REGISTERED NUMBER: 16013056 (England and Wales)

Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 30 April 2026

for

Apollo 2024 Topco Limited

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

8

Energy and Carbon Report forming part of the Report of the Directors

10

Independent Auditors' Report

19

Consolidated Income Statement

22

Consolidated Other Comprehensive Income

23

Consolidated Balance Sheet

24

Company Balance Sheet

25

Consolidated Statement of Changes in Equity

26

Company Statement of Changes in Equity

27

Consolidated Cash Flow Statement

28

Notes to the Consolidated Cash Flow Statement

29

Notes to the Consolidated Financial Statements

31

DIRECTORS:

K Hinton

A J Jain

R C T Parker

REGISTERED OFFICE:

Unit 1 & 2 Alfred Eley Close

Swadlincote

DE11 0WU

REGISTERED NUMBER:

16013056 (England and Wales)

AUDITORS:

RSM UK Audit LLP

Chartered Accountants and Statutory Auditor

Festival Way

Festival Park

Stoke on Trent

Staffordshire

ST1 5BB

The directors present their strategic report of the Company and the Group for the year ended 30 April 2026.

The principal activity of the Company is that of a holding company. The Group provides specialist dispensing, home delivery of medicines, nursing services, and digital health and data analytics to patients receiving treatment at home or in the community.

The Company was incorporated on 11 October 2024. The comparative period therefore runs from 15 October 2024 to 30 April 2025. As the current reporting period is the first full year of operation, the current and prior periods are not

directly comparable.

REVIEW OF BUSINESS

During the year ended 30 April 2026, the Group has continued to build on the strong operational foundation established following the acquisition of the Socius Pharma Group in October 2024. This is the first full financial year of trading under the current Group structure. Trading has been characterised by organic growth across all four service lines: specialist dispensing and home delivery of medicines, home nursing services, digital health and data analytics, and temperature-controlled transportation.

The Group generated turnover of £1,183,170k during the year ended 30 April 2026 (2025: £497,354k) As the Company was incorporated in October 2024, the prior period reported throughout this section reflects approximately six months of trading rather than a full twelve-month comparative, and accordingly the reported year-on-year movements below are not directly comparable on a like-for like basis.

On an annualised basis, the prior period turnover of £497,354k equates to approximately £994,708k, against which turnover for the current year represents growth of approximately 19%. Reflecting continued growth in Healthnet Homecare (UK) Limited and increased patient activity and order volumes across the Group's' core operations.

Gross profit increase to £63,683k (2025: £26,088k), with the gross profit margin improving to 5.4% (2025: 5.2%). As margin is expressed as a rate rather than a cumulative value, this comparison is not affected by the difference in reporting periods and reflects a genuine improvement, partially driven by a reduction in the use of 3rd party nursing.

After administrative and other costs, the Group recorded a loss before tax of £8,457k (2025: loss of £9,170k). The prior period result included a significant level of one-off transaction costs associated with the acquisition and incorporation of the company in October 2024, which are not repeated in the current year. As a result, the loss before tax is not directly comparable between periods, and the current year's result is better understood as reflecting the underlying trading performance of the Group over a full twelve-month period, free of the one -off costs that affected the prior period.

At 30 April 2026, the equity shareholders' deficit was £20,622k (2025: deficit of £9,390k). The deficit arises principally at the holding company level, reflecting the roll-up of interest on the Group's loan notes, and preference shares, rather than trading performance. This interest is accrued rather than settled in cash. The Group's trading subsidiaries remain profitable and cash generative, and the Directors do not consider the consolidated deficit to be indicative of the underlying financial health of the Group's operating businesses.

Apollo 2024 Topco Limited remains majority owned by CBPE Capital Fund X LP, and accordingly CBPE Capital LLP remains the Company's ultimate controlling entity.

The Group has established Healthnet MEA, a subsidiary in The United Arab Emirates, which provides pharmaceutical and medical device licensing and distribution in the Middle East, through local expertise, and digital care innovation.

The reported result for the year includes a goodwill amortisation charge of £9,985k (2025: £4,993k), representing a full year's amortisation of goodwill arising on the acquisition of the Socius Pharma Group. Goodwill is being amortised evenly over its estimated useful economic life of ten years. This non-cash charge is the single largest driver of any reported loss and should be read in the context of the Group's underlying operating performance.

Funding for the Group was raised through a combination of preference shares issued by the Company, loan notes and bank borrowings. At 30 April 2026, the Group had £73,152k of preference shares in issue, carrying a fixed cumulative preferential dividend at 12% per annum of issue price. Further preference dividend obligations of approximately £9,316k accrued during the year (2025: £4,486k). These are classified as a finance cost and are material to the reported loss. The preference shares are redeemable on the earlier of 29 October 2032 or a sale or listing event.

