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AEROSPHERES (UK) LIMITED

Registered number: 02550739
Annual Report
For the year ended 31 December 2024

 
AEROSPHERES (UK) LIMITED
 
 
COMPANY INFORMATION


Directors
P Thompson 
T J Boscher 




Company secretary
Oakwood Corporate Secretary Limited



Registered number
02550739



Registered office
DC9, Prologis Park
Green Lane

Hemel Hempstead

United Kingdom

HP2 7ET




Independent auditor
Forvis Mazars LLP
Chartered Accountants & Statutory Auditor

30 Old Bailey

London

EC4M 7AU





 
AEROSPHERES (UK) LIMITED
 

CONTENTS



Page
Strategic Report
 
1 - 4
Directors' Report
 
5 - 8
Independent Auditor's Report
 
9 - 12
Statement of Comprehensive Income
 
13
Statement of Financial Position
 
14
Statement of Changes in Equity
 
15
Notes to the Financial Statements
 
16 - 32


 
AEROSPHERES (UK) LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their report and the audited financial statements of Aerospheres (UK) Limited (the "Company") for the year ended 31 December 2024.

Principal activities and review of the business
 
The principal activity of the Company is the wholesale supply of products and chemicals within the aerospace industry.
Looking ahead to 2025 and 2026, the Company’s strategy is to continue to grow its customer base and market share. We anticipate ongoing growth in turnover with limited compromise on gross margins.

Business environment

The Company operates within the global aircraft maintenance industry which is driven by the need for maintenance products to service airline fleets and thereby ensure continuity of service to the airline operators and maintenance, repair and overhauls (MROs).

Future developments
 
During 2024, major suppliers experienced supply chain disruptions, which adversely affected delivery performance. To mitigate the impact on the Company's own on-time delivery performance, additional inventory was held, resulting in a reduction in stock turnover.

Results
 
The Company monitors a number of key performance indicators (KPIs) to assess its financial performance and operational efficiency. These include sales increase, which measures revenue growth year-on-year and indicates market expansion or demand trends; gross margin, reflecting the profitability of core operations after direct costs; and EBITDA, which provides a view of underlying earnings before the impact of financing, tax, and non-cash items. In addition, stock turnover is used to evaluate how efficiently inventory is managed and converted into sales.


2024
2023
Sales increase (%)
13.63
47.60
Gross margin (%)
40.91
41.34
EBITDA* ($)
17,703,747
13,180,266
Stock turnover (times)
3.86
4.24

* Earnings before interest, tax, depreciation and amortisation


Key performance indicators
 
The Company's KPIs are growth in turnover and gross margin. Due to the straightforward nature of the business, the directors are of the opinion that the non-financial analysis is not necessary for an understanding of the development of the business.

Page 1

 
AEROSPHERES (UK) LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Principal risks and uncertainties
 
The geographies in which the Company operates are relatively stable, nonetheless management continues to monitor risks and considers the following to be the principal risks and uncertainties which could adversely affect the Company.
Inventory planning
The Company will continue to hold inventory and build our order pipeline to avoid stock shortages. Forecasting difficulties and shelf lives of products are mitigated wherever possible. Increased stockholding in times of supply problems has enhanced our reputation.
Competition
Competitors offer the same or similar products. Our competitive advantage is in reliability of supply and a comprehensive portfolio of products.
Financial risk
Customer credit is our biggest area of risk. The Company constantly assess the credit risk of each customer and set appropriate credit limits that are closely monitored on an ongoing basis.
Price risk
Price risk is the risk that the Company is subject to commodity pricing fluctuations associated with market movements. The continuing uncertain political situation in the Middle East throughout 2025 and the subsequent war in 2026 has impacted supply chains, resulting in higher freight costs and longer lead times. Global trade tensions, tariff increases and rising inflation have also adversely affected economic conditions and general customer confidence. The Company manages this risk through active monitoring and by maintaining long-term relationships with key suppliers and customers, which provide greater pricing visibility and stability than would otherwise be available in the open market.

