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

“Plant-Ex Ingredients today”

- Independent experts in natural colours and flavours for the food and drink industry

- Truly international customer reach

- Operations in Turkey, Poland, the UK and the USA

- Differentiated facilities and innovation capability, with breadth of ingredients supporting a strong customer proposition

- Strong growth across products and markets, with momentum continuing into 2026

- Revenue £32.9m; Adjusted EBITDA £2.8m delivered while absorbing the investment in a significantly enlarged operating platform

- Ongoing investment programme to support the evolving platform (including £3.2m of capital and acquisition expenditure, plus a further £0.5m of non-recurring and other overhead investment

- Investing in a high performing leadership team

- EBITDA adjustment of £0.5m comprising of non-recurring overheads, operational investment and site maintenance.

Chair’s statement

I am pleased to present the financial report and accounts for Plant-Ex for the year ended 2025.

The Group has delivered another year of record revenue performance, alongside significant investment across the business to support our ambitious strategic growth plans.

2025 was the first full financial year of my involvement with Plant-Ex following the strategic investment received from BGF in August 2024.

Plant-Ex continues to build on its origins as a disruptive, high-quality innovator and has expanded into a major independent international player. 2025 was a pivotal year in that journey.

We have invested in people, plant and our customers across the group and are well positioned for growth in 2026 and beyond.

I am delighted with where we are and where we are heading.

Susan Barratt

Chair

Chief Executive Officer’s statement

During the year, we continued to make significant progress in Plant-Ex’s strategic development, while remaining focused on disciplined execution.

A founding principle of Plant-Ex is a relentless focus on our customers, delivering exceptional product quality, service and innovation. This approach continues to underpin our performance and development.

Further details of the strategic developments delivered during the year are set out in the Managing Director’s report below. Achievements reflect a combination of record investment, the capability and commitment of our colleagues and a relentless focus on delivery.

Key highlights during the year included:

- Completion and formal opening of Unit 23 in the UK, providing a material increase in capacity and a leading production and operational hub to support UK and international customers

- Acquisition of Aromacolors in Poland, adding capability and customers, as well as creating further opportunities to strengthen our European presence

- Continued growth and development of the team: we entered 2026 with over 140 colleagues, and additional growth vacancies are being addressed. We strengthened the senior leadership team to support our medium-term plans, including appointments of a Managing Director, Global Technical Director, Sales Director and Senior Flavourist.

The momentum from a strong 2025 is reflected in a record pipeline of opportunities with existing and new customers across many geographies and categories across the food and drink industry.

Following fifteen years of investment and planning, Plant-Ex now has the complete platform of infrastructure, people and technology to fully deliver on the core task of providing great flavours and natural colours to the food and beverage sector. I would like to thank our customers for their continued trust in Plant-Ex and our colleagues for their dedication and expertise in delivering a record year and further strengthening the platform for future success in 2026 and beyond.

Giles Drewett

Chief Executive Officer

Managing Director’s statement

Having joined Plant-Ex early in 2025, I have been impressed by the pace of development achieved during the year.

We delivered record revenue during a period of strategic transformation. Our focus has been on strengthening the platform for medium-term growth through investment in infrastructure, talent and operational capability.

Growth across the business – including our expanding portfolio of natural flavours, colours and food protection systems – and across all geographies resulted in net revenue of £32.9m, up 25% on last year, with a record number of new customers as well as further projects with existing customers.

Adjusted EBITDA of £2.8m (excluding the effects of certain one-off costs) was delivered while absorbing the increased investment of the enlarged platform.

Total capital and acquisition expenditure of £3.2m was invested in the year, together with a further £0.5m of investment within overheads, as part of strengthening the platform. Key projects during the year included:

- Acquisition of Aromacolors, enhancing market presence and capability in Central and Eastern Europe

- Completion of Unit 23 in the UK, providing a step change in production (in particular savoury flavours and liquid flavours) and storage capacity

- Expansion of colours and bulk liquid manufacturing capability

- Further investment in laboratory facilities, NPD and innovation expertise and improvements to stock and IT systems

- Initial investment in incremental UK spray drying capacity, which has since been completed and successfully brought online in 2026

- Recruitment of incremental roles and introduction of a strengthened senior management structure to enable the next phase of growth

In 2026, further development activity remains ongoing, including strategic procurement, operational and innovation projects in the UK, Poland and Turkey, focused on enhancing capability and capacity across the portfolio to support an increasingly international customer base.

