Company Registration No. 14843177 (England and Wales)
AmWorld Bidco Limited
Annual report and
group financial statements
for the year ended 31 December 2025
AmWorld Bidco Limited
Company information
Directors
A Catchpool
R Francis
D Rustom
J Walker
I Bolton
(Appointed 2 September 2025)
D J Miles
(Appointed 18 December 2025)
Company number
14843177
Registered office
C/O Foresight Regional Investment LP
The Shard
32 London Bridge Street
London
England
SE1 9SG
Auditor
Saffery LLP
Midland House
2 Poole Road
Bournemouth
Dorset
BH2 5QY
AmWorld Bidco Limited
Contents
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 9
Group statement of comprehensive income
10
Group statement of financial position
11 - 12
Company statement of financial position
13
Group statement of changes in equity
14
Company statement of changes in equity
15
Group statement of cash flows
16
Notes to the financial statements
17 - 35
AmWorld Bidco Limited
Strategic report
For the year ended 31 December 2025
1

The directors present the strategic report for the year ended 31 December 2025.

 

Introduction

AmWorld Bidco Limited was incorporated on 3 May 2023 and acquired 100% of the share capital of AmWorld Holdings Limited on 28 July 2023. The group operates within the white glove logistics sector providing storage, logistics and courier services to its customers.

Review of the business

The group’s financial position at 31 December 2025 remained stable. Sales for the year were £11.4m (2024: £10.8m), which was an increase of 6.5% compared to the previous year.

 

The directors regularly monitor working capital, cash generation and compliance with the group’s financing arrangements. Further information on borrowings, liquidity and goodwill is provided in notes 17 and 2 to the financial statements.

Principal risks and uncertainties

The Group has more than 400 customers spread across a range of industries. There are long standing relationships with customers and good customer retention, so the business risk is diluted.

The principal risks to the business are:

Key performance indicators

The directors use revenue and EBITDA as the principal financial KPIs. Revenue measures the scale of trading activity, while EBITDA is used to monitor underlying operating performance before financing, taxation, depreciation and amortisation. EBITDA fell from £0.7 million to £0.6 million as increased gross profit was offset by higher staff cost and investment in the management team.

 

The main KPIs for the trading subsidiary are:

Other information and explanations

The directors have made an assessment in preparing these financial statements as to whether the Group is a going concern. In making this assessment, the directors have considered the Group's net current liability position together with forecast cash flows and available financing arrangements. The directors are satisfied that the Group has adequate resources to continue in operational existence for a period of at least twelve months from the date of approval of these financial statements and have concluded that there are no material uncertainties that may cast significant doubt on the Group's ability to continue as a going concern.

Future developments

On 4th April 2026 AmWorld UK Limited completed the acquisition of 100% of the issued share capital of Crossflight Group Holdings Limited. Please see the directors' report for further information.

AmWorld Bidco Limited
Strategic report (continued)
For the year ended 31 December 2025
2

On behalf of the board

A Catchpool
Director
22 September 2026
AmWorld Bidco Limited
Directors' report
For the year ended 31 December 2025
3

The directors present their annual report and financial statements for the year ended 31 December 2025.

Principal activities

The company was incorporated on 3 May 2023 and subsequently acquired 100% of the share capital of AmWorld Holdings Limited. The group operates within the white glove logistics sector providing storage, logistics and courier services to its customers.

Results and dividends

The results for the year are set out on page 10.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

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

A Catchpool
R Francis
R Gallagher
(Resigned 18 December 2025)
D Rustom
J Walker
I Bolton
(Appointed 2 September 2025)
D J Miles
(Appointed 18 December 2025)

Financial risk management

The group's operations expose it to a variety of financial risks that include the effects of changes in price risk, liquidity risk and credit risk.

 

Price risk                                            

The group is exposed to price risk due to normal inflationary increases in the purchase price of services.

 

Liquidity risk                                             The group regularly reviews its liquidity risk and has arranged appropriate facilities to be available.

 

Credit risk                                             The group has a rigorous credit policy which it uses to manage credit risk. The group has a wide customer base with low customer concentration, which spreads its risk and makes provisions for potential bad debts.