Impact of the current economic environment

The economic environment continues to be affected by a number of uncertainties, including the cost of living crisis, environmental sustainability challenges, geopolitical events, uncertainty in the Middle East, continuing hostilities between Russia and Ukraine, and the ongoing effects of Brexit and COVID-19. These factors have contributed to inflationary pressures, higher interest rates, labour shortages, supply chain disruption and extended lead times. The directors have assessed the potential impact of these uncertainties on the business, including the effectiveness of mitigating actions, and have concluded that they do not give rise to adjusting events. The principal impact on the Company is expected to arise from the broader economic effects on global markets and customer demand. These considerations have been taken into account in the directors' assessment of the Company's ability to continue as a going concern. The Company continues to work closely with its suppliers and customers to minimise any adverse impacts and to identify opportunities arising from changing market conditions.

Page 2

 
AEROSPHERES (UK) LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Directors' statement of compliance with duty to promote the success of the Company
 
The following statement describes how the directors have had regard to the matters set out in section 172(1)(a) to (f) of the Companies Act 2006 when performing their duty to promote the success of the Company for the benefit of its members as a whole.
The Company is part of the group headed by Krayden Intermediary Holdings Inc, which is owned by a global private equity business. The wider group and all of its subsidiaries embrace the group's core values. The business, its directors and employees embody the core values of building the best team, continuously improving and driving innovation, and these values inform decisions made for both the short and long term.
The directors understand the business and the evolving environment in which it operates, including the related challenges. Based on the Company's mission to be a global provider of aircraft maintenance products, the strategy set by the board is intended to strengthen the Company's position by growing its core business and providing support to a wide range of stakeholders. 
In making decisions, the directors consider the following matters:
The likely consequences of decisions in the long term
The directors consider the long-term impact of their decisions on the Company's sustainability, growth and strategic direction. Key decisions are evaluated not only for their immediate effects but also for their alignment with the Company's long-term objectives, including strengthening its core business and maintaining relationships that support its continued success.

The interests of the Company's employees
The directors recognise that employees are fundamental to the success of the business and the delivery of its strategic objectives. The Company's performance depends on its ability to attract, retain and motivate a skilled workforce. In fulfilling their duties, the directors consider the impact of their decisions on employees, ensuring the Company remains a responsible employer through fair pay and benefits, and by promoting a safe, healthy and supportive working environment. The interests of employees and the wider workforce are taken into account, where relevant and practicable, as part of the decision-making process.
The Company's business relationships with suppliers
The Company is committed to upholding high standards of corporate governance in its relationships with stakeholders. This includes fostering responsible and ethical partnerships with suppliers, underpinned by clearly defined policies and standards such as the Supplier Code of Conduct. This code sets out the principles and expectations governing the Company's engagement with its supply chain, ensuring that business is conducted in a fair, transparent and sustainable manner.
The Company's relationships with customers
The Company is committed to maintaining professional and ethical relationships with its customers. The directors ensure that there is regular and effective communication with customers through both formal and informal channels, enabling the Company to respond to their needs, build trust and support long-term relationships.
The impact of the Company's operations on the community and the environment
The directors recognise the Company's social and environmental responsibilities and consider the impact of its operations on the communities in which it operates and on the environment. In making relevant business decisions, they have regard to opportunities to minimise the Company's environmental footprint and support responsible business practices, while taking account of its operational requirements and long-term objectives.
 
Page 3

 
AEROSPHERES (UK) LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Directors' statement of compliance with duty to promote the success of the Company (continued)
The desirability of the Company maintaining a reputation for high standards of business conduct
The Company relies on its suppliers to deliver high-quality goods and services, which are critical to maintaining the safety, reliability and overall standards expected by its customers. The Company is committed to fostering professional and ethical relationships with its suppliers and clearly communicates its position on anti-corruption, anti-bribery and modern slavery. Through these principles, the Company seeks to ensure that the highest standards of integrity and ethical conduct are upheld across its supply chain.
The need to act fairly as between members of the Company
The directors have regard to the interests of the Company's members as a whole and the need to act fairly between them. In making significant decisions, they consider the implications for members and seek to maintain transparent communication, while promoting the Company's long-term success.


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



P Thompson
Director
Date: 23 October 2026

Page 4

 
AEROSPHERES (UK) LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

The directors present their report and the audited financial statements of the Company for the year ended 31 December 2024.

Results and dividends

The results for the year are set out on page 13.

