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Registered number: 16188805


OGM MOULDING LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 MAY 2026

 
OGM MOULDING LIMITED
 
 
COMPANY INFORMATION


Directors
A Mumford (appointed 25 February 2025, resigned 19 August 2026)
M Owen (appointed 25 February 2025, resigned 19 August 2026)
J Shepherd (appointed 25 February 2025, resigned 19 August 2026)
P Wightman (appointed 16 January 2025)
A Jeppesen (appointed 19 August 2026)
S Ulstrup (appointed 19 August 2026)
L Bering (appointed 19 August 2026)




Registered number
16188805



Registered office
Unit 1 Mead Road
Oxford Industrial Park

Yarnton

Oxford

OX5 1QU




Independent auditors
Wellers Limited

8 King Edward Street

Oxford

OX1 4HL





 
OGM MOULDING LIMITED
 

CONTENTS



Page
Group Strategic Report
1 - 3
Directors' Report
4 - 5
Independent Auditors' Report
6 - 9
Consolidated Statement of Comprehensive Income
10
Consolidated Balance Sheet
11 - 12
Company Balance Sheet
13
Consolidated Statement of Changes in Equity
14
Company Statement of Changes in Equity
15
Consolidated Statement of Cash Flows
16 - 17
Notes to the Financial Statements
18 - 44


 
OGM MOULDING LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE PERIOD ENDED 31 MAY 2026

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

Business review
 
OGM Moulding Limited was incorporated on 16 January 2025 and became the parent entity to Owen Greenings & Mumford Limited following the group reconstruction (detailed in note 29)  on 28 February 2025, and these accounts therefore include the 15 month period ended 31 May 2026 for the operations at Oxford and Penallta in South Wales. The Group's trading performance over the first 9 months was very strong building on the progress of recent years as sales from products that have been in extensive development and validation for the past 2-5 years continued in the forecast production volumes. The following 6 months were challenging as in Oxford a major customer announced excess stock and a significant 5 month reduction in demand and another customer advised they would be resourcing a key product line to an overseas competitor with only 6 weeks notice of termination. This meant the January to April 2026 period was behind budget and action was taken to reduce direct labour cost in line with the reduced demand. In South Wales however demand remained strong and the business performed well with sales approximately £270k above management budget. Overall, the consolidated sales achieved a creditable £34.6m in the 15 month period and gross profit of £13.5m and 38.9% of sales. 

Looking to the future OGM Moulding is developing in line with its long-term strategy as a contract manufacturing business leveraging its expertise in injection moulding and assembly and project management to provide full box build solutions involving electronics assembly. Multiple projects are underway in important sectors of defense, national infrastructure and medical devices. The Management team have an ongoing focus to develop the systems, people, knowhow and equipment to deliver this vision. 

The financial position of the Group at the year-end in the opinion of the directors is a  healthy one and the Directors view the company’s future with optimism.

Page 1

 
OGM MOULDING LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MAY 2026

Principal risks and uncertainties
 
Business losses in calendar H1 of 2026 have reduced revenue going into H2 and the business enters its next phase of development as a moulder and contract manufacturer from a lower base of turnover. However, as always the best demand risk mitigation strategy is to have well diversified exposure to different sectors and geographies and the focus of the sales team has been growth in this way with an unparalleled pipeline of new products in diverse sovereign, defense and national infrastructure and medical products sectors. 

Energy has been secured for 27/28 at favourable fixed prices which will provide significant reduction in costs over the previous contracted levels. 

Liquidity

The Group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs. The objective is to ensure a mix of funding methods offering flexibility and cost effectiveness to match the needs of the company. 

I
nterest

The Group finances its operations through cash resources, invoice finance, loans and overdraft. The Group uses fixed rate fixed term debt in order to be certain about interest costs for cash flow forecasting.  

Credit

The principal credit risk arises from trade debtors. In order to manage credit risk the directors set limits for customers based on a combination of payment history and third party credit references. Credit limits are reviewed by the credit controller on a regular basis in conjunction with the debt ageing and collection history.

