The Directors present the Strategic Report for C Walton Limited ('the Company') for the year ended 31 December 2025.

The Company is a member of the Manheim Global Management UK Limited group of companies ('the Group'). The Group is part of the Cox Automotive Incorporated division within Cox Enterprises Incorporated, based in the United States of America.

For the third consecutive year, the Company achieved higher monthly volumes than the prior year in all but one month, while continuing to deliver against commitments to key customers.

Volumes are measured by worklines, representing individual billable jobs completed. Whilst the significant growth in workline volumes is a positive indicator of customer demand and business performance, it also increases operational complexity. Higher workline activity generally results in greater volumes of vehicles moving through operational sites, placing additional demands on site capacity, workforce planning and operational management. Given the labour-intensive nature of the business, the primary impact is on employee-related costs. Management must carefully balance the need to respond quickly to increased demand through agency labour, which carries a higher cost, against the longer-term benefit of recruiting permanent employees.

The cost of parts typically increases as workline volumes increase. The impact on financial performance is presented in the key performance indicators section below. The mix of worklines affects total revenue, and revenue per workline also marginally improved over prior year.

Profitability is impacted by the mix of worklines, which can vary from high or low skilled repairs to parts replacement, in addition to the efficiencies of work performed and prices charged to customers. Gross profitability margin markedly improved year-on-year. Margins were supported by identifying efficiencies, securing price increases, mix and volumes.

Overheads increased for the third consecutive year, driven by increased rent, rates, insurance premiums, general expenses and building repairs and maintenance. This impacted the net profit generated, however the Company reported an operating profit overall (2024: operating loss).

Financial key performance indicators ('KPIs') include revenue and profit.

Turnover increased during the year by £21.3m (23%) to £114.3m (2024: £93.0m), as volumes again grew significantly for the third consecutive year, albeit at a slowing rate. The changing mix of services resulted in improved revenue per workline overall as more higher value refurbishment work was completed.

Margins improved due to securing price increases with several large contracts following a period of fixed prices during periods of cost inflation. Margins are negatively impacted by continued use of agency staff to meet rapid growth in demand. The running costs of operating three large sites continues to face inflationary cost pressures.

Management views the operating profit of £0.6m (2024: operating loss of £4.5m) as a positive indication of the direction of the Company following strategic efforts to return to profitability. The positive effect of long overdue price increases, coupled with effective cost management are evident by this improved performance.

The cost of intercompany interest incurred on loans created due to centralised purchase ledger operated in the Group brings the overall loss before tax to £1.1m (2024: £6.0m).

Non-financial KPIs include the number of arrivals and dispatches of stock. Arrivals increased 6% (2024: increase 22%) and dispatches decreased 4% (2024: increase 15%), reflecting the high volumes experienced and change in mix. Workline volumes are also monitored as a KPI, being the number of individual elements of servicing completed. Management notes that workline volumes increased 18% year-on-year (2024: 43% increase).

Principal risks and uncertainties affecting the Company are captured by a risk assessment completed at the Group level. Given the Group operates in the same market across multiple companies and areas, centralised risk assessment is the most efficient approach to risk management. The principal risks and uncertainties relate to vehicle volumes, macroeconomic and regulatory environments and IT risks surrounding key systems. Group risks are presented in the Annual report and financial statements of Manheim Global Management UK Limited available from UK Companies House.

Amended FRS 102 is effective for accounting periods beginning on or after 1 January 2026. The company has not early adopted the amendments. The principal impacts are set out below.

Leases (Section 20)

This is expected to be the most significant area of change for the company. The company holds a number of property leases at Bruntingthorpe Proving Ground and related facilities, currently treated as operating leases and expensed on a straight-line basis. Under the amended standard, these leases will be recognised on the balance sheet as right-of-use assets with corresponding lease liabilities from 1 January 2026.

