Listing Evidence › United Kingdom › AIM
TEK4 Group plc
UKAIMAIM admission document, published 20 October 2026 · admitted 26 October 2026 · ticker TEK4
UK maker of precision hole-drilling machines used to produce aero-engine and industrial gas turbine components.
MarketAIM
Placing price£2.00
Shares placed1,000,000 new, 11,375,000 sold by existing shareholders
Market value at the placing price£42m (p. 19)
At a glance
The key facts, what they mean and where to check them. Based on the company's admission document, not a prediction of investment returns.
6 points to read closely · 8 worth checking
Based on the reviewed admission document. These are reading priorities, not an IPO rating.
Reporting and legal matters
Reporting accountant gives no opinion on the figures
The report on the historical financial information is a disclaimer of opinion (the reporting accountant gives no opinion on the figures). Prior period errors were corrected: in the year ended 31 March 2024 by £392,775 against a restated profit before tax of £73,431.
the years the document covers · pp. 51, 63, 57, 127
What this means
A disclaimer means the reporting accountant could not obtain enough evidence to give any opinion on the figures. Corrected prior period errors are figures previously reported that were wrong.
- The reporting accountant's reasons: “We were unable to perform alternative procedures to obtain sufficient, appropriate audit evidence concerning the quantity or condition of finished goods and work in progress held at those dates” (p. 52); “In addition, due to the absence of necessary supporting documentation we were also unable to obtain sufficient appropriate audit evidence regarding the valuation of inventory for all periods presented in the Historical Financial Information” (p. 52).
- No material uncertainty about going concern is stated.
- The directors state that working capital is sufficient for at least twelve months from admission, taking the placing's net proceeds into account.
- No legal or regulatory proceedings with a significant effect are disclosed.
- This is the group's first financial information under IFRS.
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How the company's money will be used
£954,440 net to the company from £2m raised
Costs of the placing and admission take £1.05m (52%). About £1.12m is to be paid to directors or existing shareholders.
at admission · pp. 37, 19, 36
What this means
Only the company's own (primary) proceeds can be used in the business; amounts paid out of them leave it again.
- With an amount: Additional consideration payment to Jason Duffin, Susan Duffin and The Shaftesbury Christian Trust (TEK 4 Limited acquisition) (approximately £1.12 million).
- Named, no amount given: Costs, fees and expenses of Admission and the Placing; General working capital.
- In the document's words: “The Net Proceeds will be used primarily to fund the costs, fees and expenses associated with the Company's Admission to trading on AIM and the Placing, with any remaining proceeds being applied towards the Group's general working capital requirements” (p. 37).
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Who receives the offer money?
92% of the placing is secondary sales by existing shareholders
Secondary sales: 11,375,000 existing shares sold for about £22.75m, which goes to the sellers. Primary proceeds: 1,000,000 new shares raise £2m for the company before costs.
at admission · pp. 19, 111
What this means
Primary proceeds are money the company receives for new shares. Secondary sales are existing shares sold by their holders: that money goes to them, not to the company.
- The sellers: Jason Duffin sells 775,000 shares (11.2% of the 6,900,000 held) and keeps 6,125,000; Robin Womersley sells 10,600,000 shares (94.6% of the 11,200,000 held) and keeps 600,000 (p. 111).
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Cash generation
Operations brought in £3.05m in the year to 31 March 2026
In the year ended 31 March 2025 payables rose by £4.86m, more than that year's operating cash flow of £3.79m. Operating cash flow was 63.9% of operating profit before depreciation in the year to 31 March 2026, and 95.5% over the years given.
the year to 31 March 2026 · pp. 56, 75
What this means
Cash from day-to-day trading, after tax. Payables include separate things: customer deposits received before delivery, amounts owed to suppliers, accruals and taxes. A rise in any of them lifts a year's cash flow and reverses later.
- Customer deposits (contract liabilities) went from £82,500 to £4.3m that year; deposits are one part of payables, separate from amounts owed to suppliers.
- Spending on property, plant and equipment was £240,417 in the year to 31 March 2026.
- On customer deposits the document says: “The contract liability balance increased from £82,500 at 31 March 2024 to £4,298,852 at 31 March 2025 and then decreased to £2,059,998 at 31 March 2026. The movement primarily reflects the recognition of revenue during the year in respect of performance obligations that were unsatisfied at the prior year end and included within contract liabilities” (p. 75).
