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Registered number: 06408300







PHARMACARE (EUROPE) LIMITED
FINANCIAL STATEMENTS
For the Year Ended 30 June 2026






















TWP ACCOUNTING LLP
Chartered Accountants & Statutory Auditors
The Old Rectory
Church Street
Weybridge
Surrey
KT13 8DE

 
PHARMACARE (EUROPE) LIMITED
 

Company Information


Directors
T R Browne 
A J Robertson 




Company secretary
T R Browne



Registered number
06408300



Registered office
The Old Rectory
Church Street

Weybridge

Surrey

KT13 8DE




Independent auditor
TWP Accounting LLP
Chartered Accountants & Statutory Auditors

The Old Rectory

Church Street

Weybridge

Surrey

KT13 8DE





 
PHARMACARE (EUROPE) LIMITED
 

Contents



Page
Strategic Report
1 - 3
Directors' Report
4 - 5
Independent Auditor's Report
6 - 9
Statement of Comprehensive Income
10
Balance Sheet
11
Statement of Changes in Equity
12
Statement of Cash Flows
13
Notes to the Financial Statements
14 - 26


 
PHARMACARE (EUROPE) LIMITED
 

Strategic Report
For the Year Ended 30 June 2026

The directors, in preparing this strategic report, have complied with s414C of the Companies Act 2006.

Principal Activities
 
PharmaCare (Europe) Limited, whose ultimate parent is PharmaCare Laboratories Pty Ltd, an Australian registered company, operates in the UK, Europe and Middle East, marketing and distributing a range of natural health and beauty products to pharmacy, retail and online customers.
The strategic objective of PharmaCare (Europe) is the sale, marketing and distribution of exceptional products in key market segments like health, wellness and skin care, providing customers and consumers with innovative and trusted products.  

Review of the business
 
We aim to present a balanced and comprehensive review of the development and performance of the business during the year and its position at year end. Our review is consistent with the size and complexity of our business and is written in the context of the principal risks and uncertainties faced by the Company.
The financial year ended 30th June 2026 remained challenging. Although inflationary pressures lessened during parts of the year, consumers continued to face pressure on disposable income, whilst the retail environment remained highly competitive. Geopolitical instability continued to affect global trade and supply chains, while wage, freight and other operating costs remained above historic levels.
Against this background, the Company generated Net Revenue of £33.1m, compared with £35.3m in the previous year, a reduction of approximately 6.2%. Gross profit was £14.9m, compared with £17.6m in 2025, with gross margin reducing to approximately 45.0% and impacting on profit before taxation which declined to £1.61m.
The reduction in profitability reflected the combination of lower sales, pressure on gross margin and an increased operating cost base due to the investment outlined below. The Directors nevertheless consider the Company to have remained profitable and financially resilient during a difficult trading year and continue to focus on improving revenue, margin and operating efficiency.
The vitamins, minerals and supplements ("VMS") category remains strategically important to the Company. Consumer interest in health and wellbeing continues to underpin the category, although the market is increasingly competitive. Mintel's 2025 research identifies strong VMS usage amongst younger consumers and continued opportunities from changing wellness trends and innovative formats, while also highlighting increasing competition from challenger brands.
PharmaCare Europe's portfolio includes established health and wellness brands such as Haliborange, Bioglan and Sambucol.  Its association with the wider PharmaCare Group provides access to product development expertise, international experience and a broad pipeline of innovation. The Directors believe that continued investment in existing brands, new product development and selective expansion into attractive health segments remains important to the Company's longer-term growth.
During the year the Company made a significant investment in its operational infrastructure. Purchases of tangible fixed assets amounted to approximately £3.99m, compared with £0.08m in the previous year. This investment principally reflects the Company's investment in its new office and warehouse facilities and provides increased capacity and an improved operational platform from which to support future growth.