During the year, the Company made a distribution in specie amounting to $29,308,391 (2023: $nil). The directors do not recommend payment of a final dividend.

Directors

The directors who served during the year and to the date of this report were:

P Thompson 
S M Tucker (resigned 30 August 2024)
R E Earley (resigned 30 August 2024)
S K Sundaram (appointed 30 August 2024, resigned 6 December 2024)
M R Janousek (appointed 30 August 2024, resigned 8 May 2025)
T J Boscher (appointed 8 May 2025)
 
Directors' responsibilities statement

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

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


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

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

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

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

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

Political contributions

No political contributions were made during the year.

Page 5

 
AEROSPHERES (UK) LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024


Financial risk management

Objectives and policies
The financial risks to which the Company is exposed comprise currency risk, credit risk and liquidity risk. Financial assets that expose the Company to financial risk consist principally of cash, trade receivables and other receivables. Financial liabilities that expose the Company to financial risk consist principally of trade payables and other payables.
The Company's risk management policies are established to identify and analyse the risks faced by it, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and products offered.
Foreign exchange risk
The directors are of the view that the Company is not exposed to any significant foreign exchange risk. The majority of foreign exchange balances are settled in the currency in which they arise.
Credit risk
The Company is susceptible to the risk of bad debt from its trade debtors. The Company manages this risk by adhering to strict internal credit management processes and procedures.
Liquidity risk
Management maintains liquidity by monitoring the level of payments and receipts against the level of funds held. In order to maintain liquidity to ensure that sufficient funds are available for ongoing operations and future developments, cash management is a key priority.
Fair value of financial assets and financial liabilities
The carrying amounts of cash and bank balances, trade and other current receivables and payables approximate their fair values due to the relatively short-term maturing of these financial instruments.

Going concern

For the year ended 31 December 2024 the Company made a profit after tax of $15,102,322 (2023: $9,233,050), had net assets totalling $23,672,016 (2023: $38,410,376) and net current assets totalling $14,536,608 (2023: $7,827,500). 
These financial statements have been prepared on a going concern basis.
At the time of approving the financial statements and in light of the continuing impact of worldwide political and economic uncertainties, the Directors have considered the Company’s continued performance through 2025 and  2026 as well as forecasts and projections. The Directors have carefully considered these increased risks, including an assessment of uncertainty relating to future trading projections for a period of at least 12 months from the date of approval of these financial statements.
The Directors consider that the Company has adequate liquid resources to continue in operational existence for the foreseeable future, including meeting financial obligations as they fall due, for a period of at least 12 months from the date of approval of these financial statements. The Directors have assessed that there are no material uncertainties that lead to significant doubt upon the Company's ability to continue as a going concern. Thus the Directors have continued to adopt the going concern basis of accounting in preparing these financial statements.

Page 6

 
AEROSPHERES (UK) LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Greenhouse gas emissions, energy consumption and energy efficiency action

The Companies Act 2006 (Strategic report and Directors' Report) Regulations 2018 requires the Company to disclose annual UK energy consumption and Greenhouse Gas (GHG) emissions from SECR regulated sources. 

Reported energy and GHG emissions data is compliant with SECR requirements and has been calculated in accordance with the GHG protocol and SECR guidelines. Energy and GHG emissions are reported from buildings and transport over which the Company has operational control. This includes electricity and gaseous fuels such as natural gas. The table below details the regulated SECR energy and GHG emission sources from the current reporting period and that related to 2024.



2024

Energy (kWh)

Natural gas
15,368

Electricity
192,390

Total energy
207,758


Emissions (tCO2e)

Natural gas
2.8

Electricity
39.8

Total SECR emissions
42.6


Intensity metric

£m turnover
65.3

tCO2e / $m turnover
0.7

The Company is committed to reducing its environmental impact and contribution to climate change through continuous improvement processes.

Aerospheres UK Limited has implemented a structured plan to reduce its environmental impact. 

During the reporting year the Company implemented the following energy efficiency measures:

∙Replaced fluorescent lighting with LED systems throughout the warehouse,
∙Switched to a green energy tariff,
∙Reduced and managed office temperatures and issued fleeces to employees,
∙Increased employee awareness through energy-saving and ‘Turn it Off’ campaigns, and
∙Plan to relocate to new, highly energy efficient premises in 2025.

