REGISTERED NUMBER: 00371191 (England and Wales)

Financial Statements

For The Year Ended

31 December 2025

for

DIDSBURY ENGINEERING CO LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

Mr T Ghigi

Mr M R Linder

REGISTERED OFFICE:

Unit 1b Lower Meadow Road

Brooke Park

Handforth

Wilmslow

Cheshire

SK9 3LP

REGISTERED NUMBER:

00371191 (England and Wales)

SENIOR STATUTORY AUDITOR:

Steven John Collings FCCA

AUDITORS:

Leavitt Walmsley Associates Limited

Chartered Certified Accountants and

Statutory Auditors

8 Eastway

Sale

Cheshire

M33 4DX

FIXED ASSETS

Intangible assets

4

87,255

-

Tangible assets

5

175,884

323,653

Investments

6

-

-

263,139

323,653

CURRENT ASSETS

Stocks

7

1,362,682

730,772

Debtors

8

4,458,259

4,026,876

Cash at bank and in hand

2,329,237

1,432,403

8,150,178

6,190,051

CREDITORS

Amounts falling due within one year

9

1,290,167

867,138

NET CURRENT ASSETS

6,860,011

5,322,913

TOTAL ASSETS LESS CURRENT LIABILITIES

7,123,150

5,646,566

PROVISIONS FOR LIABILITIES

43,409

30,377

NET ASSETS

7,079,741

5,616,189

CAPITAL AND RESERVES

Called up share capital

82,000

82,000

Retained earnings

11

6,997,741

5,534,189

7,079,741

5,616,189

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 Profit and Loss Account has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 10 March 2026 and were signed on its behalf by:

Mr T Ghigi - Director

1.	STATUTORY INFORMATION

Didsbury Engineering Co 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 presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with the provisions of FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Preparation of consolidated financial statements

The financial statements contain information about Didsbury Engineering Co Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Lifco AB, Verkmastaregatan 1, 745 85 Enkoping, Sweden.

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 company's policy of revenue recognition is to recognise a sale when the contractual obligations to the customer have been fulfilled. This usually arises on satisfactory completion of the work and dispatch of the goods to the customer.

Intangible assets

Development costs in respect of internally developed projects follow group policy and are written off to profit and loss as incurred.

Software costs are initially recognised at cost and are subsequently measured at cost less amortisation less any applicable 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.

Short leasehold

-

at varying rates on cost

Plant and machinery

-

at varying rates on cost

Computer equipment

-

at varying rates on cost

Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses. Cost includes costs which are directly attributable in bringing the asset to its location and condition so that it is capable of operating in the manner intended by management.

Residual values used in the calculation of depreciable amount are the expected amounts which would currently be obtained from disposal of assets, after deducting the estimated costs of disposal, if the assets were already of the age and in the condition expected at the end of their useful lives.

Profits and losses on the disposal of fixed assets are included in the calculation of profit for the period.

The directors assess the company's tangible assets for evidence of impairment at each reporting date. Where there are indicators of impairment, the directors calculate recoverable amount of the asset(s) and compare this with the carrying amount. If recoverable amount is lower than carrying amount, the asset is written down to recoverable amount by way of an impairment loss which is recognised in profit or loss for the period. Impairment losses are reversed when there is evidence that the reasons giving rise to the original impairment have ceased to apply. Impairment losses are reversed through profit and loss but only to the extent that the reversal does not increase the carrying amount of the asset to the amount which would have been stated, net of depreciation, had no impairment loss been recognised.

Assets under construction

Assets under construction are initially measured at cost and are recognised in respect of assets that qualify for recognition under FRS 102, Section 17 'Property, Plant and Equipment' or Section 18 'Intangible Assets other than Goodwill'. No depreciation or amortisation is charged on assets under construction as the asset has not been brought into use.

Stocks

Stocks are valued at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, freight, irrecoverable taxes and costs of conversion and other directly attributable costs which are incurred by the entity in bringing the stock to its present location and condition. The cost methodology employed by the entity is the first-in first-out method.

Allowances for obsolete and slow-moving items are provided for, where appropriate. Such allowances are recognised in profit or loss.

Financial instruments

The company has elected to apply (where applicable) the provisions of FRS 102, Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' to all of its financial instruments.

Financial instruments are recognised when the company becomes a party to the contractual provisions of the instrument.

Financial assets are offset, with 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 trade debtors, other debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently measured at amortised cost using the effective interest rate. The exception to this would be where the arrangement constitutes a financing transaction - in which case, the financial asset is measured at the present value of the future receipts discounted at a market rate of interest.

Impairment of financial assets

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

Financial assets are impaired when 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. All impairment losses are recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed the carrying amount that would have been recognised had the impairment not previously been recognised. Impairment reversals are recognised in profit or loss.

Derecognition of financial assets

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 a third party which is able to sell the asset in its entirety to an unrelated party.

Classification of financial liabilities

Financial liabilities (and equity instruments) are classified depending on the substance of the contractual arrangements entered into.