Foreign Exchange

The group sources raw materials and makes sales outside the UK and as a result, is exposed to fluctuations and uncertainty in exchange rates.  The directors are reviewing this regularly and are taking steps to mitigate the risk wherever possible

Financial key performance indicators
 
The Director’s focus remains achieving profitable growth to meet our targets over the next 3 years. High levels of capital have been committed in recent years the next phase of growth should be about investing more in human capital and less in equipment and facilities. Cash generation is a key target now. 

Other key performance indicators
 
We continue to trade comfortably with minimal debt. 

Directors' statement of compliance with duty to promote the success of the Group
 
In the coming year, the Group will continue to control variable and overhead costs whilst continually looking for
sales growth opportunities and high value added work.

A key strategic focus is innovation and the Group aims to leverage its learning from emerging technologies to
support sales growth in the traditional business as well as building new revenue streams.

Page 2

 
OGM MOULDING LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MAY 2026


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



................................................
P Wightman
Director

Date: 15 October 2026

Page 3

 
OGM MOULDING LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 MAY 2026

The directors present their report and the financial statements for the period ended 31 May 2026.

Directors' responsibilities statement

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

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


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

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

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

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

Principal activity

The principal activity of the Company during the period was that of a holding company.

Results and dividends

The profit for the period, after taxation, amounted to £1,329,255.

Dividends for the period amounted to £Nil.

Page 4

 
OGM MOULDING LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 MAY 2026


Directors

The directors who served during the period and their interests in the Group's issued share capital were:

A1 Ordinary shares
of 79p each
C1 Ordinary shares
of 1p each

31/5/26

16/1/25


31/5/26

16/1/25


A Mumford (appointed 25 February 2025, resigned 19 August 2026)
100
-
-
-
M Owen (appointed 25 February 2025, resigned 19 August 2026)
100
-
-
-
J Shepherd (appointed 25 February 2025, resigned 19 August 2026)
-
-
-
-
P Wightman (appointed 16 January 2025)
70
1
*
15
-

(* held on date of appointment)


Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

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

Auditors

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

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





................................................
P Wightman
Director

Date: 15 October 2026

Page 5

 
OGM MOULDING LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OGM MOULDING LIMITED
 

Opinion


We have audited the financial statements of OGM Moulding Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the period ended 31 May 2026, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


∙give a true and fair view of the state of the Group's and of the Parent Company's affairs as at 31 May 2026 and of the Group's profit 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


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


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


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


Page 6

 
OGM MOULDING LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OGM MOULDING LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


∙the information given in the Group Strategic Report and the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
∙the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

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


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


∙adequate accounting records have not been kept by the Parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
∙the Parent Company financial statements are not in agreement with the accounting records and returns; or
∙certain disclosures of directors' remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.


Page 7

 
OGM MOULDING LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OGM MOULDING LIMITED (CONTINUED)


Responsibilities of directors
 

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


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


Auditors' responsibilities for the audit of the financial statements
 

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


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

Discussions were held with, and  enquiries made of, management and those charged with governance with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.

Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pensions legislation, health and safety and employment law.

Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; review of board minutes; testing the appropriateness of entries in the nominal ledger, including journal entries; reviewing transactions around the end of the reporting period; and the performance of analytical procedures to identify unexpected movements in account balances which may be indicative of fraud.

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).


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


Page 8

 
OGM MOULDING LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF OGM MOULDING LIMITED (CONTINUED)


Use of our report
 

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





Mr Matthew Wyatt (Senior Statutory Auditor)
for and on behalf of
Wellers Limited
Statutory Auditors
8 King Edward Street
Oxford
OX1 4HL

15 October 2026
Page 9

 
OGM MOULDING LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 MAY 2026

Period from 16 Jan 2025 to
31 May
2026
Note
£

  

Turnover
 4 
34,684,224

Cost of sales
  
(21,174,539)

Gross profit
  
13,509,685

Administrative expenses
  
(9,837,923)

Other operating income
 5 
48,190

Exceptional other operating charges
  
(1,310,000)

Operating profit
 6 
2,409,952

Income from fixed assets investments
  
5

Interest receivable and similar income
 11 
79,520

Interest payable and similar expenses
 12 
(32,830)

Profit before taxation
  
2,456,647

Tax on profit
 13 
(1,127,392)

Profit for the financial period
  
1,329,255

  

Total comprehensive income for the period
  
1,329,255

Profit for the period attributable to:
  

Owners of the Parent Company
  
1,329,255

  
1,329,255

Total comprehensive income for the period attributable to:
  

Owners of the Parent Company
  
1,329,255

  
1,329,255

The notes on pages 18 to 44 form part of these financial statements.