These initiatives are expected to reduce annual energy consumption by approximately 5% relative to business growth.

Matters covered in the Strategic Report

The Company has chosen in accordance with Companies Act 2006, s414C(11) to set out in the Strategic Report information required by Schedule 7 to the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008. Certain matters which are required to be disclosed in the Directors’ Report, including future developments, principal risks and uncertainties and statement on engagement with suppliers, customers and others, have been omitted as they are included in the Strategic Report.

Page 7

 
AEROSPHERES (UK) LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Disclosure of information to auditor

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

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

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditor

Forvis Mazars LLP was appointed as the auditor during the year.
The auditor, Forvis Mazars LLP, 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 by:
 





P Thompson
Director

Date: 23 October 2026

Page 8

 
AEROSPHERES (UK) LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AEROSPHERES (UK) LIMITED
 

Opinion

We have audited the financial statements of Aerospheres (UK) Limited (the ‘Company’) for the year ended 31 December 2024 which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and notes to the financial statements, including material accounting policy information.
The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:

∙give a true and fair view of the state of the Company’s affairs as at 31 December 2024 and of its profit for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Page 9

 
AEROSPHERES (UK) LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AEROSPHERES (UK) LIMITED
 

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

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:
 
∙the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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

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

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

Other Matters
The financial statements of the Company for the year ended 31 December 2023 were audited by the predecessor auditor, RSM UK Audit LLP. They have expressed an unmodified opinion on those financial statements in their report dated 1 August 2024.

Responsibilities of the Directors

As explained more fully in the Directors' Responsibilities Statement set out on page 5, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors intend either to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
Page 10

 
AEROSPHERES (UK) LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AEROSPHERES (UK) LIMITED
 

Auditor's responsibilities for the audit of the financial statements

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

Based on our understanding of the Company and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: employment regulation, health and safety regulation and anti-money laundering regulation.

To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect of non-compliance, our procedures included, but were not limited to:
∙Inquiring of management and, where appropriate, those charged with governance, as to whether the company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations;
∙Inspecting correspondence, if any, with relevant licensing or regulatory authorities;
∙Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and
∙Considering the risk of acts by the company which were contrary to applicable laws and regulations, including fraud.  

We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as  tax legislation, pension legislation and the Companies Act 2006. 

In addition, we evaluated the directors' and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of management override of controls, and determined that the principal risks related to posting manual journal entries to manipulate financial performance, revenue recognition (which we pinpointed to the occurrence and cut-off assertions), and significant one-off or unusual transactions.

Our audit procedures in relation to fraud included but were not limited to:
∙Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;
∙Gaining an understanding of the internal controls established to mitigate risks related to fraud;
∙Discussing amongst the engagement team the risks of fraud; and
∙Addressing the risks of fraud through management override of controls by performing journal entry testing.

Page 11

 
AEROSPHERES (UK) LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AEROSPHERES (UK) LIMITED
 

There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.

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

Use of the audit report

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




Jonathan Seaman (Senior statutory auditor) 

for and on behalf of Forvis Mazars LLP
Chartered Accountants and Statutory Auditor 
30 Old Bailey
London
EC4M 7AU

23 October 2026
Page 12

 
AEROSPHERES (UK) LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
Note
$
$

  

Turnover
 4 
65,272,474
57,442,744

Cost of sales
  
(38,570,053)
(33,693,659)

Gross profit
  
26,702,421
23,749,085

Distribution costs
  
(562,365)
(480,680)

Administrative expenses
  
(8,759,497)
(10,386,540)

Operating profit
 5 
17,380,559
12,881,865

Interest receivable and similar income
 9 
-
138,871

Interest payable and similar expenses
 10 
(1,066)
(15,840)

Profit before tax
  
17,379,493
13,004,896

Tax on profit
 11 
(2,277,171)
(3,771,846)

Profit for the financial year
  
15,102,322
9,233,050

Other comprehensive income for the year
  

Currency translation differences
  
(532,291)
1,874,142

Total comprehensive income for the year
  
14,570,031
11,107,192

The Statement of Comprehensive Income has been prepared on the basis that all operations are continuing operations.

The notes on pages 16 to 32 form part of these financial statements.

