Company registration number 13143564 (England and Wales)
APS GROUP HOLDCO LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026
APS GROUP HOLDCO LIMITED
COMPANY INFORMATION
Director
N J Snelson
Company number
13143564
Registered office
Chetham House
Bird Hall Lane
Stockport
Cheshire
United Kingdom
SK3 0ZP
Auditor
Azets Audit Services
Alpha House
4 Greek Street
Stockport
United Kingdom
SK3 8AB
APS GROUP HOLDCO LIMITED
CONTENTS
Page
Strategic report
1 - 5
Director's report
6 - 8
Independent auditor's report
9 - 11
Group statement of comprehensive income
12
Group balance sheet
13
Company balance sheet
14
Group statement of changes in equity
15
Company statement of changes in equity
16
Group statement of cash flows
17
Notes to the financial statements
18 - 36
APS GROUP HOLDCO LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 JANUARY 2026
- 1 -

The director presents the strategic report for the year ended 31 January 2026.

Principal activities

The principal activity of APS Group Holdco Limited (APS) is the provision of marketing communications services, including creative services, digital and physical delivery, publishing services, supply chain management and e-commerce support services. We are proud to serve some of the world’s most forward-thinking brands and businesses across a wide range of sectors including government, retail, automotive, charity and financial services. There have not been any significant changes to the company's principal activities in the year.

Business Overview

APS Group is an international marketing services business providing solutions to leading brands in both the private and public sectors. Our proposition is built around our purpose to make more possible for our clients every day. We are proud to serve some of the world’s most forward-thinking brands and businesses across a wide range of sectors including government, retail, automotive, charity and financial services. Delivering award winning work through our global team of over 1,000 creatives, thinkers, managers, makers and subject matter experts.

 

Our customer solutions are underpinned by a broad range of services delivered through three core service lines across all our regions, supported by great people, enabling technology and significant infrastructure. We differentiate in the marketplace by our ability to integrate services and solutions which reduce complexity, deliver efficiencies, reduce lead times and maximise return for our customers.

 

Our core service lines are:

 

Creative & Content

Providing end-to-end creative services, APS delivers strategic and visually compelling content through:

 

Customer Communications

Specialising in printed and digital communication, this pillar enhances customer engagement via:

 

Retail & Brand Services

Focusing on immersive brand experiences and operational execution, services include:

 

The core values of the group remain:

 

Great People

Our commitment to hiring and nurturing top talent drives exceptional service delivery.

 

Operational Excellence

Lean Six Sigma-driven processes ensure consistent, timely, and cost-effective project execution.

 

Enabling Technology

Cloud-based tools streamline production and reporting, with a focus on data-driven decision-making.

APS GROUP HOLDCO LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 2 -

Integral Sustainability

Every solution is underpinned by sustainability, with innovations such as EcoVadis and tailored client solutions.

 

APS operates on a global basis working collaboratively through a combination of APS sites and client on-site locations in 14 countries with localised teams capable of deploying global strategies for brands across a wide range of sectors.

Strategic Overview

Over the past 12 months the group has continued to operate in a challenging environment as the economy emerges from stagnation with continued supply chain pressure as well as significant political uncertainty. APS has continued to experience soft underlying customer spend consistent with the last few years. Against this background the leadership team is again proud to have achieved a solid year of progress at APS. Overall performance has broadly been maintained whilst, at the same time, APS has continued to make significant investments in core technology, new client wins and the expansion of secure communications, luxury packaging, retail display and branded merchandise service lines.

 

In this financial year our investments have increased the Group’s ability to deliver integrated end-​to-​end services as a trusted partner to customers and as a result has secured a significant number of new contracts which provides a solid based for the coming 12 months.

 

We look forward to a successful 2026-27 and the continued evolution of the business as we explore new growth opportunities and strategic partnerships globally.

Technology Overview

This year we’ve continued to focus on innovation developing cloud and AI led platforms to increase our agility, reduce costs, drive revenue growth and create brilliant digital first customer experiences. As part of our technology overhaul, we have now completed a move to a cloud-​based infrastructure reducing upfront costs whilst enhancing our ability to manage IT resources securely and globally.

Financial Overview

Reported revenue was £212m up 2% (prior year: £208m).Gross profit was £56.7m which was down by 6.6% (prior year: £60.7m). Margins continued to be squeezed in the sector resulting in the gross margin percentage in the year reducing from 29.2% to 26.7%

 

Overhead cost control was a focus during the year which resulted in the effect of this margin reduction being partially offset as it flowed through to the bottom line On this basis, Operating profit reduced from £5.0m to £4.2m.