Page 10

 
OGM MOULDING LIMITED
REGISTERED NUMBER: 16188805

CONSOLIDATED BALANCE SHEET
AS AT 31 MAY 2026

2026
Note
£

Fixed assets
  

Tangible assets
 15 
5,784,794

  
5,784,794

Current assets
  

Stocks
 17 
2,920,105

Debtors: amounts falling due within one year
 18 
5,269,129

Cash at bank and in hand
 19 
3,269,446

  
11,458,680

Creditors: amounts falling due within one year
 20 
(3,465,172)

Net current assets
  
 
 
7,993,508

Total assets less current liabilities
  
13,778,302

Creditors: amounts falling due after more than one year
 21 
(519,086)

Provisions for liabilities
  

Deferred tax
 24 
(1,066,992)

Other provisions
 25 
(50,000)

  
 
 
(1,116,992)

Net assets
  
12,142,224


Capital and reserves
  

Called up share capital 
 26 
316

Merger reserve
 27 
10,812,653

Profit and loss account
 27 
1,329,255

  
12,142,224


Page 11

 
OGM MOULDING LIMITED
REGISTERED NUMBER: 16188805
    
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 31 MAY 2026

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




................................................
P Wightman
Director

Date: 15 October 2026

The notes on pages 18 to 44 form part of these financial statements.

Page 12

 
OGM MOULDING LIMITED
REGISTERED NUMBER: 16188805

COMPANY BALANCE SHEET
AS AT 31 MAY 2026

2026
Note
£

Fixed assets
  

Investments
 16 
316

  
316

Current assets
  

Debtors: amounts falling due within one year
 18 
9

  
9

Total assets less current liabilities
  
 
 
325

  

  

Net assets excluding pension asset
  
325

Net assets
  
325


Capital and reserves
  

Called up share capital 
 26 
316

Profit for the period
  
9

Profit and loss account carried forward
  
9

  
325


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


................................................
P Wightman
Director

Date: 15 October 2026

The notes on pages 18 to 44 form part of these financial statements.

Page 13

 
OGM MOULDING LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 MAY 2026


Called up share capital
Other reserve
Merger reserve
Profit and loss account
Total equity

£
£
£
£
£


Comprehensive income for the period

Profit for the period
-
-
-
1,329,255
1,329,255
Total comprehensive income for the period
-
-
-
1,329,255
1,329,255


Contributions by and distributions to owners

Reserve arising on cancellation of shares
-
84
-
-
84

Shares issued during the period
400
-
-
-
400

Shares cancelled during the period
(84)
-
-
-
(84)

Merger reserve at acquisition
-
-
10,812,653
-
10,812,653

Distribution in specie
-
(84)
-
-
(84)


Total transactions with owners
316
-
10,812,653
-
10,812,969


At 31 May 2026
316
-
10,812,653
1,329,255
12,142,224

The notes on pages 18 to 44 form part of these financial statements.

Page 14

 
OGM MOULDING LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 MAY 2026


Called up share capital
Other reserve
Profit and loss account
Total equity

£
£
£
£


Comprehensive income for the period

Profit for the period
-
-
9
9
Total comprehensive income for the period
-
-
9
9


Contributions by and distributions to owners

Reserve arising on cancellation of shares
-
84
-
84

Shares issued during the period
400
-
-
400

Cancellation of shares
(84)
-
-
(84)

Distribution in specie
-
(84)
-
(84)


Total transactions with owners
316
-
-
316


At 31 May 2026
316
-
9
325

The notes on pages 18 to 44 form part of these financial statements.