The Directors have reviewed the Group's balance sheet at 30 April 2026 and the significant movements from the prior year. Debtors increased from £125.1m to £169.7m, reflecting the growth in trading activity during the year and the associated increase in customer receivables. Creditors due within one year increased from £213.6m to £268.3m, principally as a result of the higher level of trading activity and the corresponding increase in working capital requirements. Cash balances reduced from £14.7m to £9.7m as cash was utilised to support the Group's working capital requirements and ongoing investment in the business. These movements are consistent with the significant increase in turnover during the year and have been reflected within the Group's cash flow forecasts.

The Directors have carefully considered the going concern basis of preparation, taking into account the Group's financial position, available facilities and financial forecasts through to July 2027. Further detail on the going concern assessment is provided in the Report of the Directors and in the accounting policies note to the financial statements.

PRINCIPAL RISKS AND UNCERTAINTIES

The Board continually reviews the risks and uncertainties in the marketplace and at entity level. The Company operates in a niche marketplace which is driven by the general public's healthcare needs. Whilst this remains a competitive area, the business does not necessarily face the same level of risks and uncertainties as those experienced in the wider economy.

The high cost of drugs supplied to patients continues to put pressure on working capital management through these high-growth periods. However, the balance sheet remains solvent and good cash management places the Group in a strong position to gain further market share. The principal risks include:

Operational Resilience and Business Continuity

The Group recognises the critical importance of operational resilience in ensuring the uninterrupted provision of medicines, nursing services and digital health solutions to patients and healthcare partners. Business continuity planning and scenario testing continue to be strengthened.

Regulatory and Compliance Risk

The Group operates in a highly regulated sector, requiring ongoing compliance with pharmaceutical, data protection, anti-bribery and sector-specific governance requirements. Healthnet maintains a comprehensive compliance framework, including mandatory training and a whistleblowing hotline.

Cybersecurity

As the Group increases its use of digital health platforms, protecting patient data and maintaining robust cyber defences remain key priorities. Investment in information security capabilities has continued during the year.

Financial Risk Management

The Group's operations expose it to a variety of financial risks. The Board is responsible for establishing a framework of risk management and internal controls to mitigate these risks and ensure the long-term financial stability of the business. The Board reviews risk management and internal control systems regularly, with mitigation strategies implemented at both holding company and subsidiary level.

Credit risk

The Group's credit policies aim to manage credit risk via the use of risk management tools and continuous monitoring of credit limits and trading patterns. The Group's customer base consists predominantly of NHS-funded activities, providing a high-quality counterparty profile.

Liquidity risk

Liquidity risk arises when an entity faces difficulty in meeting its financial obligations as they fall due. The Group manages this risk by maintaining robust controls over inventory purchases and ensuring timely collection of cash from customers. Invoice financing facilities remain available to support working capital needs.

Cash flow risk

The Group mitigates cash flow variability through effective working capital management and by maintaining a CID facility to support working capital needs. Cash management has remained disciplined during the year.

SECTION 172(1) STATEMENT

We recognise the importance of our wider stakeholders in delivering out strategy and business sustainability and are conscious of our responsibilities under section 172 of the Companies Act 2006.

Our customers

As a Group, our customers are at the centre of everything we do. We continue to focus on providing patients and healthcare partners with high-quality products and services at competitive prices, with an emphasis on clinical outcomes, patient safety, and service reliability.

During the year, the Directors monitored key operational and customer performance indicators, including patient volumes, service delivery, on-time deliveries, and customer feedback, to ensure service standards were maintained. Investment continued in digital health and data analytics capabilities to enhance the patient experience, improve clinical outcomes, and support healthcare partners. The Directors also oversaw the continued development of the Group's homecare services to meet increasing patient demand while maintaining high standards of quality and regulatory compliance.

Our employees

Whilst the Company itself has no direct employees, the Group's operating subsidiaries employed approximately 1,020 people during the year across its healthcare and distribution operations. The Group is committed to being a great place to work, achieved by fostering a culture where employees are empowered to make decisions within clearly defined roles and responsibilities, supported by appropriate training and development.

During the year, the Directors continued to invest in recruitment, training, and employee development to ensure the Group had the skills and resources required to support its continued growth. Regular performance reviews and one-to-one meetings were undertaken to provide feedback, set objectives and identify development opportunities. Training programmes were delivered to support both technical and professional development, including regulatory and compliance training where appropriate.

The Directors also monitored employee engagement, well being, and retention, recognising that a skilled and motivated workforce is fundamental to delivering high-quality patient care and customer service.

A broad programme of role-specific and professional training was delivered during the year. Dispensary staff undertake the Buttercups Level 3 Pharmacy Technician course as a requirement of their role and as part of their ongoing development, and staff have been further upskilled through ADCA dispensing qualifications. Professional qualifications, including CIPD and learning and development training qualifications, CIPP payroll qualifications and finance courses, have been supported, and colleagues have been given access to AI and Automation Practitioner Level 4 courses and Multi-Channel Marketing Level 3 apprenticeships.

All employees undertake annual mandatory training covering health and safety, Good Distribution Practice and pharmacovigilance, and the clinical team additionally completes mandatory clinical refresher and therapy training. Training is delivered principally through the Group's learning management system, supplemented by external providers where appropriate.