Page 1

 
PHARMACARE (EUROPE) LIMITED
 

Strategic Report (continued)
For the Year Ended 30 June 2026

Key performance indicators
 
The Directors consider that the most important key performance indicators are those that communicate the financial performance and strength of the Company’s trading results, these being Revenue, Gross Profit and Operating Profit.  
The Company reports on the twelve months trading to 30th June 2026, which generated Net Revenue of £33,083,089 (2025: £35,266,633), a Gross Profit of 45.0% (2025: 49.9%) and an Operating Profit of £1,577,363 (2025: £4,896,281).
The Directors and senior management team monitor the Company’s performance against a range of key performance indicators on a continual basis to ensure that revenue, profitability, cash flow and balance sheet strength remain aligned with the targets established at the beginning of the financial year.
Despite the reduction in reported profitability, the underlying business remained cash generative, producing £3.06m of net cash from operating activities during the year. The reduction in year-end cash principally reflected the significant capital investment undertaken during the period together with financing activities, rather than an equivalent operating cash outflow.
Management continues to review product costs, promotional investment and the overhead structure to identify opportunities to restore margin and improve operating efficiency. Continuous improvement, disciplined cost management and effective working-capital management remain key priorities.

Principal risks and uncertainties
 
The Company, in common with other suppliers in the retail environment, is impacted on the geopolitical instability of the countries within which it operates. This risk is managed by supporting its brands in each marketplace and by maintaining strong, long-term relationships with both customers and suppliers.
Economic and consumer risk. 
The Company's future trading performance is influenced by consumer confidence and disposable income. Although inflation moderated towards the end of the financial year, household budgets continued to experience pressure and the retail environment remained highly competitive. The Company seeks to mitigate this risk through a diversified brand and product portfolio, disciplined promotional activity and continued product innovation.
The management team continually assess all sales channels and distribution opportunities as UK and European consumer shopping habits change. It is vitally important that Pharmacare adapts to consumer needs making its extensive portfolio of products available across a wide variety of digital consumer platforms, which include but are not limited to TikTok and Amazon. Digital sales platforms are the future for younger consumers and as such are the fastest growing sales channel in both the UK and Europe.  It is therefore a key requirement that the Company continues to adapt its business model to maximise these growth opportunities.
Sales and margin risk. 
The reduction in revenue was largely driven by variability in the cold and flu segment, within which the company’s third largest brand operates.  This category is seasonal and fluctuates depending on the spread and severity of each season’s incident rate.  Gross margin compression during 2025/26 demonstrates the potential impact of changing consumer demand on promotional activity, product mix, and therefore on profitability. Management regularly reviews pricing, promotional effectiveness, product profitability and overhead expenditure and takes appropriate action where required.

Supply chain and geopolitical risk. 
Continuing geopolitical uncertainty creates the potential for disruption to international supply chains, shipping routes, commodity markets and energy prices. The Company seeks to mitigate these risks through close management of supplier relationships, appropriate inventory levels and the evaluation of alternative supply arrangements where appropriate.
 
Page 2

 
PHARMACARE (EUROPE) LIMITED
 

Strategic Report (continued)
For the Year Ended 30 June 2026

Foreign exchange risk. 
The Company operates across a number of international territories and a proportion of sales and purchases are denominated in foreign currencies. The Company is therefore exposed to movements in Sterling exchange rates. This risk is mitigated to some extent by the natural hedging provided through foreign currency denominated purchases and normal trading activities with other PharmaCare Group companies.
Credit risk. 
The Company's principal financial assets include cash and trade debtors. Credit exposure is managed through appropriate credit controls and the use of credit insurance for many larger customers, with the remaining exposure spread across a broad customer base.
Liquidity risk. 
The Company manages liquidity through operating cash generation, cash resources and its invoice discounting arrangements, together with access to banking facilities and support from its parent company where required. The Directors regularly review cash-flow forecasts and available headroom to ensure that sufficient resources are available to meet liabilities as they fall due.
Given the significant capital expenditure incurred during 2025/26 and the resulting reduction in cash balances, liquidity and working-capital management will remain an important area of management focus during 2026/27.

Future developments
 
The Company's strategy continues to focus on sustainable revenue and profit growth through a combination of organic growth, new product development, new market development and the continued building of existing brands.
New product development remains central to the strategy. The Company will continue to focus on areas where consumer health and wellness trends provide opportunities for differentiated products, supported by the expertise and product development capabilities available within the wider PharmaCare Group. 
The investment made during 2025/26 in the Company's new premises and operational infrastructure provides additional capacity and a platform to support future growth, which coupled with continued investment in innovation and in the identification of niche market opportunities will enable the business to strengthen its portfolio and deliver sustainable, long-term differentiation from competitors.