Based on the company's assessment of leases in scope, the estimated aggregate right-of-use asset and lease liability to be recognised at the transition date is expected to be material to the company. The principal component of this is the long-term lease of Bruntingthorpe Proving Ground, which has a remaining term to January 2055. The annual profit and loss account charge will be restructured from operating lease rental expense to depreciation of the right-of-use assets and interest on the lease liabilities. The aggregate annual rental charge currently expensed is approximately £6.2 million; from 1 January 2026 this will be replaced by depreciation and finance charges of a broadly equivalent aggregate amount, with the finance charge reducing over the lease term as the liability unwinds.

The modified retrospective transition approach will be adopted. Comparatives will not be restated and no adjustment to opening retained earnings arises, as the right-of-use asset is measured at an amount equal to the lease liability at the transition date.

Revenue recognition (Section 23)

Amended FRS 102 introduces a five-step revenue recognition model. The company provides vehicle management and logistics services to automotive manufacturers and fleet operators, trading as Manheim Vehicle Services. The directors have assessed the company's contracts under the revised standard.

The company's contracts contain multiple distinct performance obligations, comprising a mix of stand-ready and continuous services recognised over time and discrete event-driven services recognised at a point in time. The directors' assessment, informed by external technical review, concludes that the amended standard is broadly consistent with the company's current revenue recognition approach. No material adjustment to opening retained earnings is anticipated in respect of revenue recognition.

Each customer contract will be formally assessed against the five-step model in the period of initial application to confirm this conclusion.

The modified retrospective transition approach will be adopted. Comparatives will not be restated. Fuller disclosure of the group-wide transition impact is included in the financial statements of the parent company, Manheim Global Management UK Limited.

The Directors consider that they have acted in the way they believe in good faith would be most likely to promote the success of the Company (having regard to the stakeholders and matters set out in section 172(1)(a-f) of the Companies Act 2006 in the decisions taken during the period. These matters are set out in detail in the Manheim Global Management UK Limited Annual report and financial statements for the year ended 31 December 2025 and are summarised below:

• Long-term strategic direction: The Board have long-term plans in place designed to have a long-term beneficial impact on the Group and its subsidiaries.

• Customers, suppliers and collaborators: The Board is committed to engagement with key stakeholders across these categories, creating and building business relationships that deliver mutual benefits.

• Employees: Employees are recognised as central to a successful business. Development, promotion of a diverse workforce and attracting and retaining the best talent is central to long-term strategy.

• Community and Environment: Actions the Company takes are always with the intention of positively impacting the communities and environments we operate within.

• The Company strives to maintain a reputation for high standards of business conduct, and

• Management recognises the need to act fairly as between members of the Company.

Decision-making within the Company is integrated with the wider Group and therefore the approach taken to promote success is consistent with that presented in the Manheim Global Management UK Limited Annual report and financial statements for the year-ended 31 December 2025. Given the Company shares common directors with the Group and common management exists between Group entities, performance management and stakeholder analysis occurs centrally at Group level.

Approved by the Board of Directors and signed on behalf of the Board

The Directors present their Annual report and financial statements for the year ended 31 December 2025.

The principal activity of the Company is to provide physical operations required by manufacturers, fleets and dealers for the operation of scalable and intelligent retail, in-life and defleet programmes. The Company operates under the Manheim brand, part of the Cox Automotive family of brands and companies.

The results for the year are set out on page 12.

No ordinary dividends were paid (2024: £nil). The directors do not recommend payment of a final dividend.

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

The Company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Finance related procedures are subject to overarching Group policies designed to mitigate financial risk to sufficiently acceptable levels. Treasury operations are centrally managed in the Group. Financing is made available from a fellow group company via intercompany loans and the Company is party to central management of cash flows across the Group.

Daily Group level cash flow forecasting ensures borrowing limits are not exceeded on a pooled basis. The risk of insufficient funds occurring is deemed low given the availability of intercompany borrowing. There is no exchange rates risk as all operations are UK based. Interest rate risk is deemed low as intercompany loans are repayable on demand and attract a low margin of interest on an acceptable benchmark rate.

Investments of cash surpluses, borrowings and derivative instruments are made through banks and companies which must fulfil credit rating criteria approved by the Board.

All customers who wish to trade on credit terms are subject to credit verification procedures. Trade debtors are monitored on an ongoing basis and provision is made for doubtful debts where necessary.

