the "Group"). The directors consider that to gain an understanding of the year under review in these financial statements, it is necessary for users to understand the business review of the Group. The following is an extract from the 30 May 2025 financial statement of Transition Participations Limited.

Transition Participations Limited (the “Group”) operates as a global supplier of high-quality titanium additives, primarily serving the alloying needs of the steel industry. Its core activity lies in the production and supply of Ferro-Titanium (FeTi) manufactured using both scrap and primary titanium, with a focus on providing sacrificial titanium units for steel production.

Recognising that titanium scrap is typically of a higher specification than required by the sacrificial market, the Group has strategically expanded its capabilities into the revert market – processing titanium scrap back into high-specification materials for reintroduction into the titanium supply chain, particularly for aerospace and advanced manufacturing applications. This represents an evolution of the Group’s business model, broadening its activities beyond the traditional Ferro-Titanium market and providing greater diversification across the titanium supply chain.

With a reputation built on technical precision, material consistency, and customer service, the Group continues to serve a global industrial customer base. It is recognised, based on published third-party market reports, as the sole producer of Ferro-Titanium in the UK and Western Europe, and plans to replicate its success in the revert industry by applying the same operational principles that have driven performance in the sacrificial segment.

The Group's financial performance during the year was significantly influenced by the macroeconomic environment, particularly the ongoing conflict in Ukraine and the associated sanctions on Russian goods. As Russia is a key global producer of both primary and sacrificial FeTi, sanctions contributed to volatility in raw material pricing and availability.

Steel production across several key industrial regions remained subdued during the period, reflecting weaker construction activity, cautious manufacturing demand, and broader economic uncertainty. This environment directly reduced alloy consumption and contributed to lower trading volumes across the sector.

The Group also experienced a significant decline in Ferro-Titanium pricing during the period, with benchmark market prices reducing by approximately 25%. This had a direct and adverse impact on margins across the sector and was a primary driver of the Group’s increased operating loss.

In addition, inventory positions established during a higher pricing environment adversely affected margins as market prices declined, while reduced production volumes limited the Group’s ability to absorb fixed manufacturing costs efficiently.

In parallel, the Western Ferrotitanium supply base continued to consolidate following the closure or financial distress of several producers. Given the relatively concentrated nature of the market, such structural changes can have a direct impact on material availability, customer sourcing strategies, and pricing behaviour.

Despite these challenges, the Group leveraged its flexible procurement strategy and long-term sales arrangements to partially mitigate price shocks and capitalised on selective trading opportunities earlier in the financial year where possible.

Turnover increased to £16.374m (2024: £13.494m), primarily reflecting increased activity and stronger contribution in the revert titanium market, a segment that is less directly exposed to ferrotitanium price volatility and which provided important diversification during the period. The full-year operating result before exceptional items was a loss of £2.231m, compared to a loss of £0.370m in the previous year.

Exceptional items £0.851m (2024: £nil) during the year related to a non-cash accounting adjustment arising from a periodic review of accounting policies, undertaken to provide a clearer and more representative view of production costs and performance metrics, and had no impact on cash flows for the period.

Profit before tax fell to a loss of £3.207m (2024: £0.416m), and net assets stood at £2.893m (2024: £6.232m). The results for the year reflect a materially more challenging trading period for the Group, resulting in a significant operating loss and reduction in net asset position. Margin performance was adversely impacted by raw material price volatility, reduced production absorption, and lower alloy demand. Notwithstanding the year’s financial result, the Director believes the Group retains a resilient underlying business model supported by long-term customer relationships, an established market position, and structural supply dynamics within the Western Ferrotitanium market.

In response to the trading environment, the Group initiated a series of management actions focused on cost reduction, operational restructuring, procurement discipline, and working capital optimisation to support financial stability. These actions are intended to align the Group’s cost base with current market conditions while preserving operational capability ahead of an anticipated improvement in demand. The Group continues to benefit from a stable core customer base and favourable supply conditions within the Western Ferrotitanium market.