Our communities

Our Group's products, services, and people contribute positively to the communities in which we operate, including the patients and healthcare partners who rely on our homecare and distribution services. High standards of ethics and business conduct remain central to our role as a responsible corporate citizen.

Our charity strategy is built around three key pillars: Community, Care and Climate, ensuring that our charitable activities create meaningful social and environmental value while supporting our business objectives. We work with carefully selected charity partners that align with our values, focusing on community wellbeing, patient support, and positive environmental impact. Through fundraising, community investment, and direct support for local initiatives, we aim to make a measurable difference to the people and places where we operate.

A key part of our approach is encouraging colleagues to get involved through volunteering opportunities that support local schools, community groups, charities, and environmental projects. By providing employees with opportunities to give their time, skills, and expertise, we strengthen our connection with communities, enhance employee wellbeing, and create lasting social impact. Together, these activities allow us to support the causes that matter to our employees, patients, and local communities, while reinforcing our commitment to responsible and sustainable business practices.

The environment

As a Group, our products, supply chain, and operations all have an impact on the environment. We believe our policies, working practices and procedures are properly designed to prevent unreasonable risk of environmental damage, and we continually seek opportunities to improve our environmental performance. This is of relevance given the significant increase in trading and distribution activity during the year, and we remain focused on ensuring that growth in volume does not come at the expense of our environmental commitments. Further detail is provided in the Energy and Climate Report.

Our shareholders

We continue to create long-term, sustainable value for our shareholders by investing in competitiveness across our chosen markets.

Our suppliers

The Group continues to develop and strengthen its long-term partnerships with suppliers to ensure the consistent delivery of high-quality products and services to its customers. The Directors recognise that collaborative supplier relationships, supported by fair payment practices and open communication, are fundamental to maintaining a resilient supply chain and delivering excellent patient outcomes.

Payment terms are agreed with each supplier at the point of contracting and are monitored monthly. Agreed terms across the Group's principal product lines range from 30 to 90 days, with 45 days being the most common. During the year, purchases from the Group's principal suppliers totalled approximately £1,036 million, representing around 65% of total purchasing, with a spend-weighted average payment term of 51 days, compared with 53 days in the preceding period. The Directors monitor payment performance against these terms and are satisfied that the Group continues to meet its obligations to suppliers in accordance with agreed practice.

The Group's supplier base includes long-standing relationships with many pharmaceutical manufacturers, these include Biogen and Pfizer, with whom the Group has partnered for ten years since the introduction of Benepali and Enbrel respectively in 2016; Janssen (Johnson & Johnson), a partner of nine years since the introduction of Stelara in 2017; and Sanofi, Celltrion and Abbvie, each of whom has worked with the Group for eight years following the introduction of Praluent, Remsima and Humira in 2018. The continuity of these relationships supports security of supply for patients, and the Directors regard the maintenance and extension of such partnerships as a key element of the Group's resilience.

EMPLOYEES

During the year, the Directors and other members of the Group's senior management have sought to keep employees updated on and involved in the Group's strategy, performance, and future objectives. Employees have been consulted through Business Updates, Team Management Meetings and through our communications strategy on decisions that affect them.

We continued to invest in initiatives that strengthen employee engagement and foster a positive workplace culture, including regular wellbeing events, recognition programmes, team-building sessions, and professional development opportunities. We have also encouraged open communication through feedback forums and team management meetings. Employees continue to be encouraged to share in the Group's performance through the annual bonus scheme.

Diversity

The Group is proud to foster a workplace culture that values and celebrates diversity in all its forms. Our commitment to inclusion ensures that individuals of all backgrounds, identities and experiences feel respected, supported and empowered to thrive.

Disability

The Group is committed to retaining and supporting employees with disabilities throughout their employment. We actively work to identify and remove physical barriers to ensure accessibility for both current employees and prospective applicants.

The Group is accredited at Level 1 of the Disability Confident scheme. Employees are supported through workplace adjustments, including the provision of specialist equipment; during the year, the Group collaborated with an employee supported by the Access to Work scheme and provided alternative IT equipment to enable them to conduct their role. The Group supports flexible working and makes use of occupational health services where appropriate. All employees have access to the Unum service, and the Group has additionally funded counselling and support services for employees with a range of learning and neurodiversity requirements.

ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS

The Group recognises that strong and constructive stakeholder relationships are fundamental to long-term success. We are committed to open engagement with all key stakeholders, including shareholders, customers, suppliers, regulators, and employees.

Our approach is underpinned by formal policies and practices such as our Ethics Guide, Supplier Code of Conduct and Whistleblowing Policy, which together promote transparency, integrity, and accountability across the business.

We maintain robust and collaborative relationships with customers and suppliers through contractual agreements, approval processes, and ongoing dialogue to ensure service quality, reliability, and compliance with regulatory expectations. Equality, diversity, and inclusion remain at the heart of our values.