This report was approved by the board on 30 September 2026 and signed on its behalf by:.



................................................
A J Robertson
Director

Page 3

 
PHARMACARE (EUROPE) LIMITED
 

 
Directors' Report
For the Year Ended 30 June 2026

The directors present their report and the financial statements for the year ended 30 June 2026.

Principal activity

The principal activity of the company in the year under review was the marketing and distribution of natural healthcare and skin care products.

Results and dividends

The profit for the year, after taxation, amounted to £1,176,698 (2025 - £3,680,678).

A dividend amounting to £1,320,000 (2025 - £4,692,500) has been declared and paid in the current year.
The directors do not recommend any further dividend for the year ended 30 June 2026.

Branches outside the United Kingdom

The results for the company's branch in France, have been included within the company's financial statements.

Directors

The directors who served during the year were:

T R Browne 
A J Robertson 

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:


∙select suitable accounting policies for the Company's financial statements and then apply them consistently;

∙make judgments and accounting estimates that are reasonable and prudent;

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 4

 
PHARMACARE (EUROPE) LIMITED
 

 
Directors' Report (continued)
For the Year Ended 30 June 2026

Disclosure of information to auditor

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's auditor is 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's auditor is aware of that information.

Auditor

The auditor, TWP Accounting LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 30 September 2026 and signed on its behalf.
 





................................................
A J Robertson
Director

Page 5

 
PHARMACARE (EUROPE) LIMITED
 

 
Independent Auditor's Report to the Members of PharmaCare (Europe) Limited
 

Opinion


We have audited the financial statements of PharmaCare (Europe) Limited (the 'Company') for the year ended 30 June 2026, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Cash Flows, the 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 Company's affairs as at 30 June 2026 and of its profit for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 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 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 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 Strategic Report other than the financial statements and our Auditor's Report thereon. The directors are responsible for the other information contained within the Strategic 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.


Page 6

 
PHARMACARE (EUROPE) LIMITED
 

 
Independent Auditor's Report to the Members of PharmaCare (Europe) Limited (continued)


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 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.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the 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, or returns adequate for our audit have not been received from branches not visited by us; or
∙the financial statements are not in agreement with the accounting records and returns; or
∙certain disclosures of directors' remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 4, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


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


Page 7

 
PHARMACARE (EUROPE) LIMITED
 

 
Independent Auditor's Report to the Members of PharmaCare (Europe) Limited (continued)


Auditor's 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 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 extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
∙Obtain an understanding of the policies and procedures management has in place to detect and prevent fraud and non-compliance with laws and regulations.
∙Enquire of management any cases of actual or suspected fraud and non-compliance with laws and regulations.
∙Enquire of management, those charged with governance and the entity’s solicitors (or in-house legal team) around actual and potential litigation and claims.
∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
∙Assess the key risk areas within the financial statements which are susceptible to fraud or error and design our audit approach thereon.
∙Perform substantive tests on a sample of transactions throughout the financial statements to ensure that no material errors have been identified.
∙Perform cut off tests on a sample of transactions to ensure income has been accounted for in the correct period.
∙Review of after year end information to ensure expenditure have been accounted for in the correct period.
∙Perform analytical review procedures to identify any irregularities and investigation thereon. 
∙Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.


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 Auditor's Report.


Page 8

 
PHARMACARE (EUROPE) LIMITED
 

 
Independent Auditor's Report to the Members of PharmaCare (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 Auditor's Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Philip Munk FCA FCCA (Senior Statutory Auditor)
  
for and on behalf of
TWP Accounting LLP
 
Chartered Accountants & Statutory Auditors
  
The Old Rectory
Church Street
Weybridge
Surrey
KT13 8DE

30 September 2026
Page 9

 
PHARMACARE (EUROPE) LIMITED
 

Statement of Comprehensive Income
For the Year Ended 30 June 2026

2026
2025
Note
£
£

  

Turnover
 4 
33,083,089
35,266,633

Cost of sales
  
(18,180,078)
(17,665,464)

Gross profit
  
14,903,011
17,601,169

Administrative expenses
  
(13,325,648)
(12,704,888)

Operating profit
 5 
1,577,363
4,896,281

Interest receivable and similar income
 8 
28,280
63,230

Profit before tax
  
1,605,643
4,959,511

Tax on profit
 9 
(428,945)
(1,278,833)

Profit for the financial year
  
1,176,698
3,680,678

There was no other comprehensive income for 2026 (2025:£NIL).

