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

We saw positive growth in our sales year on year in 2025 as we continued to invest in new product capabilities.

On the back of a small reduction in our raw material costs at the beginning of 2024 and through 2025, and following the loss of business in 2023 due to high tinplate prices in 2022 and lower than anticipated sales in 2023; we passed these savings on to our customers through a price reduction in 2024 and 2025. This initiative positively impacted our order book, resulting in a full year-on-year increase in sales, particularly with our largest customer who secured a new export supply contract, leading to a double-digit percentage increase in their volume demand.

The DIY market has also stabilized, showing some modest improvements in sales demand across our customer base. Our export markets were in line with forecast expectations and showed positive trends for future growth.

Operationally

Investment in the business continued with the new Combi Line now operational which can produce fixed head 20L and 25L drums and open head pails. Sales were strong on the fixed head drums exceeding expectations. The new 5L line which started production in 2023 continued to ramp up to full production through 2025, further strengthening Liverpool’s capability to provide high quality product ranging from 2.5L to 5L cans at competitive pricing as the new line is faster with less labour.

Further improvements were also evident with the new off-line Slitter and upgrade to the 5L line in-line slitter which allows the business to further make cost savings in labour due to the improved performance. In October 2024 the Hull facility was closed with 15 staff made redundant and the equipment moved to Liverpool to reduce operational costs and improve component deliveries, the impacts of the closure of this business and wind-down of its trading continued through 2025 and is disclosed as discontinued operations within our group statement of comprehensive income.

Printing

We continue to print for our own manufacturing lines, and again we took on additional intercompany trade from a sister site to support their investment in a new print line which also supported our overhead recovery.

Can Production

The product range in the UK has a seasonality factor, which historically declines towards Christmas as the DIY season comes to an end. The reduced demand during the winter period is forecasted and reflected in production demands. A concerted effort to continually extend our markets internationally and grow sales in the North American regions is ongoing.

We saw significant increases in our energy costs in 2024 and 2025 with the dispute with our energy supplier over the hedge contract, which is now under legal dispute.

Whilst trading in international markets, there will always be the economic risk of fluctuating foreign exchange rates. We are also subject to fluctuating national and international raw material prices especially in the metal markets.

The 2026 forecasted landscape is looking more positive, with another new machine being installed as we enter the paint can market with a new 153/176 line. With the support of group funding, we continue to focus on growing our market share utilising the operational efficiency and increased capacity of the new 5 litre and Combi production lines that will give us opportunities in new markets.

We expect to return solid operating profit with the continuance of our cost reduction and management activities.

*Earnings before interest, taxation, depreciation and amortisation.

We remain very optimistic about the future of our business. With the support of group funding, we are focused on growing our market share through significant investment in a new 153/176 paint can line and the continued growth of the Drum and Pail Combi Line which has had a very good year. 2026 will allow us to expand our product offerings and therefore give us the opportunity to increase our supply footprint with our key customers. We expect to return solid operating profit with the continuance of our cost reduction and management activities.

On behalf of the board

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

The principal activity of the company and group continued to be that of the manufacture of steel drums and similar containers.

The results for the year are set out on page 9.

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

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

The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

On 26 January 2026 a further €600,000 increase was granted by the ultimate EU parent company, Envases Europe A/S, on the formal loan facility it has issued to the Company, taking the total facility available for drawdown to €2,750,000. The terms of this formalised loan did not change and are detailed in note 20 of the financial statements.

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

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

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 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 Envases Liverpool Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise 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 cash flows and notes to the financial statements, including material 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 31 December 2025 and of the group's loss for the year then ended;

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor 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 ethical responsibilities in accordance with those 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud, is detailed below:

• Enquiries with management about any known or suspected instances of fraud and non-compliance with laws and regulations;

• Auditing the risk of fraud in revenue, including through the testing of the cut off of income at the year end and sales transaction testing to ensure revenue has occurred in the financial statements and is recognised in the correct accounting period;

• Challenging the assumptions and judgements made by management in their accounting estimates;

• Examination of journal entries and other adjustments to test for appropriateness and identify any instances of management override of controls; and

• Review of legal and professional expenditure to identify any evidence of ongoing litigation or enquiries.

Owing to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). For instance, the further removed non-compliance is from the events and transactions reflected in the financial statements, the less likely the auditor is to become aware of it or to recognize the non-compliance.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

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

The notes on pages 16 to 35 form part of these financial statements.

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

The notes on pages 16 to 35 form part of these financial statements.

As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £927,164 (2024 - £2,431,981 loss).

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

The notes on pages 16 to 35 form part of these financial statements.