KEY PERFORMANCE INDICATORS

The Group's key performance indicators during the period were:

2026

2025

£'000

£'000

Turnover

1,183,170

497,354

Gross profit

63,683

26,088

Gross margin

5.4%

5.2%

Operating profit/ (loss)

5,481

(1,872

)

Equity shareholders' deficit

(20,622

)

(9,390

)

Employee numbers

926

851

FUTURE OUTLOOK

The Group is driven by the belief that the future of patient care will be increasingly delivered in the community, enabled through partnerships with the NHS and pharmaceutical companies. The Group has built its structure, operations and philosophy with the patient firmly at the centre and believes it is in a strong position for continued growth.

The Directors remain focused on delivering operational excellence, growing NHS and private healthcare partnerships, and continuing to invest in the digital health and data analytics capabilities that differentiate the Group in an evolving marketplace.

ON BEHALF OF THE BOARD:

K Hinton - Director

18 September 2026

The directors present their report with the financial statements of the company and the group for the year ended 30 April 2026.

DIVIDENDS

No dividends will be distributed for the year ended 30 April 2026.

DIRECTORS

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

K Hinton

A J Jain

R C T Parker

GOING CONCERN

The Directors continually monitor the principal risks and uncertainties affecting the Group, both at Group and individual entity level. The Group operates within the healthcare sector, providing specialist homecare services, digital health and data analytics, which are driven by ongoing patient demand. Whilst the market remains competitive, the Group has demonstrated resilient trading performance and is not considered to be exposed to the same level of volatility as many sectors of the wider economy.

In assessing the appropriateness of adopting the going concern basis, the Directors have undertaken a detailed review of the Group's financial position and future cash flow requirements. This assessment included the review of integrated profit and loss, balance sheet and cash flow forecasts covering a period of at least twelve months from the date of approval of the financial statements. The forecasts are based on approved budgets, expected patient and order volumes, and management's assessment of future trading performance.

The Directors have also reviewed the Group's available funding facilities and liquidity position, including forecast utilisation of the invoice discounting facility throughout the assessment period. The forecasts demonstrate that the Group is expected to retain sufficient liquidity and maintain adequate headroom within its committed funding facilities.

As part of the assessment, the Directors considered downside sensitivities, including reductions in forecast activity levels, and reviewed the impact on profitability, cash flows, liquidity, and compliance with the Group's financial covenants. Under these scenarios, the Group is forecast to remain within its available facilities and continue to comply with its covenant obligations.

DISCLOSURE IN THE STRATEGIC REPORT

As permitted by Paragraph 1A of Schedule 7 to the Large and Medium Sized Companies and Groups (Accounts and Reports) Regulations 2008, certain matters which are required to be disclosed in the Directors' Report have been omitted as they are included in the Strategic Report. These matters relate to the future developments of the Group, employees, its business relationships with stakeholders and financial risk management

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;

-	state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

-	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, RSM UK Audit LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

K Hinton - Director

18 September 2026

CLIMATE RELATED FINANCIAL DISCLOSURES (TCFD-ALIGNED) 2025/2026

This disclosure is made by Apollo 2024 Topco Limited and contains date on the company and its subsidiaries ('the Group').

1. GOVERNANCE

Board Oversight of Climate-Related Risks and Opportunities

The Board retains ultimate accountability for oversight of climate-related risks and opportunities, recognising climate change as a strategic issue influencing healthcare delivery, regulatory expectations, financial performance, and long-term organisational resilience.

Climate considerations are embedded within the corporate governance framework and formally incorporated into the annual review of principal risks. This ensures structured and consistent evaluation of financial, operational, and reputational exposures arising from transition and physical climate risks.

Performance against climate objectives is monitored through quarterly reporting to the Board, including:

- Greenhouse gas emissions (Scopes 1, 2, and developing Scope 3 coverage)

- Energy consumption and efficiency metrics

- Progress against emissions reduction targets

- Operational efficiency indicators aligned with SECR and TCFD requirements

This approach ensures strong alignment between statutory disclosures and strategic decision-making.

Management's Role in Assessing and Managing Climate-Related Risks

Day-to-day responsibility for managing climate-related risks and opportunities sits with the Executive Leadership Team (ELT), ensuring integration into operational planning and business decisions.

The ESG Committee, operating under ELT oversight, coordinates climate-related activity across the organisation. Its responsibilities include:

- Embedding climate risks within the enterprise risk management (ERM) framework

- Delivering the climate strategy and associated action plans

- Monitoring performance against emissions and efficiency targets

- Overseeing emissions data collection, validation, and reporting

- Identifying emerging risks, regulatory developments, and improvement opportunities

- Escalating material issues to ELT and Board

The Group continues to enhance governance maturity through selective engagement with external specialists, including:

- Independent verification of emissions data

- Climate scenario analysis support

- Advisory on regulatory and NHS Net Zero requirements

This structure ensures clear accountability, robust oversight, and continuous improvement in climate governance.