Basic financial liabilities

Basic financial liabilities, including trade creditors, other creditors and accruals, are initially recognised at transaction price unless the arrangement constitutes a financing arrangement, where the debt instrument is then measured at the present value of the future payments discounted at a market rate of interest.

Debt instruments are subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

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

Equity instruments

Equity instruments issued by the company are recorded at the fair value of 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.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Profit and Loss Account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

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. Deferred tax is calculated using timing difference plus approach.

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.

Leasing commitments

Operating lease rentals are charged to profit and loss on a straight-line basis over the period of the lease.

Pension costs and other post-retirement benefits

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

Employee benefits

Short-term employee benefits are measured at the undiscounted amount expected to be paid in exchange for the employee's services to the company. Where employees have accrued short-term benefits which the entity has not paid by the balance sheet date, an accrual is recognised within creditors: amounts falling due within one year with an associated expense in profit or loss.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 42 (2024 - 42 ) .

4.	INTANGIBLE FIXED ASSETS

Software

costs

£

COST

At 1 January 2025

68,490

Additions

10,259

Reclassification/transfer

94,649

At 31 December 2025

173,398

AMORTISATION

At 1 January 2025

68,490

Amortisation for year

17,653

At 31 December 2025

86,143

NET BOOK VALUE

At 31 December 2025

87,255

At 31 December 2024

-

5.	TANGIBLE FIXED ASSETS

Asset

Short

under

Plant and

Computer

leasehold

construction

machinery

equipment

Totals

£

£

£

£

£

COST

At 1 January 2025

279,371

94,649

428,466

163,424

965,910

Additions

9,000

-

1,895

4,042

14,937

Disposals

-

-

-

(666

)

(666

)

Reclassification/transfer

-

(94,649

)

-

-

(94,649

)

At 31 December 2025

288,371

-

430,361

166,800

885,532

DEPRECIATION

At 1 January 2025

122,632

-

361,311

158,314

642,257

Charge for year

47,406

-

15,060

5,591

68,057

Eliminated on disposal

-

-

-

(666

)

(666

)

At 31 December 2025

170,038

-

376,371

163,239

709,648

NET BOOK VALUE

At 31 December 2025

118,333

-

53,990

3,561

175,884

At 31 December 2024

156,739

94,649

67,155

5,110

323,653

6.	FIXED ASSET INVESTMENTS

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Didsbury Engineering Inc

Registered office: 125 Southwestern Boulevard, Coppell, Texas, US.

Nature of business: Engineering

As at 31 December 2025, no shares had been legally issued by Didsbury Engineering Inc. Control has been presumed to exist by virtue of the fact that Didsbury Engineering UK can appoint and remove the majority of the board and it was agreed that a controlling shareholding will be issued once the shares have been legally issued in the US.

Aggregate loss for the period: (£641,486).

7.

STOCKS

31.12.25

31.12.24

£

£

Stocks

1,229,206

699,997

Work-in-progress

133,476

30,775

1,362,682

730,772

8.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

£

Trade debtors

2,583,309

3,674,771

Amounts owed by group undertakings

1,419,964

-

Other debtors

101,260

131,697

Tax

109,042

41,344

Deferred tax

-

27,980

VAT

143,746

-

Prepayments

100,938

151,084

4,458,259

4,026,876

Amounts owed by group undertakings represent a loan made to Didsbury Engineering Inc. At the balance sheet date no formalised repayment schedule had been agreed and hence the loan has been treated as being repayable on demand. See also note 13.

9.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

£

Trade creditors

326,828

193,803

Social security and other taxes

50,234

42,055

VAT

-

194,743

Other creditors

602,875

170,015

Accrued expenses

310,230

266,522

1,290,167

867,138

10.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

31.12.25

31.12.24

£

£

Within one year

152,356

152,431

Between one and five years

258,655

399,470

411,011

551,901

11.

RESERVES

Retained

earnings

£

At 1 January 2025

5,534,189

Profit for the year

2,213,552

Dividends

(750,000

)

At 31 December 2025

6,997,741

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

The Report of the Auditors was unqualified.

Steven John Collings FCCA (Senior Statutory Auditor)

for and on behalf of Leavitt Walmsley Associates Limited

13.	RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of FRS 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.

At 31 December 2025, there was a loan outstanding to Didsbury Inc, a company under the control of Didsbury Engineering Co Ltd. The value of this loan (presented in current assets) is £1,419,964. At the year end, there was no mandatory repayment schedule and so this loan has been recognised as a current asset due to its on-demand feature. Interest on this loan commences on 2 June 2026. As of 31 December 2025, no amounts had been waived or written off.

14.	FRC ETHICAL STANDARD - PROVISIONS AVAILABLE FOR SMALL ENTITIES

In common with many other businesses of our size and nature we use our auditors to prepare and submit returns to the tax authorities and assist with the preparation of the financial statements.

15.	ULTIMATE CONTROLLING PARTY AND ULTIMATE PARENT COMPANY

The ultimate controlling party is Lifco AB.

These financial statements are consolidated with those of LIFCO AB.

The address of the ultimate controlling party is:

Verkmastaregatan 1

ENKOPING 745 85

Sweden

SWE