The directors present the strategic report for the year ended 30 April 2026.

Kruger Topco Limited is the ultimate holding company of the Rhino Products Group. The principal business activity of the group throughout the period was that of a manufacturer of vehicle accessory equipment for light commercial vehicles.

The company was incorporated on 28 August 2024. On 13 September 2024 the company acquired the Rhino Products Holdings Limited Group of companies by acquiring Kruger Bidco Limited (the acquisition was via Kruger Midco Limited a subsidiary of Kruger Topco Limited). This was to facilitate the continued private equity investment of LDC (Lloyd’s banking group) into Rhino along with existing shareholders.

This is the first full financial year of trading for Kruger Topco Ltd which means that any comparative analysis to the prior year has been done on a pro-rata basis up to 12 months, due to this prior period being only 7.5 months long.

The business has traded well throughout the financial year to 30 April 2026 and has managed to report a strong turnover of £32.2m and Adjusted EBITDA of £6.8m. Group turnover is up on the prior year by 1.6% despite their being a number of external challenges faced across the financial year. This includes the impact of Donald Trumps tariffs to the worldwide economy and the direct impact this has had on the motor vehicle industry in the UK & Europe. Light Commercial Vehicle (LCV) registrations have decreased compared to the prior year in the UK by 5.9%, along with Europe decreasing by approximately 7.9% (Data from SMMT and S&P Global).

The gross profit margin that Kruger Tocpo achieved of 56.2% has been strong and is an improvement on the prior year. This has been achieved due to raw material prices remaining stable throughout the financial year, after a number of years of volatility in this area due to various macro-economic factors and worldwide events.

The Adjusted EBITDA has decreased by 6.3% on the prior year due to a direct result of increased operating costs. There have been inflationary cost increases across various operating expenses in the year due to high inflation in the UK and Europe. This has resulted in increases in certain operating expenses such as staff salaries, energy costs, insurance and computer expenses. There have also been additional situational cost increases on the prior year in property costs including rent and rates.

The directors are pleased with the financial position of the group at 30 April 2026. The directors’ expectation is that company will continue to grow its sales whilst maintaining its profitability over the short, medium, and long term.

Turnover of £32.2 million for the year ended 30 April 2026 is 1.6% up on the prior financial year. This year has been assisted by the acquisition of Locks 4 Vans at the end of February 2026, resulting in two months of trading of an additional entity this in this year. Without the acquisition there would have been a small decrease due to a decrease in sales to Europe and the Rest of the World, both of which have been negatively impacted by the macro-economic environment changing due to Trump’s Tariffs.

Sales in the UK have increased in the year by 4.6%, which is positive growth with the LCV market in the UK decreasing by 5.9% in the same period. This figure is excluding the acquisition.

The Directors continue to re-invest revenues into Research & Development to ensure that the Rhino Products group remains a market leader in the UK and Europe for the manufacture of accessories for commercial vehicles. The company will continue to bring high-quality products to market through innovative designs led by its in-house design team with various new product releases expected in the next financial year.

The Rhino Group intends to use its strong brand name and high-quality product portfolio to continue growing market share in its Domestic and European markets over the coming years along with seizing opportunities to increase its Rest of World customer base.

In addition to organic growth in both new and existing markets the Rhino group is also continuing its buy and build strategy to acquire businesses in the UK and Europe with the right strategic fit.

Rhino Products Holdings acquired Locks 4 Vans Ltd at the end of February 2026 to expand its product portfolio into vehicle security space. Locks 4 Vans is a market leader in the UK for vehicle security and was identified as a perfect strategic fit for the Rhino Products Group. Rhino is now able to offer a one-stop shop solution to Light Commercial Vehicle customers in the UK and Europe with a wide range of products encompassing external roof equipment & accessories, internal racking, rear and side steps along with vehicle security.

Environmental and Social Governance (ESG)

The group has an ongoing commitment towards sustainability, reducing its carbon footprint and impact on the environment. The group head office and main manufacturing site at Ellesmere Port is now carbon neutral. There are plans over the next 12 months to extend this across all group sites in the UK and Europe and reduce the overall carbon footprint of the rest of the Group.

The group is qualified by the Environmental Management standard ISO14001 along with monitoring its ESG score on an ongoing basis with an annual ESG audit being undertaken with strategies to continually improve its ESG credentials.

The group has also launched its own Rhino glass initiative which provides a framework that measures, shares and continuously improves our impact across environmental, social and governance (ESG) areas. This continues to show the importance that the group puts on ESG and will continue to develop its ESG roadmap and strategic plan for the next 5 years.

The management of the business and execution of the group’s strategy are subject to a number of risks.

Economic Risk

The key risks and uncertainties that the business faces are linked to the ongoing macro-economic environment with persistent inflation and cost pressures impacting on all businesses in the UK. In addition to this, the low growth and productivity in the economy having an impact on customer demand, business activity levels and lower LCV registrations in the UK and Europe.

The group has managed to mitigate these issues as much as possible by having a strong sales team who are constantly communicating with customers. The group also has strong partnerships with its suppliers and forward pricing agreements in place where possible. The group trades with customers in several different industries, meaning it is not solely reliant on any industry in particular.