2. STRATEGY

Identification of Climate-Related Risks and Opportunities

The Group applies a structured ERM approach combining:

- Top-down analysis: regulation, NHS policy, market trends, climate science

- Bottom-up inputs: operational risks across logistics, clinical delivery, facilities, and supply chain

Transition Risks

Description

Impact

Timeframe

Increasing regulatory requirements

Higher compliance costs, system upgrades, assurance requirements

Short term

NHS Net Zero Supplier Roadmap

Increased reporting burden and potential supplier restructuring

Medium term

Decarbonisation policy changes

Capital investment in fleet and infrastructure

Medium term

Reputational underperformance

Reduced competitiveness in NHS/ private tenders

Short to medium term

Rising carbon-intensive input costs

Margin pressure from fuel, energy, logistics

Short to medium term

Physical Risks

Description

Impact

Timeframe

Extreme weather disruption

Service delays, cost increases, reputational risk

Short to medium term

Extreme heat impacts

Additional cooling, productivity loss, medicine safety risks

Medium term

Chronic climate shifts

Increased operating costs, infrastructure strain

Long term

Supply chain disruption

Delays, shortages, higher procurement costs

Medium to long term

Principal climate-related opportunities

Opportunity

Impact

Digital and remote care pathways

Reduced travel emissions, improved patient access, cost savings

Fleet optimisation

Lower emissions intensity, improved cost efficiency

Energy efficiency improvements

Reduced costs and regulatory exposure

NHS tender differentiation

Increased contract success and retention

Strengthened ESG capability

Improved decision-making and stakeholder confidence

Actual and potential impacts on the business model

Climate related risks influence the Group's logistics intensive operating model, particularly in relation to fleet emissions, energy use, and supply chain resilience. In the short term, transition risks increase compliance and reporting requirements. In the medium term, climate related expectations are expected to become embedded in NHS tendering processes, influencing revenue opportunities. Over the long term, physical climate impacts may increase operational disruption and insurance costs.

The company is responding through investment in fleet optimisation, energy efficiency, digital care pathways, and supplier engagement.

Time Horizons

The Group applies defined time horizons to ensure that climate-related risks and opportunities are assessed consistently and integrated into planning cycles:

- Short term (1-2 years):

Focus on immediate regulatory compliance, emissions reporting requirements, and operational adjustments required to meet current expectations

- Medium term (2-4 years):

Anticipated evolution in NHS procurement requirements, increased integration of climate considerations into commissioning decisions, and adaptation of healthcare delivery models

- Long term (4+ years):

Structural shifts in healthcare demand, infrastructure resilience requirements, and increased exposure to physical climate risks

These time horizons support forward planning and ensure that both near-term actions and longer-term strategic investments are appropriately considered.

Climate Scenario Analysis

To assess the resilience of its strategy, the Group has undertaken qualitative climate scenario analysis aligned with widely referenced 1.5•C (rapid transition) and 2•C (delayed transition) pathways.

Rapid Transition Scenario

This scenario assumes early and accelerated policy action to achieve net zero targets, aligned with UK Government and NHS commitments.

Key implications include:

- Increased short-term costs associated with compliance, reporting systems, and emissions reduction initiatives between 2024 and 2028

- Greater integration of climate requirements into NHS procurement processes, making strong climate performance a key differentiator

- Increased expectations around supply chain transparency and emissions reduction

- Opportunities to gain competitive advantage through early adoption of low-carbon operations

Despite higher initial costs, the organisation's homecare model remains resilient due to:

- Reduced reliance on patient travel

- Efficiency of centralised logistics

- Scalability of digital healthcare delivery

Delayed Transition Scenario

This scenario assumes limited policy action in the near term, followed by more abrupt regulatory intervention post-2030.

Key implications include:

- Lower short-term regulatory pressure but increased long-term disruption

- Greater exposure to physical risks, particularly affecting logistics and temperature-sensitive medicines

- Increased frequency of service disruption due to extreme weather events

- Rising insurance premiums and business continuity costs

While the homecare model remains viable under this scenario, it requires:

- Greater investment in resilience and contingency planning

- Enhanced infrastructure and supply chain robustness

Resilience of the Organisation's Strategy

Across both scenarios, the Group's core service model demonstrates strong structural resilience. The decentralised nature of homecare delivery and reduced reliance on physical healthcare facilities provide inherent advantages in a climate-constrained environment.

Planned investments between 2025 and 2027, particularly in fleet optimisation, digital care delivery, and energy efficiency, are expected to significantly enhance resilience, reduce emissions, and improve operational efficiency.

3. RISK MANAGEMENT

Processes for Identifying and Assessing Climate-Related Risks

Climate-related risks are identified, assessed, and managed through the organisation's established enterprise risk management framework. Risks are formally documented within the corporate risk register and are subject to regular review and update.

To support prioritisation, risks are assessed based on their potential financial impact:

- Low: Up to £50,000

- Medium: £50,000 to £100,000

- High: Over £100,000

In addition to financial impact, risks are evaluated based on:

- Likelihood of occurrence

- Severity of operational disruption

- Potential reputational consequences

This structured approach ensures that resources are directed towards the most material risks.