 

APS continues to demonstrate growth in its balance sheet position with net assets of £16.7m up 12% (prior year: £14.9m). The cash balance is reported as £10.8m up 11% (prior year: £9.7m). Cashflow from operations improved in the period due to favourable working capital management, offset somewhat by further investment in our production facilities and reduction in the group’s borrowings.

Future Developments

A review of the business, future developments and principal risks and uncertainties have been included within the strategic report. The directors do not foresee any changes to the principal activity of the company.

APS GROUP HOLDCO LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 3 -
Principal Risks and Uncertainties

The process of risk acceptance and risk management is addressed through a framework of policies, procedures and internal controls. Where risks are identified that are not acceptable, action plans are developed to mitigate these with clear allocation of responsibilities and progress towards completion is monitored and reported on. The directors have identified the following key business risks that could have a material impact on the future performance of the company and the controls in place to manage the risk:

 

Liquidity risk

 

The company seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitability. Short term flexibility is achieved through its banking facilities. The company also has long term bank borrowing against which some of its assets are secured.

 

Credit risk

 

The company's principal financial assets are cash and trade debtors. The principal credit risk arises therefore from its trade debtors. In order to manage credit risk, the directors set limits for customers based on a combination of payment history and third party credit references. Credit limits are reviewed on a regular basis in conjunction with debt ageing and collection history.

 

Foreign exchange risk

 

Foreign exchange gains and losses arise in the normal course of business from the recognition of receivables and payables and other monetary items in currencies other than an entity’s functional currency. The Group allows its trading entities to settle liabilities denominated in their functional currency with the cash generated from their own operations in that currency. Where there are any significant exposures to foreign exchange risk, the company will consider options to mitigate the risk including appropriate financial instruments such as forward currency contracts.

APS GROUP HOLDCO LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 4 -
Section 172 Statement

Engaging with Shareholders

 

The success of our business is dependent on the support of all our stakeholders. Building positive relationships with stakeholders that share our values is important to us and working together towards shared goals assists us in delivering long-term sustainable success.

 

The leadership team of the Group make decisions with a long-term view in mind and with the highest standards of conduct. In order to fulfil their duties, the Directors take care to have regard to the likely consequences on all stakeholders of the decisions and actions which they take. Where possible, decisions are carefully discussed with the affected groups and are therefore fully understood and supported when taken.

 

The Board is well informed about the views of stakeholders, and it uses this information to assess the impact of decisions on each stakeholder group as part of its own decision-making process. Details of the Group’s key stakeholders and how we engage with them are set out below.

 

Shareholders and employees

 

Our people are key to our success, and we want them to be successful individually and as a team. As an employee-owned Group this empowers employees to have a greater influence over the future strategic direction and protection of the long-term values. Our people’s key concerns are to know that their voice is heard and creating and sustaining employment. We have an open dialogue with shareholders and employees through the board of directors by way of face-to-face, briefings and annual report and general meetings. Discussions through briefings cover a wide range of topics including financial performance, outlook, development opportunities, pay and benefits, governance and the opportunity to feed back to the leadership team following these discussions.

 

Customers

 

Our ambition is to provide best-in-class service to our customers. We build strong lasting relationships with our customers and spend considerable time working together with them to understand their needs and views and listen to how we can improve our offer and service for them. We use this knowledge to inform our decision-making and our use of resources for our core services.

 

Suppliers

 

We build strong relationships with our suppliers to develop mutually beneficial and lasting partnerships. Supplier engagement is primarily through a series of interactions and formal reviews. Key areas of focus include sustainability, innovation, value for money and quality. The Board recognises the relationships with suppliers are important to the Group’s long-term success and is briefed on supplier feedback and issues on a regular basis.

 

Community and the Environment

 

Sustainability is at the heart of every decision the Group makes and have consistently invested in this area for both our internal processes and that of clients. APS Group is committed to being Carbon Net Zero by 2040 and we regularly engage with environmental initiatives and charities to strive towards this goal and mitigate our impact on the environment in the short term, such as being committed members of the woodland carbon capture scheme, we offset the carbon emissions on all the paper we use.

 

Government and regulators

 

We engage with the Government and regulators through a range of industry consultations, forums and meetings to communicate our views to policy makers relevant to our business. Key areas of focus are compliance with laws and regulations, health and safety and product safety. The Board is updated on legal and regulatory developments and takes these into account when considering future actions.