The notes on pages 14 to 26 form part of these financial statements.

Page 10

 
PHARMACARE (EUROPE) LIMITED
Registered number: 06408300

Balance Sheet
As at 30 June 2026

2026
2025
Note
£
£

Fixed assets
  

Intangible assets
 11 
640,245
800,305

Tangible assets
 12 
4,052,212
115,362

Investments
 13 
858
858

  
4,693,315
916,525

Current assets
  

Stocks
 14 
3,473,855
3,743,725

Debtors: amounts falling due within one year
 15 
9,782,710
8,964,897

Cash at bank and in hand
 16 
1,036,763
3,705,888

  
14,293,328
16,414,510

Creditors: amounts falling due within one year
 17 
(10,793,376)
(9,384,996)

Net current assets
  
 
 
3,499,952
 
 
7,029,514

Total assets less current liabilities
  
8,193,267
7,946,039

Provisions for liabilities
  

Deferred tax
 18 
(390,530)
-

  
 
 
(390,530)
 
 
-

Net assets
  
7,802,737
7,946,039


Capital and reserves
  

Called up share capital 
 19 
1,300,850
1,300,850

Share premium account
 20 
2,792
2,792

Profit and loss account
 20 
6,499,095
6,642,397

  
7,802,737
7,946,039


The financial statements were approved and authorised for issue by the board of directors and were signed on its behalf on 30 September 2026.




................................................
A J Robertson
Director

The notes on pages 14 to 26 form part of these financial statements.

Page 11

 
PHARMACARE (EUROPE) LIMITED
 

Statement of Changes in Equity
For the Year Ended 30 June 2026


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£


At 1 July 2024
1,300,600
500
7,654,219
8,955,319



Profit for the year
-
-
3,680,678
3,680,678

Dividends: Equity capital
-
-
(4,692,500)
(4,692,500)

Shares issued during the year
250
2,292
-
2,542



At 1 July 2025
1,300,850
2,792
6,642,397
7,946,039



Profit for the year
-
-
1,176,698
1,176,698

Dividends: Equity capital
-
-
(1,320,000)
(1,320,000)


At 30 June 2026
1,300,850
2,792
6,499,095
7,802,737


The notes on pages 14 to 26 form part of these financial statements.

Page 12

 
PHARMACARE (EUROPE) LIMITED
 

Statement of Cash Flows
For the Year Ended 30 June 2026

2026
2025
£
£

Cash flows from operating activities

Profit for the financial year
1,176,698
3,680,678

Adjustments for:

Amortisation of intangible assets
160,060
160,061

Depreciation of tangible assets
45,311
103,418

Loss on disposal of tangible assets
4,680
-

Interest received
(28,280)
(63,230)

Decrease/(increase) in stocks
269,870
(197,291)

Decrease/(increase) in debtors
445,372
(408,743)

Increase in creditors
1,523,955
1,808,568

Corporation tax (paid)
(541,440)
(1,343,953)

Net cash generated from operating activities

3,056,226
3,739,508


Cash flows from investing activities

Purchase of tangible fixed assets
(3,986,841)
(78,065)

Interest received
28,280
63,230

Net cash from investing activities

(3,958,561)
(14,835)

Cash flows from financing activities

Issue of ordinary shares
-
2,542

Increase/(decrease) in invoice factoring debt
(446,790)
(405,207)

Dividends paid
(1,320,000)
(4,692,500)

Net cash used in financing activities
(1,766,790)
(5,095,165)

Net (decrease) in cash and cash equivalents
(2,669,125)
(1,370,492)

Cash and cash equivalents at beginning of year
3,705,888
5,076,380

Cash and cash equivalents at the end of year
1,036,763
3,705,888


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
1,036,763
3,705,888

1,036,763
3,705,888


The notes on pages 14 to 26 form part of these financial statements.

