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Registered number: 15506206










GOCL BIDCO LIMITED










DIRECTOR'S REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 SEPTEMBER 2025

 
GOCL BIDCO LIMITED
 

COMPANY INFORMATION


Director
Dean Curran 




Registered number
15506206



Registered office
Unit 10
Hambridge Business Centre

Hambridge Lane

Newbury

Berkshire

RG14 5TU




Independent auditors
James Cowper Kreston Audit
Chartered Accountants and Statutory Auditor

Apex

Forbury Road

Reading

RG1 1AX





 
GOCL BIDCO LIMITED
 

CONTENTS



Page
Director's report
1 - 2
Independent auditors' report
3 - 5
Balance sheet
6
Notes to the financial statements
7 - 9


 
GOCL BIDCO LIMITED
 

 
DIRECTOR'S REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2025

The director presents his report and the financial statements for the year ended 30 September 2025.

Director

The director who served during the year was:

Dean Curran 

Director's responsibilities statement

The director is responsible for preparing the Director's 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 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 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 Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the director is 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;

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

The director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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.

Disclosure of information to auditors

The director at the time when this Director's report is approved has confirmed that:
 
∙so far as he is aware, there is no relevant audit information of which the Company's auditors are unaware, and

∙he 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 auditors are aware of that information.

Auditors

The auditors, James Cowper Kreston Audit, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.



Page 1

 
GOCL BIDCO LIMITED
 

 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025

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





Dean Curran
Director
Date: 21 October 2026

Page 2

 
GOCL BIDCO LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GOCL BIDCO LIMITED
 

Opinion


We have audited the financial statements of GOCL Bidco Limited (the 'Company') for the year ended 30 September 2025, which comprise  the Balance sheet and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


∙give a true and fair view of the state of the Company's affairs as at 30 September 2025 and of its result for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


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


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the 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 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 Auditors' 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.


Page 3

 
GOCL BIDCO LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GOCL BIDCO LIMITED (CONTINUED)


Opinion on other matters prescribed by the Companies Act 2006
 

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


∙the information given in the Director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Director's report has been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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:


∙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 director's remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Director's responsibilities statement set out on page 1, 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 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 Company or to cease operations, or has no realistic alternative but to do so.


Auditors' responsibilities for the audit of the financial statements
 

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

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. 
Page 4

 
GOCL BIDCO LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GOCL BIDCO LIMITED (CONTINUED)


The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

The specific procedures for this engagement that we designed and performed to detect material misstatements in respect of irregularities, including fraud, were as follows:

∙Enquiry of management and those charged with governance around actual and potential litigation and claims;
∙Enquiry of management and those charged with governance to identify any material instances of non-compliance with laws and regulations;
∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
∙Performing audit work to address the risk of irregularities due to management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for evidence of bias

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


Other matters 
 

The financial statements for the period ended 30 September 2024 were unaudited. 


Use of our report
 

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





Darren O'Connor BSC (Hons) ACA FCCA (Senior statutory auditor)
for and on behalf of
James Cowper Kreston Audit
Chartered Accountants and Statutory Auditor
Apex
Forbury Road
Reading
RG1 1AX

26 October 2026
Page 5

 
GOCL BIDCO LIMITED
REGISTERED NUMBER: 15506206

BALANCE SHEET
AS AT 30 SEPTEMBER 2025

2025
Period ended 30 September 2024
Note
£
£

Fixed assets
  

Investments
 4 
12,730,000
12,730,000

  
12,730,000
12,730,000

Current assets
  

Debtors: amounts falling due within one year
 5 
1,110
1,110

  
1,110
1,110

Total assets less current liabilities
  
 
 
12,731,110
 
 
12,731,110

  

Net assets
  
12,731,110
12,731,110


Capital and reserves
  

Called up share capital 
 6 
12,731,110
12,731,110

  
12,731,110
12,731,110


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




Dean Curran
Director
Date: 21 October 2026

The notes on pages 7 to 9 form part of these financial statements.

Page 6

 
GOCL BIDCO LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025

1.


General information

GOCL Bidco Ltd is a private company limited by shares and incorporated in England and Wales. The registered office is Unit 10, Hambridge Business Centre, Hambridge Lane, Newbury, Berkshire, RG14 5TU. 

The Company was incorporated during the prior period which covers 20 February 2024 to 30 September 2024.

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 requirements and the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

 
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 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of PJ George Topco Ltd as at 30 September 2025 and these financial statements may be obtained from their registered office.

 
2.3

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

 
2.4

Going concern

The financial statements have been prepared on a going concern basis. In assessing the appropriateness of this basis, the directors have considered the wider Group's financial position, cash
flow forecasts and available funding facilities for a period of at least twelve months from the date of approval of the financial statements. During the period, one of the Group company's breached certain covenants attached to its borrowing facilities. The lender formally waived these breaches and has provided written confirmation that, where future covenant breaches are considered likely during the twelve months following approval of the financial statements, it intends to provide further waivers. Based on this support, together with the wider Group's forecasts and funding arrangements, the directors have a reasonable expectation that the Company will have adequate resources to continue in operational existence for the foreseeable future. Accordingly, the financial statements have been prepared on the going concern basis.

Page 7

 
GOCL BIDCO LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025

2.Accounting policies (continued)

 
2.5

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.6

Debtors

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

 
2.7

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.


3.


Employees




The average monthly number of employees, including directors, during the year was 1 (2024 - 1).


4.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 October 2024
12,730,000



At 30 September 2025
12,730,000





Subsidiary undertaking


The following was a subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Garner Osborne Circuits Limited
Unit 10 Hambridge Business Centre, Hambridge Lane, Newbury, RG14 5TU
Ordinary shares
100%

Page 8

 
GOCL BIDCO LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025

5.


Debtors

2025
Period ended 20 September 2024
£
£


Amounts owed by group undertakings
1,110
1,110

1,110
1,110



6.


Share capital

2025
Period ended 20 September 2024
£
£
Allotted, called up and fully paid



1,110 (2024 - 1,110) Ordinary shares of £1.00 each
1,110
1,110
12,730,000 (2024 - 12,730,000) B Ordinary shares of £1.00 each
12,730,000
12,730,000

12,731,110

12,731,110



7.


Security granted

The Company has granted fixed and floating charges over substantially all of its assets and undertaking in favour of TC Loans Limited and Ethos Partners LLP (as security agent for the noteholders) in support of financing arrangements entered into elsewhere within the group. 

The Company had no external borrowings outstanding at the balance sheet date.


8.


Related party transactions

The Company is exempt from disclosing related party transactions with other 100% owned members of the group headed by PJ George Topco Ltd by virtue of FRS102 section 33.1A.


9.


Controlling party

The ultimate parent company of GOCL Bidco Limited at the balance sheet date was PJ George Topco Ltd, a company incorporated in England and Wales.

The parent of the smallest and largest group for which group accounts including GOCL Bidco Limited are drawn up is PJ George Topco Ltd. Copies of the accounts can be obtained from their registered office.

Page 9