The Group maintained a disciplined approach to forecasting, resource planning, and client engagement throughout the year. Management continues to prioritise long-term customer relationships aligned with the Group’s strategic and operational objectives. The Director has assessed the Group’s cash flow forecasts, available banking facilities, and financing arrangements and remains satisfied that the Group has adequate resources to continue as a going concern and meet its obligations as they fall due for the foreseeable future. Trading since the period end has been consistent with management expectations. More recent trading results show a significant improvement in profitability, supported by the cost reduction, operational restructuring and strengthened procurement measures implemented by the Group.

While steel demand remained soft across parts of Europe and Asia, underlying titanium scrap generation continued to be supported by activity within the aerospace and medical sectors. Changes observed within the scrap market have been driven less by physical availability and more by evolving collection and trading structures, increasing the importance of stable supplier relationships and procurement discipline.

The continued consolidation of the Western producer base has further reinforced the importance of reliable, long-term supply arrangements for customers seeking consistency and traceability in alloy inputs.

The Group’s strategic focus remains centred on:

• Maintaining market leadership in Ferro-Titanium by continuing to deliver high-quality material aligned to strict specifications.

• Expanding its footprint in the revert titanium market by replicating the core values of precision, quality, and reliability.

• Investing in operational efficiency, including enhanced IT systems, workforce training, and plant upgrades to support long-term growth.

• Diversification and innovation through participation in sustainable material projects and emerging markets.

During the year, the Group commenced preparation for AS9100 aerospace quality certification, reflecting a continued focus on governance, traceability, and process control.

Looking ahead, the Director expects market conditions to remain sensitive to geopolitical developments and raw material dynamics in the near term. However, industry forecasts indicate a gradual recovery in steel production as inflationary pressures ease and manufacturing activity stabilises.

Given the continued consolidation of the Western Ferrotitanium producer base, even modest improvements in steel output are likely to tighten the supply-demand balance. This is expected to reinforce the importance of dependable supplier relationships, quality assurance, and traceability – areas in which the Group has continued to invest.

While short-term visibility remains limited, the Director believes the Group is appropriately positioned to navigate market volatility and respond in a controlled manner to strengthening demand as conditions normalise over the medium term.

The Group operates in a complex international trading environment and is exposed to the following principal risks:

• Geopolitical and Market Risk:
  Global events such as the war in Ukraine have directly impacted commodity pricing and titanium availability. The Group continues to monitor political developments and adjusts sourcing and pricing strategies where appropriate.

• Supply Chain and Raw Material Risk:
  While underlying titanium scrap generation remains stable, evolving collection channels and trading structures have increased the importance of direct supplier relationships. The Group mitigates this risk by maintaining diverse sourcing channels and investing in in-house processing capability.

• Customer and Credit Risk:
  A rigorous assessment framework is in place to evaluate the creditworthiness of counterparties, supporting strong receivables performance.

• Regulatory and Trade Compliance:
  Post-Brexit regulatory changes have resulted in minor impacts on customs processes and documentation, with no significant financial consequences. The Group continues to adapt its procedures in line with evolving trade requirements.

• Environmental and Health & Safety Risk:
  The Group has invested in environmentally responsible processing technologies that support operational efficiency and ESG objectives. Robust health and safety policies, combined with regular training, help minimise risk across operational sites.

The Group’s long-term sustainability strategy includes:

• Transitioning toward environmentally responsible cleaning and separation technologies.

• Reducing environmental impact and supporting circular economy principles through titanium scrap reprocessing.

• Exploring collaborative projects that promote resource efficiency, including material reuse initiatives within the aerospace sector.

These initiatives are intended to future-proof the Group’s operations while aligning with the evolving expectations of customers, regulators, and stakeholders.

On behalf of the board

The directors present their annual report and financial statements for the period ended 29 May 2025.

The results for the period are set out on page 9.

Ordinary dividends were paid amounting to £300,000. The directors do not recommend payment of a further dividend.

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

Sumer Auditco Limited were appointed as auditor to the company following BHP LLP becoming part of the Sumer Group on 31 December 2025, which required a change in audit firm to comply with applicable regulatory requirements.

In accordance with section 487(2) of the Companies Act 2006, Sumer Auditco Limited are deemed to be reappointed annually.

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

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.