APS GROUP HOLDCO LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 5 -

Principal decisions made during the year

 

During the period APS has continued to invest in the expansion of service lines to include secure communications, global luxury packaging, retail display and branded merchandise and new core print asset acquisitions to support our secure communication service lines. The board carefully considered the long-term benefits of these investments in support of its future growth and key efficiency goals.

 

The board had adopted a hybrid working model for employees and has continued to invest in technologies to allow remote and flexible working.

On behalf of the board

N J Snelson
Director
27 October 2026
APS GROUP HOLDCO LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 JANUARY 2026
- 6 -

The director presents his annual report and financial statements for the year ended 31 January 2026.

Results and dividends

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

No ordinary dividends were paid. The director does not recommend payment of a further dividend.

Director

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

N J Snelson
Financial instruments
Treasury operations and financial instruments

The group operates a treasury function which is responsible for managing the liquidity, interest and foreign currency risks associated with the group’s activities.

 

The group's principal financial instruments include invoice finance facilities. bank facilities and loans, the main purpose of which is to raise finance for the group's operations. In addition, the group has various other financial assets and liabilities such as trade debtors and trade creditors arising directly from its operations.

Liquidity risk

The group manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the group has sufficient liquid resources to meet the operating needs of the business.

Interest rate risk

The group is exposed to fair value interest rate risk on its fixed rate borrowings and cash flow interest rate risk on floating rate deposits, bank overdrafts and loans.

Foreign currency risk

The group’s principal foreign currency exposures arise from trading with overseas companies.

Credit risk

Investments of cash surpluses, borrowings and derivative instruments are made through banks and companies which must fulfil credit rating criteria approved by the Board.

 

All customers who wish to trade on credit terms are subject to credit verification procedures. Trade debtors are monitored on an ongoing basis and provision is made for doubtful debts where necessary.

Employee involvement

The group's policy is to consult and discuss with employees likely to affect the employees interests.

Auditor

In accordance with the company's articles, a resolution proposing that Azets Audit Services be reappointed as auditor of the group will be put at a General Meeting.

APS GROUP HOLDCO LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 7 -
Energy and carbon report
2026
2025
Scope 1 kWh
1,892,527
1,711,903
Scope 2 kWh
5,383,108
4,970,890
Associated Greenhouse Gas Emissions (kgCO2-e)
1,257,487
1,386,510
Intensity Metric (kgCO2-e/£100,000 turnover)
592
666

APS is committed to a programme of continual environmental performance in support of our overall ambition of achieving carbon neutrality by 2040 and to satisfy the core principles of ISO 14001: 2015 accreditation. Recognising these commitments, we are exploring the following improvement strategies.

 

 

Improvement

1.

Following the year end, the company continued to engage with specialist contractors to extend the solar generation capacity at Chetham House. This solar array is expected to generate around 462,000 kWh of electricity each year, 89% of which will be consumed by our manufacturing operations.

2.

Continue to the programme of implementing utility usage reductions to gas, electricity and water consumption through lighting systems upgrade to CAT2 LED with PIR motion sensors, linking those same sensors to air conditioning and water systems. Commission de-​stratification fans to recover process heat. Targeting reduction in electricity consumption of 1.7 million kWh, gas consumption 197,000 kWh and water consumption of 7,700 litres.

3.

As our carbon emissions strategy continues to evolve, we recognise the need to go further than the requirements introduced by both the streamlined Energy and Carbon Reporting Regulations and PPN 06/​21 to achieve true net zero carbon emissions. We therefore propose to introduce carbon monitoring across the remaining ten activities within the scope 3 framework.

4.

APS will continue to refine its data capture of scope 3 with the goal of eliminating the need to sample or estimate emissions. We will achieve this through the ongoing project to develop our Sustainability Dashboard and seek assistance from third parties where necessary.

5.

In 2022 we introduced an Environmental Awareness e-​Learning course as a means of building staff engagement in our overall sustainability agenda, which we have further supported by the creation of a quarterly Social Value Forum, bringing representatives from across the business together to share best practice on environmental and sustainability action and to suggest ideas for consideration at senior management level. During 2026 we will build on this by targeting full completion of the Environmental Awareness course.

APS GROUP HOLDCO LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 8 -
Statement of director's responsibilities

The director is responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the director is required to:

 

 

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

Statement of disclosure to auditor

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

On behalf of the board
N J Snelson
Director
27 October 2026
APS GROUP HOLDCO LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF APS GROUP HOLDCO LIMITED
- 9 -
Opinion

We have audited the financial statements of APS Group Holdco Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 January 2026 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

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

Conclusions relating to going concern

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

 

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

 

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

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

APS GROUP HOLDCO LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF APS GROUP HOLDCO LIMITED
- 10 -
Matters on which we are required to report by exception

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

Responsibilities of director

As explained more fully in the director's responsibilities statement, the director is 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 director determines 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 director is responsible for assessing the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the parent company or to cease operations, or has no realistic alternative but to do so.