Business & Financial Risk

One of the key business risks for the group is the risk of competition in both its Domestic and European markets. The group mitigates the risk of competition by supplying a wide range of high-quality products to various markets, catering to a number of different types of customers with bespoke fittings on a wide range of commercial vehicles.

The group predominantly conducts most of its trade in either GBP or Euros. This exposes the group to an exchange rate risk when converting Euros into GBP. This exchange rate risk is offset by other entities in the group holding Euro bank accounts and using Euros to support their ongoing business operations. The group also purchases a proportion of its raw materials from Europe in Euros which also offsets this risk.

Credit Risk

As with any trading entity, the business is exposed to the risk of bad debts and potential recoverability issues

from customers.

The group mitigates this risk by credit checking customers, having credit limits in place along with having its exposure spread over a wide range of customers without an over reliance on any one customer in particular.

Artificial Intelligence Risk

The group is very aware of the growing risks that artificial intelligence is bringing to businesses in all industries. This includes a wide variety of risks from cybersecurity attacks, increased competition, intellectual property rights, compliance & data risks along with operational challenges.

The group has implemented an artificial intelligence policy to ensure all staff are aware of the risks of using AI along with providing clarity on what platforms are deemed acceptable in the workplace. The strategic risks, opportunities and threats from AI are being reviewed on an ongoing basis by the management team.

On behalf of the board

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

The previous period financial statements cover the period from 28 August 2024 to 30 April 2025, and therefore the results for the year ended 30 April 2026 are not directly comparable with the initial period presented for the company, and it's group.

The principal activity of the company is that of a holding company. The principal activity of the group is that of a manufacturer of roof racks, roof bars, steps, and other accessories for commercial vehicles.

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

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

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

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

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

The group has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of business review, research and development and future developments.

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

United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and parent company, and of the profit or loss of the group for that period.

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

• select suitable accounting policies and then apply them consistently;

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

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

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

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

We have audited the financial statements of Kruger Topco Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 April 2026 which comprise the Group Profit and Loss Account, the Group Statement of Comprehensive Income, the Group Balance Sheet, the Company Balance Sheet, the Group Statement of Changes in Equity, the Company Statement of Changes in Equity, the Group Statement of Cashflows and notes to the financial statements, 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 the parent company's affairs as at 30 April 2026 and of the group's loss for the period 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 group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

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

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

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

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

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

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.

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the group's and parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or parent company or to cease operations, or have no realistic alternative but to do so.

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

As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the company’s internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

• Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group's or the parent company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the group or the parent company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Explanation as to what extent the audit was considered capable of detecting irregularities, including

fraud

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

including fraud is detailed below.

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

Our approach was as follows:

Ÿ

• We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, and UK taxation legislation.

• We obtained an understanding of how the company complies with these requirements by discussions with management and those charged with governance.

• We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.

• We inquired of management and those charged with governance as to any known instances of noncompliance or suspected non-compliance with laws and regulations.

• Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

Use of our report

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

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £2,490,155 (2025 - £487,906 loss).

Kruger Topco Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Rhino House, Deans Road, Ellesmere Port, United Kingdom, CH65 4DR.

The group consists of Kruger Topco Limited and all of its subsidiaries.

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

The previous period financial statements cover the period from 28 August 2024 to 30 April 2025, and therefore the results for the year ended 30 April 2026 are not directly comparable with the initial period presented for the company, and it's group.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated group financial statements consist of the financial statements of the parent company Kruger Topco Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

Where the reporting date of a subsidiary undertaking differs from that of the Group, management accounts prepared to the Group reporting date have been used for consolidation purposes. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

At the time of approving the financial statements, the directors have a reasonable expectation that the company and its group have adequate resources to continue in operational existence for the foreseeable future. The financial statements shows a group loss for the financial period of £13,415,014 as a result of non-cash expenditure in the form of depreciation, amortisation and interest charges. The group balance sheet shows net liabilities of £21,050,021, this is due to the nature of the company’s funding arrangements, although the group has significant net current assets of £10,913,531. The group was EBITDA positive in the period.

The company is the parent undertaking of a cash generative trading business, and has long term debt funding in place with repayments of that debt manageable out of cashflow generated by the trading business in accordance with the terms of the debt in place. The business is forecast to meet all relevant funding covenants in the next 12 months.

The trading business (Rhino Products Limited and fellow group undertakings) continues to trade profitably since the balance sheet date. The directors have produced forecasts which take account of the current economic climate and as a result, they have a reasonable expectation that the company and group has adequate resources to continue to operate as a going concern for at least 12 months from the date of approval of the financial statements. Therefore the directors have adopted the going concern basis of preparation of the financial statements.

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

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

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

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

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

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in the profit or loss.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

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

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

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

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

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

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

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

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

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

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

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

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

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

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

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

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

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

The component parts of compound instruments issued by the group are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangement. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. This amount is recorded as a liability on an amortised cost basis using the effective interest method until extinguished upon conversion or at the instrument's maturity date. The equity component is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included in equity net of income tax effects and is not subsequently remeasured.

