ACCOUNTS - Final Accounts preparation

Operating loss

The operating loss is stated after charging:

Registered number: 11938901

EPAC HOLDINGS EUROPE LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

EPAC HOLDINGS EUROPE LIMITED

COMPANY INFORMATION

Directors	F G Freiha
	F J Frem
	M C Frem
	B Frem
	J Hobeika


Registered number	11938901


Registered office	Creative Industries
	Wolverhampton Science Park
	Glaisher Drive
	Wolverhampton
	West Midlands
	WV109TG


Independent auditors	WR Partners
	Chartered Accountants & Statutory Auditors
	Belmont House
	Shrewsbury Business Park
	Shrewsbury
	Shropshire
	SY2 6LG

EPAC HOLDINGS EUROPE LIMITED

CONTENTS

	Page
Group strategic report	1
Directors' report	2 - 3
Independent auditors' report	4 - 7
Consolidated statement of comprehensive income	8
Consolidated balance sheet	9 - 10
Company balance sheet	11
Consolidated statement of changes in equity	12 - 13
Company statement of changes in equity	14 - 15
Consolidated statement of cash flows	16 - 17
Notes to the financial statements	18 - 41

EPAC HOLDINGS EUROPE LIMITED

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2025

Introduction

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

Business review

As per our trending performance during the previous years, we have continued to enjoy consistent growth in our operating regions. This is in line with our plans and objectives for each site. Also, according to expectations, we have increased our capacity in the UK, France and Poland. We have also focused on efficiency planning and on maintaining our service levels as additional capacity becomes available.

Continuous improvement and meeting efficiency targets continue to be our focus points across Europe.

Principal risks and uncertainties

As sales keep growing, our focus remains on maintaining our service levels, given a steady increase in pressure on our capacity. Hiring, training, and retaining staff, as well as increasing shift patterns, remain critical to delivering satisfactory results to our customers.

Financial key performance indicators

We are pleased to see our cost of goods remain in line with our expectations and our overheads stable, especially in the more mature markets. Growth in sales is still consistent and in line with previous trends over the years.

This report was approved by the board and signed on its behalf.

J Hobeika

Director

Date: 30 September 2026

Page 1

EPAC HOLDINGS EUROPE LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2025

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

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 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 the Group 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 for the Group's financial statements and then apply them consistently;

∙make judgments 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;

∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation and minority interests, amounted to £1,999,298 (2024 - loss £3,244,946).

There were no dividends declared during the year (2024: £Nil).

Directors

The directors who served during the year were:

F G Freiha

F J Frem

M C Frem

B Frem

J Hobeika

Page 2

EPAC HOLDINGS EUROPE LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2025

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:

∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Auditors

The auditors, WR Partners, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.

J Hobeika

Director

Date: 30 September 2026

Page 3

EPAC HOLDINGS EUROPE LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EPAC HOLDINGS EUROPE LIMITED

Opinion

We have audited the financial statements of ePac Holdings Europe Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2025, which comprise the Consolidated statement of comprehensive income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

∙give a true and fair view of the state of the Group's and of the Parent Company's affairs as at 31 December 2025 and of the Group's loss for the year then ended;

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

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

Basis for opinion

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

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the 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.

Page 4

EPAC HOLDINGS EUROPE LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EPAC HOLDINGS EUROPE LIMITED (CONTINUED)

Other information

The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.

Opinion 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 Group 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 Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Directors' report.

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

∙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; or

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

Page 5

EPAC HOLDINGS EUROPE LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EPAC HOLDINGS EUROPE LIMITED (CONTINUED)

Responsibilities of directors

As explained more fully in the Directors' responsibilities statement set out on page 2, 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 the 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 the Parent Company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' 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 Group 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 extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

The audit team obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined that the most significant are those that relate to the reporting framework (FRS 102 and the Companies Act 2006), the relevant tax compliance regulations, employment law, Health and Safety Regulations and the UK General Data Protection Regulation (GDPR).

We understood how the Company and Group are complying with these frameworks by making enquiries of management and those responsible for legal and compliance procedures. We also reviewed board minutes to identify any recorded instances of irregularity or non-compliance that might have a material impact on the financial statements.