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Ownership and control
32% of the votes held by a concert party
Jason Duffin and Robin Womersley. Up to 34% if options are exercised. A relationship agreement governs dealings with the company.
immediately after admission · pp. 120, 38, 37, 111
What this means
All shares carry one vote. Under the Takeover Code, 30% to 50% is presumed to give control: the holder cannot generally buy more without offering for the company, and over 25% can block special resolutions.
- The directors hold 31.4% of the shares after admission; the table's total of 36.6% also includes Benjamin Pratt (1,100,000 shares).
- Directors selling: Jason Duffin sells 775,000 shares (11.2% of the 6,900,000 held) and keeps 6,125,000.
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Customer, supplier and market dependence
Largest customer 31.6% of revenue
The revenue note's largest customer is 29.4% of revenue; the document does not explain the difference. The largest customers together provided 85.1%. Three customers each provided 10% or more.
the year to 31 March 2026 · pp. 69, 68, 40, 41
What this means
Losing, or a pause in orders from, a large customer would move revenue; a supply problem at a critical supplier would hold up deliveries.
- On suppliers the document says: “Certain components may be bespoke, long-lead-time or available only from a limited number of suppliers” (p. 41).
- Revenue by country or region, latest year: USA 55.0%, Europe 35.8%, UK 5.4%, Rest of the world 3.9%.
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Show all 12 facts
Governance
3 of 5 directors independent
The chair and chief executive are different people, and the chair is independent. The board says it will apply the QCA Corporate Governance Code.
on admission · pp. 87, 22, 88
What this means
The QCA Code, which most AIM companies follow, expects at least two independent non-executive directors and separate chair and chief executive.
- On departures from the code: “The Company will publish on the AIM Rule 26 section of its website details of how it complies with the QCA Code and where it departs from the QCA Code, together with explanations of the reasons for doing so” (p. 88).
- The document also says: “It is anticipated that the aggregate additional consideration will be approximately £1.12 million, of which approximately £312,000 will be paid to Jason Duffin, £312,000 will be paid to Susan Duffin who is Jason Duffin's wife and £491,000 will be paid to The Shaftesbury Christian Trust” (p. 127); “Both Jason Duffin and Jan van Egmond are trustees of The Shaftesbury Christian Trust” (p. 127).
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Dilution and selling restrictions
41% of shares locked in for 12 months
Then 12 months in which sales go through the broker (orderly market). Options over 1,470,000 shares; the document's dilution figures do not reconcile, so no percentage is given.
from admission · pp. 121, 37, 19
What this means
A lock-in stops the named holders selling for a period; options are future new shares that dilute existing holders when exercised.
- Option terms in the document's words: “Unless the Board determines otherwise, the exercise price of an Option will be equal to the nominal value of an Ordinary Share at the date of grant” (p. 121).
- The other 59% of shares, including those bought in the placing, can be traded from admission.
- The lock-in in the document's words: “dispose of any of their interests in the Ordinary Shares...held by each of them at any time prior to the first anniversary of Admission (the "Lock-In Period")” (p. 37).
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Business and revenue
Revenue £16.17m in the year to 31 March 2026, up 80%
The Group is a UK-based precision engineering business focused on the design, manufacture and support of specialised hole-drilling systems used in the production of aero engine and industrial gas turbine components.
the year to 31 March 2026 · pp. 23, 53, 58
What this means
What the company sells and how fast sales have grown. Past growth is not a guide to future growth.
- Revenue was £8.91m, £8.98m and £16.17m in the three years to 31 March 2026.
- Sale of goods - machines, generators and spare parts.
- Aftermarket services.
- Technology retrofit programmes.
Profitability
Operating profit of £4.48m in the year to 31 March 2026, 28% of revenue
The year before it was £1.81m.
the year to 31 March 2026 · p. 53
What this means
Profit from the business before interest and tax, as shown in the document's historical financial information.
- The document gives no adjusted profit measure; the figures are as reported.
- Profit after tax was £3.24m.
- The reporting accountant gives no opinion on these figures (see Reporting and legal matters).
Borrowings, cash and leases
Borrowings £996,000 and cash £2.02m at 31 March 2026
Lease liabilities were a further £1.82m. The document prints no net debt figure.
at 31 March 2026 · pp. 126, 75, 54, 74, 53
What this means
Borrowings are loans and similar debt, shown here without leases; lease liabilities are what the company owes under property and equipment leases. A figure the document calls net debt is used only when it prints one.
- Operating profit covered finance costs 17.0 times in the year to 31 March 2026.