Page 15

 
OGM MOULDING LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 MAY 2026

2026
£

Cash flows from operating activities

Profit for the financial period
1,329,255

Adjustments for:

Depreciation of tangible assets
1,654,080

Decrease in stocks
115,748

Decrease in debtors
113,555

Increase in creditors
481,774

Increase in provisions
42,542

Taxation charge
1,134,850

Corporation tax movement arising on consolidation
(719,713)

Interest paid
32,830

Interest received
(79,520)

Net cash generated from operating activities

4,105,401


Cash flows from investing activities

Purchase of tangible fixed assets
(1,642,158)

Sale of tangible fixed assets
23,157

Interest received
79,520

Net cash from investing activities

(1,539,481)
Page 16

 
OGM MOULDING LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE PERIOD ENDED 31 MAY 2026


2026

£



Cash flows from financing activities

Issue of ordinary shares
316

New secured loans
(115,552)

Interest paid
(32,830)

Net cash used in financing activities
(148,066)

Net increase in cash and cash equivalents
2,417,854

Cash and cash equivalents at acquisition
851,592

Cash and cash equivalents at the end of period
3,269,446


Cash and cash equivalents at the end of period comprise:

Cash at bank and in hand
3,269,446

3,269,446


The notes on pages 18 to 44 form part of these financial statements.

Page 17

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

1.


General information

OGM Moulding Limited is a private limited company limited by share capital and incorporated in England and Wales on 16 January 2025. The registered number of the Company is 16188805. The registered address of the Company is Unit 1 Mead Road, Oxford Industrial Park, Yarnton, Oxford, OX5 1QU.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

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

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

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

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

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

Page 18

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

2.Accounting policies (continued)

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

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

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

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

 
2.4

Revenue

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

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
∙the Group has transferred the significant risks and rewards of ownership to the buyer;
∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Group will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Page 19

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

2.Accounting policies (continued)

 
2.5

Operating leases: the Group as lessee

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

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

 
2.6

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.

Grants of a revenue nature are recognised in the Consolidated Statement of Comprehensive Income in the same period as the related expenditure.

 
2.7

Interest income

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

 
2.8

Finance costs

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

 
2.9

Borrowing costs

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

 
2.10

Pensions

Defined contribution pension plan

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

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

Page 20

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

2.Accounting policies (continued)

 
2.11

Current and deferred taxation

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

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

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

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


 
2.12

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Group but are presented separately due to their size or incidence.

 
2.13

Tangible fixed assets

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

Page 21

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

2.Accounting policies (continued)


2.13
Tangible fixed assets (continued)

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

Depreciation is provided on the following basis:

Short-term leasehold property
-
over the period of the lease
Plant and machinery
-
6.66% - 33% straight-line
Motor vehicles
-
20% - 25% straight-line
Fixtures and fittings
-
20% straight-line
Office equipment
-
20% straight-line

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

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

 
2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Consolidated Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

Investments in listed company shares are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in profit or loss for the period.

 
2.15

Stocks

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

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

 
2.16

Debtors

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

Page 22

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

2.Accounting policies (continued)

 
2.17

Cash and cash equivalents

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

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

 
2.18

Creditors

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

 
2.19

Holiday pay accrual

A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the balance sheet date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the balance sheet date.

 
2.20

Provisions for liabilities

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

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

Page 23

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

2.Accounting policies (continued)

 
2.21

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

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

Basic financial liabilities

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

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

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

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

Page 24

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The key judgments are as follows:-

Property, plant and equipment:

Property, plant and equipment assets are depreciated over their useful economic life taking into account, where appropriate, residual values. Assessment of useful lives and residual values are performed annually. In assessing the residual values, the remaining life of the asset, its projected disposal value and future market conditions are taken into account.


4.


Turnover

The whole of the turnover is attributable to the sale of plastic mouldings and associated products.

Analysis of turnover by country of destination:

Period from 16 Jan 2025 to
31 May
2026
£

United Kingdom
23,316,452

Rest of Europe
1,095,210

Rest of the world
10,272,562

34,684,224


The above named company's material sources of income are as follows:

- Owen Greenings & Mumford Limited - Plastic injection moulding and associated products.
- OGM (SW) Limited - Plastic injection moulding and associated products.