Page 13

 
AEROSPHERES (UK) LIMITED
REGISTERED NUMBER: 02550739

STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024

As reclassified
2024
2023
Note
$
$

Fixed assets
  

Tangible assets
 12 
301,484
431,668

Investments
 13 
8,785,380
30,077,211

Debtors: amounts falling due after more than one year *
 15 
100,359
144,121

  
9,187,223
30,653,000

Current assets
  

Stocks
 14 
12,023,798
7,954,094

Debtors: amounts falling due within one year
 15 
12,166,672
10,447,986

Cash at bank and in hand
  
1,581,804
44,822

  
25,772,274
18,446,902

Current liabilities
  

Creditors: amounts falling due within one year
 16 
(11,235,666)
(10,619,402)

Net current assets
  
 
 
14,536,608
 
 
7,827,500

Total assets less current liabilities
  
23,723,831
38,480,500

Provision for liabilities
  

Deferred tax
 17 
(51,815)
(70,124)

Net assets
  
23,672,016
38,410,376


Capital and reserves
  

Called up share capital 
 18 
170
170

Foreign currency translation reserve *
 19 
(416,687)
115,604

Profit and loss account
 19 
24,088,533
38,294,602

Total equity
  
23,672,016
38,410,376


* See note 20.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


P Thompson
Director
Date: 23 October 2026

The notes on pages 16 to 32 form part of these financial statements.

Page 14

 
AEROSPHERES (UK) LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024


Called up share capital
Foreign currency translation reserve
Profit and loss account
Total equity

$
$
$
$


At 1 January 2023 (as previously stated)
170
-
27,303,014
27,303,184

Prior year reclassification (see note 20)
-
(1,758,538)
1,758,538
-


At 1 January 2023 (as reclassified)
170
(1,758,538)
29,061,552
27,303,184


Comprehensive income for the year

Profit for the year
-
-
9,233,050
9,233,050

Currency translation differences
-
1,874,142
-
1,874,142
Total comprehensive income for the year
-
1,874,142
9,233,050
11,107,192



At 1 January 2024
170
115,604
38,294,602
38,410,376


Comprehensive income for the year

Profit for the year
-
-
15,102,322
15,102,322

Currency translation differences
-
(532,291)
-
(532,291)
Total comprehensive income for the year
-
(532,291)
15,102,322
14,570,031


Contributions by and distributions to owners

Distribution in specie
-
-
(29,308,391)
(29,308,391)


Total transactions with owners
-
-
(29,308,391)
(29,308,391)


At 31 December 2024
170
(416,687)
24,088,533
23,672,016


The notes on pages 16 to 32 form part of these financial statements.

Page 15

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

Aerospheres (UK) Limited is a private company limited by shares and is registered and incorporated in England and Wales. The registered number of the Company is 02550739. The registered office is DC9, Prologis Park, Green Lane, Hemel Hempstead, United Kingdom, HP2 7ET.
The principal activity of the Company is the wholesale supply of products and chemicals within the aerospace industry.

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 management to exercise judgment in applying the Company's accounting policies (see note 3).
The Company's functional currency is Pound Sterling (GBP). These financial statements are presented in United States Dollars (USD) and all amounts have been rounded to the nearest whole dollar.

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 29 Income tax paragraphs 29.28(b) and 29.29.
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Krayden Intermediary Holdings Inc., as at 31 December 2024 and these financial statements may be obtained from 1491 West 124th Avenue Denver (Westminster), Colorado 80234, USA.

Page 16

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.3

Going concern

For the year ended 31 December 2024 the Company made a profit after tax of $15,102,322 (2023: $9,233,050), had net assets totalling $23,672,016 (2023: $38,410,376) and net current assets totalling $14,536,608 (2023: $7,827,500). 
These financial statements have been prepared on a going concern basis.
At the time of approving the financial statements and in light of the continuing impact of worldwide political and economic uncertainties, the Directors have considered the Company’s continued performance through 2025 and  2026 as well as forecasts and projections. The Directors have carefully considered these increased risks, including an assessment of uncertainty relating to future trading projections for a period of at least 12 months from the date of approval of these financial statements.
The Directors consider that the Company has adequate liquid resources to continue in operational existence for the foreseeable future, including meeting financial obligations as they fall due, for a period of at least 12 months from the date of approval of these financial statements. The Directors have assessed that there are no material uncertainties that lead to significant doubt upon the Company's ability to continue as a going concern. Thus the Directors have continued to adopt the going concern basis of accounting in preparing these financial statements.