Envases Liverpool Ltd (“the company”) is a private company limited by shares, domiciled and incorporated in England and Wales. The registered office is Trinity Park Industrial Estate, Orrell Lane, Liverpool, L20 6PB.

The group consists of Envases Liverpool Ltd and its subsidiary.

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

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

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

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

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

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

The subsidiary company has taken the exemption from audit under Section 479A of the Companies Act.

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between UK group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Where amounts owed to group/connected companies remain on consolidation, they are in relation to the worldwide group companies to which this group is related, but not consolidated at the UK level.

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 has adequate resources to continue in operational existence for the foreseeable future. Following a review of the forecasts, future cash flows and wider business plan, the directors continue to adopt the going concern basis of accounting in preparing the financial statements. In making their going concern assessment, the Directors have reviewed and sensitised the group's P&L and cashflow forecasts for at least one year following the date of approval for these accounts.

The intermediate parent company (Envases Germany Holding GmbH) and the ultimate EEA parent company (Envases Europe A/S) have provided confirmation that they have no intention to dispose of the UK business nor to request immediate repayment of the intercompany loans for a period of at least 12 months from the date of the statutory accounts approval. Envases Germany Holding GmbH loan is repayable in full on the 31 December 2028 (although recallable at any time with 3 months notice) and Envases Europe A/S loan is due for repayment on 30 June 2027. The Parent company support letters confirm these repayment dates will be waived, where necessary, in order to support the business for the 12 month period following approval of the financial statements.

The directors are in receipt of letters from the intermediate parent company and ultimate EEA parent company noting their intention to provide operational and financial support for a period of at least 12 months from the date of approval of the financial statements, to the extent that the company does not have sufficient funds to support itself during that period. This support included a further €600,000 increase on 26 January 2026 to the formal loan facility issued by Envases Europe A/S to aid working capital after the balance sheet date which is due for repayment on 31 December 2026, but included within the parental support provided for 12 months following approval of the financial statements and as such will not be called upon. Apart from the repayment date, this advance is under this advance is under the same terms as the existing formalised loan from the parent company, as detailed in note 20.

Turnover from the sale of goods is recognised to the extent that the company obtains the right to consideration in exchange for its performance. Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided 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.

Sale of goods

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer, taking into consideration the incoterms of sale agreed to on dispatch of the goods, the amount of revenue which 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.

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 usually amortised over 5-10 years. In this case, Goodwill has been impaired in full.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

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:

Assets in the course of construction are not depreciated.

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.

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

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

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

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

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

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Stocks are stated at the lower of average 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, including consumable spare parts, at no or nominal consideration are measured at the lower of cost and replacement cost.

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.

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.

All financial assets are considered basic financial assets.

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.

All financial liabilities are considered basic financial liabilities.

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

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

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

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the 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.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

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

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

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

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

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.

Alternative performance measures

Management makes use of certain alternative performance measures (APMs) that are non-UK GAAP measures. The Board uses these to assess performance of the Group and considers them to provide useful supplementary information to the statutory results. The Board does not consider APMs to be more relevant or reliable than UK GAAP measures and notes that their definition and basis of calculation may differ from other companies.

The Group’s primary APM is Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA) which is measured using UK GAAP principles adjusted for the effects of interest, tax, depreciation and amortisation. EBITDA is reported to the Board as management considers that it provides a useful proxy for the Group's operating profit excluding non-cash items. EBITDA is reported as a sub-total within the Group Statement of Comprehensive Income and its reconciliation to operating profit/(loss) can be verified there.

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.

Stocks are valued at the lower cost and net realisable value. Where necessary, provisions for slow moving and obsolete stocks are made. Calculation of these provisions requires judgements to be made. Provisions are based on both the age and sale of the stock in the last 12 -24 months, with provision made as a percentage of these values.

It is the opinion of the Directors that on cessation and transfer of trade and assets of Envases Hull Ltd, with the view to this company becoming dormant or dissolving post year end, that the entity no longer has a carrying value and thus is permanently impaired. The directors therefore believe that the full impairment of goodwill in the prior year remains appropriate.

In assessing the appropriateness of the going concern basis of preparation, the directors have exercised significant judgement. This assessment involved a detailed review of the company’s profit and loss and cash flow forecasts covering a period of at least twelve months from the date of approval of the financial statements. The directors considered the group’s wider business plans and funding arrangements when reviewing these forecasts.

A key judgement underpinning this assessment is the continued financial support from the intermediate parent company, Envases Germany Holdings GmbH, and the ultimate EEA parent company, Envases Europe A/S. Both entities have confirmed their intention not to dispose of the UK business or demand repayment of intercompany loans within the next 12 months. Furthermore, they have provided an unconditional letter of support confirming their intent to assist Envases Liverpool Ltd in meeting its future liabilities as they fall due. Based on these factors, the directors have concluded that it remains appropriate to prepare the financial statements on a going concern basis.