Trevor Debenham

Managing Director

The directors have considered the major risks and uncertainties facing the Group:

Market Risk

Fluctuating demand in the sector could impact sales. To mitigate this, the Group continues to diversify its customer base, develop innovative new products and expand into new markets.

Supply Chain Disruption

The Group continues to monitor geopolitical developments in the Middle East, Asia and their potential impact on global supply chains. The conflict has contributed to disruption of certain shipping routes, increased freight costs and longer lead times across parts of the Group's supply network.

Management has implemented a range of measures to mitigate these risks, including diversifying suppliers to have the option of different geographical sources where appropriate, maintaining close engagement with key logistics providers and monitoring inventory levels to support continuity of supply. While the Group has experienced some delays and increased procurement and transportation costs, these have not materially affected its ability to meet customer demand or continue operations, although these higher operating costs are passing through to higher unit selling prices during 2026.

Climate Change Risks

The Directors continue to monitor climate-related developments and assess their potential impact on the Group's operations. Scarcity of the supply of natural raw materials continues to be a risk to the business. Risk management processes include consideration of supply chain resilience and strong supplier relationships. The Group also seeks to identify opportunities to improve operational efficiency and reduce its environmental impact where commercially appropriate.

Regulatory Compliance

Evolving Food Safety and Environmental legislation may impact operational processes. The company closely monitors legal developments and engages with industry bodies to ensure compliance with latest regulations and guidance. The shift toward natural ingredients, presents a growth opportunity for the Group over the long term, as regulatory bodies and consumers move away from synthetic ingredients.

Operational Risks

The Group is exposed to labour shortages, driven by a competitive labour market in the UK. This pressure may impact profitability and capacity as the group continues to expand in the UK and overseas. To mitigate these risks, the Group continues to invest in employee development and engagement initiatives to ensure the Group attracts and retains a motivated and committed workforce and has begun a programme diversify production to our sites in Poland and Turkey.

Financial Risks

The company manages its liquidity and cash flow risk through regular monitoring of forecast and actual cash flows and by maintaining appropriate working capital levels. The company has committed bank financing facilities which provide adequate headroom to support its operational and strategic funding requirements. The directors regularly review cash flow forecasts and available financing facilities to ensure that sufficient liquidity is maintained to meet the company's obligations as they fall due.

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 and group continued to be that of manufacture of natural food ingredients.

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

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

During 2026, Plant-Ex Ingredients Ltd became the sole shareholder of Plant-Ex Ingredients Europe s.p. z.o.o. (formerly Aromacolors s.p. z.o.o).

The Group’s strategic focus for the next 3 years includes:

- Continued development of new and innovative products to support the Group’s customers.

- The completion of production capacity projects both in the UK and other manufacturing facilities across the world.

- Increased focus on ESG principles across operations; reducing environmental impact, promoting a diverse and inclusive workforce and maintaining high standards of governance.

Despite macroeconomic and geopolitical uncertainties, the board is confident in the company’s ability to continue to adapt and grow profitably.

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:

• select suitable accounting policies and then apply them consistently;

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

• state whether applicable United Kingdom 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 group and parent company will continue in business.

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.

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group'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 the existence of branches of the company outside of the United Kingdom and the Group's exposure to financial risks.

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.

This report has been prepared in accordance with the provisions applicable to groups and companies entitled to the exemptions of the medium companies regime.

Qualified opinion

We have audited the financial statements of Plant-Ex Ingredients Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group income statement, 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, except for the effects on the corresponding figures of the matter described in the Basis for qualified opinion paragraph, the financial statements:

• give a true and fair view of the state of the group's and the parent company's affairs as at 31 December 2025 and of the group's 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 qualified opinion

The previous auditors were unable to obtain sufficient appropriate audit evidence regarding the existence and completeness of the inventory balance as of 31 December 2023. Specifically, they were unable to observe the physical inventory count at the period-end and were unable to perform alternative procedures that would provide them with sufficient evidence regarding the completeness and existence of the inventory for the period then ended.

Consequently they were unable to determine whether there was any consequential effect on the cost of sales for the year ended 31 December 2024. The prior year audit opinion on the financial statements for the year ended 31 December 2024 was modified accordingly. Our opinion on the current period's financial statements is also modified because of the possible effect of this matter on the comparability of the current period's figures and the corresponding figures.

The matter described above relates solely to the opening inventory balance at 1 January 2024 and the corresponding impact on the comparative cost of sales and profit for the year ended 31 December 2024.

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 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 qualified 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.