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional currency is Pound Sterling (GBP). The financial statements are presented in United States Dollars (USD), which differs from the Company's functional currency, to align with the presentation currency of the wider group.
For presentation in United States dollars, assets and liabilities are translated at the closing exchange rate at the reporting date. Income and expenses are translated at exchange rates at the dates of the transactions, or at average rates where these approximate the actual rates. Resulting exchange differences are recognised in other comprehensive income and accumulated in the foreign currency translation reserve.

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 at the date 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.

All other foreign exchange gains and losses are presented in Statement of Comprehensive Income within 'Administrative expenses'.
Page 17

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.5

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover 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 turnover is recognised:

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

 
2.6

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to the Statement of Comprehensive Income on a straight-line basis over the lease term.

 
2.7

Interest receivable and similar income

Interest receivable and similar income is recognised in  the Statement of Comprehensive Income using the effective interest method.

 
2.8

Interest payable and similar expenses

Interest payable and similar expenses are charged to the Statement of Comprehensive Income 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.

 
2.9

Pensions

Defined contribution pension plan

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

The contributions are recognised as an expense in profit or loss when the services are rendered. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

Page 18

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.10

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income 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 reporting date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

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


 
2.11

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.

At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Page 19

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.11
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:

Leasehold improvements
-
Over the life of the lease
Plant and machinery
-
33% straight line
Motor vehicles
-
25% straight line
Fixtures and fittings
-
25% 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 the Statement of Comprehensive Income.
Depreciation is recognised in the Statement of Comprehensive Income within 'Administrative expenses'.

 
2.12

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 first in, first out basis.

At each reporting 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.

 
2.13

Debtors

Short-term debtors are measured at transaction price, less any impairment.

 
2.14

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.

 
2.15

Creditors

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

Page 20

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.16

Financial instruments

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

Financial instruments are recognised in the Company's Statement of Financial Position when the Company becomes party to the contractual provisions of the instrument.

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

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price including transaction costs 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 Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial assets have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the assets original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Page 21

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.16
Financial instruments (continued)

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 Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors are initially measured at their transaction price after transaction costs. 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.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

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

 
2.17

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.


Judgments in applying accounting policies 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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Page 22

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

3.Judgments in applying accounting policies (continued)

Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Stock
The Company writes down stock to net realisable value based on an estimate of the recoverability of stock. Write-downs on stock are recorded where events or changes in circumstances indicate that the balances may not realise. The identification of write-downs requires the use of judgements or estimates. Where there are revisions made to the original estimates or judgements leading to changes to the realisable value of stock, the carrying value of stock is adjusted through the profit and loss account in the period in which the estimate or judgement has been changed.
Trade debtors
The Company reviews trade debtor balances for impairment and this is performed on a regular basis. Those balances which are considered to be recoverable remain in trade debtors and those which are not are impaired and the impairment loss is recorded in the profit and loss account. In making this judgement, the Company evaluates, among other factors, the duration of the trade debtor, the financial health of and short-term business outlook for the trade debtors, including factors such as industry and sector performance.


4.


Turnover

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


2024
2023
$
$

Sale of materials
65,272,474
57,442,744

65,272,474
57,442,744


Analysis of turnover by country of destination:

2024
2023
$
$

United Kingdom
8,817,707
8,241,295

Rest of Europe
26,148,081
23,001,062

Rest of the world
30,306,686
26,200,387

65,272,474
57,442,744


Page 23

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

5.


Operating profit

The operating profit is stated after (crediting)/charging:

2024
2023
$
$

Exchange differences
(305,168)
817,481

Operating lease charges
570,035
391,779

Depreciation on tangible assets
323,188
298,401


6.


Auditor's remuneration

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

2024
2023
$
$

Fees payable for the audit of the Company's financial statements
81,163
78,753

Fees payable in respect of:

Taxation compliance services
-
26,689

Other non-audit services
2,984
40,368


7.