Integration into Overall Risk Management

Climate-related risks are fully integrated into wider organisational processes and decision-making, including:

- Strategic and business planning cycles

- Investment appraisal and capital allocation decisions

- Contract mobilisation and service design

- Business continuity planning and emergency preparedness

- Supplier selection and engagement processes

This integration ensures that climate considerations are not treated in isolation but are embedded within the overall risk and operational framework.

Monitoring and Mitigation of Risks

Risk mitigation actions are developed and implemented at both strategic and operational levels. These include:

- Investment in fleet efficiency and low-emission vehicles

- Improvements in logistics planning and route optimisation

- Strengthening supply chain resilience and supplier engagement

- Enhancing infrastructure and facilities management

The Assurance and Quality Group provides oversight, reviewing the adequacy of controls and monitoring the effectiveness of mitigation actions.

Data Quality and Methodology

Emissions are calculated in accordance with the Greenhouse Gas Protocol using a location-based approach for Scope 2 emissions and global warming potential (GWP-100) metrics.

Emission factors are derived from UK Government conversion factors and applied consistently across reporting periods. Primary consumption data is used where available, with estimations applied where necessary using appropriate proxies such as floor area or operational activity.

The implementation of SECR reporting has improved data consistency, classification accuracy, and overall auditability of emissions disclosures.

4. METRICS AND TARGETS

Baseline and Data Quality

The Socius Pharma group had previously established 2023 as its baseline year, representing the first year in which complete and consistent organisation-wide data for energy consumption, fleet activity, and emissions was available.

In 2026, the Group implemented a carbon management platform to enhance the robustness and accuracy of its greenhouse gas accounting. This investment has improved the precision of emissions calculations and underlying assumptions, while also enabling the quantification of additional Scope 3 categories for the first time.

As a consequence of these methodological and data improvements, the Group has reset its baseline year to 2026. This updated baseline provides a more reliable foundation for forecasting, target-setting, and the monitoring of future emissions reductions

Emissions are reported on an operational control basis and include all UK operations in the Group.

Data quality and accuracy are continually reviewed and improved, with external verification providing an additional level of assurance.

Emissions Metrics and Targets

The Group measures and reports Scope 1 and Scope 2 greenhouse gas emissions in line with recognised standards and DEFRA emission factors.

- 2026 performance: 3,397.7 tCO2e (previous years' data included grey fleet fuel consumption). Scope 1 and 2 only; full Scope 3 data below.

- 2026 performance including Scope 3: 907,686.7 tCO2e

Scope 3 emissions, particularly purchased goods and services, are calculated using spend-based estimation methodologies and are subject to a higher degree of uncertainty. These figures are currently being refined as supplier-specific data becomes available.

Due to improvements in data quality, methodology, and Scope 3 coverage, emissions data prior to 2026 are not directly comparable with the updated baseline and has not been restated. Historical comparisons presented should therefore be interpreted with caution.

The organisation's estimated Scope 3 emissions equate to approximately 0.91 tCO2e per patient delivery, reflecting the significant contribution of purchased goods and services within the overall footprint.

Targets:

- 2028 interim target: 15% reduction from 0.91 tCO2e per patient delivery, 2026 baseline

- 2030 target: 35% reduction from 2026 baseline

These targets reflect a commitment to continuous improvement and alignment with national and NHS net zero ambitions.

Targets have been recalibrated following the reset of the baseline year to 2026 to ensure alignment with improved data accuracy and expanded emissions scope.

Scope 3 Emissions

The organisation has begun addressing key Scope 3 categories, focusing on areas with the greatest operational relevance and influence.

- Target: 10% reduction in emissions intensity per patient delivery by 2027

o 904,289 / 998,279 tco2e

- Included categories: logistics, business travel, waste, and packaging

This approach recognises the importance of value chain emissions while taking a phased and data-driven approach to measurement and reduction.

Full Scope data

Scope

Name

tCO2e

1.1

generation of electricity, heat or steam

0

1.2

Transportation of materials, products, waste and employee

3,061.6

1.3

Physical or chemical processing

0

1.4

Fugitive emissions

27.2

2.1

Electricity related indirect emissions

305.3

2.2

Steam, heat and cooling related indirect emissions

0

3.1

Purchased goods and services

897,791.6

3.2

Capital goods

559.8

3.3

Fuel and energy related activities not included in Scope 1 or Scope 2

874.3

3.4

Upstream transport and distribution

2,642.1

3.5

Waste generated in operations

884.3

3.6

Business travel

232.2

3.7

Employee commuting

333.3

3.8

Upstream leased assets

968.2

3.9

Downstream transportation and distribution

3.8

Operational efficiency metrics

Operational performance is monitored through a series of efficiency metrics that support both cost control and emissions reduction:

- Fleet emissions intensity: reduction through route optimisation and vehicle efficiency

- Energy intensity: improved building performance and energy management

- Waste and recycling: increased diversion from landfill and improved resource efficiency

- Clinical waste: reduction through process improvements and material optimisation

These metrics provide actionable insights and support continuous operational improvement.