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.

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

APS GROUP HOLDCO LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF APS GROUP HOLDCO LIMITED
- 11 -

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

 

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

 

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

 

 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.  This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.  The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an 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.

Helen Davies (Senior Statutory Auditor)
For and on behalf of Azets Audit Services, Statutory Auditor
Chartered Accountants
Alpha House
4 Greek Street
Stockport
SK3 8AB
27 October 2026
APS GROUP HOLDCO LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JANUARY 2026
- 12 -
2026
2025
Notes
£
£
Turnover
3
212,263,079
208,102,897
Cost of sales
(155,540,981)
(147,358,184)
Gross profit
56,722,098
60,744,713
Administrative expenses
(52,546,528)
(55,687,230)
Other operating income
40,429
-
0
Operating profit
4
4,215,999
5,057,483
Interest receivable and similar income
8
49,719
-
0
Interest payable and similar expenses
9
(1,361,167)
(1,376,086)
Profit before taxation
2,904,551
3,681,397
Tax on profit
10
(907,634)
(987,402)
Profit for the financial year
24
1,996,917
2,693,995
Other comprehensive income
Currency translation (loss)/gain taken to retained earnings
(202,509)
83,728
Total comprehensive income for the year
1,794,408
2,777,723
Total comprehensive income for the year is all attributable to the owners of the parent company.
The profit and loss account has been prepared on the basis that all operations are continuing operations.
APS GROUP HOLDCO LIMITED
GROUP BALANCE SHEET
AS AT
31 JANUARY 2026
31 January 2026
- 13 -
2026
2025
Notes
£
£
£
£
Fixed assets
Intangible assets
11
2,211,208
2,718,361
Tangible assets
12
16,562,368
17,699,523
18,773,576
20,417,884
Current assets
Stocks
15
4,966,122
5,753,021
Debtors
16
38,844,279
44,139,400
Cash at bank and in hand
10,826,650
9,718,372
54,637,051
59,610,793
Creditors: amounts falling due within one year
17
(47,655,554)
(54,478,552)
Net current assets
6,981,497
5,132,241
Total assets less current liabilities
25,755,073
25,550,125
Creditors: amounts falling due after more than one year
18
(6,186,287)
(8,248,702)
Provisions for liabilities
Deferred tax liability
21
2,818,824
2,345,869
(2,818,824)
(2,345,869)
Net assets
16,749,962
14,955,554
Capital and reserves
Called up share capital
23
5,859
5,859
Revaluation reserve
24
1,192,750
1,192,750
Profit and loss reserves
24
15,551,353
13,756,945
Total equity
16,749,962
14,955,554
The financial statements were approved and signed by the director and authorised for issue on 27 October 2026
27 October 2026
N J Snelson
Director
Company registration number 13143564 (England and Wales)
APS GROUP HOLDCO LIMITED
COMPANY BALANCE SHEET
AS AT 31 JANUARY 2026
31 January 2026
- 14 -
2026
2025
Notes
£
£
£
£
Fixed assets
Investments
13
5,859
5,859
5,859
5,859
Current assets
Debtors
16
943,645
943,645
Creditors: amounts falling due within one year
17
(943,645)
(943,645)
Net current assets
-
0
-
0
Net assets
5,859
5,859
Capital and reserves
Called up share capital
23
5,859
5,859