All reported turnover represents one single class of business being the sale of goods.

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 schemes amounted to 2 (2024 - 2).

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:

Envases Hull Ltd ceased trading in the prior year on 11 November 2024, following the redundancy of all staff, transfer of all customer contracts and physical plant and equipment to the parent company premises. Some residual stock movements continued during the reporting period, however have since officially ceased after the balance sheet date. All third party sales and costs of Envases Hull Ltd have been included in a separate discontinued operations column on the face of the group profit and loss account for the current and comparative periods. The Directors expect this company to become dormant or wound up within a year of the approval of the financial statements.

A valuation of the Trinity Park owner occupied trading premises took place on 30th March 2021 by Matthews & Goodman chartered surveyors. The company has elected to not apply the revaluation model as per FRS102 Section 17 and instead are holding the entirety of owner-occupied freehold buildings at cost. The value of the land and property was deemed to be £4.45m. The property was originally purchased for £3.53m on 31st March 2015 and at no time during this period have the buildings been held for rental return or capital appreciation.

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

Envases Hull Ltd has taken the exemption in Section 479A of the Companies Act 2006 ("the Act") from the requirement in the Act for their individual accounts to be audited. The guarantee given by the company under Section 479A of the Act is disclosed in Note 24.

Envases Hull Ltd ceased trading in the prior year on 11 November 2024 but some transactions continued into the current reporting period. It is the expectation of the Directors that the subsidiary will become dormant or will be dissolved within 12 months following approval of the financial statements.

At the year end, provisions for obsolete stock amounted to £56,900 (2024 - £56,900). Obsolete, unsaleable and damaged stocks written off through cost of sales during the period amounted to £237,235 (2024: £122,361).

Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

Trade debtors are stated after a provision for impairment of £5,454 (2024: £5,454).

Amounts owed to group undertakings (other than those under formal loan agreements and included in other borrowings, note 20) are unsecured, interest free and repayable on demand.

Loans are payable to fellow the group companies Envases Germany Holding GmbH and Envases Europe A/S. These loans are formalised under a commercial agreement, unsecured and including the following terms:

• £17.31m (2024: £16.49m) at EURIBOR plus 1.9% due to Envases Germany Holding GmbH (a company registered in Germany).

• £1.85m (2024: £1.78m) at CIBOR plus 1.85% due to Envases Europe A/S (a company registered in Denmark).

The loan from Envases Germany Holding GmbH is due and repayable in full on 31 December 2028. However, the loan is recallable on demand with 3 months notice and is therefore presented as payable within one year.

The repayment date for the loan from Envases Europe A/S was revised from 31 December 2025 to 30 June 2027.

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

Deferred tax losses in the Company of £2,095,647 (2024: £1,884,200) have been provided for specifically to cover deferred tax liabilities of £2,095,647 (2024: £1,884,200) and are sufficient to be utilised against liabilities if required, however these are anticipated to reverse within a period greater than 12 months. Additional unrecognised tax losses in excess of recognised deferred tax liabilities, with a value of £992,412 (2024: £931,355) relating to Envases Liverpool Ltd, are not recognised as a group asset on the basis that their utilisation is presently uncertain based upon the current performance of the group.

Each share is entitled to one vote, dividend payments and distributions arising from the winding up of the company.

There has been no change to the structure or value of the share capital of the parent company during the year.

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

In order for the wholly owned subsidiary company, Envases Hull Ltd, to take the audit exemption conferred by section 479A of the Companies Act 2006, the company has guaranteed all outstanding liabilities of the subsidiary at 31 December 2025 until those liabilities are satisfied in full.

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 group has taken advantage of the exemption conferred by paragraph 33.1A FRS 102 regarding the disclosure of transactions between itself and other wholly owned group companies headed by Envases Europe A/S, the largest group company in which consolidated accounts are prepared, incorporating the results of Envases Liverpool Ltd and its group.

Envases Liverpool Ltd is the ultimate UK parent company and smallest group to prepare consolidated accounts. Day to day activities are controlled by its UK directors, with oversight from the European management team (and head office function) controlled by the Directors of Envases Europe A/S.

The ultimate European parent company is Envases Europe A/S, a company incorporated and registered in Denmark. This company heads the largest group where consolidated accounts are prepared, consolidating the results of the UK group headed by Envases Liverpool Ltd. The consolidated financial statements of this group are available for public review from its registered office at Hedenstedvej 14, Løsning, 8723, Denmark.

The ultimate worldwide parent company is Envases Universales México, S.A.P.I. de C.V, a company incorporated and registered in Mexico. Group accounts are not publicly available for this entity.