REGISTERED NUMBER: 08370227 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 31 December 2025

for

Building Materials Nationwide Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

5

Income Statement

9

Other Comprehensive Income

10

Balance Sheet

11

Statement of Changes in Equity

12

Notes to the Financial Statements

13

DIRECTORS:

Mr P C Lidgerton

Mr A J Heather

Mr M A D Creffield

Mr S S Matharu

Mr M R Chapman

REGISTERED OFFICE:

Unit 1 The Pavilions

Ruscombe Business Park

Reading

Berkshire

RG10 9NN

REGISTERED NUMBER:

08370227 (England and Wales)

AUDITORS:

Butt Miller

Chartered Accountants and Statutory Auditor

1 Minster Court

Tuscam Way

Camberley

Surrey

GU15 3YY

ACCOUNTANTS:

James Norman Business Advisory

7 High Street

Windsor

Berkshire

SL4 1LD

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

REVIEW OF BUSINESS

The directors are satisfied with the financial results in terms of turnover and profitability along with the healthy balance sheet at the year end. Trading cash generation has continued to be strong.

The company's core focus is to supply construction materials into the B2B market. Professional trade account managers develop close relationships with customers to provide unrivalled support and availability through cash and credit account options.

Financial overview

Year

31/12/25

9 months to 31/12/24

31/03/24

31/03/23

Turnover

£33.6 million

£23.2 million

£31.2 million

£35.5 million

Operating profit before taxation

£0.5 million

£0.1 million

£(0.0) million

£1.5 million

Cash at bank

£4.8 million

£2.9 million

£2.9 million

£5.0 million

Net current assets

£4.0 million

£3.5 million

£3.4 million

£4.0 million

Trading year

In 2024, after internal review we made the decision to change our financial year to match the calendar year, aligning us seasonally and strategically with the wider construction industry. Continued investment went into the sales team & digital infrastructure whilst digital advertising spend costs were scaled back considerably in line with the improved strategic direction of the company and the promotion of four personnel to senior management early in 2025. These same personal were appointed as statutory directors in early 2026. Reacting quickly and resiliently to market challenges has been at the forefront of our offering. This has continued throughout 2025 and 2026, and has enabled us to weather the well-documented difficult trading conditions that have been seen particularly in the construction industry. The strong balance sheet and healthy cash reserves have allowed us to invest in additional staff and launch a market leading ERP system and website, preparing us for a recovery in market conditions.

Future developments

At present we are focused on developing our core skills, supporting our trade customers with best-in-class procurement services and growing the team to meet these demands. Moving away from the B2C market & streamlining our product range allows us to deliver what matters most to our customers. As the wider macroeconomic outlook improves, we will be well positioned to take advantage of opportunities this presents, having a strong balance sheet and cash resources to invest in our people and the business to be able to serve more of our core customer base. Early 2027 will see us move to a larger, world-class office facility to further support our growth targets.

PRINCIPAL RISKS AND UNCERTAINTIES

The company uses various financial instruments, cash and other items, such as trade debtors and trade creditors that arise directly from its operations. The main purpose of these financial instruments is to maintain finance for the company's operations.

The existence of these financial instruments exposes the company to a number of financial risks, which are described in more detail below.

The main risks are cash flow, credit risk and liquidity risk. The directors review and agree policies for managing each of these risks and they are summarised as follows. These policies have remained unchanged from previous years.

LIQUIDITY RISK

The company seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably.

CREDIT RISK

The company's principal financial assets are cash and trade debtors. The credit risk associated with the cash is limited as the counterparties are commercial banks. The company maintained a high percentage of cash sale transactions which along with strict credit control procedures coupled with a credit insurance policy has ensured that the company is well capitalised.

CASH FLOW RISK

The directors continually monitor the cash balance and cash flow forecasts to mitigate cash flow risk and to ensure that a suitable level of liquid funds are available at all times.

ON BEHALF OF THE BOARD:

Mr P C Lidgerton - Director

23 September 2026

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

DIVIDENDS

An interim dividend of 12.96 pence per share was paid on 30 December 2025. The directors recommend that no final dividend be paid.

DIRECTOR

Mr P C Lidgerton held office during the whole of the period from 1 January 2025 to the date of this report.

Other changes in directors holding office are as follows:

Mr A J Heather , Mr M A D Creffield , Mr S S Matharu and Mr M R Chapman were appointed as directors after 31 December 2025 but prior to the date of this report.

REPURCHASE OF SHARES

On 28 November 2025 the Employee B shares were repurchased by the company at nominal value and cancelled. This was part of an internal restructure of the business.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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 of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

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

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

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

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 company'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 company's auditors are aware of that information.