5.


Other operating income

Period from 16 Jan 2025 to
31 May
2026
£

Government grants receivable
48,190

48,190


Page 25

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

6.


Operating profit

The operating profit is stated after charging:

Period from 16 Jan 2025 to
31 May
2026
£

Exchange differences
(22,931)

Depreciation
1,654,080

Exceptional items
1,310,000

Other operating lease rentals
931,604


7.


Auditors' remuneration

During the period, the Group obtained the following services from the Company's auditors:


Period from 16 Jan 2025 to
31 May
2026
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
11,000

Page 26

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

8.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Period from 16 Jan 2025 to 31 May 2026
£


Wages and salaries
9,421,913

Social security costs
1,167,522

Cost of defined contribution scheme
233,898

10,823,333


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



Group
Company
Period from 16 Jan 2025 to
        31 May
Period from 16 Jan 2025 to
        31 May
        2026
        2026
            No.
            No.







Directors
7
4



Employees
197
-

204
4

Page 27

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

9.


Directors' remuneration

Period from 16 Jan 2025 to
31 May
2026
£

Directors' emoluments
414,064

414,064


During the period retirement benefits were accruing to 2 directors in respect of defined contribution pension schemes.

The highest paid director received remuneration of £414,064.


10.


Income from investments

Period from 16 Jan 2025 to
31 May
2026
£





Dividends received from unlisted investments
5

5



11.


Interest receivable

Period from 16 Jan 2025 to
31 May
2026
£


Other interest receivable
79,520

79,520

Page 28

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

12.


Interest payable and similar expenses

Period from 16 Jan 2025 to
31 May
2026
£


Bank interest payable
32,830

32,830


13.


Taxation


Period from 16 Jan 2025 to
31 May
2026
£

Corporation tax


Current tax on profits for the year
1,134,850


1,134,850


Total current tax
1,134,850

Deferred tax


Origination and reversal of timing differences
(7,458)

Total deferred tax
(7,458)


Tax on profit
1,127,392
Page 29

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026
 
13.Taxation (continued)


Factors affecting tax charge for the period

The tax assessed for the period is higher than the standard rate of corporation tax in the UK of 25%. The differences are explained below:

Period from 16 Jan 2025 to
31 May
2026
£


Profit on ordinary activities before tax
2,456,647


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25%
614,162

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
32,274

Capital allowances for period in excess of depreciation
7,716

Loss on disposal of fixed assets
4,027

Increase or decrease in pension fund prepayment leading to an increase (decrease) in tax
6,138

Short-term timing difference leading to an increase (decrease) in taxation
8,622

Fair value adjustments
134,411

Other tax charge (relief) on exceptional items
327,500

Deferred tax
(7,458)

Total tax charge for the period
1,127,392


Factors that may affect future tax charges

Future tax charges will be affected by the differences in accounting and tax treatment of capital assets along with disallowable expenditure.

Page 30

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

14.


Exceptional items

Period from 16 Jan 2025 to
31 May
2026
£


Loans written off
1,310,000

1,310,000

During the period, loan balances with former group companies Clear Sky Catering Consumables Limited, Foston Property Limited (formerly Owen Greenings & Mumford (Holdings) Limited) and Terinex Flexibles Limited were forgiven.

Page 31
 


 
OGM MOULDING LIMITED


 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026


15.


Tangible fixed assets


Group



Short-term leasehold property
Plant and machinery
Motor vehicles
Fixtures and fittings
Office equipment
Total

£
£
£
£
£
£



Cost or valuation


Additions
130,398
1,473,101
32,380
6,279
-
1,642,158


Acquisition of subsidiary
682,331
5,056,934
5,202
68,314
7,092
5,819,873


Disposals
-
(18,108)
(5,049)
-
-
(23,157)



At 31 May 2026

812,729
6,511,927
32,533
74,593
7,092
7,438,874



Depreciation


Charge for the period on owned assets
176,145
1,403,827
6,613
13,888
3,687
1,604,160