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

The financial statements were approved and signed by the director and authorised for issue on 27 October 2026
27 October 2026
N J Snelson
Director
Company registration number 13143564 (England and Wales)
APS GROUP HOLDCO LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2026
- 15 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
£
£
£
£
Balance at 1 February 2024
5,859
1,192,750
10,979,222
12,177,831
Year ended 31 January 2025:
Profit for the year
-
-
2,693,995
2,693,995
Other comprehensive income:
Currency translation differences
-
-
83,728
83,728
Total comprehensive income
-
-
2,777,723
2,777,723
Balance at 31 January 2025
5,859
1,192,750
13,756,945
14,955,554
Year ended 31 January 2026:
Profit for the year
-
-
1,996,917
1,996,917
Other comprehensive income:
Currency translation differences
-
-
(202,509)
(202,509)
Total comprehensive income
-
-
1,794,408
1,794,408
Balance at 31 January 2026
5,859
1,192,750
15,551,353
16,749,962
APS GROUP HOLDCO LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2026
- 16 -
Share capital
£
Balance at 1 February 2024
5,859
Year ended 31 January 2025:
Profit and total comprehensive income for the year
-
Balance at 31 January 2025
5,859
Year ended 31 January 2026:
Profit and total comprehensive income for the year
-
Balance at 31 January 2026
5,859
APS GROUP HOLDCO LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JANUARY 2026
- 17 -
2026
2025
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
30
5,840,447
13,826,628
Interest received
49,719
-
0
Interest paid
(1,361,167)
(1,376,086)
Income taxes paid
(25,504)
(384,246)
Net cash inflow from operating activities
4,503,495
12,066,296
Investing activities
Purchase of intangible assets
(1,236,176)
(275,001)
Purchase of tangible fixed assets
(779,467)
(741,603)
Proceeds from disposal of tangible fixed assets
10,466
88,642
Net cash used in investing activities
(2,005,177)
(927,962)
Financing activities
Repayment of bank loans
(242,268)
(507,518)
Movement of trade finance
1,700,801
(4,762,546)
Payment of finance leases obligations
(2,848,573)
(1,636,497)
Net cash used in financing activities
(1,390,040)
(6,906,561)
Net increase in cash and cash equivalents
1,108,278
4,231,773
Cash and cash equivalents at beginning of year
9,718,372
5,486,599
Cash and cash equivalents at end of year
10,826,650
9,718,372
APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026
- 18 -
1
Accounting policies
Company information

APS Group Holdco Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Chetham House, Birdhall Lane, Stockport, Cheshire, United Kingdom, SK3 0ZP.

 

The group consists of APS Group Holdco Limited and all of its subsidiaries.

1.1
Accounting convention

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

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

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

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

 

1.2
Business combinations

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

APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 19 -
1.3
Basis of consolidation

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

 

All financial statements are made up to 31 January 2026. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

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

1.4
Going concern

At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

1.5
Turnover

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

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

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

1.6
Intangible fixed 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.

 

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

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

Software
3 to 10 years based on economic life of underlying programme
1.7
Tangible fixed assets

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

APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 20 -

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

Freehold land and buildings
Nil
Plant and equipment
Between 33% pa on cost and 20% pa on written down value
Fixtures and fittings
Bteween 33% on cost and 20% pa on written down value
Computers
Between 33% on cost and 20% pa on written down value
Motor vehicles
25% pa on cost

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

1.8
Fixed asset investments

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

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

1.9
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

 

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

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

 

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

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset 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 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.

APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 21 -
1.10
Stocks

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

 

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

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

1.11
Cash and cash equivalents

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

1.12
Financial instruments

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

 

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

 

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

Basic financial assets

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

Impairment of financial assets

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

 

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

 

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

APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 22 -
Derecognition of financial assets

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

Classification of financial liabilities

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

Basic financial liabilities

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

 

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

 

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

Derecognition of financial liabilities

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

1.13
Equity instruments

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

1.14
Taxation

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

Current tax

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

APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
1
Accounting policies
(Continued)
- 23 -
Deferred tax

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

 

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

1.15
Employee benefits

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

 

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

 

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

1.16
Retirement benefits

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

1.17
Leases

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

 

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

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

1.18
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.

APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 24 -
2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the director is 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.

 

Management have deemed there to be no key accounting estimates.

APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 25 -
3
Turnover and other revenue
2026
2025
£
£
Turnover analysed by geographical market
UK
165,693,276
161,633,422
EC
39,293,844
40,062,505
Non-EC
7,275,959
6,406,970
212,263,079
208,102,897
4
Operating profit
2026
2025
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange (gains)/losses
(16,229)
537,428
Depreciation of owned tangible fixed assets
1,252,321
1,246,541
Depreciation of tangible fixed assets held under finance leases
1,778,695
1,609,168
Loss on disposal of tangible fixed assets
44,092
261,089
Amortisation of intangible assets
1,743,329
1,963,473
Operating lease charges
2,032,805
1,856,510
5
Auditor's remuneration
2026
2025
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
5,500
5,000
Audit of the financial statements of the company's subsidiaries
119,500
116,350
125,000
121,350
For other services
Taxation compliance services
19,000
15,750
All other non-audit services
16,000
15,650
35,000
31,400
APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 26 -
6
Employees

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

Group
Company
2026
2025
2026
2025
Number
Number
Number
Number
Production
587
568
-
-
Sales
244
275
-
-
Marketing
10
8
-
-
Administrative
216
185
1
1
Total
1,057
1,036
1
1