Page 13

 
PHARMACARE (EUROPE) LIMITED
 

 
Notes to the Financial Statements
For the Year Ended 30 June 2026

1.


General information

PharmaCare (Europe) Limited is a private company limited by shares, registered in England and Wales. The principal activity of the company in the year under review was the marketing and distribution of natural healthcare and skin care products.
The company's registered office address can be found on the Company Information page.
The company's principal place of business is:
Unit 5, Urban
Crompton Way
Crawley
West Sussex
RH10 9QR

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.

Monetary amounts in these financial statements are rounded to the nearest pound.

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

The results for the company's French Branch have been included within the company's financial statements.

The following principal accounting policies have been applied:

 
2.2

Turnover

Total turnover is the total amount receivable by the company for goods supplied after deducting VAT and trade discounts. Total turnover is recognised on despatch or in accordance with sales terms of the customer.

 
2.3

Goodwill and intangible assets

Intangible assets are measured at cost less accumulated amortisation and any accumulated impairment losses.
Amortisation is charged so as to allocate the cost of intangibles less their residual values over their estimated useful lives, using the straight line method. The intangible assets are amortised over the following useful economic lives.
                    Goodwill                                   - 10 years

 
2.4

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.

Page 14

 
PHARMACARE (EUROPE) LIMITED
 

 
Notes to the Financial Statements
For the Year Ended 30 June 2026

2.Accounting policies (continued)


2.4
Tangible fixed assets (continued)

The estimated useful lives range as follows:

Leasehold improvements
-
over the period of the lease
Plant and machinery
-
5 years
Fixtures and fittings
-
5 years
Computer equipment
-
3 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted respectively if appropriate, or if there is an indication of a significant change since the last reporting date.
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.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.5

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.6

Stocks

Stock is valued at the lower of cost and net realisable value after making due allowance for obsolete and slow moving items. Cost includes all direct expenditure attributable to each product. Cost is based on the cost of purchase on a first in first out basis.
Net realisable value is determined by deducting any future costs from the selling price of each product.

 
2.7

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.

 
2.8

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 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 Company's cash management.

Page 15

 
PHARMACARE (EUROPE) LIMITED
 

 
Notes to the Financial Statements
For the Year Ended 30 June 2026

2.Accounting policies (continued)

 
2.9

Financial instruments


The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

 
2.10

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.

 
2.11

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.

 
2.12

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.

 
2.13

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 at an annual general meeting.

 
2.14

Leases

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.

Page 16

 
PHARMACARE (EUROPE) LIMITED
 

 
Notes to the Financial Statements
For the Year Ended 30 June 2026

2.Accounting policies (continued)

 
2.15

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company 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 Company in independently administered funds.

 
2.16

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.17

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

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 17

 
PHARMACARE (EUROPE) LIMITED
 

 
Notes to the Financial Statements
For the Year Ended 30 June 2026

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

In the application of the Company's accounting policies, which are described in note 2, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Critical judgements in applying the Company's accounting policies
The following are the critical judgements, apart from those involving estimations (which are dealt with separately below), that the directors have made in the process of applying the Company's accounting policies and that have the most significant effect on the amounts recognised in the financial statements.
In making its judgement, management considered the detailed criteria for the recognition of revenue from the sale of goods set out in FRS 102 Section 23 Revenue  and, in particular, whether the Company had transferred to the buyer the significant risks and rewards of ownership of the goods. Following the detailed review of sales and subsequent rebates and the agreed limitation on the customer's ability to require replacement of the goods, the directors are satisfied that the significant risks and rewards have been transferred and that recognition of the revenue in the current year is appropriate, in conjunction with recognition of an appropriate provision for the rectification costs. 


4.


Turnover

An analysis of turnover by class of business is as follows:


2026
2025
£
£

Sales of healthcare products
33,083,089
35,266,633

33,083,089
35,266,633


Analysis of turnover by country of destination:

2026
2025
£
£

United Kingdom
26,558,192
27,930,169

Europe
3,944,027
3,887,880

Rest of the world
7,443,566
7,624,908

37,945,785
39,442,957


Trade discounts
(4,862,696)
(4,176,324)

33,083,089
35,266,633


The company has carried on one class of business, the sale of healthcare products, during the financial period.  