Emissions Reduction Initiatives Implemented

Reducing travel-related emissions

The Group has significantly reduced Scope 3 travel emissions by supporting the NHS in transitioning vulnerable patients away from hospital-based care and into community and home settings. This has reduced the requirement for patient, family, and clinical travel. Additionally, the deployment of secure video conferencing technology has reduced the need for nurses to undertake physical visits where clinically appropriate.

Energy efficiency - lighting upgrades

All internal lighting across the Group's facilities has been converted to low voltage LED systems. This transition has delivered material energy efficiency gains and increased bulb life expectancy by approximately 500%, reducing both electricity consumption and replacement-related waste.

On-site renewable electricity generation

The Group has installed solar photovoltaic (PV) systems across its warehouse estate. Four PV projects have been delivered, each ranging between 80-87 kWp, collectively reduce emissions by up to 64 tCO2e per annum. A typical installation delivers approximately 79,765 kWh of clean electricity annually, avoiding circa 16,000 kg CO2e per site, increasing energy self sufficiency and reducing reliance on grid electricity.

Transition to electric vehicles (EVs)

A majority of management vehicles have now been transitioned to electric powertrains. As existing internal combustion engine vehicle leases expire, they are replaced with electric vehicles wherever operationally feasible, supporting long term Scope 1 emissions reduction.

Waste reduction and circular economy practices

The Group operates a reuse and recycling framework across its operations. Currently, 90% of cardboard packaging is manufactured from recycled material, equating to the preservation of 66 trees annually.

Route optimisation and logistics efficiency

Through route planning optimisation and increased load efficiency, average miles travelled per delivery vehicle have reduced from 231 to 156 miles, while average deliveries per route increased from 12 to 28. This has reduced emissions intensity per delivery from 5.88 kg CO2e to 1.75 kg CO2e, representing a 70.2% reduction in emissions per drop.

Investment in Carbon Management Platform

The Group has invested in a dedicated carbon management platform to enable comprehensive measurement and reporting of greenhouse gas emissions across all scopes. Following the completion of full data collection, work will commence on updating and enhancing the organisation's Carbon Reduction Plan to reflect improved data accuracy, expanded scope coverage, and evolving regulatory expectations.

Forward-looking Targets and Commitments

The Group has set the following time bound objectives to support continuous emissions reduction and alignment with long term climate resilience:

- By 2026: Implement a supplier audit capturing environmental, diversity, and inclusion metrics, including suppliers' Scope 1 and Scope 2 emissions.

- From 2026 onwards: Procure renewable energy only from all operational sites, including subsidiaries and any future sites, where practicable.

- From June 2026: work will commence on updating and enhancing the organisation's Carbon Reduction Plan to reflect improved data accuracy, expanded scope coverage, and evolving regulatory expectations.

- Ongoing:

o Commit to zero waste to landfill.

o Maintain exclusive use of recycled paper and minimise paper consumption through digitisation.

o Promote low carbon commuting via car sharing incentives and active travel infrastructure.

- Long term targets:

o Achieve net zero Scope 1 and 2 emissions by 2040, Scope 3 2045.

o Reduce water consumption by 30% across all facilities by 2030.

STREAMLINED ENERGY AND CARBON REPORTING

This report provides a comprehensive overview of the energy consumption and related emissions , energy efficiency initiatives, and overall energy performance of the Group.

This disclosure is made in accordance with the Companies (Directors' Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018.

This report covers the Group for the financial year 1st May 2025 to 30th April 2026 (Prior period 11 October 2024 to 30 April 2025), and the annual GHG emissions from activities for which the company is directly responsible. Having considered the potential metrics within the business, we have concluded that Turnover (£M) is the most appropriate to achieve a benchmark which aligns with the carbon reduction policy and methodology that the Group is currently working towards.

Consumption and emissions year on year

Year

Consumption

Emissions

Intensity Metric

Emissions Intensity

(kWh)

(tCO2e)

(Turnover £m)

(tCO2e/£m)

Oct 2024 - 2025

9,501,429

2,372.0

497.4

4.78

2025 - 2026

18,115,483

3,397.1

1,183.2

2.87

The chosen intensity ratio is tCO2e per £ million turnover, which is considered the most appropriate metric for reflecting the scale of operations.

Breakdown - Scope 1 & 2 Comparison

Scopes

Consumption

Consumption

Emissions

Emissions

2025/2026

2024/2025

2025/2026

2024/2025

(kWh)

(kWh)

(tCO2e)

(tCO2e)

Transportation(Scop e 1)

16,367,582

9,001,491

3,061.6

2,268.5

Fugitive Emissions (Scope 1)

22,727

-

30.2

0

Scope 1 Total

16,390,309

9,001,491

3,091.8

2,268.5

Grid Supplied Electricity(Scope 2)

1,725,174

493,900

102.26

Transportation(Scop e 2)

0

6,038

305.3

1.25

Scope 2 Total

1,725,174

499,938

305.3

103.51

Total

18,115,483

9,501,429

3,397.1

2,372.0

SECR Disclosure Summary (2025/26)

Total energy consumption: 18,115,483 kWh

Scope 1 emissions: 3,091.8 tCO2e

Scope 2 emissions: 305.3 tCO2e

Total Scope 1 & 2: 3,397.1 tCO2e

Intensity ratio: 2.87 tCO2e per £ million turnover (primary intensity metric for SECR compliance).