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

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

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

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

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

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

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

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

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

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

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

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

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

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

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

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

The depreciation and amortisation charges in respect of tangible and intangible fixed assets are based on the directors' best estimate of the useful economic lives and residual values of each asset class. The useful economic lives and residual values of each asset class are reassessed annually. Annual impairment reviews are performed on each class of asset to ensure that the carrying values are appropriate.

The group makes an estimate of the value of obsolete and slow moving stock lines based on the aging of the stock in hand. Provision is made where the estimated selling price less costs to sell and complete is less than the original cost.

The group makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors the directors consider factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience. Provision is made when there is significant uncertainty over the timing or likelihood of the recovery of debts.

Judgement and estimation is required in determining the fair value of shares at the date of award. The fair value is estimated using valuation techniques which take into account the awards’ term, the risk-free interest rate and the expected volatility of the market price of the Company’s shares. Details of share-based payments and the assumptions applied are disclosed in note 25.

Certain fair value adjustments were made to calculate goodwill arising from the business combination in the period. Details are included in note 27.

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

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution pension schemes amounted to 1 (2025: 1).

The remuneration for the directors of the parent company was borne by Rhino Products Limited.

The remuneration of key management personnel, which includes the directors, was £552,046 (2025: £1,138,124).

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

Details of the company's subsidiaries at 30 April 2026 are as follows:

On 27 February 2026 Rhino Products Holdings Limited acquired 100% of the ordinary share capital in L4V Group Holdings Limited and its associated subsidiary undertaking Locks 4 Vans Limited.

Included within bank loans at the reporting date are two loans. The first loan is repayable on a quarterly basis, with final repayment on the maturity date of 13 September 2030, and interest is charged at 3.75% plus SONIA per annum. The second loan is repayable in full upon maturity on 13 September 2031, with interest being charged at 4.25% plus SONIA per annum.

Certain group companies have entered into a multilateral guarantee in respect of the loans. The assets of the group are pledged as security by way of fixed and floating charges.

Preference shares are redeemable on 30 April 2031, and interest is accruing at 12% per annum.

The loan notes constitute A1, A2, A3, B1, C1 and C2 loan notes.

The A1, A2 and B1 loan notes are repayable at the earlier of the sale of company and 30 September 2030, with interest being charged on the loan notes at 12% per annum.

The A3, C1 and C2 loan notes are repayable at the earlier of the sale of company and 13 March 2031, with interest being charged on the loan notes at 12% per annum.

Included at the reporting date are £13,554,790 of unsecured loan notes, and £36,890,053 of secured loan notes, secured by way of fixed and floating charges against the assets of the group.

The terms of the loan notes meet the definition of basic financial instruments and therefore have been measured at amortised cost.

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

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

The company entered into arrangements with certain employees for its own equity instruments being C Ordinary shares during the period ended 30 April 2025. The employees will receive value from these shares on a future sale, if still in employment at the time of sale. Accordingly, these are treated as share based payments and will be equity-settled.

The fair value of these shares have been determined using the Black Scholes model at £1,788,496. This charge is being recognised over a period of five years to 13 September 2030.

During the period the company issued 809,809 C ordinary shares of 1p each.

During the period the company repurchased 809,809 C ordinary shares of 1p each at a premium of 8.3p per share.

During the period the company redesignated 126,386 A ordinary shares of 0.5p each into 126,386 B ordinary shares of 0.5p each.

The A Ordinary shares have attached to them full dividend and capital distribution (including on winding up) rights but do not confer any rights of redemption. The shares also have attached to them full voting rights.

The B Ordinary shares have attached to them full dividend and capital distribution (including on winding up) rights but do not confer any rights of redemption. The shares also have attached to them full voting rights.

The C Ordinary shares have attached to them full dividend and capital distribution (including on winding up) rights but do not confer any rights of redemption. The shares also have attached to them full voting rights.

On 27 February 2026 Rhino Products Holdings Limited acquired 100% of the ordinary share capital in L4V Group Holdings Limited and its associated subsidiary undertaking Locks 4 Vans Limited.

Kruger Topco Limited, Rhino Products Limited, Rhino Products Holdings Limited, Kruger Bidco Limited, Kruger Midco Limited, Rhino Products BV and AVS Steps Limited have given a multilateral guarantee in favour of HSBC bank. A second multilateral guarantee in favour of HSBC bank given by Kruger Bidco Limited, Kruger Midco Limited, Kruger Topco Limited, AVS Steps Limited, Rhino Products Holdings Limited, Rhino Products Limited, Hubb Systems Limited and Rhino Products BV. Total borrowings at the year end were £19,296,486.

The debentures held by the group are secured by way of fixed and floating charges in favour of the bank, against the assets of Kruger Bidco Limited, Kruger Midco Limited, Kruger Topco Limited, AVS Steps Limited, Rhino Products Holdings Limited, Rhino Products Limited, Hubb Systems Limited and Rhino Products BV.

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

The company has taken the exemption to disclose other related party transactions under the same control in accordance with FRS 102 - Section 33 "Related Party Disclosures".

At the balance sheet date there was no individual controlling party.