We assessed the susceptibility of the Group's financial statements to material misstatement, including how fraud might occur by meeting with key management to understand where they considered there was susceptibility to fraud. Based on our understanding our procedures involved enquiries of management and those charged with goverance, manual journal entry testing, cashbook reviews for large and unusual items and the challenge of significant accounting estimates used in preparing the financial statements.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.

Page 6

EPAC HOLDINGS EUROPE LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EPAC HOLDINGS EUROPE LIMITED (CONTINUED)

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 Auditors' 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.

Andrew Malpass BA FCA (Senior statutory auditor)

for and on behalf of

WR Partners

Chartered Accountants

Statutory Auditors

Belmont House

Shrewsbury Business Park

Shrewsbury

Shropshire

SY2 6LG

30 September 2026

Page 7

EPAC HOLDINGS EUROPE LIMITED

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2025

	2025	2024
Note	£	£


Turnover	4	39,051,496	27,723,440
Cost of sales		(27,539,765)	(18,891,268)
Gross profit		11,511,731	8,832,172
Administrative expenses		(11,513,652)	(11,041,556)
Operating loss	5	(1,921)	(2,209,384)
Interest payable and similar expenses	9	(1,090,588)	(955,990)
Loss before taxation		(1,092,509)	(3,165,374)
Tax on loss	10	(316,934)	208,489
Loss for the financial year		(1,409,443)	(2,956,885)


Currency translation differences	(339,224)	139,413
Acquisition of additional interest in subsidiary	(470,000)	-
Other comprehensive income for the year	(809,224)	139,413
Total comprehensive income for the year	(2,218,667)	(2,817,472)

(Loss) for the year attributable to:
Non-controlling interests	589,855	288,061
Owners of the parent Company	(1,999,298)	(3,244,946)
	(1,409,443)	(2,956,885)

Total comprehensive income for the year attributable to:
Non-controlling interest	589,855	288,061
Owners of the parent Company	(2,808,522)	(3,105,533)
	(2,218,667)	(2,817,472)

The notes on pages 18 to 41 form part of these financial statements.

Page 8

EPAC HOLDINGS EUROPE LIMITED

REGISTERED NUMBER: 11938901

CONSOLIDATED BALANCE SHEET

AS AT 31 DECEMBER 2025

		2025		2024
Note		£		£

Fixed assets
Tangible assets	12		11,116,569		10,467,919
			11,116,569		10,467,919
Current assets
Stocks	14	2,934,682		2,364,658
Debtors	15	7,991,170		6,430,900
Cash at bank and in hand	16	1,138,975		1,008,376
		12,064,827		9,803,934
Creditors: amounts falling due within one year	17	(28,074,585)		(23,915,242)
Net current liabilities			(16,009,758)		(14,111,308)
Total assets less current liabilities			(4,893,189)		(3,643,389)
Creditors: amounts falling due after more than one year	18		(3,042,144)		(2,368,393)
Provisions for liabilities
Deferred taxation	21	(719,971)		(692,690)
			(719,971)		(692,690)
Net liabilities			(8,655,304)		(6,704,472)

Page 9

EPAC HOLDINGS EUROPE LIMITED

REGISTERED NUMBER: 11938901

CONSOLIDATED BALANCE SHEET (CONTINUED)

AS AT 31 DECEMBER 2025

		2025		2024
Note		£		£

Capital and reserves
Called up share capital	22	13,893,081	13,625,246
Profit and loss account	23	(22,344,526)	(19,860,363)
Equity attributable to owners of the parent Company		(8,451,445)	(6,235,117)
Non-controlling interests		(203,859)	(469,355)
		(8,655,304)	(6,704,472)

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

J Hobeika

Director

Date: 30 September 2026

The notes on pages 18 to 41 form part of these financial statements.