AmWorld Bidco Limited
Directors' report (continued)
For the year ended 31 December 2025
4
Post reporting date events

Following the year end, the Company completed the acquisition of 100% of the shares of Crossflight Group Holdings Limited, a logistics and courier business operating in complementary markets to those currently served by the Group. The acquisition represents a significant strategic milestone in the development of the Group and is consistent with the Board's objective of delivering sustainable growth through both organic expansion and carefully selected acquisitions.

 

The acquisition substantially increases the scale of the Group's operations, broadens its customer base and enhances its service offering across logistics, storage and courier activities. The directors believe the transaction strengthens the Group's market position and creates opportunities to provide a wider range of services to customers across the enlarged group.

 

The acquisition also provides a platform for future growth through the sharing of operational expertise, management resources and customer relationships. The Board believes the enlarged Group is well positioned to benefit from increasing demand within the logistics and fulfilment sectors whilst maintaining high levels of customer service.

 

The acquisition was completed after 31 December 2025 and accordingly its financial impact is not reflected in these financial statements.

Auditor

Saffery LLP have expressed their willingness to continue in office.

Statement of disclosure to auditor

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 auditor of the company 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 auditor of the company is aware of that information.

Strategic report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of Sch 7.7.

On behalf of the board
A Catchpool
I Bolton
Director
Director
22 September 2026
AmWorld Bidco Limited
Directors' responsibilities statement
For the year ended 31 December 2025
5

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

United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company 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 group and parent company, and of the profit or loss of the group for that period.

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and parent company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and parent 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 group and parent company, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

AmWorld Bidco Limited
Independent auditor's report
To the members of AmWorld Bidco Limited
6
Opinion

We have audited the financial statements of AmWorld Bidco Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows 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:

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 and 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.

AmWorld Bidco Limited
Independent auditor's report (continued)
To the members of AmWorld Bidco Limited
7

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their 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:

Responsibilities of directors

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 group's and parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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.

AmWorld Bidco Limited
Independent auditor's report (continued)
To the members of AmWorld Bidco Limited
8

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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.

 

Identifying and assessing risks related to irregularities:

We assessed the susceptibility of the group and parent company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the group and parent company by discussions with directors and by updating our understanding of the sector in which the group and parent company operates.

 

Laws and regulations of direct significance in the context of the group and parent company include The Companies Act 2006 and UK Tax legislation.

 

Audit response to risks identified

We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of group and parent company financial statement disclosures. We reviewed the parent company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the parent company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.

During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through 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 parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

AmWorld Bidco Limited
Independent auditor's report (continued)
To the members of AmWorld Bidco Limited
9
Jamie Lane (Senior Statutory Auditor)
For and on behalf of Saffery LLP
Statutory Auditors
Midland House
2 Poole Road
Bournemouth
Dorset
BH2 5QY
22 September 2026
AmWorld Bidco Limited
Group statement of comprehensive income
For the year ended 31 December 2025
10
2025
2024
Notes
£
£
Turnover
3
11,392,836
10,787,972
Cost of sales
(6,232,417)
(5,751,207)
Gross profit
5,160,419
5,036,765
Administrative expenses
(5,604,652)
(5,178,159)
Other operating income
8,400
12,900
Operating loss
4
(435,833)
(128,494)
Interest receivable and similar income
5,297
11,333
Interest payable and similar expenses
7
(780,096)
(706,387)
Other gains and losses
8
338,401
443,449
Loss before taxation
(872,231)
(380,099)
Tax on loss
9
(78,122)
(219,376)
Loss for the financial year
(950,353)
(599,475)
Loss for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
AmWorld Bidco Limited
Group statement of financial position
As at 31 December 2025
11
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
10
5,571,475
6,307,216
Other intangible assets
10
613,044
55,978
Total intangible assets
6,184,519
6,363,194
Tangible assets
11
345,397
473,166
6,529,916
6,836,360
Current assets
Debtors
14
2,676,486
2,718,262
Cash at bank and in hand
360,942
966,907
3,037,428
3,685,169
Creditors: amounts falling due within one year
15
(3,385,537)
(3,273,030)
Net current (liabilities)/assets
(348,109)
412,139
Total assets less current liabilities
6,181,807
7,248,499
Creditors: amounts falling due after more than one year
16
(4,992,666)
(5,146,418)
Provisions for liabilities
Provisions
19
306,685
263,600
Deferred tax liability
20
122,229
127,957
(428,914)
(391,557)
Net assets
760,227
1,710,524
AmWorld Bidco Limited
Group statement of financial position (continued)
As at 31 December 2025
2025
2024
Notes
£
£
£
£
12
Capital and reserves
Called up share capital
22
11,197
11,141
Share premium account
2,524,802
2,524,802
Profit and loss reserves
(1,775,772)
(825,419)
Total equity
760,227
1,710,524