- Paid or expected after the year end, as the document gives them: Innolas acquisition total consideration: Total consideration for the acquisition therefore amounted to £908,365 (p. 80); Redemption of preference shares: redeemed for aggregate consideration of £1,015,920 on 30 September 2026 (p. 126); Additional consideration payable under TEK 4 Limited share purchase agreement: expected approximately £1.12 million (Jason Duffin £312,000, Susan Duffin £312,000, Shaftesbury Christian Trust £491,000) (p. 127); Fit-out of second manufacturing facility: expected to incur approximately £750,000 of expenditure (p. 127).
Admission and offer facts
AIM admission on 26 October 2026
Placing price £2.00, market value £42m at that price. Nominated adviser: Panmure Liberum Limited.
at admission · pp. 2, 21, 19, 22
What this means
AIM is the London Stock Exchange's market for smaller and growing companies. The company and its directors take responsibility for the admission document; the nominated adviser assesses whether the company is appropriate for AIM and advises it on complying with the AIM Rules. The document is not approved by the FCA.
- Document: AIM admission document, published 20 October 2026.
- Shares in issue on admission: 21,000,000.
- Reporting accountant: Crowe U.K. LLP.
- Ticker (TIDM): TEK4.
Our first UK review. The same engine as our Indian and US reviews, with a UK rulebook: the model reads only the pages each check needs, code finds every quote again on its page and checks the document's own figures against each other, and fixed rules rate each check.
Independently reviewed. Every point was checked against the document by an independent reviewer over three rounds, and the review was cleared on 28 October 2026 for consistency with the document. That check did not re-run the engine or test it on other companies.
About AIM. The company and its directors take responsibility for the admission document. The nominated adviser assesses whether the company is appropriate for AIM and advises it on the AIM Rules. The document is not approved by the FCA.
6 to read closely8 worth checking6 for information13 no concern on the figures read1 not identified in the sections read2 not assessed, 1 skipped
Ask about this document
Answers come only from the admission document, with links to its pages. Information, not investment advice.
Points to read closely (6)
Where a check crossed its read-closely threshold. A prompt to read the pages, not a finding of wrongdoing.
H03
Reporting accountant's opinion modified
What the document says
“We do not express an opinion on the accompanying Historical Financial Information” (p. 51)
Question for the company
The report on the historical financial information is a disclaimer of opinion (the reporting accountant gives no opinion on the figures): “We do not express an opinion on the accompanying Historical Financial Information” (p. 51). Its reasons: “We were unable to perform alternative procedures to obtain sufficient, appropriate audit evidence concerning the quantity or condition of finished goods and work in progress held at those dates” (p. 52); “In addition, due to the absence of necessary supporting documentation we were also unable to obtain sufficient appropriate audit evidence regarding the valuation of inventory for all periods presented in the Historical Financial Information” (p. 52). What evidence supports the figures it covers, what has the company changed since, and will the next audited accounts carry the same opinion?
The document's words for this point (1)
| What | Page | The document's words |
|---|
| Reporting accountant's opinion | 51 | “We do not express an opinion on the accompanying Historical Financial Information.” |
A04
Money payable to former owners because of the listing
What the document says
“It is anticipated that the aggregate payment will be approximately £1.12 million” (p. 37); “Net Proceeds of the Primary Placing receivable by the Company £954,440” (p. 19)
Question for the company
The company expects to pay about £1.12 million to directors or existing shareholders: “This will include the payment of the additional consideration which will become payable to Jason Duffin, Susan Duffin and The Shaftesbury Christian Trust in accordance with the share purchase agreement relating to the sale of TEK 4 Limited on 30 June 2022” (p. 37), against net proceeds of £954,440. The payment is about £165,560 more than the net proceeds; the document does not set out which funds will meet the difference or how the costs are treated. That alone does not show the company cannot pay it. What is the payment for, how was the amount set, and from which funds will it be paid? The same payment to former owners on the listing shows in another measure, counted here as one point: the financial information estimates contingent consideration of about £1 million payable on the listing.
Basis: Amounts the company says it will pay to directors, existing shareholders or their connected parties from its proceeds, divided by its net proceeds.