As described in the basis for qualified opinion section of our report, we were unable to satisfy ourselves concerning the cost of sales balance in the comparative period. We have concluded that where the other information refers to the cost of sales balance or impacted income statement balances, it may be materially misstated for the same reason.

Opinions on other matters prescribed by the Companies Act 2006

Except for the possible effects of the matter described in the basis for qualified opinion section of our report, in our opinion, based on the work undertaken in the course of our 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.

Except for the matter described in the basis for qualified opinion section of our report, 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.

Arising solely from the limitation on the scope of our work relating to the comparative cost of sales figure, referred to above:

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

• the parent company financial statements are not in agreement with the accounting records and returns; or

• certain disclosures of directors' remuneration specified by law are not made

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

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.

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.

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.

As group auditors, our assessment of matters relating to non-compliance with laws or regulations and fraud differed at group and component level according to their particular circumstances. Our communications included a request to identify instances of non-compliance with laws and regulations and fraud that could give rise to a material misstatement of the group financial statements in addition to our risk assessment.

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.

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

As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £386,900 (2024 - £631,009 profit).

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

Plant-Ex Ingredients Limited (“the company”) is a private company limited by shares incorporated in England and Wales. The registered office is Unit 7D Access 18, Avonmouth, Bristol, England, BS11 8HT.

The group consists of Plant-Ex Ingredients Limited and all of its subsidiaries.

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

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:

• 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 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

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

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.

The consolidated group financial statements consist of the financial statements of the parent company Plant-Ex Ingredients 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.

At the time of approving the financial statements, the directors have a reasonable expectation that the group and parent company have adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts.

Goodwill arising on the acquisition of subsidiary undertakings/trade and assets 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 seven to ten 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.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

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 recognised in the income statement.

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.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

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.

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 and those overheads 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, 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.

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, 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.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

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 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.

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, 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.

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.

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

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

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.

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 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 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 income statement, 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 if, and only if, there is 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.

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black-Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

The expense in relation to options over the parent company’s shares granted to employees of a subsidiary is recognised by the company as a capital contribution, and presented as an increase in the company’s investment in that subsidiary.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

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.

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.

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.

Hyperinflation economies

During the year, the Plant-Ex Gida Kimya continued to operate in an economy considered hyperinflationary for accounting purposes. Accordingly, the financial statements of that subsidiary have been adjusted to reflect changes in the general purchasing power of the Turkish Lira before being translated into the Group's presentation currency in accordance with Section 31 Hyperinflation of FRS 102.

Non-monetary assets and liabilities, equity and items of income and expenditure have been restated using relevant price indices to reflect the impact of inflation from the dates on which the transactions occurred. Monetary assets and liabilities are not restated, as they are already expressed in terms of the monetary unit current at the reporting date.

The effect of applying hyperinflation accounting has been recognised in the consolidated financial statements with non-monetary assets and equity brought forward revalued to reflect the associated impact. The Group has used the Turkish Consumer Price Index published by the Turkish Statistical Institute in determining the appropriate inflation adjustments.

The impact of hyperinflation on profit for the year is shown in note 30 of the financial statements.

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.

Management exercised judgement in assessing the accounting treatment of the Group's Enterprise Management Incentive ("EMI") share option scheme. This involved reviewing the terms and conditions of the option agreement, including the vesting provisions and any performance or service conditions attached to the award. Following this review, management concluded that the options vested immediately on grant and that no future service or non-market vesting conditions existed. Accordingly, the full share-based payment charge was recognised in the prior year, with no further expense recognised in the current year other than any adjustments arising from changes in estimates or modifications to the arrangement. This judgement affected the timing of recognition of the share-based payment expense in the financial statements.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Inventories are valued at the lower cost and net realisable value. Net realisable value includes, where necessary, provisions for slow moving and obsolete stocks. Calculation of these provisions requires judgements to be made, which include forecast consumer demand, the promotional, competitive and economic environment and inventory loss trends. For the year 2025 no stock provision has been included within the accounts.

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

Their aggregate remuneration comprised:

The number of directors who are entitled to receive shares under long term incentive schemes during the year was 2 (2024 - 2). In the prior year both directors exercised a proportion of these options following a Minority Sale.

As total directors' remuneration was less than £200,000 in the prior year, no disclosure is provided for that year.

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

During the year the amount payable on the acquisition of Plant-Ex Gida Kimya crystallised resulting in a reduction in the contingent consideration payable of £222,176. Of this amount, £214,193 related to gross goodwill and £40,799 related to accumulated amortisation, resulting in a net reduction in carrying value of goodwill of £173,394 and a gain of £48,782 recognised in profit or loss.