Employees

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

2024
2023
$
$

Wages and salaries
4,481,792
3,801,741

Social security costs
525,828
442,610

Pension costs
179,282
127,520

5,186,902
4,371,871


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

        2024
        2023
            No.
            No.







Sales
16
15



Warehouse
31
26



Admin
21
16

68
57

Page 24

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

8.


Directors' remuneration

2024
2023
$
$

Directors' emoluments
589,237
452,226

Contributions to pension scheme
32,237
37,655

621,474
489,881


During the year retirement benefits were accruing to 1 director (2023: 1) in respect of defined contribution pension schemes.

Remuneration received by the highest paid director is same as disclosed above.

The directors are considered to be the key management personnel.


9.


Interest receivable and similar income

2024
2023
$
$


Interest receivable from group companies
-
138,871


10.


Interest payable and similar expenses

2024
2023
$
$


Other interest
1,066
15,840

1,066
15,840

Page 25

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

11.


Taxation


2024
2023
$
$

Current tax


Current tax on profits for the year
2,259,840
3,552,440

Adjustments in respect of previous periods
-
249,024


Total current tax
2,259,840
3,801,464

Deferred tax


Origination and reversal of timing differences
17,331
(30,680)

Adjustments in respect of previous periods
-
1,062

Total deferred tax
17,331
(29,618)


Tax on profit
2,277,171
3,771,846

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2023: lower than) the standard rate of corporation tax in the UK of25% (2023: 23.5%). The differences are explained below:

2024
2023
$
$


Profit on ordinary activities before tax
17,379,493
13,004,896


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023: 23.5%)
4,344,873
3,056,151

Effects of:


Expenses not deductible for tax purposes
(12,153)
1,093,208

Adjustments to tax charge in respect of prior periods
-
9,573

Deferred tax adjustments in respect of prior periods
-
1,062

Foreign exchange differences
61,411
159,281

Changes to deferred tax rates
-
(1,816)

Fixed asset differences
46,949
17,602

Group relief
(2,163,909)
(563,215)

Total tax charge for the year
2,277,171
3,771,846

Page 26

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
11.Taxation (continued)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.
International tax reform - Pillar Two model rules
Management of Aerospheres (UK) Limited has determined that the Company is not within the scope of the OECD Pillar Two Model Rules. Consequently, the temporary exception to the recognition and disclosure of deferred tax assets and liabilities related to Pillar Two income taxes does not apply to the Company. Management continues to monitor the implementation of the global minimum tax rules and their potential impact on the Company.


12.


Tangible assets


Leasehold improvements
Plant and machinery
Motor vehicles
Fixtures and fittings
Total

$
$
$
$
$



Cost


At 1 January 2024
709,245
275,738
80,865
165,716
1,231,564


Additions
23,085
128,512
2,695
47,489
201,781


Exchange adjustments
23,232
(14,135)
14,108
7,937
31,142



At 31 December 2024

755,562
390,115
97,668
221,142
1,464,487



Depreciation


At 1 January 2024
525,130
134,953
39,672
100,141
799,896


Charge for the year
124,547
116,172
32,013
50,456
323,188


Exchange adjustments
23,519
(1,572)
(3,030)
21,002
39,919



At 31 December 2024

673,196
249,553
68,655
171,599
1,163,003



Net book value



At 31 December 2024
82,366
140,562
29,013
49,543
301,484



At 31 December 2023
184,115
140,785
41,193
65,575
431,668

Page 27

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

13.


Investments





Loans to group undertakings

$



Cost


At 1 January 2024
30,077,211


Additions
8,016,560


Transfer
(29,308,391)



At 31 December 2024
8,785,380




Loans to group undertakings are unsecured, interest free and repayable on demand. However, repayment is not expected within the next 12 months and therefore these amounts are presented as fixed asset investments.
During the year, the Company made a distribution in specie to its immediate parent undertaking, AGC Aerospheres Holdings Limited, comprising the assignment of an intercompany receivable due from Fastener Distribution Holdings LLC, a previous parent, with a carrying amount of $29,308,391.


14.


Stocks

2024
2023
$
$

Finished goods and goods for resale
12,023,798
7,954,094


Finished goods are stated after a provision for slow moving, obsolete and perishable items of $133,452 (2023: $16,448).

Page 28

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

15.