Page 10

EPAC HOLDINGS EUROPE LIMITED

REGISTERED NUMBER: 11938901

COMPANY BALANCE SHEET

AS AT 31 DECEMBER 2025

		2025		2024
Note		£		£

Fixed assets
Tangible assets	12		12,223		13,185
Investments	13		6,293,506		4,767,506
			6,305,729		4,780,691
Current assets
Stocks	14	8,143		9,016
Debtors	15	13,922,777		14,461,411
Cash at bank and in hand	16	358,731		514,227
		14,289,651		14,984,654
Creditors: amounts falling due within one year	17	(19,109,113)		(16,477,360)
Net current liabilities			(4,819,462)		(1,492,706)
Total assets less current liabilities			1,486,267		3,287,985


Net assets			1,486,267		3,287,985

Capital and reserves
Called up share capital	22		13,893,081		13,625,246
Profit and loss account brought forward		(10,337,261)		(7,651,936)
Loss for the year		(2,069,553)		(2,685,325)
Profit and loss account carried forward			(12,406,814)		(10,337,261)
			1,486,267		3,287,985

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

J Hobeika

Director

Date: 30 September 2026

The notes on pages 18 to 41 form part of these financial statements.

Page 11

EPAC HOLDINGS EUROPE LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2025

	Called up share capital	Profit and loss account	Equity attributable to owners of Parent Company	Non-controlling interests	Total equity
	£	£	£	£	£
At 1 January 2025	13,625,246	(19,860,363)	(6,235,117)	(469,355)	(6,704,472)
Comprehensive income for the year
Loss for the year	-	(1,999,298)	(1,999,298)	589,855	(1,409,443)
Currency translation differences	-	(339,224)	(339,224)	-	(339,224)
Acquisition of additional interest in subsidiary	-	(145,641)	(145,641)	(324,359)	(470,000)
Total comprehensive income for the year	-	(2,484,163)	(2,484,163)	265,496	(2,218,667)
Contributions by and distributions to owners
Shares issued during the year	267,835	-	267,835	-	267,835
At 31 December 2025	13,893,081	(22,344,526)	(8,451,445)	(203,859)	(8,655,304)

The notes on pages 18 to 41 form part of these financial statements.

Page 12

EPAC HOLDINGS EUROPE LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

	Called up share capital	Profit and loss account	Equity attributable to owners of Parent Company	Non-controlling interests	Total equity
	£	£	£	£	£
At 1 January 2024	13,625,246	(16,754,830)	(3,129,584)	(757,416)	(3,887,000)
Comprehensive income for the year
Loss for the year	-	(3,244,946)	(3,244,946)	288,061	(2,956,885)
Currency translation differences	-	139,413	139,413	-	139,413
Other comprehensive income for the year	-	139,413	139,413	-	139,413
Total comprehensive income for the year	-	(3,105,533)	(3,105,533)	288,061	(2,817,472)
At 31 December 2024	13,625,246	(19,860,363)	(6,235,117)	(469,355)	(6,704,472)

The notes on pages 18 to 41 form part of these financial statements.

Page 13

EPAC HOLDINGS EUROPE LIMITED

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2025

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 January 2025	13,625,246	(10,337,261)	3,287,985
Comprehensive income for the year
Loss for the year	-	(2,069,553)	(2,069,553)
Total comprehensive income for the year	-	(2,069,553)	(2,069,553)
Contributions by and distributions to owners
Shares issued during the year	267,835	-	267,835
At 31 December 2025	13,893,081	(12,406,814)	1,486,267

The notes on pages 18 to 41 form part of these financial statements.

Page 14

EPAC HOLDINGS EUROPE LIMITED

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 January 2024	13,625,246	(7,651,936)	5,973,310
Comprehensive income for the year
Loss for the year	-	(2,685,325)	(2,685,325)
Total comprehensive income for the year	-	(2,685,325)	(2,685,325)
At 31 December 2024	13,625,246	(10,337,261)	3,287,985

The notes on pages 18 to 41 form part of these financial statements.

Page 15

EPAC HOLDINGS EUROPE LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2025

			2025	2024
			£	£

Cash flows from operating activities
Loss for the financial year	(1,409,443)	(2,956,885)
Adjustments for:
Depreciation of tangible assets	2,656,977	2,377,227
Loss on disposal of tangible assets	-	(5,871)
Interest paid	1,090,588	955,990
Taxation charge	316,934	(208,489)
(Increase) in stocks	(570,024)	(677,602)
(Increase) in debtors	(1,847,535)	(1,623,101)
Increase in creditors	2,338,615	2,174,761
(Decrease) in amounts owed to groups	(1,995)	(70,030)
Foreign exchange difference	(651,393)	388,834
Net cash generated from operating activities	1,922,724	354,834

