REGISTERED NUMBER: 01408138 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

FOR

MAINPRIZE OFFSHORE LTD

Page

Company Information

1

Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Statement of Comprehensive Income

10

Balance Sheet

11

Statement of Changes in Equity

12

Notes to the Financial Statements

13

DIRECTORS:

Mr R R Mainprize Jnr

Mr R G Marshall

Mr S G Evans

REGISTERED OFFICE:

Unit 18 Manor Court

Manor Garth

Eastfield

Scarborough

North Yorkshire

YO11 3TU

REGISTERED NUMBER:

01408138 (England and Wales)

AUDITORS:

Fortus Audit LLP

Equinox House

Clifton Park, Shipton Road

York

Yorkshire

YO30 5PA

The directors present their strategic report for the year ended 31 March 2026.

REVIEW OF BUSINESS

The Mainprize Group of companies provide crew transfer vessels to support the construction and ongoing maintenance of offshore windfarms throughout Northern Europe. The business continues to pursue its growth strategy through the design and delivery of high-performance vessels into its core market.

As part of the Mainprize Group of companies, Mainprize Offshore Ltd owns and operates a fleet of 11 vessels.

The Directors are satisfied with the performance of the business during the financial year.

PRINCIPAL RISKS AND UNCERTAINTIES

Foreign exchange differences

The Company's income is denominated in both Sterling and Euros, and it incurs operational cash outflows in both currencies. Payment for new vessels is typically in either US dollars or Euros. The business is therefore exposed to volatility in foreign exchange rates which may impact profitability and cash flow.

The Company benefits from a partial natural hedge within its European operations and maintains bank accounts in multiple currencies. Foreign exchange hedging products are also used, where appropriate, to manage material exposures.

Liquidity and cashflows

Financing of new vessels is arranged at the time orders are placed. The company seeks to maintain appropriate funding arrangements to fund vessel construction and working capital as required. The business maintains strong relationships with its lenders through regular communication and the sharing of relevant financial information. Timely cash receipts from customers are important given the significant value of individual contracts. The Company has strong working relationships with its customers, who, in the opinion of the Directors, are of a high creditworthiness. No bad debts were incurred during the year. The company prepares and reviews cash flow forecasts on a regular basis to monitor its ongoing funding and liquidity requirements.

Regulatory change

Changes in regulation across the maritime sector could have a material impact on the Company. The business monitors the regulatory landscape on an ongoing basis, and staff are appropriately trained and supported to ensure that relevant changes affecting the Company can be implemented effectively and in a timely manner.

Geopolitical risks

Vessels may be constructed in different shipyards across the globe. The Directors assess the risks associated with each shipyard location, including factors such as local conflict or delivery transit risks, both at the time of contract award and throughout the build and delivery process.

FINANCIAL KEY PERFORMANCE

The Directors review the performance of the business through key performance indicators, the principal measures being outlined below.

Turnover and Gross Profit reflect the operational performance of the business. Vessels principally operate on long-term contracts, typically for periods of 3 years or more. Gross profit provides a measure of the underlying efficiency and profitability of vessel operations.

Earnings before Interest, Tax, Depreciation and Amortisation ('EBITDA') is a measure of the profitability of the businesses core operations before certain financing, tax and accounting effects.

Average Utilisation represents the average percentage of time that operational vessels are on contract with customers.

Vessels represents the number of owned vessels in the fleet at the balance sheet date. The number of vessels is a key driver of future turnover and gross profit.

Vessels in Build represents the number of vessels currently under construction that are contractually committed and due to be delivered in future periods.

Year ended 31 March 2026

Year ended 31 March 2025

Turnover ('000)

£18,766

£18,730

Gross Profit ('000)

£11,420

£6,994

EBITDA ('000)

£12,499

£7,469

Average Utilisation (%)

97.1

97.2

Vessels

11

11

Vessling in Build

-

-

FUTURE DEVELOPMENTS

The Company intends to continue operating the existing fleet of vessels to service the growing global offshore wind sector. Significant investment continues in people, training, systems and facilities to support the growth of the wider group. Research and development work continues on concept vessels and design adaptations. This will help us meet our long-term goal of delivering vessels that are best-in-class both operationally and environmentally.

ON BEHALF OF THE BOARD:

Mr R R Mainprize Jnr - Director

20 October 2026

The directors present their report with the financial statements of the company for the year ended 31 March 2026.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of maritime transport and support.

DIVIDENDS

The results for the year are set out on page 10.

During the year, the company has continued to make significant investment in its fleet of vessels and the operational systems and personnel needed to ensure continued high levels of service to our customers.