In preparing these financial statements, the directors are required to:

• select suitable accounting policies and then apply them consistently;

• make judgements and accounting estimates that are reasonable and prudent; and

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

We have audited the financial statements of Transition Metals Limited (the 'company') for the period ended 29 May 2025 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity 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 United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

• give a true and fair view of the state of the company's affairs as at 29 May 2025 and of its loss for the period 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 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 strategic report and the directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and

• the strategic report and the directors' report have 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 strategic report or 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.

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.

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

• the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

• we identified the laws and regulations applicable to the company through discussions with management, and from our commercial knowledge and experience of the sector;

• we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including Companies Act 2006, taxation legislation, data protection, anti-bribery, employment and health and safety legislation;

• we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

• identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

• making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

• considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

• performed analytical procedures to identify any unusual or unexpected relationships;

• tested journal entries to identify unusual transactions;

• assessed whether judgements and assumptions made in determining accounting estimates were indicative of potential bias; and

• investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

• agreeing financial statement disclosures to underlying supporting documentation;

• enquiring of management as to actual and potential litigation and claims;

• reviewing correspondence with HMRC

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or 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.

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 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 profit and loss account has been prepared on the basis that all operations are continuing operations.

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

Transition Metals Limited is a private company limited by shares incorporated in England and Wales. The registered office is Hi-Temp Works, 480 Penistone Road, Sheffield, S6 2FU.

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.

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

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

• Section 4 ‘Statement of Financial Position’: Reconciliation of the opening and closing number of shares;

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

• Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The financial statements of the company are consolidated in the financial statements of Transition Participations Limited. These consolidated financial statements are available from its registered office, Hi-Temp Works, 480 Penistone Road, Sheffield, S6 2FU.

The company is an integral member of Transition Participations Limited (the "truegroup"). The company's financial position is very closely linked to that of the group.

The directors have carried out a comprehensive assessment of 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 has considered the group’s current financial position, detailed cash flow forecasts, projected trading performance, and the headroom available within existing financing facilities.

In forming their judgment, the directors have taken into account:

• The significant losses incurred during FY24 and FY25 and their impact on the group’s net assets and liquidity position;

• Forecast cash flows and the assumptions underlying those forecasts, including expected revenue, margin, and cost trends;

• The availability of committed banking facilities and the group’s compliance with associated covenants;

• The availability of support from the group's principal shareholder in assessing the group's ability to meet its future funding and working capital requirements.

• Prevailing and anticipated market conditions affecting demand, supply chain, and input costs; and

• The mitigating actions implemented and planned to improve profitability and cash generation.

The directors have also considered a range of downside scenarios, including sensitivities to key assumptions, to assess the potential impact on liquidity and covenant headroom. Based on this review, the directors have a reasonable expectation that the group has adequate resources to meet its obligations as they fall due for the foreseeable future, and at least for the period of twelve months from the date of approval of these financial statements. Accordingly, the financial statements continue to be prepared on a going concern basis.

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

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.

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.

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.

Cash and cash equivalents are basic financial assets and include cash in hand and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

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, 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.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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, 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 payments 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. 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.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

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 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 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.

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.

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

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.

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

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

The significant estimates and assumptions which are currently applicable are outlined below.

Stock provision

Stocks are stated at the lower of cost and net realisable value, with provisions for obsolete or slow-moving items assessed by the Directors. The key estimation uncertainty relates to future market conditions, which affect demand and selling prices. These judgments also consider historical usage patterns and product lifecycle trends, but actual outcomes may differ, potentially resulting in material adjustments to stock values in future periods.

In the period to 30 May 2025 100% (2024 - 100%) of the company's turnover was to markets outside the United Kingdom.

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

Their aggregate remuneration comprised:

The actual credit for the period can be reconciled to the expected credit for the period based on the profit or loss and the standard rate of tax as follows:

Other loans comprise debt financing provided by an invoice financing facility of £897,281 and a term loan of £10,417.

The company has granted a debenture in favour of its bankers, creating fixed and floating charges over all of the company’s assets. Creditors are secured on the freehold property held in Transition Sheffield Limited, a related company.

The company has given its bankers an intercompany guarantee in favour of the following related parties; Transition International Limited, Alloy Analysis Limited and Transition Sheffield Limited. The guarantees are limited to £500,000 for each company.

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.

The ultimate controlling party is Transition Participations Limited, a company incorporated in England and Wales.

Transition Participations Limited holds 100% of the issued share capital.