Their aggregate remuneration comprised:

Group
Company
2026
2025
2026
2025
£
£
£
£
Wages and salaries
45,604,294
44,162,398
-
0
-
0
Social security costs
5,643,720
4,657,607
-
-
Pension costs
1,566,816
1,301,625
-
0
-
0
52,814,830
50,121,630
-
0
-
0
7
Director's remuneration
2026
2025
£
£
Remuneration for qualifying services
112,106
446,859
Company pension contributions to defined contribution schemes
3,093
33,107
115,199
479,966
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2026
2025
£
£
Remuneration for qualifying services
n/a
175,410
Company pension contributions to defined contribution schemes
n/a
20,000

As total directors' remuneration was less than £200,000 in the current year, no disclosure is provided for that year.

APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 27 -
8
Interest receivable and similar income
2026
2025
£
£
Interest income
Interest on bank deposits
49,719
-
0
9
Interest payable and similar expenses
2026
2025
£
£
Interest on bank overdrafts and loans
185,802
211,939
Interest on receivables financing facility
325,499
484,197
Interest on finance leases and hire purchase contracts
723,282
670,566
Other interest
126,584
9,384
Total finance costs
1,361,167
1,376,086
10
Taxation
2026
2025
£
£
Current tax
UK corporation tax on profits for the current period
329,240
-
0
Adjustments in respect of prior periods
-
0
74,606
Total current tax
329,240
74,606
Deferred tax
Origination and reversal of timing differences
577,250
892,368
Previously unrecognised tax loss, tax credit or timing difference
1,144
-
0
Adjustment in respect of prior periods
-
0
20,428
Total deferred tax
578,394
912,796
Total tax charge
907,634
987,402
APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
10
Taxation
(Continued)
- 28 -

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

2026
2025
£
£
Profit before taxation
2,904,551
3,681,397
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2025: 25.00%)
726,138
920,349
Tax effect of expenses that are not deductible in determining taxable profit
10,975
211,773
Adjustments in respect of prior years
-
0
65,678
Other permanent differences
-
0
150
Deferred tax adjustments in respect of prior years
1,144
20,428
Overseas taxation
(71,222)
(323,813)
Fixed asset differences
240,599
92,837
Taxation charge
907,634
987,402
11
Intangible fixed assets
Group
Goodwill
Software
Total
£
£
£
Cost
At 1 February 2025
200,699
8,675,613
8,876,312
Additions
-
0
1,236,176
1,236,176
At 31 January 2026
200,699
9,911,789
10,112,488
Amortisation and impairment
At 1 February 2025
200,699
5,957,252
6,157,951
Amortisation charged for the year
-
0
1,743,329
1,743,329
At 31 January 2026
200,699
7,700,581
7,901,280
Carrying amount
At 31 January 2026
-
0
2,211,208
2,211,208
At 31 January 2025
-
0
2,718,361
2,718,361
The company had no intangible fixed assets at 31 January 2026 or 31 January 2025.
APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 29 -
12
Tangible fixed assets
Group
Freehold land and buildings
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
£
Cost or valuation
At 1 February 2025
4,535,000
30,654,237
5,994,469
101,822
24,421
41,309,949
Additions
-
0
1,528,737
412,587
-
0
-
0
1,941,324
Disposals
-
0
(532,764)
(13,930)
-
0
(18,450)
(565,144)
Exchange adjustments
-
0
30,804
209
-
0
-
0
31,013
At 31 January 2026
4,535,000
31,681,014
6,393,335
101,822
5,971
42,717,142
Depreciation and impairment
At 1 February 2025
-
0
18,194,503
5,308,426
83,076
24,421
23,610,426
Depreciation charged in the year
-
0
2,631,227
381,043
18,746
-
0
3,031,016
Eliminated in respect of disposals
-
0
(478,206)
(13,930)
-
0
(18,450)
(510,586)
Exchange adjustments
-
0
23,768
150
-
0
-
0
23,918
At 31 January 2026
-
0
20,371,292
5,675,689
101,822
5,971
26,154,774
Carrying amount
At 31 January 2026
4,535,000
11,309,722
717,646
-
0
-
0
16,562,368
At 31 January 2025
4,535,000
12,459,734
686,043
18,746
-
0
17,699,523
The company had no tangible fixed assets at 31 January 2026 or 31 January 2025.

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Group
Company
2026
2025
2026
2025
£
£
£
£
Plant and equipment
8,206,689
8,784,620
-
0
-
0

 

Freehold land and buildings with a carrying amount of £4,535,000 (2025: £4,535,000) have been pledged to secure borrowings of the company. The company is not allowed to pledge these assets as security for other borrowings or to sell them to another entity.