Charge for the period on financed assets
-
49,920
-
-
-
49,920



At 31 May 2026

176,145
1,453,747
6,613
13,888
3,687
1,654,080



Net book value



At 31 May 2026
636,584
5,058,180
25,920
60,705
3,405
5,784,794

Page 32
 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

           15.Tangible fixed assets (continued)




The net book value of land and buildings may be further analysed as follows:


2026
£

Short leasehold
636,583

636,583


The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


2026
£



Plant and machinery
532,480

532,480

Page 33

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

16.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


Additions
316



At 31 May 2026
316





Direct subsidiary undertaking


The following was a direct subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Owen Greenings & Mumford Limited
Unit 1-4 Oxford Industrial Park, Mead Road, Yarnton, Kidlington, Oxfordshire, OX5 1QU
Ordinary
100%


Indirect subsidiary undertaking


The following was an indirect subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

OGM (SW) Limited
Unit 1-4 Oxford Industrial Park, Mead Road, Yarnton, Kidlington, Oxfordshire, OX5 1QU
Ordinary
100%


17.


Stocks

Group
Company
2026
2026
£
£

Raw materials and consumables
1,827,143
-

Finished goods and goods for resale
1,092,962
-

2,920,105
-


Page 34

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

18.


Debtors

Group
Company
2026
2026
£
£


Trade debtors
4,865,010
-

Amounts owed by group undertakings
-
4

Other debtors
5,548
5

Prepayments and accrued income
398,571
-

5,269,129
9


Included within other debtors due within one year is a loan to Mr P Wightman, a director, amounting to £5,140. There were no movements within the period. The loan is interest free and has been repaid since the period end.




19.


Cash and cash equivalents

Group
Company
2026
2026
£
£

Cash at bank and in hand
3,269,446
-

3,269,446
-


Page 35

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

20.


Creditors: Amounts falling due within one year

Group
Company
2026
2026
£
£

Bank loans
99,104
-

Trade creditors
1,299,850
-

Corporation tax
310,630
-

Other taxation and social security
476,436
-

Other creditors
32,084
-

Accruals and deferred income
1,247,068
-

3,465,172
-



The following liabilities were secured:
Group
2026
£


Chattels mortgage
99,104

99,104

Details of security provided:

The invoice finance facility was secured with a legal charge over the trade receivables of subsidiary company OGM (SW) Limited. The legal charge was satisfied on 19 August 2026.

Chattels mortgage loan is secured with a legal charge over specific assets of the subsidiary company.

HSBC UK Bank PLC, hold a debenture over the subsidiary company OGM (SW) Limited, including a fixed charge over all book and other debts, both present and future; together with a floating charge over all assets and undertakings, both present and future.

The above security also includes an unlimited Multilateral Guarantee dated 29 November 2023, and given by OGM (SW) Limited, Terinex Flexibles Ltd (formerly QC Packaging Films Limited), Clear Sky Catering Consumables Limited, Foston Property Limited (formerly Owen Greenings & Mumford (Holdings) Limited), and Owen Greenings & Mumford Limited, of which Group set-off is held.

HSBC holds a fixed charge over the subsidiary company Owen Greenings & Mumford Limited, which includes all present freehold and leasehold property; first fixed charge over book and other debts, chattels, goodwill and uncalled capital, both present and future; and first floating charge over all assets and undertaking both present and future dated 29 August 2007.

The above security also includes an unlimited Multilateral Guarantee dated 12 May 2022, and given by OGM (SW) Limited, Terinex Flexibles Ltd (formerly QC Packaging Films Limited), Clear Sky Catering Consumables Limited, Foston Property Limited (formerly Owen Greenings & Mumford (Holdings) Limited), and Owen Greenings & Mumford Limited, of which group set-off is held.

Page 36

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

21.


Creditors: Amounts falling due after more than one year

Group
Company
2026
2026
£
£

Bank loans
265,955
-

Accruals and deferred income
253,131
-

519,086
-



The following liabilities were secured:
Group
2026
£


Chattels mortgage
265,955

265,955

Details of security provided:

The invoice finance facility was secured with a legal charge over the trade receivables of subsidiary company OGM (SW) Limited. The legal charge was satisfied on 19 August 2026.