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the company continues and that the appropriate training is arranged. It is the policy of the Company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

Details of employee consultation, with reference to S172, can be found in the Manheim Global Management UK Limited Annual report and financial statements for the year-ended 31 December 2025.

There have been no significant events since the balance sheet date.

The Directors intend to continue to identify and implement operational efficiencies, increase volume capacity in an efficient way, improving profitability through cost and price management and ultimately will continue to grow market share and customer base.

The auditor, Deloitte LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

The SECR disclosures relating to the Company are included within the SECR disclosures presented in the Annual report of Manheim Global Management UK Limited, the parent undertaking of the largest group of undertakings to consolidate these financial statements. The Company has taken advantage of the exemption from the requirement to make SECR disclosures in these financial statements.

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

The Company is a subsidiary in the Manheim Global Management UK Limited Group (‘MGMUK’). The Company is in a net current liabilities position at the year-end and not forecast to generate sufficient cash to cover its liabilities as reported. Therefore, the Company obtained a letter of support from MGMUK confirming the necessary funds will be made available for the Company to meet its liabilities as they fall due for at least 12 months from the date of signing its Annual report and financial statements.

MGMUK operates a centralised treasury function and cash pooling for all UK based entities. MGMUK debt facilities currently available are a £10.0m overdraft facility provided by Barclays Bank Plc, repayable on demand. At the date of this report, MGMUK reports net cash of £15.6m and undrawn facilities of £10.0m.

The Company shares common Directors with MGMUK, who in their assessment of going concern considered the ability of MGMUK and its subsidiaries to operate on a cash pooled basis with the resources available to it.

The Directors have prepared cash flow forecasts for the MGMUK group with the following considerations:

• the working capital structure and liquidity of the Group and the ability of the Group to continue to service its creditors as they fall due;

• the cash and committed funding facilities in place;

• the principal risks facing the Group and its systems of risk mitigation and control;

• External factors influencing overall performance such as inflation;

• the Board approved cash flow forecasts prepared for a period to 31 December 2027; and

• The Directors modelled downside scenarios to consider potential impact on the Group's forecast results and cash flows. Assumptions in the scenarios are reductions in Group EBITDA excluding FX and restructuring, which could result from falls in revenue or increases in costs, driven by market conditions. The Directors also conducted stress testing of the Group's forecasts and, considering reasonable downside sensitivities, the Directors are satisfied that the Group is expected to operate within its available cash resources. After modelling a 50% reduction in Group EBITDA excluding FX and restructuring across all operations, sufficient facility headroom remained in the model across all months.

The Directors consider MGMUK maintains sufficient available cash balances and committed facilities to meet its financial obligations and to provide support as required to the Company in meeting its financial liabilities as they fall due for at least 12 months from the date of signing these financial statements.

Accordingly, the Directors have adopted the going concern basis in preparing the Company’s financial statements.

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

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”. 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;

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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

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

In our opinion the financial statements of C Walton Limited (the ‘company’):

• 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, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland; and

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

We have audited the financial statements which comprise:

• the statement of comprehensive income;

• the balance sheet;

• the statement of changes in equity;

• the related notes 1 to 21.

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).

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (‘ISAs (UK)’) and applicable law. Our responsibilities under those standards are further described in the auditor’s responsibilities for the audit of the financial statements section of our report.

We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council’s (the ‘FRC’s’) Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report.

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

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

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

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

We considered the nature of the company’s industry and its control environment, and reviewed the company’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management and the directors about their own identification and assessment of the risks of irregularities, including those that are specific to the company’s business sector.

We obtained an understanding of the legal and regulatory framework that the company operates in, and identified the key laws and regulations that:

• had a direct effect on the determination of material amounts and disclosures in the financial statements. These included UK Companies Act and tax legislation; and

• did not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.

We discussed among the audit engagement team, including​ relevant internal specialists such as tax, regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

As a result of performing the above, we identified the greatest potential for fraud in the following area, and our procedures performed to address them are described below:

• Accrued income and revenue cut-off – revenue relates predominantly to the provision of vehicle services and whilst customers are invoiced upon completion of all job line items, revenue is recognised at different stages after each individual job line item is complete. Therefore, there is a fraud risk that management overstate the work completed to present a better performance in the profit and loss account. We tested this by:

• Testing the valuation of the year-end accrued income balance by recalculating the expected accrued income and comparing this with the samples selected.