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

The financial statements were approved by the board of directors and authorised for issue on 22 September 2026 and are signed on its behalf by:
22 September 2026
A Catchpool
I Bolton
Director
Director
Company registration number 14843177 (England and Wales)
AmWorld Bidco Limited
Company statement of financial position
As at 31 December 2025
31 December 2025
13
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
12
11,626,276
11,626,276
Current assets
Debtors
14
172,389
172,389
Creditors: amounts falling due within one year
15
(2,131,759)
(1,719,912)
Net current liabilities
(1,959,370)
(1,547,523)
Total assets less current liabilities
9,666,906
10,078,753
Creditors: amounts falling due after more than one year
16
(4,950,000)
(4,950,000)
Net assets
4,716,906
5,128,753
Capital and reserves
Called up share capital
22
11,197
11,141
Share premium account
2,524,802
2,524,802
Profit and loss reserves
2,180,907
2,592,810
Total equity
4,716,906
5,128,753

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £411,903 (2024 - £239,813 loss).

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

The financial statements were approved by the board of directors and authorised for issue on 22 September 2026 and are signed on its behalf by:
22 September 2026
A Catchpool
I Bolton
Director
Director
Company registration number 14843177 (England and Wales)
AmWorld Bidco Limited
Group statement of changes in equity
For the year ended 31 December 2025
14
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
10,555
2,524,802
(225,944)
2,309,413
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
(599,475)
(599,475)
Issue of share capital
22
586
-
0
-
586
Balance at 31 December 2024
11,141
2,524,802
(825,419)
1,710,524
Year ended 31 December 2025:
Loss and total comprehensive income
-
-
(950,353)
(950,353)
Issue of share capital
22
56
-
0
-
56
Balance at 31 December 2025
11,197
2,524,802
(1,775,772)
760,227
AmWorld Bidco Limited
Company statement of changes in equity
For the year ended 31 December 2025
15
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
(239,813)
(239,813)
Issue of share capital
22
586
-
0
-
586
Balance at 31 December 2024
11,141
2,524,802
2,592,810
5,128,753
Year ended 31 December 2025:
Loss and total comprehensive income
-
-
(411,903)
(411,903)
Issue of share capital
22
56
-
0
-
56
Balance at 31 December 2025
11,197
2,524,802
2,180,907
4,716,906
AmWorld Bidco Limited
Group statement of cash flows
For the year ended 31 December 2025
16
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
30
(28,280)
386,763
Interest paid
(9,261)
(23,124)
Income taxes paid
(37,484)
(287,295)
Net cash (outflow)/inflow from operating activities
(75,025)
76,344
Investing activities
Purchase of intangible assets
(351,351)
(50,078)
Purchase of tangible fixed assets
(29,823)
(92,158)
Proceeds from disposal of tangible fixed assets
17,594
3,150
Interest received
5,297
11,332
Net cash used in investing activities
(358,283)
(127,754)
Financing activities
Proceeds from issue of shares
56
586
Payment of finance leases obligations
(172,713)
(155,070)
Net cash used in financing activities
(172,657)
(154,484)
Net decrease in cash and cash equivalents
(605,965)
(205,894)
Cash and cash equivalents at beginning of year
966,907
1,172,801
Cash and cash equivalents at end of year
360,942
966,907
AmWorld Bidco Limited
Notes to the group financial statements
For the year ended 31 December 2025
17
1
Accounting policies
Company information

AmWorld Bidco Limited (“the company”) is a private company limited by shares incorporated in England and Wales. The registered office is C/O Foresight Regional Investment LP, The Shard, 32 London Bridge Street, London, England, SE1 9SG.