The Directors believe that these actions put the company in a strong position to capitalise on the demand in the marketplace for our core vessel designs, and to continue to deliver exceptional customer service.

No dividend was paid during the year (2025: A dividend of £3,736.59 per share was paid resulting in total distributions of £3,736,590.)

DIRECTORS

The directors shown below have held office during the whole of the period from 1 April 2025 to the date of this report.

Mr R R Mainprize Jnr

Mrs S M Mainprize

Other changes in directors holding office are as follows:

Mr R G Marshall - appointed 25 July 2025

Mr S G Evans - appointed 26 January 2026

Mrs S M Mainprize ceased to be a director after 31 March 2026 but prior to the date of this report.

QUALIFYING THIRD PARTY INDEMNITY PROVISIONS

The company has provided an indemnity for its directors, which is a qualifying third-party indemnity provision for the purposes of the Companies Act 2006.

MATTERS COVERED

IN THE STRATEGIC REPORT

Disclosures required under Section 416(4) of the Companies Act 2006 are included within the Strategic Report in accordance with Section 414C(11), as the directors consider them to be of strategic importance to the company. This includes disclosures regarding the likely future developments of the company.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Fortus Audit LLP, are deemed to be reappointed under section 487(2) of the Companies Act 2006.

ON BEHALF OF THE BOARD:

Mr R R Mainprize Jnr - Director

20 October 2026

Opinion

We have audited the financial statements of Mainprize Offshore Ltd (the 'company') for the year ended 31 March 2026 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 'Reduced Disclosure Framework' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 March 2026 and of its profit for the year then ended;

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

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

Basis for opinion

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

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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 the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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

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

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

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

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on pages four and five, 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 necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

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 a Report of the Auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Identifying and assessing risks related to irregularities:

We assessed the susceptibility of the company's financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and assessing whether these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the company by discussions with directors and by updating our understanding of the sector in which the company operates.

Laws and regulations of direct significance in the context of the company include the Companies Act 2006 and UK tax legislation.

Audit response to risks identified

We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement line items including a review of financial statement disclosures. We reviewed minutes of meetings and correspondence with relevant authorities to identify potential misstatements arising. We discussed the company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.

We enquired of management whether they are aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to possible indication of management bias. At the completion stage of the audit, the engagement partner's review included ensuring that the team has approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment.

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 Report of the Auditors.

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 a Report of the Auditors 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.

Jacqueline Godden FCCA (Senior Statutory Auditor)

for and on behalf of Fortus Audit LLP

Equinox House

Clifton Park, Shipton Road

York

Yorkshire

YO30 5PA

21 October 2026

TURNOVER

3

18,765,519

18,730,155

Cost of sales

7,345,536

11,735,780

GROSS PROFIT

11,419,983

6,994,375

Administrative expenses

162,173

729,139

OPERATING PROFIT

11,257,810

6,265,236

Interest payable and similar expenses

5

1,963,837

808,972

PROFIT BEFORE TAXATION

6

9,293,973

5,456,264

Tax on profit

7

1,251,548

1,177,748

PROFIT FOR THE FINANCIAL YEAR

8,042,425

4,278,516

OTHER COMPREHENSIVE INCOME

Items that will not be reclassified to profit or loss:

Revaluation of supply vessels

771,377

(1,407,882

)

Deferred tax on supply vessels

(194,189

)

364,089

Income tax relating to items that will not be reclassified to profit or loss

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

577,188

(1,043,793

)

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

8,619,613

3,234,723

FIXED ASSETS

Intangible assets

10

1,167,374

1,237,862

Tangible assets

11

36,307,730

36,410,509

37,475,104

37,648,371

CURRENT ASSETS

Debtors

12

16,313,493

5,657,980

Cash at bank

471,923

1,628,203

16,785,416

7,286,183

CREDITORS

Amounts falling due within one year

13

2,677,147

2,602,840

NET CURRENT ASSETS

14,108,269

4,683,343

TOTAL ASSETS LESS CURRENT LIABILITIES

51,583,373

42,331,714

CREDITORS

Amounts falling due after more than one year

14

(16,510,471

)

(17,324,165

)

PROVISIONS FOR LIABILITIES

16

(6,996,685

)

(5,550,945

)

NET ASSETS

28,076,217

19,456,604

CAPITAL AND RESERVES

Called up share capital

17

1,000

1,000

Revaluation reserve

1,581,614

1,047,510

Retained earnings

26,493,603

18,408,094

SHAREHOLDERS' FUNDS

28,076,217

19,456,604

The financial statements were approved by the Board of Directors and authorised for issue on 20 October 2026 and were signed on its behalf by:

Mr R R Mainprize Jnr - Director

Called up

share

Retained

Revaluation

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 April 2024

1,000

17,817,693

2,139,778

19,958,471

Changes in equity

Dividends

-

(3,736,590

)

-

(3,736,590

)

Total comprehensive income

-

4,326,991

(1,092,268

)

3,234,723

Balance at 31 March 2025

1,000

18,408,094

1,047,510

19,456,604

Changes in equity

Total comprehensive income

-

8,085,509

534,104

8,619,613

Balance at 31 March 2026

1,000

26,493,603

1,581,614

28,076,217

1.	STATUTORY INFORMATION

Mainprize Offshore Ltd is a private company, limited by shares, registered and domiciled in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparation

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.

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 £1.

The financial statements have been prepared under the historical cost convention except for certain financial instruments and the revaluation of supply vessels. The principal accounting policies adopted are set out below.

As permitted by FRS 101, the company has taken advantage of the following disclosure exemptions from the requirements of IFRS:

-

presentation of a statement of cash flows and related notes;

-

disclosure of the objectives, policies and processes for managing capital;

-

disclosure of key management personnel compensation;

-

disclosure of the categories of financial instrument and the nature and extent of risks arising on these financial instruments;

-

the effect of financial instruments on the statement of comprehensive income;

-

comparative period reconciliations for the number of shares outstanding and the carrying amounts of property, plant and equipment and intangible assets;

-

disclosure of the future impact of new International Financial Reporting Standards in issue but not yet effective at the reporting date;

-

comparative narrative information; and

-

related party disclosures for transactions with the parent or wholly owned members of the group.

Where required, equivalent disclosures are given in the group accounts of Project Summer Topco Limited. The group accounts of Project Summer Topco Limited are available to the public and can be obtained as set out in note 21.

Critical accounting judgements and key sources of estimation uncertainty

In the application of the company’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, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

The Company's fleet of supply vessels is carried at revalued amounts. Fair values are determined periodically by an independent professionally qualified marine valuer using recognised valuation techniques and market evidence where available.

The valuation process requires the use of assumptions and estimates regarding market conditions and vessel-specific factors, including the age, condition, specification, maintenance history, remaining useful economic life and prevailing market values of comparable vessels. The availability of comparable market transactions can vary significantly depending on vessel type and market activity.

Due to the judgement inherent in determining appropriate valuation inputs and adjustments, actual market values realised on sale may differ from the valuations reported at the reporting date. Management considers the assumptions adopted by the independent valuer to be reasonable and consistent with market participant assumptions at the reporting date.

At 31 March 2026, vessels with a carrying value of £36.3 million (2025:£36.4m) were measured using valuation techniques that incorporate significant unobservable inputs. A reasonably possible change in these assumptions could result in a material change in the carrying amount of the vessels.

Intangible assets other than goodwill

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

The company's other intangible asset represents capitalised development costs relating to custom built and designed offshore support vessels. These costs are amortised on a straight-line basis over the life of the vessel to which the development costs relate, typically over 20 years.The amortisation charge is included as part of cost of sales in the statement of comprehensive income.

Property, plant & equipment

Property, plant and equipment are initially recognised at cost.

Supply Vessels are subsequently measured using the revaluation model and are carried at their revalued amount, being fair value at the date of revaluation less any subsequent accumulated depreciation and impairment losses. Revaluations are performed with sufficient regularity to ensure that the carrying amount does not differ materially from fair value at the reporting date.

Valuations are performed by independent professionally qualified valuers using appropriate valuation techniques and observable market evidence where available.

Increases arising on revaluation are recognised in other comprehensive income and accumulated in equity within the revaluation reserve, except to the extent that they reverse a revaluation decrease previously recognised in profit or loss. In such cases, the increase is recognised in profit or loss to the extent of the previous decrease.

Decreases arising on revaluation are recognised in profit or loss, except to the extent that a credit balance exists in the revaluation reserve relating to the same asset, in which case the decrease is recognised in other comprehensive income and debited against the revaluation reserve.

Depreciation is charged on the revalued amount of assets over their estimated remaining useful economic lives.Depreciation on the vessel build is charged straight line over a 30 year period (with a 15-20% residual value expected), whilst improvements to the vessels are depreciated straight line over 5 years. Upon disposal of a revalued asset, any balance remaining in the revaluation reserve relating to that asset is transferred directly to retained earnings

Impairment of intangible assets

At each reporting end date, the company reviews the carrying amounts of its 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.

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment annually, and whenever there is an indication that the asset may be impaired.

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.

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.