Cash flows from investing activities
Purchase of tangible fixed assets	(3,067,412)	(620,596)
Sale of tangible fixed assets	73,954	5,871
HP interest paid	(227,803)	(220,714)
Net cash from investing activities	(3,221,261)	(835,439)

Page 16

EPAC HOLDINGS EUROPE LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2025

		2025	2024
		£	£


Cash flows from financing activities
Issue of ordinary shares	267,835	-
Repayment of loans	(63,158)	(34,616)
Other new loans	1,894,371	4,279,351
Repayment of/new finance leases	663,003	(3,044,828)
Interest paid	(862,785)	(735,276)
Acquisition of additional interest in subsidiary	(470,000)	-
Net cash used in financing activities	1,429,266	464,631
Net increase/(decrease) in cash and cash equivalents	130,729	(15,974)
Cash and cash equivalents at beginning of year	1,005,990	1,021,964
Cash and cash equivalents at the end of year	1,136,719	1,005,990

Cash and cash equivalents at the end of year comprise:
Cash at bank and in hand	1,138,975	1,008,376
Bank overdrafts	(2,256)	(2,386)
	1,136,719	1,005,990

Page 17

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

1.	General information

EPAC Holdings Europe Limited (company number 11938901) is a private company, limited by shares, incorporated in England and Wales and domiciled in the United Kingdom. Its registered office and principal place of business is Creative Industries Centre Wolverhampton Science Park, Glaisher Drive, Wolverhampton, WV10 9TG.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

Page 18

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.3

Going concern

The Directors assess whether the use of going concern is appropriate i.e. whether there are any material uncertainties related to events or conditions that may cast significant doubt on the ability of the Group to continue as a going concern. The Directors make this assessment in respect of a period of at least one year from the date of authorisation for issue of the financial statements.

The Group’s forecasts and projections show that the Group can support its own cash requirements, including any requirements for the development and expansion of the Group, over the next 12 months from the date of signing the financial statements. The assessment is also based on Merpas (UK) Limited, the immediate parent company, continuing to provide support by not requesting repayment of its loans to the Group. Merpas (UK) Limited, the immediate parent company, has pledged a letter of support, underlining its commitment to support the Group financially for the foreseeable future.

The Group retains the support of its shareholders who are satisfied with current performance. The Group therefore continues to adopt the going concern basis in preparing its financial statements on this basis.

2.4

Financial Reporting Standard 102- reduced disclosure exemptions

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

- the requirements of Section 3 Financial Statement Presentation 3.17(d);
- the requirements of Section 33 Related Party Disclosures paragraph 33.7

Page 19

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.5

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

Page 20

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.6

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

∙the Group has transferred the significant risks and rewards of ownership to the buyer;

∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

∙the amount of revenue can be measured reliably;

∙it is probable that the Group will receive the consideration due under the transaction; and

∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

∙the amount of revenue can be measured reliably;

∙it is probable that the Group will receive the consideration due under the contract;

∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and

∙the costs incurred and the costs to complete the contract can be measured reliably.

2.7

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

2.8

Leased assets: the Group as lessee

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to profit or loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

Page 21

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.9

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

2.10

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

2.11

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Group in independently administered funds.

2.12

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and

∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Page 22

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.13

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Freehold property	-	10 years
Short-term leasehold property	-	10 years
Plant and machinery	-	5.25/7 years
Fixtures and fittings	-	5 years
Computer equipment	-	3 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.15

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

2.16

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Page 23

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.17

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

2.18

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

2.19

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.

Increases in provisions are generally charged as an expense to profit or loss.

Page 24

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.20

Financial instruments

The Group 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 Group's Balance sheet when the Group 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

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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.

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

Page 25

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.20

Financial instruments (continued)

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic financial liabilities

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

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Page 26

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

2.20

Financial instruments (continued)

Derecognition of financial liabilities

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

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies.

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The Company and Group makes estimates and assumptions concerning the future. The resulting accounting estimates, will by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below.

Investment carrying value

Investments in subsidiary undertakings are carried at cost less accumulated impairment with annual impairment reviews performed.

Management have performed an investment impairment review based on 2 year forecasts which include projected performance as at the date of signing the financial statements. Forecasts consider the general trend of all subsidiaries and how this impacts the future position of the newer investments.

The carrying value of investments in the Company are £6,293,506 (2024: £4,767,506).