 

The group consists of AmWorld Bidco Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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 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 for parent company information presented within the consolidated financial statements:

 

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies (continued)
18
1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company AmWorld Bidco Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.4
Going concern

The directors have assessed the ability of the Group and Company to continue as a going concern and have considered the period to at least twelve months from the date of approval of these financial statements. In making this assessment, the directors have considered the Group's and Company's financial position, including the fact that both were in net current liability positions at the balance sheet date, together with forecast cash flows, available financing arrangements and expected trading performance. Based on this assessment, the directors have a reasonable expectation that the Group and Company have adequate resources to continue in operational existence for the foreseeable future. Accordingly, the directors continue to adopt the going concern basis of accounting in preparing these financial statements.

1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable in the normal course of

business, and is shown net of VAT and other sales related taxes.

 

Revenue is recognised as follows:

 

- Storage is invoiced (and revenue recognised) in arrears either weekly or monthly based on the stock in the warehouse for that period.

 

- Courier / logistics work is recognised once goods are dispatched from AmWorld warehouse or are received at Amworld warehouse as it is deemed that the service is delivered at that time.

 

- Duty & VAT - Costs are recovered along with admin fee and this is recognised as soon as the costs are received from Amworld's agents.

 

- Payment in advance - this is normally for cash on delivery jobs where payment is collected and then job

processed immediately. On the occasion where a customer pays in advance for a large job then we defer the

revenue and recognise it when the job is completed.

AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies (continued)
19
1.6
Intangible fixed assets - goodwill

Goodwill arising on the acquisition of subsidiary undertakings represents the excess of the fair value of the consideration over the fair value of the identifiable assets and liabilities acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Intangible fixed assets other than goodwill

Intangible assets comprise of website development costs. Such assets are defined as having finite useful lives and the costs will be amortised on a straight line basis over their estimated useful life once the project is completed. Intangible assets are stated at cost less amortisation and reviewed for impairment whenever there is indication that the carry value may be impaired.

Customer list
5 years
1.8
Tangible fixed assets

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

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Plant and equipment
25% straight line
Fixtures and fittings
25% straight line
Computers
25% straight line
Motor vehicles
25% straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

1.9
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies (continued)
20
1.10
Impairment of fixed assets

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

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

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

 

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

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

1.11
Cash and cash equivalents

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

1.12
Financial instruments

The group 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 group's statement of financial position when the group becomes party to the contractual provisions of the instrument.

 

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

Basic financial assets

Basic financial assets, which include debtors, 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.

AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies (continued)
21
Impairment of financial assets

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.

 

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 what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is 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 group 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.

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors, 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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.13
Equity instruments

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

AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies (continued)
22
1.14
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

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

1.15
Provisions

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

1.16
Employee benefits

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

 

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

 

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

1.17
Retirement benefits

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

1.18
Leases

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

 

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

AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies (continued)
23

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

1.19
Foreign exchange

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

2
Critical accounting judgements and key sources of estimation uncertainty

In the application of the group’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.

Critical judgements
Dilapidations provision

The provision stated refers to the repair and reinstatement works upon the exit of the company from their leased premises. Management have provided their best estimate of these costs at the balance sheet date.

Useful economic life of goodwill

Goodwill arising on the acquisition of subsidiary undertakings is amortised over its estimated useful economic life. The directors have exercised judgement in determining that a 10-year life is appropriate, having considered the expected period over which the acquired businesses will contribute economic benefits to the Group, including the longevity of customer relationships, anticipated future profitability and the enduring nature of the acquired operations. Changes to these assumptions could impact the carrying value of goodwill and the related amortisation charge.