Chattels mortgage loan is secured with a legal charge over specific assets of the subsidiary company.

HSBC UK Bank PLC, hold a debenture over the subsidiary company OGM (SW) Limited, including a fixed charge over all book and other debts, both present and future; together with a floating charge over all assets and undertakings, both present and future.

The above security also includes an unlimited Multilateral Guarantee dated 29 November 2023, and given by OGM (SW) Limited, Terinex Flexibles Ltd (formerly QC Packaging Films Limited), Clear Sky Catering Consumables Limited, Foston Property Limited (formerly Owen Greenings & Mumford (Holdings) Limited), and Owen Greenings & Mumford Limited, of which Group set-off is held.

HSBC holds a fixed charge over the subsidiary company Owen Greenings & Mumford Limited, which includes all present freehold and leasehold property; first fixed charge over book and other debts, chattels, goodwill and uncalled capital, both present and future; and first floating charge over all assets and undertaking both present and future dated 29 August 2007.

The above security also includes an unlimited Multilateral Guarantee dated 12 May 2022, and given by OGM (SW) Limited, Terinex Flexibles Ltd (formerly QC Packaging Films Limited), Clear Sky Catering Consumables Limited, Foston Property Limited (formerly Owen Greenings & Mumford (Holdings) Limited), and Owen Greenings & Mumford Limited, of which group set-off is held.



Page 37

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

22.


Loans


Analysis of the maturity of loans is given below:


Group
Company
2026
2026
£
£

Amounts falling due within one year

Bank loans
99,104
-


99,104
-

Amounts falling due 1-2 years

Bank loans
105,294
-


105,294
-

Amounts falling due 2-5 years

Bank loans
160,661
-


160,661
-


365,059
-



23.


Financial instruments

Group
Company
2026
2026
£
£

Financial assets

Financial assets measured at amoritsed cost through profit or loss
8,140,005
9


Financial liabilities

Financial liabilities measured at amortised cost through profit or loss
(2,900,823)
-


Financial assets measured at fair value through profit or loss comprise cash at bank, trade and other debtors.


Financial liabilities measured at amortised cost through profit or loss comprise trade creditors, accruals,  other creditors and borrowings.

 

Page 38

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

24.


Deferred taxation


Group



2026


£






Charged to profit or loss
7,458


Arising on business combinations
(1,074,450)



At end of year
(1,066,992)







Group
2026
£

Accelerated capital allowances
(1,066,992)


25.


Provisions


Group



Other provisions

£





Provisions at acquisition
50,000



At 31 May 2026
50,000

A provision with regards to the lease dilapidations has been considered. Due to the nature of the lease works the Directors do not expect these to represent a significant cost to the subsidiary company Owen Greenings & Mumford Limited, therefore, the above provision is considered to be a reasonable estimate.

Page 39

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

26.


Share capital

2026
£
Allotted, called up and fully paid


400 A1 Ordinary shares of £0.79 each
316
15 C1 Ordinary shares of £0.01 each
-

316


At the date of incorporation on 16 January 2025, the Company issued 1 ordinary A1 share of £0.79, which was fully paid. 

On 26 February 2025, the Company allotted 399 Ordinary A1 shares of £0.79 each, 400 Ordinary A2 shares of £0.12 each, 400 Ordinary A3 shares of £0.09 each, 15 Ordinary C1 shares of £0.0079 each, 15 Ordinary C2 shares of £0.0012 each and 15 Ordinary C3 shares of £0.0009 each. Following the allotment, the Company's issued share capital increased to £400.15.

On 28 February 2025, the Group underwent a restructuring by way of a demerger. The demerger was effected through a reduction of share capital pursuant to sections 641 to 644 of the Companies Act 2006, supported by a solvency statement made by the directors.

As part of the capital reduction, the Company's share capital was reduced through the redemption of:

400 Ordinary A2 shares of £0.12 each;
400 Ordinary A3 shares of £0.09 each;
15 Ordinary C2 shares of £0.0012 each; and
15 Ordinary C3 shares of £0.0009 each.