• Sampling revenue recognised in December and January to ensure that the revenue has been recognised in the correct period.

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition to the above, our procedures to respond to the risks identified included the following:

• reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

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

• enquiring of management concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations; and

• reading minutes of meetings of those charged with governance.

Opinions on other matters prescribed by the Companies Act 2006

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

• the information given in the strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.

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 any material misstatements in the strategic report or the directors’ report.

Under the Companies Act 2006 we are required to report in respect of the following matters 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.

We have nothing to report in respect of these matters.

Use of our report

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

The statement of comprehensive income has been prepared on the basis that all operations are continuing operations. There have been no items of other comprehensive income in the year and therefore no separate statement of comprehensive income is presented.

The notes on pages 15 to 28 form part of these financial statements.

C Walton Limited is a private company limited by shares registered in England and Wales and incorporated in the United Kingdom under Companies Act 2006. The registered office is Central House, Leeds Road, Rothwell, Leeds, West Yorkshire, United Kingdom, LS26 0JE.

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 £'000.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

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

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

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

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

The financial statements of the Company are consolidated in the financial statements of Manheim Global Management UK Limited. These consolidated financial statements are available from its registered office, Central House, Leeds Road, Rothwell, Leeds, LS26 0JE.

The Company is a subsidiary in the Manheim Global Management UK Limited Group (‘MGMUK’). The Company is in a net current liabilities position at the year-end and not forecast to generate sufficient cash to cover its liabilities as reported. Therefore, the Company obtained a letter of support from MGMUK confirming the necessary funds will be made available for the Company to meet its liabilities as they fall due for at least 12 months from the date of signing its Annual report and financial statements.true

MGMUK operates a centralised treasury function and cash pooling for all UK based entities. MGMUK debt facilities currently available are a £10.0m overdraft facility provided by Barclays Bank Plc, repayable on demand. At the date of this report, MGMUK reports net cash of £15.6m and undrawn facilities of £10.0m.

The Company shares common Directors with MGMUK, who in their assessment of going concern considered the ability of MGMUK and its subsidiaries to operate on a cash pooled basis with the resources available to it.

The Directors have prepared cash flow forecasts for the MGMUK group with the following considerations:

• •    the working capital structure and liquidity of the Group and the ability of the Group to continue to service its creditors as they fall due;

• •    the cash and committed funding facilities in place;

• •    the principal risks facing the Group and its systems of risk mitigation and control;

• •    External factors influencing overall performance such as inflation;

• •    the Board approved cash flow forecasts prepared for a period to 31 December 2027; and

• •    The Directors modelled downside scenarios to consider potential impact on the Group's forecast results and cash flows. Assumptions in the scenarios are reductions in Group EBITDA excluding FX and restructuring, which could result from falls in revenue or increases in costs, driven by market conditions. The Directors also conducted stress testing of the Group's forecasts and, considering reasonable downside sensitivities, the Directors are satisfied that the Group is expected to operate within its available cash resources. After modelling a 50% reduction in Group EBITDA excluding FX and restructuring across all operations, sufficient facility headroom remained in the model across all months.

The Directors consider MGMUK maintains sufficient available cash balances and committed facilities to meet its financial obligations and to provide support as required to the Company in meeting its financial liabilities as they fall due for at least 12 months from the date of signing these financial statements.

Accordingly, the Directors have adopted the going concern basis in preparing the Company’s financial statements.

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

Revenue from the sale of services is recognised when the significant, associated risks and rewards are considered to have passed to the buyer (usually on completion of the related service), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Development costs that are directly attributable to the design of software products controlled by the Company are recognised as intangible fixed assets when the following criteria are met:

• It is technically feasible to complete the intangible asset so that it will be available for use o sale.

• It is intended to complete the intangible asset and use or sell it.

• The intangible asset is able to be used or sold.

• It can be demonstrated how the intangible asset will generate future economic benefits.