Other provisions

The provision stated refers to an onerous forklift contract. Management have provided their best estimate of these costs at the balance sheet date.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Turnover arising from principal activities
11,392,836
10,787,972
AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
3
Turnover and other revenue (continued)
24
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
11,037,178
10,563,055
Europe
142,588
113,059
Rest of World
213,070
111,858
11,392,836
10,787,972
2025
2024
£
£
Other revenue
Interest income
5,297
11,333
4
Operating loss
2025
2024
£
£
Operating loss for the year is stated after charging:
Exchange losses
4,172
1,711
Fees payable to the group's auditor for the audit of the group's financial statements
43,750
39,665
Depreciation of tangible fixed assets
47,331
39,766
Depreciation of tangible fixed assets held under finance leases
92,035
65,022
Loss on disposal of tangible fixed assets
632
6,549
Amortisation of intangible assets
757,482
736,770
Operating lease charges
821,568
771,802
5
Employees

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

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Management
9
8
-
-
Administration
21
23
-
-
Operations
39
37
-
-
Total
69
68
0
0
AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
5
Employees (continued)
25

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
2,796,539
2,536,314
-
0
-
0
Social security costs
338,820
269,848
-
-
Pension costs
56,178
35,465
-
0
-
0
3,191,537
2,841,627
-
0
-
0
6
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
615,183
531,486
Company pension contributions to defined contribution schemes
4,843
2,642
620,026
534,128
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
139,630
170,666

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 4 (2024 - 2).

7
Interest payable and similar expenses
2025
2024
£
£
Interest on finance leases and hire purchase contracts
20,530
22,150
Other interest
759,566
684,237
Total finance costs
780,096
706,387
AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
26
8
Other gains and losses
2025
2024
£
£
Fair value gains/(losses) on financial instruments
Gain on revaluation of earnout
338,401
443,449

The gains recognised during the year represent the revaluation of the earnout accrual payable to the previous shareholders.

9
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
83,630
37,264
Adjustments in respect of prior periods
220
66,308
Total current tax
83,850
103,572
Deferred tax
Origination and reversal of timing differences
(5,728)
115,804
Total tax charge
78,122
219,376

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

2025
2024
£
£
Loss before taxation
(872,231)
(380,099)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
(218,058)
(95,025)
Tax effect of expenses that are not deductible in determining taxable profit
380,537
360,585
Gains not taxable
(84,600)
(110,862)
Adjustments in respect of prior years
220
66,308
Permanent capital allowances in excess of depreciation
(937)
(1,538)
Adjustments in respect of provisions
960
(92)
Taxation charge
78,122
219,376
AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
27
10
Intangible fixed assets
Group
Goodwill
Website
Customer list
Total
£
£
£
£
Cost
At 1 January 2025
7,357,411
57,007
-
0
7,414,418
Additions
-
0
128,988
449,819
578,807
At 31 December 2025
7,357,411
185,995
449,819
7,993,225
Amortisation and impairment
At 1 January 2025
1,050,195
1,029
-
0
1,051,224
Amortisation charged for the year
735,741
15,494
6,247
757,482
At 31 December 2025
1,785,936
16,523
6,247
1,808,706
Carrying amount
At 31 December 2025
5,571,475
169,472
443,572
6,184,519
At 31 December 2024
6,307,216
55,978
-
0
6,363,194

At the balance sheet date, the company had no intangible assets.

11
Tangible fixed assets
Group
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 January 2025
71,780
33,579
125,420
470,865
701,644
Additions
17,873
2,801
3,655
5,494
29,823
Disposals
-
0
-
0
-
0
(27,385)
(27,385)
At 31 December 2025
89,653
36,380
129,075
448,974
704,082
Depreciation and impairment
At 1 January 2025
11,959
27,996
87,982
100,541
228,478
Depreciation charged in the year
27,505
3,434
16,392
92,035
139,366
Eliminated in respect of disposals
-
0
-
0
-
0
(9,159)
(9,159)
At 31 December 2025
39,464
31,430
104,374
183,417
358,685
Carrying amount
At 31 December 2025
50,189
4,950
24,701
265,557
345,397
At 31 December 2024
59,821
5,583
37,438
370,324
473,166
AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
11
Tangible fixed assets (continued)
28
The company had no tangible fixed assets at 31 December 2025 or 31 December 2024.