 

The land and buildings were revalued on 4 October 2023 at £4,535,000 by Lambert Smith Hampton at open market value. The directors consider that this valuation is appropriate at the year end.

The following assets are carried at valuation. If the assets were measured using the cost model, the carrying amounts would be as follows:

APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
12
Tangible fixed assets
(Continued)
- 30 -
2026
2025
£
£
Group
Cost
4,300,000
4,300,000
Accumulated depreciation
(2,377,445)
(2,291,445)
Carrying value
1,922,555
2,008,555
13
Fixed asset investments
Group
Company
2026
2025
2026
2025
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
5,859
5,859
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 February 2025 and 31 January 2026
5,859
Carrying amount
At 31 January 2026
5,859
At 31 January 2025
5,859
APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 31 -
14
Subsidiaries

Details of the company's subsidiaries at 31 January 2026 are as follows:

Name of undertaking
Country
Class of
% Held
shares held
Direct
Indirect
APS Group Limited
England
Ordinary
100.00
-
Chetham Investments Limited
England
Ordinary
100.00
-
APS Group Global Limited
England
Ordinary
0
100.00
Allied Publicity Services (Manchester) Limited
England
Ordinary
0
100.00
APS Group (Scotland) Limited
Scotland
Ordinary
0
100.00
APS Group Secure Solutions Limited
England
Ordinary
0
100.00
APS Group BV
Netherlands
Ordinary
0
100.00
APS Group Italia SRL
Italy
Ordinary
0
100.00
APS Group France SAS
France
Ordinary
0
100.00
APS Group Suomi Oy
Finland
Ordinary
0
100.00
APS Group Sverige AB
Sweden
Ordinary
0
100.00
APS Group USA LLC
USA
Ordinary
0
100.00
APS Group Spanish Enterprises S.L
Spain
Ordinary
0
100.00
APS Deutschland GmbH
Germany
Ordinary
0
100.00
APS Group Canada
Canada
Ordinary
0
100.00
APS Group Turkey
Turkey
Ordinary
0
100.00

On 3 January 2026, APS Group Singapore Pte. Ltd. was voluntarily struck off the relevant register. Included in these financial statements are profits of £nil arising from the company's interests in APS Group Singapore PTE up to the date of its disposal.

15
Stocks
Group
Company
2026
2025
2026
2025
£
£
£
£
Raw materials and consumables
4,966,122
5,753,021
-
-
16
Debtors
Group
Company
2026
2025
2026
2025
Amounts falling due within one year:
£
£
£
£
Trade debtors
31,135,436
29,610,993
-
0
-
0
Corporation tax recoverable
-
0
86,469
-
0
-
0
Amounts owed by parent undertaking
943,645
943,645
943,645
943,645
Other debtors
777,248
1,369,201
-
0
-
0
Prepayments and accrued income
5,987,950
12,023,776
-
0
-
0
38,844,279
44,034,084
943,645
943,645
Deferred tax asset (note 21)
-
0
105,316
-
0
-
0
38,844,279
44,139,400
943,645
943,645
APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 32 -
17
Creditors: amounts falling due within one year
Group
Company
2026
2025
2026
2025
Notes
£
£
£
£
Bank loans
19
250,000
249,996
-
0
-
0
Obligations under finance leases
20
3,056,627
2,923,200
-
0
-
0
Trade creditors
21,242,834
25,083,616
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
943,645
943,645
Corporation tax payable
217,390
-
0
-
0
-
0
Other taxation and social security
2,431,497
1,581,558
-
0
-
0
Other creditors
8,632,792
7,746,525
-
0
-
0
Accruals and deferred income
11,824,414
16,893,657
-
0
-
0
47,655,554
54,478,552
943,645
943,645

Included within other creditors are liabilities owing of £7,156,822 (2025: £5,456,021) in relation to the invoice financing facility.

 

The invoice financing liabilities are secured by a floating charge covering all property and undertaking of the group.

 

The finance lease liabilities are secured by fixed charges over registered land, disclosed chattels from across group companies and the certain secured accounts.

18
Creditors: amounts falling due after more than one year
Group
Company
2026
2025
2026
2025
Notes
£
£
£
£
Bank loans and overdrafts
19
1,111,912
1,354,184
-
0
-
0
Obligations under finance leases
20
5,074,375
6,894,518
-
0
-
0
6,186,287
8,248,702
-
-

The long-term loans are secured by fixed chares over registered land, disclosed chattels from across group companies and certain secured accounts.