The document's words for this point (4)
| What | Page | The document's words |
|---|
| Payment to former owners | 37 | “It is anticipated that the aggregate payment will be approximately £1.12 million.” |
| Company's net proceeds | 19 | “Net Proceeds of the Primary Placing receivable by the Company £954,440” |
| Payment to former owners | 37 | “This will include the payment of the additional consideration which will become payable to Jason Duffin, Susan Duffin and The Shaftesbury Christian Trust in accordance with the share purchase agreement relating to the sale of TEK 4 Limited on 30 June 2022.” |
| Contingent consideration | 68 | “Subsequent to the year end, the increased certainty of an exit event has led to an increase in the fair value of the contingent consideration, which now has an estimated fair value of approximately £1,000,000.” |
A01
Most of the placing is existing shareholders selling
What the document says
“Number of Primary Placing Shares to be issued by the Company pursuant to the Primary Placing 1,000,000” (p. 19); “Number of Vendor Placing Shares to be sold by the Selling Shareholders pursuant to the Vendor Placing 11,375,000” (p. 19)
Question for the company
91.9% of the shares in the placing are existing shares sold by shareholders: about £22.75 million goes to them, against £2 million to the company before costs. The document names the sellers: Jason Duffin sells 775,000 shares (11.2% of the 6,900,000 held) and keeps 6,125,000; Robin Womersley sells 10,600,000 shares (94.6% of the 11,200,000 held) and keeps 600,000 (p. 111). Why are they selling now, and what are their plans for the shares they keep?
Basis: Existing shares sold by selling shareholders, divided by all shares in the placing (new and existing).
The document's words for this point (6)
| What | Page | The document's words |
|---|
| New shares | 19 | “Number of Primary Placing Shares to be issued by the Company pursuant to the Primary Placing 1,000,000” |
| Shares sold by shareholders | 19 | “Number of Vendor Placing Shares to be sold by the Selling Shareholders pursuant to the Vendor Placing 11,375,000” |
| Placing price | 19 | “Placing Price £2.00” |
| Company's gross proceeds | 19 | “Gross proceeds of the Primary Placing £2,000,000” |
| Jason Duffin | 111 | “Jason Duffin 775,000” |
| Robin Womersley | 111 | “Robin Womersley 10,600,000” |
H01
Prior period errors corrected
What the document says
“In addition, certain prior period errors were identified and have been corrected in this financial information” (p. 63); “Total impact on pre-tax profit of prior period errors (392,775) (438,223) 623,766” (p. 63)
Question for the company
The financial information corrects prior period errors: Revenue – change in revenue recognition: “Revenue – change in revenue recognition 934,890 (1,024,514) 124,494” (p. 63); Cost of sales - adjustments relating to changes in stock value: “Cost of sales - adjustments relating to changes in stock value (1,280,830) 264,320 353,380” (p. 63); Administrative expenses – adjustments relating to changes in stock value: “Administrative expenses – adjustments relating to changes in stock value – 120,625 (154,288)” (p. 63); Other operating income – research and development tax credit: “Other operating income – research and development tax credit – 272,183 375,020” (p. 63); Finance costs – interest on preference shares: “Finance costs – interest on preference shares (39,840) (39,840) (39,840)” (p. 63); Finance costs – interest on s455 liability: “Finance costs – interest on s455 liability (6,995) (30,997) (35,000)” (p. 63). In the year ended 31 March 2024 the corrections reduced profit before tax by £392,775, against a restated profit before tax of £73,431. How were the errors found, and what has changed in financial controls since?
The document's words for this point (9)
| What | Page | The document's words |
|---|
| Prior period errors | 63 | “In addition, certain prior period errors were identified and have been corrected in this financial information.” |
| Effect of corrections on profit, latest year | 63 | “Total impact on pre-tax profit of prior period errors (392,775) (438,223) 623,766” |
| Profit before tax, latest year | 53 | “Profit before tax 73,431 1,291,200 4,229,227” |
| Revenue – change in revenue recognition | 63 | “Revenue – change in revenue recognition 934,890 (1,024,514) 124,494” |
| Cost of sales - adjustments relating to changes in stock value | 63 | “Cost of sales - adjustments relating to changes in stock value (1,280,830) 264,320 353,380” |
| Administrative expenses – adjustments relating to changes in stock value | 63 | “Administrative expenses – adjustments relating to changes in stock value – 120,625 (154,288)” |
| Other operating income – research and development tax credit | 63 | “Other operating income – research and development tax credit – 272,183 375,020” |
| Finance costs – interest on preference shares | 63 | “Finance costs – interest on preference shares (39,840) (39,840) (39,840)” |
| Finance costs – interest on s455 liability | 63 | “Finance costs – interest on s455 liability (6,995) (30,997) (35,000)” |
A03
Costs of the placing take a large share of the company's money
What the document says
“The Company has conditionally raised £2 million (before expenses of £1,045,560) through the Primary Placing” (p. 36); “Gross proceeds of the Primary Placing £2,000,000” (p. 19)
Question for the company
Of the company's gross proceeds of £2 million, costs and expenses of the placing and admission are £1.05 million (52.3%), leaving net proceeds of £954,440. What are the main costs, and who pays the costs of the shares sold by existing shareholders?