The redeemed shares were fully paid, and the resulting capital was subsequently distributed to the relevant shareholders as part of the demerger.


27.


Reserves

Other reserve

During the period, share capital amounting to £84 was cancelled and subsequently distributed to the relevant shareholders as part of the demerger.

Merger Reserve

Merger reserve arose on the implementation of a share-for-share exchange as part of the Group reorganisation. The reserve represents the difference between the nominal value of shares issued by the Group and the fair value of the shares acquired.

Profit and loss account

The profit & loss account includes all current period retained profits and losses.

Page 40

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026
28.


Analysis of net debt




Cash flows
Acquisition of subsidiaries
At 31 May 2026
£

£

£

Cash at bank and in hand

2,417,854

851,592

3,269,446

Debt due after 1 year

122,858

(388,813)

(265,955)

Debt due within 1 year

(17,957)

(91,728)

(109,685)


2,727,597
166,209
2,893,806

Page 41

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

29.
 

Business combinations

Business combinations are accounted for using the acquisition method. The results of subsidiaries acquired are included in the consolidated statement of comprehensive income from the date on which control passes to the Group (the acquisition date).
 
On 28 February 2025, following a group reconstruction, OGM Moulding Limited became the new holding company of Owen Greenings & Mumford Limited. As the reconstruction was dealt with via a share for share exchange and demerger, the consideration comprised of shares in the new holding company (OGM Moulding Limited).
 
The cost of a business combination is the aggregate of the fair values, at the acquisition date, of the assets given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the acquiree, plus costs directly attributable to the business combination. Where the consideration comprises shares issued by the Company, those shares are measured at their fair value at the acquisition date.
 
At the acquisition date, the identifiable assets, liabilities and contingent liabilities of the acquiree are recognised at their fair values, provided the recognition criteria in FRS 102 are met. Where fair values can only be determined provisionally at the end of the period in which the combination occurs, the combination is accounted for using provisional values. Adjustments to those values are made within twelve months of the acquisition date, with comparatives restated where necessary.
 
Intra-group transactions, balances and unrealised profits are eliminated on consolidation, and the accounting policies of subsidiaries are aligned with those of the Group where necessary.

Acquisition of Owen Greenings & Mumford Limited

Recognised amounts of identifiable assets acquired and liabilities assumed

Book value
Fair value adjustments
Fair value
£
£
£

Fixed Assets

Tangible
5,819,873
-
5,819,873

5,819,873
-
5,819,873

Current Assets

Stocks
2,498,210
537,643
3,035,853

Debtors
5,382,684
-
5,382,684

Cash at bank and in hand
851,592
-
851,592

Total Assets
14,552,359
537,643
15,090,002

Creditors

Due within one year
(2,722,288)
-
(2,722,288)

Due after more than one year
(480,611)
-
(480,611)

Provisions for liabilities
(50,000)
-
(50,000)

Deferred taxation
(1,024,450)
-
(1,024,450)
Page 42

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

29.Business combinations (continued)


Total Identifiable net assets
10,275,010
537,643
10,812,653


Total purchase consideration
10,812,653

Consideration

£


Equity instruments
10,812,653

Total purchase consideration
10,812,653




30.


Pension commitments

The Group contributes into a defined contribution pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £233,898. Contributions totaling £31,625 were payable to the fund at the balance sheet date and are included in creditors.


31.


Commitments under operating leases

At 31 May 2026 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Company
2026
2026
£
£

Not later than 1 year
818,335
-

Later than 1 year and not later than 5 years
3,585,789
-

Later than 5 years
550,000
-

4,954,124
-


32.


Related party transactions

The Company have taken advantage of the exemption under FRS102 section 33 paragraph 1a and therefore have not reported the related party transactions or balances of companies within the group. 

Page 43

 
OGM MOULDING LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MAY 2026

33.


Post balance sheet events

On 19 August 2026, the Company was purchased by SP Group A/S.


34.


Controlling party

There is no ultimate controlling party.

Page 44