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

During the year Plant-Ex Ingredients (Polska) Sp. z.o.o. acquired 100% of the Ordinary share capital of Aromacolors Sp. z.o.o.

Post year-end Aromacolors Sp. z.o.o. changed its name to Plant-Ex Ingredients Europe Sp. z.o.o. and 100% of the Ordinary share capital in the company was transferred to Plant-Ex Ingredients Limited.

All entities are included within these consolidated accounts.

Included within bank overdrafts is £2,451,289 (2024: £224,570) relating to invoice financing facilities. These are secured by a fixed and floating charge over the company's assets. A discount charge is payable at 1.95% above bank Base Rate.

Other loans comprise amounts payable to directors net of accrued interest. These are unsecured with interest accruing at a fixed rate of 5% per annum. Further details are disclosed in the related party transactions note.

Net obligations under hire purchase contracts are secured by fixed charges on the assets concerned.

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:

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

The deferred tax liability set out above relates to accelerated capital allowances that are expected to reverse over the useful economic life of the corresponding assets.

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.

In the prior year, the company issued share options over the Ordinary share capital of the company. The options vested immediately with the full share based payment expense recognised in the prior period.

The options outstanding at 31 December 2025 had an exercise price of £592.71 and a remaining contractual life of 8 years. The options will become exercisable on the earlier of the date of an Exit Event as defined in the share option agreement or 1 January 2029.

Ordinary shares carry full voting rights and entitle the holder to dividends and surplus assets on a return of capital, subject to the rights of A Ordinary shareholders.

A Ordinary shares carry preferential dividend rights and priority on a return of capital ahead of Ordinary shareholders. They also carry voting rights, which may be subject to certain limitations in accordance with the Articles of Association.

B Ordinary shares do not carry voting rights or rights to dividends and participate in capital distributions only in certain circumstances. During the year the company issued 498 B Ordinary shares for consideration of £40.

Share premium reflects amounts paid in excess of nominal value for shares issued to date.

The capital redemption reserve arose due to a prior period error in how the directors loan accounts were discounted with the balancing figure posted here. As this amount is not material, this has been reversed in the current year rather than corrected through the prior period.

Other reserves reflect amounts held under equity settled share based payment schemes. This balance is expected to be released to retained earnings on exercise or lapse of the corresponding share options.

On 30 April 2025 the group acquired 100% of the issued share capital of Aromacolors Sp z.o.o..

The directors concluded that the book values of the acquired assets and liabilities approximated their fair values and consequently no fair value adjustments arose on acquisition. The directors have deemed the useful economic life of the goodwill acquired to be 10 years.

Amounts contracted for but not provided in the financial statements:

During 2026, Plant-Ex Ingredients Ltd became the sole shareholder of Plant-Ex Ingredients Europe s.p. z.o.o. (formerly Aromacolors s.p. z.o.o).

Transactions with directors

In the prior year an unsecured contractual fixed term loan of £2,000,000 was entered into with the director G O R Drewett and his wife A Drewett equally.

At the year-end the company owed £2,135,177 (2024: £1,921,964) in respect of this contract which is repayable by 14 August 2027.

Interest on the loan is charged at 5% per annum.

Nic-Ex Ltd

The company sold £48,891 (2024: £114,419) of goods and services, and charged management fees of £28,800 (2024: £nil) to Nic-Ex Ltd, a company owned by directors of the company.

Group transactions

The group and company have taken advantage of the exemption contained in Section 33 of FRS 102 from disclosing related party transactions with wholly owned subsidiaries.

The comparative period cashflow and cash generated from operations note has been restated to correct key cashflow allocations. There is no impact on closing cash, profit or equity for the year.

The Group has a subsidiary operating in Turkey, which is considered a hyperinflationary economy under FRS 102 Section 31. The financial statements of that subsidiary have been restated using the Turkish Consumer Price Index published by the Turkish Statistical Institute before being translated into sterling. The index as at 31 December 2025 was 3,513.87 (2024: 2,684.55) giving an inflation rate of 30.9%.

The loss on hyperinflation recognised in profit or loss totalled £72,386 for the year ended 31 December 2025.

The impact on associated balance sheet items can be seen in the corresponding notes in the financial statements. Opening retained earnings were increased by £100,934 following restatement of opening balances under FRS 102 Section 31.