Included within tangible fixed assets are assets held under finance leases or hire purchase contracts, as follows:

Group
Company
2025
2024
2025
2024
£
£
£
£
Motor vehicles
265,557
370,324
-
0
-
0
12
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
13
-
0
-
0
11,626,276
11,626,276
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2025 and 31 December 2025
11,626,276
Carrying amount
At 31 December 2025
11,626,276
At 31 December 2024
11,626,276
AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
29
13
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
Indirect
AmWorld Holdings Limited
1
Holding company
Ordinary shares
100.00
-
Amworld UK Limited
1
Logistics and transportation
Ordinary shares
0
100.00

Registered office address:

1
Blackthorne Road, Colnbrook, Slough, England, SL3 0SB

All of the above subsidiaries are included in the consolidation.

14
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
2,185,183
2,221,257
-
0
-
0
Amounts owed by group undertakings
-
0
-
0
172,389
172,389
Other debtors
132,496
84,017
-
0
-
0
Prepayments and accrued income
358,807
412,988
-
0
-
0
2,676,486
2,718,262
172,389
172,389

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

15
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Obligations under finance leases
18
141,706
140,137
-
0
-
0
Trade creditors
724,196
925,994
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
389,196
-
0
Corporation tax payable
83,630
37,264
-
0
-
0
Other taxation and social security
157,459
146,057
-
0
-
0
Other creditors
249,046
20,413
-
0
-
0
Accruals and deferred income
2,029,500
2,003,165
1,742,563
1,719,912
3,385,537
3,273,030
2,131,759
1,719,912
AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
30
16
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Debenture loans
17
4,950,000
4,950,000
4,950,000
4,950,000
Obligations under finance leases
18
42,666
196,418
-
0
-
0
4,992,666
5,146,418
4,950,000
4,950,000

The finance lease commitments are secured by way of security over the leased assets.

 

17
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Debenture loans
4,950,000
4,950,000
4,950,000
4,950,000
Payable after one year
4,950,000
4,950,000
4,950,000
4,950,000

The long-term loans are secured by fixed charges over the assets of the group including all present and future interests, rights, licences, guarantees and goodwill.

Loan notes were issued to the group on 28 July 2023. Interest is charged on long term loan notes at the higher of 10% or 8% above the Bank of England base rate.

 

Per the covenant in place, the notes are to be repaid in 5 years and 1 day from the date of the loan notes. The repayment date is 29 July 2028.

18
Finance lease obligations
Group
Company
2025
2024
2025
2024
Amounts due:
£
£
£
£
Current liabilities
141,706
140,137
-
0
-
0
Non-current liabilities
42,666
196,418
-
0
-
0
184,372
336,555
-
-

Finance lease payments represent rentals payable by the company for motor vehicles. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments

AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
31
19
Provisions for liabilities
Group
Company
2025
2024
2025
2024
£
£
£
£
Dilapidations
272,800
263,600
-
-
Other provisions
33,885
-
-
-
306,685
263,600
-
-
Movements on provisions:
Dilapidations
Other provisions
Total
Group
£
£
£
At 1 January 2025
263,600
-
263,600
Additional provisions in the year
9,200
33,885
43,085
At 31 December 2025
272,800
33,885
306,685

Dilapidations refers to repair and reinstatement works on exit of the group's leased premises.

 

Other provisions are in respect of provisions for onerous contracts.

20
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2025
2024
Group
£
£
Accelerated capital allowances
122,229
127,957
The company has no deferred tax assets or liabilities.
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 January 2025
127,957
-
Credit to profit or loss
(5,728)
-
Liability at 31 December 2025
122,229
-
AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
32
21
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
56,178
35,465

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund. Outstanding contributions at the year end totalled £10,778 (2024: £9,942).

22
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A shares of £1 each
6,679
6,679
6,679
6,679
Ordinary B shares of £1 each
3,321
3,321
3,321
3,321
Ordinary C shares of £1 each
1,197
1,141
1,197
1,141
11,197
11,141
11,197
11,141

During the year a further 56 ordinary C-shares were issued at a price of £1 which were fully taken up.

 

All shares have attached the rights as set out in Article 4 of the Articles of Association, which are summarised below.

 

All shares rank pari passu in respect of dividends, voting and distributions of capital except that:

 

 

 

23
Reserves

Share Premium

This reserve is the premium paid by shareholders over the notional values of the share purchases in the Company.

 

Profit and loss account

This reflects the accumulated results for the Group to 31 December 2025.

AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
33
24
Financial commitments, guarantees and contingent liabilities

The assets of the group and company are subject to security granted in favour of Foresight Group LLP under loan note debentures dated 28 July 2023 and 4 April 2026. The charges comprise fixed and floating charges over the group and company's assets and undertaking, together with negative pledge provisions, and were granted as security in connection with loan note facilities provided to the group, including facilities of the ultimate parent company, AmWorld Bidco Limited.

 

The assets of the group are also subject to security granted in favour of Barclays Security Trustee Limited under a debenture dated 20 May 2025. The charges comprise fixed and floating charges over the group's assets and undertaking, together with negative pledge provisions, and were granted as security in connection with banking facilities provided to the group,

25
Operating lease commitments
As lessee

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

Group
Company
2025
2024
2025
2024
£
£
£
£
Within 1 year
753,062
769,084
-
-
Years 2-5
855,265
1,608,328
-
-
1,608,327
2,377,412
-
-
26
Capital commitments

Amounts contracted for but not provided in the financial statements:

Group
Company
2025
2024
2025
2024
£
£
£
£
Acquisition of intangible assets
-
70,000
-
-
AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
34
27
Events after the reporting date

On 4 April 2026, AmWorld UK Limited completed the acquisition of 100% of the issued share capital of Crossflight Group Holdings Limited. The transaction was funded through a combination of cash consideration, deferred consideration and loan notes issued to the vendors. As part of the transaction, AmWorld Bidco Limited issued 5,377 Ordinary A shares for cash consideration of £66,000.

 

Crossflight is a respected UK based logistics specialist with a strong reputation for service excellence. This strategic acquisition strengthens our capabilities and enhances the value we can deliver to customers.

 

As the acquisition completed after the year end it has not been reflected in these financial statements. At the date of approval of these financial statements, the initial accounting for the acquisition has not yet been completed. It is therefore not practicable to disclose the full financial effects of this transaction.

 

The acquisition will also give rise to obligations in respect of deferred consideration and loan notes issued to the vendors, together with an increase in the Company's issued share capital arising from the issue of 5,377 Ordinary A shares.

28
Related party transactions

At the year end, the group had outstanding £4,950,000 of loan notes issued to Foresight Regional Investment LP. The interest rates applicable can be seen in note 17. During the year interest of £750,304 (2024: £710,346) has been accrued in respect of the loan notes.

 

During the year there were transactions totalling £19,754 (2024: £36,249) which were paid to a director's company.

 

During the year there were transactions totalling £10,375 (2024: £13,007) paid to a director's company.

 

There was a total of £43,960 (2024: £45,691) in fees paid to Foresight Regional Investment LP, the ultimate controlling party.

 

There was an issue of £56 of ordinary C shares in Amworld Bidco Limited to the directors during the year. These shares had a market value of £1 and were fully paid up by the directors during the year.

29
Controlling party

The ultimate controlling party is Foresight Regional Investment LP.

AmWorld Bidco Limited
Notes to the group financial statements (continued)
For the year ended 31 December 2025
35
30
Cash (absorbed by)/generated from group operations
2025
2024
£
£
Loss after taxation
(950,353)
(599,475)
Adjustments for:
Taxation charged
78,122
219,376
Finance costs
780,096
706,387
Investment income
(5,297)
(11,333)
Loss on disposal of tangible fixed assets
632
6,549
Amortisation and impairment of intangible assets
757,482
736,770
Depreciation and impairment of tangible fixed assets
139,366
104,788
Increase in provisions
43,085
-
Movements in working capital:
Decrease/(increase) in debtors
41,776
(503,501)
Decrease in creditors
(913,189)
(272,798)
Cash (absorbed by)/generated from operations
(28,280)
386,763
31
Analysis of changes in net debt - group
1 January 2025
Cash flows
Other non-cash changes
31 December 2025
£
£
£
£
Cash at bank and in hand
966,907
(605,965)
-
360,942
Borrowings excluding overdrafts
(4,950,000)
-
-
(4,950,000)
Obligations under finance leases
(336,555)
172,713
(20,530)
(184,372)
(4,319,648)
(433,252)
(20,530)
(4,773,430)
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