 

The interest rate is charged at 2% over SONIA.

APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 33 -
19
Loans and overdrafts
Group
Company
2026
2025
2026
2025
£
£
£
£
Bank loans
1,361,912
1,604,180
-
0
-
0
Payable within one year
250,000
249,996
-
0
-
0
Payable after one year
1,111,912
1,354,184
-
0
-
0

The long-term loans are secured by fixed charges over registered land, disclosed chattels from across group companies and the certain secured accounts.

 

The interest rate is charged at 2% over SONIA.

 

20
Finance lease obligations
Group
Company
2026
2025
2026
2025
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
3,056,627
2,923,200
-
0
-
0
In two to five years
5,074,375
6,894,518
-
0
-
0
8,131,002
9,817,718
-
-

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 34 -
21
Deferred taxation

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

Liabilities
Liabilities
Assets
Assets
2026
2025
2026
2025
Group
£
£
£
£
Accelerated capital allowances
2,841,038
2,979,340
-
13,250
Tax losses
-
(615,146)
-
92,066
Short term timing differences
(22,214)
(18,325)
-
-
2,818,824
2,345,869
-
105,316
The company has no deferred tax assets or liabilities.
Group
Company
2026
2026
Movements in the year:
£
£
Liability at 1 February 2025
2,240,553
-
Charge to profit or loss
578,271
-
Liability at 31 January 2026
2,818,824
-
22
Retirement benefit schemes
2026
2025
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
1,566,816
1,301,625

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

 

There are liabilities for the group outstanding of £194,115 (2025: £199,917) as at 31 January 2026 in relation to pensions.

23
Share capital
Group and company
2026
2025
2026
2025
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares
5,858,999
5,858,999
5,859
5,859

The rights of the shares are included in the Articles of Association.

 

APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 35 -
24
Reserves
Revaluation reserve

The revaluation reserve represents the cumulative increase in the fair value of fixed assets that have been revalued above their historical cost.

Profit and loss reserves

Profit and loss reserves represent accumulated profits less equity dividends paid.

25
Disposals

On 3 January 2026 the group disposed of its 100% holding in APS Group Singapore PTE as the subsidiary was wound up. Included in these financial statements are profits of £nil arising from the company's interests in APS Group Singapore PTE up to the date of its disposal.

26
Financial commitments, guarantees and contingent liabilities

The company is a party to a cross company guarantee with the other members of the group. The total amount of the facility being utilised in the year ended 31 January 2026 amounts to £7,156,822 (2025: £5,456,451).

 

The facility has been secured against specified plant and machinery as well as approved land and buildings owned within the group.

27
Operating lease commitments
Lessee

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

Group
Company
2026
2025
2026
2025
£
£
£
£
Within one year
1,423,978
1,867,744
-
-
Between two and five years
2,574,021
3,695,080
-
-
3,997,999
5,562,824
-
-
28
Related party transactions

Included within debtors are amounts totalling £943,645 (2025: £943,645) which relate to amounts owed by The Employee Ownership Trust (EOT).

29
Controlling party

APS Group Holdco Limited is owned by an Employee Ownership Trust (EOT). The EOT is the ultimate controlling party of the group.

APS GROUP HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026
- 36 -
30
Cash generated from group operations
2026
2025
£
£
Profit for the year after tax
1,996,917
2,693,995
Adjustments for:
Taxation charged
907,634
987,402
Finance costs
1,361,167
1,376,086
Interest income
(49,719)
-
Loss on disposal of tangible fixed assets
44,092
261,089
Amortisation and impairment of intangible assets
1,743,329
1,963,473
Depreciation and impairment of tangible fixed assets
3,031,016
2,855,709
Foreign exchange gains on translation of overseas subsidiaries
(209,604)
89,775
Movements in working capital:
Decrease/(increase) in stocks
786,899
(356,515)
Decrease/(increase) in debtors
5,103,336
(22,242)
(Decrease)/increase in creditors
(8,874,620)
3,977,856
Cash generated from operations
5,840,447
13,826,628
31
Analysis of changes in net debt - group
1 February 2025
Cash flows
31 January 2026
£
£
£
Cash at bank and in hand
9,718,372
1,108,278
10,826,650
Borrowings excluding overdrafts
(1,604,180)
242,268
(1,361,912)
Obligations under finance leases
(9,817,718)
1,686,716
(8,131,002)
Obligations relating to trade finance facilities
(5,456,021)
(1,700,801)
(7,156,822)
(7,159,547)
1,336,461
(5,823,086)
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