Financial assets and liabilities

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Financial assets at fair value through profit and loss

When any of the above-mentioned conditions for classification of financial assets is not met, a financial asset is classified as measured at fair value through profit or loss. Financial assets measured at fair value through profit or loss are recognized initially at fair value and any transaction costs are recognised in profit or loss when incurred. A gain or loss on a financial asset measured at fair value through profit or loss is recognised in profit or loss, and is included within finance income or finance costs in the statement of income for the reporting period in which it arises.

Financial assets measured at amortised cost

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.

Impairment of financial assets

Financial assets carried at amortised cost and FVOCI are assessed for indicators of impairment at each reporting end date.

The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

Financial liabilities at fair value through profit and loss

Financial liabilities are classified as measured at fair value through profit or loss when the financial liability is held for trading. A financial liability is classified as held for trading if:

- it has been incurred principally for the purpose of selling or repurchasing it in the near term, or

- on initial recognition it is part of a portfolio of identified financial instruments that the company manages together and has a recent actual pattern of short-term profit taking, or

- it is a derivative that is not a financial guarantee contract or a designated and effective hedging instrument.

Financial liabilities at fair value through profit or loss are stated at fair value with any gains or losses arising on remeasurement recognised in profit or loss.

Other financial liabilities

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the company's obligations are discharged, cancelled, or they expire.

Taxation

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary 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 income statement, 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 when the company has 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.

Foreign exchange

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

Employee benefit costs

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 inventories or non-current 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.

Going concern

The directors have at the time of approving the financial statements, a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Revenue

Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. The company recognises revenue when it transfers control of a product or service to a customer.

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

The company recognises revenue from the following major sources:

-

Maritime support contracts

The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:

Maritime support contracts

This revenue represents income from maritime support contracts for offshore wind farms. The revenue is recognised on a daily basis throughout the length of the contract, based upon the specific actions undertaken by each vessel, in each 24-hour period.

Fair value measurement

IFRS 13 establishes a single source of guidance for all fair value measurements. IFRS 13 does not change when an entity is required to use fair value, but rather provides guidance on how to measure fair value under IFRS when fair value is required or permitted. The resulting calculations under IFRS 13 affected the principles that the company uses to assess the fair value, but the assessment of fair value under IFRS 13 has not materially changed the fair values recognised or disclosed. IFRS 13 mainly impacts the disclosures of the company. It requires specific disclosures about fair value measurements and disclosures of fair values, some of which replace existing disclosure requirements in other standards.

3.

TURNOVER

Revenue from contracts with customers

2026

2025

£

£

Revenue analysed by class of business

Maritime transport and support contracts

18,765,519

18,730,155

2026

2025

£

£

Revenue analysed by geographical market

United Kingdom

1,768,288

1,864,879

Rest of Europe

16,997,231

16,865,276

18,765,519

18,730,155

All revenues derive from fixed contracts with customers and specify defined performance obligations.

In 2026, there were 4 customers (2025 - 4) contributing more than 10% of revenues each.

4.	EMPLOYEES AND DIRECTORS

2026

2025

as

restated

£

£

Wages and salaries

-

91,159

Social security costs

-

3,240

Other pension costs

-

3,602

-

98,001

The average number of employees during the year was as follows:

2026

2025

as

restated

Administrative staff

-

17

2026

2025

as

restated

£

£

Directors' remuneration

-

-

On 1st July 2024, the contracts of all Mainprize Offshore Limited employees were transferred to Mainprize Holdings Limited. There are no staff costs in the year ended 31 March 2026. Directors remuneration is borne by other group entities.

5.

INTEREST PAYABLE AND SIMILAR EXPENSES

2026

2025

as

restated

£

£

Bank interest on loans and

overdrafts

1,107,445

1,141,747

Gain on foreign exchange

731,236

(489,991

)

Released capitalised finance cost

125,156

156,123

Finance lease interest payable

-

1,093

1,963,837

808,972

6.	PROFIT BEFORE TAXATION

The profit before taxation is stated after charging:

2026

2025

as

restated

£

£

Cost of inventories recognised as expense

2,728,293

1,421,426

Depreciation - owned assets

1,170,989

1,153,267

Loss on disposal of fixed assets

-

5,338

Development costs amortisation

70,488

70,485

Fees payable to the company's auditor for the audit of the company's financial statements

10,633

8,275

Exchange (gains)/losses

750,875

(369,972

)

Fees payable to the company' auditor for other services

2,333

13,040

7.

TAXATION

Analysis of tax expense

2026

2025

as

restated

£

£

Deferred tax

1,251,548

1,177,748

Total tax expense in statement of comprehensive income

1,251,548

1,177,748