Turnover

The whole of the turnover is attributable to the principal activities of the Group.

Analysis of turnover by country of destination:

					2025	2024
					£	£

United Kingdom	34,402,711	22,755,634
Rest of Europe	4,648,785	4,967,806
	39,051,496	27,723,440

Page 27

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

	Exchange differences	46,194	(60,320)
	Other operating lease rentals	375,240	373,687

Fees payable to the Company's auditors for the audit of the consolidated and Parent Company's financial statements

51,500

47,000

7.	Employees
	Staff costs, including directors' remuneration, were as follows:

Group	Group	Company	Company
2025	2024	2025	2024
£	£	£	£


Wages and salaries	8,088,720	6,957,550	1,890,734	1,850,956
Social security costs	1,307,051	1,049,229	175,323	194,933
Cost of defined contribution scheme	418,238	323,660	63,244	70,018
	9,814,009	8,330,439	2,129,301	2,115,907

The average monthly number of employees, including the directors, during the year was as follows:

	Group	Group	Company	Company
	2025	2024	2025	2024
	No.	No.	No.	No.

Administration	39	39	18	25
Sales	20	20	-	-
Production	121	102	-	-

	180	161	18	25

Page 28

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

8.	Directors' remuneration
		2025	2024
		£	£

Directors' emoluments	190,744	164,009
Group contributions to defined contribution pension schemes	7,504	7,615
	198,248	171,624

During the year retirement benefits were accruing to 1 director (2024 - 1) in respect of defined contribution pension schemes.

9.	Interest payable and similar expenses
		2025	2024
		£	£

Bank interest payable	94,238	93,651
Other loan interest payable	760,170	637,399
Loans from group undertakings	8,377	4,226
Finance leases and hire purchase contracts	227,803	220,714
	1,090,588	955,990

Current tax on profits for the year	393	-
	393	-

Total current tax	393	-

Deferred tax
Origination and reversal of timing differences	316,541	(208,489)
Total deferred tax	316,541	(208,489)


	Tax on loss	316,934	(208,489)

Page 29

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

10.Taxation (continued)

Loss on ordinary activities before tax

(1,092,509)

(3,165,374)

Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)	(273,127)	(791,344)
Effects of:
Expenses not deductible for tax purposes, other than goodwill amortisation and impairment	266,726	(46,148)
Timing differences net of movement in tax rates	(778)	(129,762)
Unrelieved tax losses carried forward	324,113	758,765
Total tax charge for the year	316,934	(208,489)

Factors that may affect future tax charges

There were no factors that may affect future tax charges.

11.	Parent company profit for the year

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. The loss after tax of the parent Company for the year was £2,069,553 (2024 - loss £2,685,325).

Page 30

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

12.	Tangible fixed assets
	Group

	Leasehold improvements	ST l/hold property	Plant & machinery	Fixtures & fittings	Office equip
	£	£	£	£	£
Cost or valuation
At 1 January 2025	1,173,775	734,020	15,585,240	127,230	145,086
Additions	8,272	78,602	2,944,243	2,548	17,347
Disposals	-	-	(226,967)	-	-
Exchange adjustments	39,971	17,752	471,249	2,873	3,244
At 31 December 2025	1,222,018	830,374	18,773,765	132,651	165,677
Depreciation
At 1 January 2025	191,827	327,879	6,598,337	100,818	136,748
Charge for the year on owned assets	120,554	74,800	1,654,720	24,594	8,900
Charge for the year on financed assets	-	-	749,160	-	-
Disposals	-	-	(153,013)	-	-
Exchange adjustments	8,036	7,540	202,590	(6,618)	3,039
At 31 December 2025	320,417	410,219	9,051,794	118,794	148,687
Net book value
At 31 December 2025	901,601	420,155	9,721,971	13,857	16,990
At 31 December 2024	981,948	406,141	8,986,903	26,412	8,338

Page 31

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

12.Tangible fixed assets (continued)

	Computer equip	Total
	£	£
Cost or valuation
At 1 January 2025	120,060	17,885,411
Additions	16,400	3,067,412
Disposals	-	(226,967)
Exchange adjustments	3,223	538,312
At 31 December 2025	139,683	21,264,168
Depreciation
At 1 January 2025	61,883	7,417,492
Charge for the year on owned assets	24,249	1,907,817
Charge for the year on financed assets	-	749,160
Disposals	-	(153,013)
Exchange adjustments	11,556	226,143
At 31 December 2025	97,688	10,147,599
Net book value
At 31 December 2025	41,995	11,116,569
At 31 December 2024	58,177	10,467,919

