Company No: 15754320 (England and Wales)

Contents

• Company Information
• Balance Sheet
• Notes to the Financial Statements

DIRECTORS	J Lynch
	P N Marson
	G Meadows (Appointed 24 November 2025)
	P J Strafford (Resigned 25 June 2025)
	E M Tichy (Appointed 25 June 2025)

REGISTERED OFFICE	Unit 100 Steamboat Way
	Castleford
	WF10 5HX
	United Kingdom

COMPANY NUMBER

15754320 (England and Wales)

ACCOUNTANT	S&W Partners LLP
	4th Floor Cumberland House
	15-17 Cumberland Place
	Southampton
	Hampshire
	SO15 2BG

	Note	31.12.2025		31.12.2024
		£		£
Fixed assets
Tangible assets	3	9,328		7,140
Investments	4	9,085,697		2,158,836
		9,095,025		2,165,976
Current assets
Debtors	5	358,875		61,554
Cash at bank and in hand		104,191		40,917
		463,066		102,471
Creditors: amounts falling due within one year	6	( 10,467,489)		( 2,616,693)
Net current liabilities		(10,004,423)		(2,514,222)
Total assets less current liabilities		(909,398)		(348,246)
Creditors: amounts falling due after more than one year	7	( 226,953)		0
Net liabilities		( 1,136,351)		( 348,246)
Capital and reserves
Called-up share capital		1		1
Profit and loss account		( 1,136,352 )		( 348,247 )
Total shareholder's deficit		( 1,136,351)		( 348,246)

For the financial year ending 31 December 2025 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

• The member has not required the Company to obtain an audit of its financial statements for the financial year in accordance with section 476;
• The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
• These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Profit and Loss Account has not been delivered.

The financial statements of Kaleidex Limited (registered number: 15754320) were approved and authorised for issue by the Board of Directors on 24 September 2026. They were signed on its behalf by:

J Lynch Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial period, unless otherwise stated.

General information and basis of accounting

Kaleidex Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is Unit 100 Steamboat Way, Castleford, WF10 5HX, United Kingdom.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with ‘The Financial Reporting Standard applicable in the UK and the Republic of Ireland’ issued by the Financial Reporting Council, including Section 1A of Financial Reporting Standard 102 (FRS102), and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The functional currency of Kaleidex Limited is considered to be pounds sterling because that is the currency of the primary economic environment in which the Company operates.

These financial statements are separate financial statements.

Going concern

The directors have assessed the Balance Sheet and forecasted cash flows covering a period of 12 months from the date of approval of these financial statements. The directors note that the Company has net liabilities of £1,136,351. The Company is supported through loans from the Parent Company. The directors have received a confirmation that the loan facilities will continue to be available for at least 12 months from the date of signing these financial statements and the Parent Company will continue to support the Company. After making enquiries, the directors believe that any foreseeable debts can be met for at least 12 months from the date of signing these financial statements. Accordingly, the directors continue to adopt the going concern basis in preparing the financial statements.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Profit and Loss Account in the period in which they arise on monetary items.

Employee benefits

Defined contribution schemes
The Company operates a defined contribution scheme. The amount charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the Balance Sheet.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Balance Sheet date.

Deferred tax
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that are expected to apply when the timing differences reverse, based on enacted or substantively enacted tax rates and laws. Deferred tax assets and liabilities are not discounted.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit. Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised.

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Computer equipment

3 - 5 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

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.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

Fixed asset investments

Investments are recognised initially at fair value which is normally the transaction price excluding transaction costs. Subsequently, they are measured at fair value through profit or loss if the shares are publicly traded or their fair value can otherwise be measured reliably. Other investments are measured at cost less impairment.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

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.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Basic financial assets
Basic financial assets, which include debtors 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 are derecognised when and only when the contractual rights to the cash flows from the financial asset expire or are settled, or the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or the Company, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.

Basic financial 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.

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.

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

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders.

2. Employees

	Year ended 31.12.2025		Period from 01.06.2024 to 31.12.2024
	Number		Number
Monthly average number of persons employed by the Company during the year, including directors	7		4

3. Tangible assets

	Computer equipment		Total
	£		£
Cost
At 01 January 2025	7,582		7,582
Additions	5,644		5,644
At 31 December 2025	13,226		13,226
Accumulated depreciation
At 01 January 2025	442		442
Charge for the financial year	3,456		3,456
At 31 December 2025	3,898		3,898
Net book value
At 31 December 2025	9,328		9,328
At 31 December 2024	7,140		7,140

4. Fixed asset investments

Investments in subsidiaries

	31.12.2025
	£
Cost
At 01 January 2025	2,158,836
Additions	6,926,861
At 31 December 2025	9,085,697
Carrying value at 31 December 2025	9,085,697
Carrying value at 31 December 2024	2,158,836

5. Debtors

	31.12.2025		31.12.2024
	£		£
Amounts owed by Group undertakings	268,000		0
Prepayments	47,216		0
VAT recoverable	43,659		61,554
	358,875		61,554

6. Creditors: amounts falling due within one year

	31.12.2025		31.12.2024
	£		£
Trade creditors	54,516		25,616
Amounts owed to Group undertakings	10,241,540		2,558,836
Accruals	34,200		8,741
Other taxation and social security	33,096		21,107
Other creditors	104,137		2,393
	10,467,489		2,616,693

7. Creditors: amounts falling due after more than one year

	31.12.2025		31.12.2024
	£		£
Other creditors	226,953		0

There are no amounts included above in respect of which any security has been given by the small entity.

The other creditors balance relates to deferred consideration arising on a current year business acquisition, payable subject to performance conditions.

8. Events after the Balance Sheet date

Acquisitive growth continues to be a critical component of Kaleidex's growth. Since the year end the Group has completed the acquisition of the following companies:

* Kaleidex Deutschland GmbH on 21 April 2026
* Meditec Source GmbH & Co. KG including its General Partner Meditec Source Verwaltungs GmbH on 11 May 2026
* Accutool Holdings Limited and its subsidiary Accutool Limited on 6 July 2026
* Lisnabrin Holdco Limited and its subsidiary Lisnabrin Engineering Limited on 17 July 2026

On 1 July 2026, Kaleidex Group Limited irrevocably and unconditionally waived £25,000,000 of intercompany debt owed to it by its wholly-owned subsidiary, Kaleidex Limited. The waiver was non-repayable, and no shares were issued or transferred by either company in consideration.

In accordance with FRS 102, the transaction has been recognised within Kaleidex Limited directly in equity, outside profit or loss and other comprehensive income, and credited to a separate Capital Contribution Reserve. As a result of the transaction, the investment held within Kaleidex Group Limited has increased by £25,000,000.

9. Ultimate controlling party

At the year end the immediate parent undertaking was Kaleidex Group Limited, a company registered in England and Wales.

The ultimate controlling party is Ansor Fund II GP LLP, a Limited Liability Partnership registered in England and Wales.