Basis: The company's costs of the placing and admission, divided by its gross proceeds from new shares.
The document's words for this point (3)
| What | Page | The document's words |
|---|
| Costs of the placing | 36 | “The Company has conditionally raised £2 million (before expenses of £1,045,560) through the Primary Placing” |
| Company's gross proceeds | 19 | “Gross proceeds of the Primary Placing £2,000,000” |
| Company's net proceeds | 19 | “Net Proceeds of the Primary Placing receivable by the Company £954,440” |
C03
Operating cash flow lifted by a rise in payables
What the document says
“(Increase)/decrease in trade and other payables (1,039,155) 4,864,170 (2,081,566)” (p. 56); “Net cash flows – operating activities 563,996 3,793,655 3,051,798” (p. 56)
Question for the company
In the year ended 31 March 2025, trade and other payables rose by £4.86 million, against operating cash flow of £3.79 million. Amounts received from customers in advance (contract liabilities) went from £82,500 to £4.3 million in that year. In the year ended 31 March 2026 payables fell by £2.08 million. The document explains: “The contract liability balance increased from £82,500 at 31 March 2024 to £4,298,852 at 31 March 2025 and then decreased to £2,059,998 at 31 March 2026. The movement primarily reflects the recognition of revenue during the year in respect of performance obligations that were unsatisfied at the prior year end and included within contract liabilities” (p. 75). How much of operating cash flow depends on customer deposits, and what level of deposits is normal for the order book?
Basis: The rise in trade and other payables in the cash flow statement, divided by net cash from operating activities, in the year where that share was largest.
The document's words for this point (4)
| What | Page | The document's words |
|---|
| Change in payables, latest year | 56 | “(Increase)/decrease in trade and other payables (1,039,155) 4,864,170 (2,081,566)” |
| Cash from operations, latest year | 56 | “Net cash flows – operating activities 563,996 3,793,655 3,051,798” |
| Contract liabilities (customer deposits), year before | 75 | “Contract liabilities 82,500 4,298,852 2,059,998” |
| Customer deposits explained | 75 | “The contract liability balance increased from £82,500 at 31 March 2024 to £4,298,852 at 31 March 2025 and then decreased to £2,059,998 at 31 March 2026. The movement primarily reflects the recognition of revenue during the year in respect of performance obligations that were unsatisfied at the prior year end and included within contract liabilities.” |
Points worth checking (8)
Ordered by priority. Where the document already answers part of a question, its own words come first.
B01
One holder or concert party with 30% or more of the votes
What the document says
“Following Admission, the members of the Concert Party will be interested in 6,725,000 Ordinary Shares representing 32.02 per cent. of the voting rights of the Company” (p. 38); “The Company has agreed with the Takeover Panel that Jason Duffin and Robin Womersley are acting in concert in relation to the Company” (p. 38)
Question for the company
A concert party (Jason Duffin and Robin Womersley) will hold 32% of the votes after admission, up to 34% if options are exercised. A relationship agreement governs dealings between this shareholder and the company. Which decisions can this holding block or decide, and what are its plans for the shares after the lock-in?
The document's words for this point (4)
| What | Page | The document's words |
|---|
| Largest holding | 38 | “Following Admission, the members of the Concert Party will be interested in 6,725,000 Ordinary Shares representing 32.02 per cent. of the voting rights of the Company” |
| Largest holder | 38 | “The Company has agreed with the Takeover Panel that Jason Duffin and Robin Womersley are acting in concert in relation to the Company.” |
| Concert party, with options | 38 | “with a potential further increase on the exercise of 630,000 Options to a maximum percentage of 34.00 per cent. of the voting rights of the Company.” |
| Relationship agreement | 37 | “the Company and Jason Duffin have entered into the Relationship Agreement in order to regulate the ongoing relationship between each of them” |
E01
Customers with a big share of revenue
What the document says
“For the financial year ended 31 March 2026, the Group's largest customer accounted for approximately 31.6 per cent. of Group revenue” (p. 40); “Customer 1 1,709,309 1,630,007 4,749,523 Customer 2 1,068,972 3,321,820 2,222,120 Customer 3 928,500 – – Customer 4 – – 2,570,764” (p. 69)
Question for the company
The largest customer provided 31.6% of revenue in the latest year, as the risk factors state. The revenue note's largest customer is 29.4% of revenue; what basis (grouping of related customers, say) explains the difference? 3 customers each provided 10% or more. The largest customers together provided 85.1%. Who are they, how long are their contracts, and how much of the order book do they make up?