Page 32

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

12.Tangible fixed assets (continued)

	Company

	Fixtures and fittings	Computer equipment	Total
	£	£	£
Cost or valuation
At 1 January 2025	27,982	33,546	61,528
Additions	-	4,330	4,330
At 31 December 2025	27,982	37,876	65,858
Depreciation
At 1 January 2025	26,578	21,765	48,343
Charge for the year on owned assets	1,338	3,954	5,292
At 31 December 2025	27,916	25,719	53,635
Net book value
At 31 December 2025	66	12,157	12,223
At 31 December 2024	1,404	11,781	13,185

Page 33

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

13.	Fixed asset investments

	Company

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 January 2025	4,767,506
	Additions	1,526,000
	At 31 December 2025	6,293,506

Subsidiary undertakings
The following were subsidiary undertakings of the Company:
Name	Registered office	Class of shares	Holding

EPAC UK Silverstone Limited	Creative Industries Centre, Wolverhampton Science Park, Glaisher Drive, Wolverhampton, WV10 9TG	Ordinary	80%
EPAC Lyon SAS	5 Avenue de Chantereine, 38300 Bourgoin-Jallieu, France	Ordinary	91.75%
EPAC UK Sheffield Limited	Creative Industries Centre, Wolverhampton Science Park, Glaisher Drive, Wolverhampton,	Ordinary	100%
EPAC GmbH	Tuchlauben 8/1. OG. 1010 Vienna, Austria	Ordinary	100%
EPAC Poland sp Z.o.o	ul. SW. Mikolaja 7, 50- 125 Wroclaw, Poland	Ordinary	49%

EPAC Poland sp Z.o.o is deemed to be a subsidiary by virtue of the Company having overall control and full voting rights.

Page 34

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

14.	Stocks
		Group	Group	Company	Company
		2025	2024	2025	2024
		£	£	£	£

Raw materials and consumables	2,057,980	1,924,857	8,143	9,016
Work in progress (goods to be sold)	876,702	439,801	-	-
	2,934,682	2,364,658	8,143	9,016

The difference between purchase price or production cost of stocks and their replacement cost is not material.

Page 35

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

15.

Debtors

Group	Group	Company	Company
2025	2024	2025	2024
£	£	£	£

Due after more than one year
Deferred tax asset	750,645	939,905	-	-
	750,645	939,905	-	-
Due within one year
Trade debtors	5,304,213	3,698,843	19,628	101,088
Amounts owed by group undertakings	200,334	202,329	13,150,001	13,625,673
Other debtors	930,470	297,784	293,771	2,333
Prepayments and accrued income	704,409	1,090,940	459,377	732,317
Deferred taxation	101,099	201,099	-	-
	7,991,170	6,430,900	13,922,777	14,461,411

16.	Cash and cash equivalents
		Group	Group	Company	Company
		2025	2024	2025	2024
		£	£	£	£

Cash at bank and in hand	1,138,975	1,008,376	358,731	514,227
Less: bank overdrafts	(2,256)	(2,386)	(2,256)	-
	1,136,719	1,005,990	356,475	514,227

Page 36

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

17.	Creditors: Amounts falling due within one year
		Group	Group	Company	Company
		2025	2024	2025	2024
		£	£	£	£

Bank overdrafts	2,256	2,386	2,256	-
Bank loans	47,368	63,158	-	-
Other loans	14,643,509	12,749,138	14,643,509	12,749,138
Trade creditors	5,580,806	4,653,693	625,486	1,049,685
Amounts owed to group undertakings	-	-	1,899,406	1,622,543
Other taxation and social security	877,000	800,803	120,691	189,607
Obligations under finance lease and hire purchase contracts	1,661,094	1,719,210	-	-
Other creditors	2,647,185	2,152,678	9,999	8,791
Accruals and deferred income	2,615,367	1,774,176	1,807,766	857,596
	28,074,585	23,915,242	19,109,113	16,477,360