Emissions and energy consumption are reported on an operational control basis and include all UK operations in the Group.

Data for prior years is not directly comparable due to improvements in data quality, changes in organisational boundary (including removal of grey fleet emissions), and expansion of Scope 3 reporting.

Energy Efficiency Actions Taken

- Reducing travel-related emissions

- Energy efficiency - lighting upgrades

- On-site renewable electricity generation

- Transition to electric vehicles (EVs)

- Waste reduction and circular economy practices

- Route optimisation and logistics efficiency

- Investment in Carbon Management Platform

CONCLUSION

The Group has developed a comprehensive and integrated approach to managing climate-related risks and opportunities, aligning with both TCFD recommendations and SECR regulatory requirements. The integration of statutory carbon reporting into strategic disclosure has strengthened governance, improved data quality, and enhanced transparency.

The organisation has demonstrated measurable progress in reducing emissions and improving operational efficiency, supported by clear targets and robust performance monitoring. Its homecare delivery model, combined with ongoing investment in digital innovation, logistics optimisation, and sustainability initiatives, provides a strong foundation for long-term resilience in a low-carbon healthcare system.

As regulatory expectations and stakeholder demand continue to evolve, HealthNet Homecare remains well positioned to respond effectively, maintaining high-quality care delivery while contributing to broader environmental and societal objectives.

ON BEHALF OF THE BOARD:

K Hinton - Director

18 September 2026

Opinion

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 group and parent 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 group's or 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 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 the audit:

- the information given in the strategic report and the directors' report for the financial year 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.

Matters on which we are required to report by exception

Responsibilities of directors

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 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.

The extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities are instances of non-compliance with laws and regulations. The objectives of our audit are to obtain sufficient appropriate audit evidence regarding compliance with laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements, to perform audit procedures to help identify instances of non-compliance with other laws and regulations that may have a material effect on the financial statements, and to respond appropriately to identified or suspected non-compliance with laws and regulations identified during the audit.

In relation to fraud, the objectives of our audit are to identify and assess the risk of material misstatement of the financial statements due to fraud, to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud through designing and implementing appropriate responses and to respond appropriately to fraud or suspected fraud identified during the audit.

However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the group audit engagement team:

- obtained an understanding of the nature of the industry and sector, including the legal and regulatory framework that the group and parent company operates in and how the group and parent company are complying with the legal and regulatory framework;

- inquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;

- discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud.

As a result of these procedures we consider the most significant laws and regulations that have a direct impact on the financial statements are FRS 102, the Companies Act 2006 and tax compliance regulations. We performed audit procedures to detect non-compliances which may have a material impact on the financial statements which included reviewing financial statement disclosures and evaluating advice received from external tax advisors.

The most significant laws and regulations that have an indirect impact on the financial statements are those in relation to the dispensing and distribution of pharmaceutical products and delivery of homecare services. We performed audit procedures to inquire of management and those charged with governance whether the group is in compliance with these law and regulations and inspected results of inspections conducted by licensing or regulatory authorities.

The group audit engagement team identified the risk of management override of controls and the risk of fraud in revenue recognition as the areas where the financial statements were most susceptible to material misstatement due to fraud. The risk of fraud in revenue recognition was identified in respect of the occurrence and accuracy of revenue transactions and correct application of cut off in revenue recognition around the period end. Audit procedures performed included but were not limited to testing manual journal entries and other adjustments and evaluating the business rationale in relation to significant, unusual transactions and transactions entered into outside the normal course of business, using data analytics to test revenue entries during the period and testing a sample of revenue entries recorded around the period end.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: http://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.

Adam Krupski (Senior Statutory Auditor)

for and on behalf of RSM UK Audit LLP

Chartered Accountants and Statutory Auditor

Festival Way

Festival Park

Stoke on Trent

Staffordshire

ST1 5BB

18 September 2026

TURNOVER

3

1,183,170

497,354

Cost of sales

1,119,487

471,266

GROSS PROFIT

63,683

26,088

Distribution costs

19,076

8,223

Administrative expenses

39,126

19,737

58,202

27,960

OPERATING PROFIT/(LOSS)

5,481

(1,872

)

Interest receivable and similar income

7

47

38

Interest payable and similar expenses

8

(13,985

)

(7,336

)

LOSS BEFORE TAXATION

9

(8,457

)

(9,170

)

Tax on loss

10

2,758

1,186

LOSS FOR THE FINANCIAL YEAR

(11,215

)

(10,356

)

Loss attributable to:

Owners of the parent

(11,215

)

(10,356

)

LOSS FOR THE YEAR

(11,215

)

(10,356

)

OTHER COMPREHENSIVE INCOME

Exchange differences - foreign operation

(17

)

-

Income tax relating to other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

(17

)

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(11,232

)

(10,356

)

Total comprehensive income attributable to:

Owners of the parent

(11,232

)

(10,356

)