Debtors

As reclassified
2024
2023
$
$

Due after more than one year

Other debtors *
100,359
144,121


As reclassified
2024
2023
$
$

Due within one year

Trade debtors
8,772,759
8,938,926

Amounts owed by group undertakings
765,240
-

Other debtors
1,480,293
797,945

Prepayments and accrued income
1,104,879
631,974

Deferred taxation (see note 17)
43,501
79,141

12,166,672
10,447,986


Other debtors due after more than one year represent lease deposits paid to landlords in connection with the Company's operating leases and other debtors due within one year includes VAT recoverable balance of $1,288,889 (2024: $797,945).
Trade debtors are stated after a provision for bad and doubtful debts of $161,035 (2023: $135,584).
Amount owed by group undertakings are unsecured, interest free and repayable on demand.
* See note 20.

Page 29

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

16.


Creditors: amounts falling due within one year

2024
2023
$
$

Trade creditors
6,694,956
3,989,077

Amounts owed to group undertakings
2,163,909
-

Corporation tax
986,013
4,204,523

Other taxation and social security
193,698
334,764

Other creditors
34,093
208,858

Accruals and deferred income
1,162,997
1,882,180

11,235,666
10,619,402


Amounts owed to group undertakings relate to group relief payable and are unsecured, interest-free and repayable on demand.


17.


Deferred taxation




2024


$






At beginning of year
9,017


Charged to profit or loss
(17,331)



At end of year
(8,314)

The deferred tax balance is made up as follows:

2024
2023
$
$


Accelerated capital allowances
(51,815)
(70,124)

Short term timing differences
43,501
79,141

(8,314)
9,017

Comprising:

Asset
43,501
79,141

Liability
(51,815)
(70,124)

(8,314)
9,017


Page 30

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

18.


Share capital

2024
2023
$
$
Allotted, called up and fully paid



100 (2023: 100) Ordinary shares of £1 each
170
170

The ordinary shares have attached to them full voting, dividend and capital distribution (including on winding up) rights. They do not confer any rights of redemption.



19.


Reserves

Foreign currency translation reserve

The foreign currency translation reserve reflects the differences that result from translating the Company's financial statements into US Dollars, given that the functional currency of the Company is Pounds Sterling.

Profit and loss account

The profit and loss account represents the cumulative profits and losses of the Company, less any dividends paid.


20.


Prior year reclassification

Certain prior year comparative amounts have been reclassified to conform with the presentation adopted in the current year financial statements. Management considers that these reclassifications result in a more appropriate presentation of the Company's financial position and financial performance.
During the year, an amount of $1,758,538 included within retained earnings in the opening balance sheet as at 1 January 2023 was reclassified to the foreign currency translation reserve. The reclassification reflects cumulative exchange differences arising on the translation of the Company's financial statements from its functional currency of Pound Sterling (GBP) to its presentation currency of United States Dollars (USD).
In addition, deposits held by the Company in respect of operating leases, which were included within other debtors falling due within one year in the prior year, have been reclassified as debtors falling due after more than one year.
These reclassifications had no impact on profit or loss, total equity or net assets.


21.


Pension commitments

The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. Contributions totalling $33,445 (2023: $208,189) were payable to the fund at the year end and included within other creditors.

Page 31

 
AEROSPHERES (UK) LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

22.


Commitments under operating leases

At 31 December 2024, the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2024
2023
$
$


Not later than 1 year
517,986
158,898

Later than 1 year and not later than 5 years
643,268
374,883

Later than 5 years
-
15,114

1,161,254
548,895


23.


Related party transactions

The Company is a wholly owned subsidiary of AGC Aerospheres Holdings Limited and has taken advantage of the exemption offered by FRS 102 from the requirements of Section 33 Related Party Disclosures not to disclose related party transactions entered into between two or more members of the group.


24.


Post balance sheet events

There have been no significant events affecting the Company since the year end.


25.


Controlling party

The immediate parent company is AGC Aerospheres Holdings Limited, incorporated in the United Kingdom.
Krayden Intermediary Holdings, Inc. is the parent company of both the smallest and largest group in which the Company is consolidated. Its registered office is 1491 West 124th Avenue Denver (Westminster), Colorado 80234, USA.
There is no identifiable ultimate controlling party of the Company.

Page 32