• It has adequate technical, financial and other resources to complete the development and to use or sell the intangible asset.

• It can reliably measure the expenditure attributable to the intangible asset during its development.

Development expenditures that do not meet these criteria are recognised as an expense as incurred.

Amortisation 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:

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:

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 credited or charged to profit or loss.

At each reporting period end date, the company 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.

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.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

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

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

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.

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

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

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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.

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

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

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

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

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

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

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

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

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

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 leased asset are consumed.

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

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

The Company has considered areas of judgement and key sources of estimation uncertainty that have the most significant effect on the amounts recognised in the financial statements.

Management consider there to be no areas of judgement or key sources of estimation uncertainty to the business.

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

Their aggregate remuneration comprised:

None of the directors received any remuneration from the Company in relation to their services to the Company in the current year or the prior year. The remuneration of the directors is borne by Manheim Limited. It is not practicable to ascertain the proportion of the directors’ emoluments that specifically relate to this Company.

The actual credit 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:

The Company has unprovided deferred tax of £nil (2024: £720,000).

Factors affecting tax charge in future years

The standard rate of UK Corporation Tax applied to reported profit is 25% (2024: 25%), being the rate substantively enacted in Finance Act 2020 on 24 May 2021 with effect from 1 April 2023. All deferred tax balances as at 31 December 2025 have been calculated at 25% (2024: 25%).

Pillar Two legislation has been enacted or substantively enacted in certain jurisdictions the Company’s Ultimate Parent Entity (“UPE”), Cox Enterprises, Inc., operates, including the UK. The legislation is effective for the UPE’s fiscal year beginning 1 January 2024, and the applicable Pillar 2 tax filings and payments become due starting 30 June 2026. The UPE is in scope of the enacted or substantively enacted legislation and has assessed an immaterial impact for the fiscal year ending 31 December 2025.

There is no material difference between the balance sheet value of stocks and their replacement cost.

Due to the short-term nature of the financial assets included in this note they are held at undiscounted cost, are repayable on demand and are unsecured. The financial assets include trade debtors.

Interest is not charged on any of the financial assets.

Restricted cash as at 31 December 2025 relates to cash held on behalf of Jaguar Land Rover. The cash is part of the contract with Jaguar Land Rover to subsidise vehicle taxes prior to the vehicles being returned to Jaguar Land Rover. The cash is held in a separately designated bank account and is not available for use in the ordinary course of business.

Due to the short-term nature of the financial liabilities included in this note they are held at undiscounted cost, are repayable on demand and are unsecured.

The group undertaking is Manheim Limited. Interest is charged on amounts owed to group undertaking at a rate of SONIA + 2.5%.

The company is party to the £10m overdraft facility repayable on demand that is operated between Barclays and Manheim Global Management UK Limited. The overdraft has no fixed expiry date.

The following are the deferred tax assets recognised by the company and movements thereon:

The deferred tax asset set out above is expected to reverse in more than 12 months and relates to the utilisation of tax losses against future expected profits of the same period and accelerated capital allowances that are expected to mature within the same period.

In 2025, deferred tax assets in relation to trading losses have been disclosed separately to other timing differences. The 2024 comparative numbers have been restated accordingly.

The Company’s reserves are as follows:

The profit and loss reserve represents cumulative profits or losses, net of dividends.

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

The Company’s ultimate parent company and ultimate controlling party is Cox Enterprises, Inc. The registered office of Cox Enterprises, Inc. is at 251 Little Falls Drive, Wilmington, Delaware 19808, United States of America. The parent undertaking of the largest Group, which includes the Company and for which group financial statements are prepared is Cox Enterprises, Inc. The financial statements of Cox Enterprises, Inc. are not publicly available.

The immediate parent company is BIAS 2020 Limited. The registered office of BIAS 2020 Limited is Central House, Leeds Road, Rothwell, Leeds, LS26 0JE. The parent undertaking of the smallest Group, which includes the Company and for which group financial statements are prepared, is Manheim Global Management UK Limited. Copies of the financial statements of Manheim Global Management UK Limited can be obtained from Companies House, Crown Way, Cardiff CF14 3UZ, United Kingdom.