Page 18

 
PHARMACARE (EUROPE) LIMITED
 

 
Notes to the Financial Statements
For the Year Ended 30 June 2026

5.


Operating profit

The operating profit is stated after charging:

2026
2025
£
£

Exchange differences
302,651
31,487

Other operating lease rentals
1,284,189
760,678


6.


Auditor's remuneration

During the year, the Company obtained the following services from the Company's auditor:


2026
2025
£
£

Auditor's remuneration
37,750
33,975


7.


Employees

Staff costs were as follows:


2026
2025
£
£

Wages and salaries
3,333,393
3,192,741

Social security costs
442,406
382,763

Cost of defined contribution scheme
266,995
242,715

4,042,794
3,818,219


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


        2026
        2025
            No.
            No.







Sales and distribution
23
23



Administration
30
29

53
52

During the year the directors received no remuneration for their services to the company (2025 - £nil).

Page 19

 
PHARMACARE (EUROPE) LIMITED
 

 
Notes to the Financial Statements
For the Year Ended 30 June 2026

8.


Interest receivable

2026
2025
£
£


Other interest receivable
28,280
63,230

28,280
63,230


9.


Taxation


2026
2025
£
£

Corporation tax


Current tax for the year
38,415
1,278,833


Origination and reversal of timing differences
390,530
-

Tax on profit
 
428,945
 
1,278,833

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2025 - higher than) the standard rate of corporation tax in the UK of25% (2025 - 25%). The differences are explained below:

2026
2025
£
£


Profit on ordinary activities before tax
1,605,643
4,959,511


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2025 - 25%)
401,411
1,239,878

Effects of:


Non-tax deductible amortisation of goodwill and impairment
40,015
40,015

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
6,411
(6,140)

Capital allowances for year in excess of depreciation
(409,422)
5,080

Short-term timing difference leading to an increase (decrease) in taxation
390,530
-

Total tax charge for the year
428,945
1,278,833

Page 20

 
PHARMACARE (EUROPE) LIMITED
 

 
Notes to the Financial Statements
For the Year Ended 30 June 2026

10.


Dividends

2026
2025
£
£


Dividends on A1 Ordinary Shares
110,000
137,500


Dividends on Ordinary Shares
1,100,000
4,500,000


Dividends on B1 Ordinary Shares
110,000
55,000

1,320,000
4,692,500


11.


Intangible assets




Goodwill

£





At 1 July 2025
1,640,977



At 30 June 2026

1,640,977





At 1 July 2025
840,672


Charge for the year on owned assets
160,060



At 30 June 2026

1,000,732



Net book value



At 30 June 2026
640,245



At 30 June 2025
800,305


Page 21

 
PHARMACARE (EUROPE) LIMITED
 

 
Notes to the Financial Statements
For the Year Ended 30 June 2026

12.


Tangible fixed assets


Leasehold improvement
Plant and machinery
Fixtures and fittings
Computer equipment
Total

£
£
£
£
£



Cost or valuation


At 1 July 2025
51,590
148,900
16,551
463,134
680,175


Additions
3,782,923
77,230
79,715
46,973
3,986,841


Disposals
(6,940)
(5,920)
(6,506)
-
(19,366)



At 30 June 2026

3,827,573
220,210
89,760
510,107
4,647,650



Depreciation


At 1 July 2025
44,916
85,367
10,574
423,956
564,813


Charge for the year on owned assets
4,500
15,772
2,569
22,470
45,311


Disposals
(5,548)
(2,861)
(6,277)
-
(14,686)



At 30 June 2026

43,868
98,278
6,866
446,426
595,438



Net book value



At 30 June 2026
3,783,705
121,932
82,894
63,681
4,052,212



At 30 June 2025
6,674
63,533
5,977
39,178
115,362

Page 22

 
PHARMACARE (EUROPE) LIMITED
 

 
Notes to the Financial Statements
For the Year Ended 30 June 2026

13.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 July 2025
858



At 30 June 2026
858






Net book value



At 30 June 2026
858



At 30 June 2025
858

This investment represents the company's shareholding in their wholly owned subsidiary, PAC Health (Europe) Limited. This is a company incorporated in the Republic of Ireland. The company was dormant during the period and is not consolidated with these financial statements.
The results for the company's branch in France, have been included within the company's financial statements.