ON BEHALF OF THE BOARD:

Mr P C Lidgerton - Director

23 September 2026

Opinion

We have audited the financial statements of Building Materials Nationwide Limited (the 'company') for the year ended 31 December 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended;

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

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

Basis for opinion

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

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

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

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and

non-compliance with laws and regulations, we considered the following:

- The nature of the industry and sector the company is in. Its control environment and business performance including the design of the companies policies, key drivers for directors’ remuneration and staff bonus levels;

- Results of our enquiries of management about their own identification and assessment of the risks of irregularities;

- Any matters we identified having obtained and reviewed the company's documentation of their policies and procedures relating to:

- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of noncompliance;

- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; and

- the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

- The matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

Our procedures to respond to risks identified included the following:

- Enquiries of management and staff including concerning actual and potential litigation and claims and any instances of non-compliance with laws.

- Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

- Obtaining an understanding of provisions and holding discussions with management to understand the basis of recognition or non-recognition of provisions; and

- In addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; checking internal controls are being followed are per company policy and assessing suitability; assessing the judgements made in making accounting estimates; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. 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 for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Susan Ambrose FCCA FCA (Senior Statutory Auditor)

for and on behalf of Butt Miller

Chartered Accountants and Statutory Auditor

1 Minster Court

Tuscam Way

Camberley

Surrey

GU15 3YY

23 September 2026

TURNOVER

33,638,229

23,178,000

Cost of sales

(26,773,782

)

(18,825,513

)

GROSS PROFIT

6,864,447

4,352,487

Administrative expenses

(6,436,483

)

(4,331,489

)

OPERATING PROFIT

4

427,964

20,998

Interest receivable and similar income

103,301

120,115

PROFIT BEFORE TAXATION

531,265

141,113

Tax on profit

5

(123,087

)

7,502

PROFIT FOR THE FINANCIAL YEAR

408,178

148,615

PROFIT FOR THE YEAR

408,178

148,615

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

408,178

148,615

FIXED ASSETS

Intangible assets

7

523,083

745,329

Tangible assets

8

108,832

116,015

631,915

861,344

CURRENT ASSETS

Debtors

9

3,373,819

4,528,077

Investments

10

24,500

100,000

Cash at bank

4,826,713

2,918,816

8,225,032

7,546,893

CREDITORS

Amounts falling due within one year

11

(4,195,759

)

(3,965,383

)

NET CURRENT ASSETS

4,029,273

3,581,510

TOTAL ASSETS LESS CURRENT LIABILITIES

4,661,188

4,442,854

PROVISIONS FOR LIABILITIES

14

(4,545

)

-

NET ASSETS

4,656,643

4,442,854

CAPITAL AND RESERVES

Called up share capital

15

1,500,010

1,500,012

Retained earnings

16

3,156,633

2,942,842

SHAREHOLDERS' FUNDS

4,656,643

4,442,854

The financial statements were approved by the Board of Directors and authorised for issue on 23 September 2026 and were signed on its behalf by:

Mr P C Lidgerton - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2024

1,500,012

2,794,227

4,294,239

Changes in equity

Total comprehensive income

-

148,615

148,615

Balance at 31 December 2024

1,500,012

2,942,842

4,442,854

Changes in equity

Share buyback

(2

)

-

(2

)

Dividends

-

(194,387

)

(194,387

)

Total comprehensive income

-

408,178

408,178

Balance at 31 December 2025

1,500,010

3,156,633

4,656,643

1.	STATUTORY INFORMATION

Building Materials Nationwide Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The previous period was shortened to bring it in line with the calender year. As a result the comparatives, including the notes, are not entirely comparable.

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows.

Turnover

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

Revenue is recognised when the purchases have been sourced.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of 3 businesses in 2022, is being amortised evenly over its estimated useful life of 5 years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less estimated residual value, after taking account of any impairment losses.

All assets are amortised over their useful lives as follows:

Licences

- 20 years

Expenditure on software and website development is charged to the Income Statement in the year in which it is incurred with the exception of expenditure incurred in respect of the development of major new systems. In this case, costs are capitalised on the basis that they can be demonstrated to generate future economic benefits that are attributable to the asset. Such expenditure is capitalised and amortised straight line, from the start of use, over the estimated useful life of the asset.

Useful lives range from three to ten years.

Short term investments

Current asset investments with a maturity of less than one year are measured at cost.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life.