18.	Creditors: Amounts falling due after more than one year
		Group	Group
		2025	2024
		£	£

Bank loans	-	47,368
Net obligations under finance leases and hire purchase contracts	3,042,144	2,321,025
	3,042,144	2,368,393

Page 37

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

19.	Loans
	Analysis of the maturity of loans is given below:
		Group	Group	Company	Company
		2025	2024	2025	2024
		£	£	£	£

Amounts falling due within one year
Bank loans	47,368	63,158	-	-
Other loans	14,643,509	12,749,138	14,643,509	12,749,138
	14,690,877	12,812,296	14,643,509	12,749,138
Amounts falling due 1-2 years
Bank loans	-	47,368	-	-
	-	47,368	-	-


	14,690,877	12,859,664	14,643,509	12,749,138

20.	Hire purchase and finance leases
	Minimum lease payments under hire purchase fall due as follows:
		Group	Group
		2025	2024
		£	£

Within one year	2,646,044	1,719,210
Between 1-5 years	2,057,194	2,321,023
	4,703,238	4,040,233

Page 38

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

21.	Deferred taxation
	Group

		2025
		£

	At beginning of year	448,314
	Charged to profit or loss	(316,541)
	At end of year	131,773

		Group	Group
		2025	2024
		£	£

Accelerated capital allowances	(727,036)	(692,689)
Tax losses carried forward	851,744	1,137,126
Other short term timing differences	7,065	3,877
	131,773	448,314

Comprising:
Asset - due after one year	750,645	939,905	-	-
Asset - due within one year	101,099	201,099	-	-
Liability	(719,971)	(692,690)	-	-
	131,773	448,314	-	-

Page 39

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

22.	Share capital
		2025	2024
		£	£

Allotted, called up and fully paid

13,893,081 (2024 - 13,625,246) Ordinary shares of £1.00 each	13,893,081	13,625,246

The shares have attached to them full voting dividend and capital distribution rights including on winding up. They do not confer any rights of redemption.

On 22 April 2025, the company allotted 347,612 ordinary shares of $1 each to Johnny Hobeika.

At 31 December 2025, no consideration had been received in respect of these shares and the amount of $347,612 remained outstanding and due from the shareholder.

23.

Reserves

Profit and loss account

The profit and loss account represents the cumulative profits and losses by the Group since incorporation less distributions.

24.	Analysis of net debt

		At 1 January 2025	Cash flows	At 31 December 2025
		£	£	£

Cash at bank and in hand	1,008,376	130,599	1,138,975
Bank overdrafts	(2,386)	130	(2,256)
Debt due after 1 year	(47,368)	47,368	-
Debt due within 1 year	(12,812,296)	(1,878,581)	(14,690,877)
Finance leases	(4,040,235)	(663,003)	(4,703,238)
	(15,893,909)	(2,363,487)	(18,257,396)

25.	Contingent liabilities

The Group has pledged security in place through fixed and floating debenture charges relating to facilities accessible by the Group.

Page 40

EPAC HOLDINGS EUROPE LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

26.	Pension commitments

The Group operates defined contributions pension schemes. The assets of the schemes are held separately from those of the Group in independently administered funds. The pension cost charges represent contributions payable by the Group to the funds and amount to £418,238 (2024: £323,660). Contributions totalling £326,403 (2024: £125,577) were payable to the funds at the balance sheet date and are included within creditors.

27.	Commitments under operating leases
	At 31 December 2025 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
		Group	Group
		2025	2024
		£	£

Not later than 1 year	332,844	338,513
Later than 1 year and not later than 5 years	1,424,180	1,331,376
Later than 5 years	326,808	589,052
	2,083,832	2,258,941

28.

Related party transactions

The Company has taken advantage of the exemptions under FRS102 to not disclose transactions with the 100% group companies.

In the year, the Company paid management charges totalling £714,742 (2024: £902,383) to companies with common shareholders. Balances totalling £14,643,509 (2024: £12,749,138) were due from the Company to the companies with common shareholders at the balance sheet date and included within creditors.

29.	Controlling party

Until 30 October 2024, the Merpas (UK) Limited owned 100% of the share capital.

On 22 April 2025, there was an allottment of 347,612 ordinary shares to a minority shareholder, and from this date Merpas (UK) Limited owns 98% of the share capital.

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