14.


Stocks

2026
2025
£
£

Raw materials and consumables
139,859
238,666

Finished goods and goods for resale
3,333,996
3,505,059

3,473,855
3,743,725



15.


Debtors

2026
2025
£
£


Trade debtors
8,076,737
8,403,816

Amounts owed by group undertakings
3,164
9,551

Other debtors
895,642
138,012

Prepayments and accrued income
807,167
413,518

9,782,710
8,964,897


Page 23

 
PHARMACARE (EUROPE) LIMITED
 

 
Notes to the Financial Statements
For the Year Ended 30 June 2026

16.


Cash and cash equivalents

2026
2025
£
£

Cash at bank and in hand
1,036,763
3,705,888

1,036,763
3,705,888



17.


Creditors: Amounts falling due within one year

2026
2025
£
£

Trade creditors
4,722,975
3,769,880

Amounts owed to group undertakings
35,414
47,860

Corporation tax
-
48,697

Other taxation and social security
-
194,079

Amounts due in respect of factored receivables
1,303,504
1,750,294

Other creditors
139,850
131,924

Accruals and deferred income
4,591,633
3,442,262

10,793,376
9,384,996


Amounts due in respect of invoice discounting facility are secured by a fixed charge on the related amounts due in respect of factored receivables and by a fixed and floating charge over the company’s assets.


18.


Deferred taxation




2026


£






Charged to profit or loss
(390,530)



At end of year
(390,530)

2026
2025
£
£


Accelerated capital allowances
(390,530)
-

(390,530)
-

Page 24

 
PHARMACARE (EUROPE) LIMITED
 

 
Notes to the Financial Statements
For the Year Ended 30 June 2026

19.


Share capital

2026
2025
£
£
Allotted, called up and fully paid



1,300,100 (2025 - 1,300,100) Ordinary shares of £1.00 each
1,300,100
1,300,100
550 (2025 - 550) A1 Ordinary shares of £1.00 each
550
550
200 (2024 - 200) B1 Ordinary shares of £1.00 each
200
200

1,300,850

1,300,850

Subsequent to the year end, the Company completed the cancellation of 100 A1 Ordinary Shares. The cancellation became effective on 31 August 2026 following shareholder approval and the completion of the relevant legal procedures.
At 30 June 2026 these shares remained in issue and accordingly no adjustment has been made to the amounts recognised in these financial statements. 



20.


Reserves

Share premium account

The share premium account represents the premium arising on the issue of shares, net of issue costs.

Profit and loss account

The profit and loss account represents cumulative profits and losses, net of dividends and other adjustments.


21.


Capital commitments


At 30 June 2026 the Company had capital commitments as follows:

2026
2025
£
£


Contracted for but not provided in these financial statements
303,626
-

303,626
-


22.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £266,995 (2025 - £242,715). There are contributions payable to the fund at the balance sheet date in the current amounting to £40,481 (2025 - £38,366).

Page 25

 
PHARMACARE (EUROPE) LIMITED
 

 
Notes to the Financial Statements
For the Year Ended 30 June 2026

23.


Commitments under operating leases

At 30 June 2026 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2026
2025
£
£


Not later than 1 year
805,243
41,002

Later than 1 year and not later than 5 years
3,206,517
660

Later than 5 years
7,190,208
-

11,201,968
41,662


24.


Related party transactions

The company has taken advantage of the exemption available under paragraph 33.1A of FRS 102, whereby it has not disclosed transactions with the ultimate parent company or any wholly owned subsidiary undertakings of the group.


25.


Controlling party

The immediate parent undertaking is Natural Bio Proprietary Limited, a company incorporated in Australia.
The ultimate parent undertaking is Pharmacare Laboratories Proprietary Limited, a company incorporated in Australia. The registered office address for Pharmacare Laboratories Proprietary Limited  is Level 4, 73 Walker Street, North Sydney, NSW 2059, Australia.
Copies of Pharmacare Laboratories Proprietary Limited's financial statements can be obtained from the Australian company public registrar, ASIC.
The ultimate controlling party is T R Browne.


Page 26