Short leasehold

-

10% on cost

Fixtures and fittings

-

25% on cost

Motor vehicles

-

25% on reducing balance

Computer equipment

-

25% on cost

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits

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

Operating leases

Rentals paid under operating leases are charged to the Income Statement on a straight line basis over the period of the lease.

Judgements in applying accounting policies

In preparing these financial statements, the directors have made the following judgements:

To determine whether leases entered into by the company are operating or finance leases. These decisions depend on an assessment of whether the risks and rewards of ownership have been transferred from the lessor to the lessee on a lease by lease basis.

To determine whether there are indicators of impairment of the company's tangible and intangible assets. Factors taken into consideration in reaching a decision include the state of repair and the expected future performance of the asset.

To determine whether provisions such as deferred tax or bad debt provision are required. The directors looked at the likelihood of these provisions crystallising by assessing all the information available at the time in determining their decision.

Key sources of estimation uncertainties

Tangible and intangible fixed assets are depreciated over their estimated useful lives taking into account residual values where appropriate. The actual lives may depend on a number of factors including technological innovations, product life cycles and replacement policies.

The directors make an estimate of recoverable value of trade and other debtors. When assessing impairment, the directors consider factors including the current credit rating of the debtor, the ageing profile and historical experience.

3.	EMPLOYEES AND DIRECTORS

Period

1.4.24

Year Ended

to

31.12.25

31.12.24

£

£

Wages and salaries

3,056,301

2,161,915

Social security costs

386,845

244,705

Other pension costs

102,568

29,121

3,545,714

2,435,741

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

Period

1.4.24

Year Ended

to

31.12.25

31.12.24

Director

1

1

Administration

10

10

Operations

43

46

54

57

Period

1.4.24

Year Ended

to

31.12.25

31.12.24

£

£

Director's remuneration

12,488

9,366

4.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

Period

1.4.24

Year Ended

to

31.12.25

31.12.24

£

£

Depreciation - owned assets

64,417

25,298

Loss on disposal of fixed assets

-

6,266

Goodwill amortisation

115,232

86,425

Computer software amortisation

197,344

131,156

Auditors' remuneration

10,400

10,000

Foreign exchange differences

(2,914

)

4

5.

TAXATION

Analysis of the tax charge/(credit)

The tax charge/(credit) on the profit for the year was as follows:

Period

1.4.24

Year Ended

to

31.12.25

31.12.24

£

£

Current tax:

UK corporation tax

118,542

-

Deferred tax

4,545

(7,502

)

Tax on profit

123,087

(7,502

)

Reconciliation of total tax charge/(credit) included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

Period

1.4.24

Year Ended

to

31.12.25

31.12.24

£

£

Profit before tax

531,265

141,113

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%)

132,816

35,278

Effects of:

Expenses not deductible for tax purposes

25,242

503

Depreciation in excess of capital allowances

28,790

37,798

Utilisation of group relief

(68,306

)

(73,579

)

Movement in deferred tax

4,545

(7,502

)

Total tax charge/(credit)

123,087

(7,502

)

6.

DIVIDENDS

Period

1.4.24

Year Ended

to

31.12.25

31.12.24

£

£

Ordinary shares of £1 each

Interim

194,387

-

7.	INTANGIBLE FIXED ASSETS

Patents

and

Computer

Goodwill

licences

software

Totals

£

£

£

£

COST

At 1 January 2025

576,163

100,000

524,674

1,200,837

Additions

-

-

90,330

90,330

At 31 December 2025

576,163

100,000

615,004

1,291,167

AMORTISATION

At 1 January 2025

316,890

-

138,618

455,508

Amortisation for year

115,232

-

197,344

312,576

At 31 December 2025

432,122

-

335,962

768,084

NET BOOK VALUE

At 31 December 2025

144,041

100,000

279,042

523,083

At 31 December 2024

259,273

100,000

386,056

745,329

8.	TANGIBLE FIXED ASSETS

Fixtures

Short

and

Motor

Computer

leasehold

fittings

vehicles

equipment

Totals

£

£

£

£

£

COST

At 1 January 2025

141,735

23,545

61,190

63,842

290,312

Additions

-

3,631

-

53,603

57,234

At 31 December 2025

141,735

27,176

61,190

117,445

347,546

DEPRECIATION

At 1 January 2025

79,524

22,317

26,233

46,223

174,297

Charge for year

42,234

891

9,142

12,150

64,417

At 31 December 2025

121,758

23,208

35,375

58,373

238,714

NET BOOK VALUE

At 31 December 2025

19,977

3,968

25,815

59,072

108,832

At 31 December 2024

62,211

1,228

34,957

17,619

116,015