The document's words for this point (5)
| What | Page | The document's words |
|---|
| Largest customer | 40 | “For the financial year ended 31 March 2026, the Group's largest customer accounted for approximately 31.6 per cent. of Group revenue” |
| Customers over 10% | 69 | “Customer 1 1,709,309 1,630,007 4,749,523 Customer 2 1,068,972 3,321,820 2,222,120 Customer 3 928,500 – – Customer 4 – – 2,570,764” |
| Largest customers together | 40 | “the Group's five largest customers accounted for approximately 85.1 per cent. of Group revenue” |
| Largest customer, revenue note | 69 | “Customer 1 1,709,309 1,630,007 4,749,523” |
| Revenue, latest year | 53 | “Revenue 6 8,914,662 8,979,818 16,170,606” |
B02
Directors are selling shares in the placing
What the document says
“Jason Duffin is the Group’s Chief Executive Officer, founder of the Group... Jason Duffin will be an Executive Director on Admission” (p. 110); “Jason Duffin 775,000” (p. 111)
Question for the company
Directors are among the selling shareholders: Jason Duffin sells 775,000 shares (11.2% of the 6,900,000 held) and keeps 6,125,000. Why are they selling now, and are further sales planned after the lock-in?
The document's words for this point (3)
| What | Page | The document's words |
|---|
| Directors selling | 110 | “Jason Duffin is the Group’s Chief Executive Officer, founder of the Group... Jason Duffin will be an Executive Director on Admission.” |
| Jason Duffin | 111 | “Jason Duffin 775,000” |
| Robin Womersley | 111 | “Robin Womersley 10,600,000” |
C04
Operating cash flow below profit before depreciation
What the document says
“Net cash flows – operating activities 563,996 3,793,655 3,051,798” (p. 56); “Operating profit 664,104 1,807,640 4,476,754” (p. 53)
Question for the company
Operating cash flow was 63.9% of operating profit before depreciation in the latest year, and 95.5% over the 3 years given taken together. What explains the latest year's gap, and what is a normal level?
Basis: Net cash from operating activities divided by operating profit plus depreciation: in the latest year, and over the years given taken together.
The document's words for this point (3)
| What | Page | The document's words |
|---|
| Cash from operations, latest year | 56 | “Net cash flows – operating activities 563,996 3,793,655 3,051,798” |
| Operating profit, latest year | 53 | “Operating profit 664,104 1,807,640 4,476,754” |
| Depreciation, latest year | 56 | “Depreciation of property, plant and equipment 7 248,518 269,095 295,590” |
I03
A director called independent is connected to a party receiving money or a contract
What the document says
“Roger McDowell, Jan van Egmond and Peter Southby are each considered to be Independent Directors” (p. 87)
Question for the company
The board considers some non-executive directors independent, and the document also says: “It is anticipated that the aggregate additional consideration will be approximately £1.12 million, of which approximately £312,000 will be paid to Jason Duffin, £312,000 will be paid to Susan Duffin who is Jason Duffin's wife and £491,000 will be paid to The Shaftesbury Christian Trust” (p. 127); “Both Jason Duffin and Jan van Egmond are trustees of The Shaftesbury Christian Trust” (p. 127). How did the board weigh this connection in judging independence?
The document's words for this point (1)
| What | Page | The document's words |
|---|
| Independent directors | 87 | “Roger McDowell, Jan van Egmond and Peter Southby are each considered to be Independent Directors.” |
M01
The document's own figures do not agree
What the document says
“Enlarged Share Capital on Admission 21,000,000” (p. 19); “Number of Options over Ordinary Shares outstanding on Admission 1,470,000” (p. 19)
Question for the company
Some of the document's own figures do not agree: the placing statistics give 21,000,000 shares in issue, 1,470,000 options and 23,100,000 fully diluted shares (options 9.09% of fully diluted), but 21,000,000 plus 1,470,000 is 22,470,000, and 1,470,000 options are 6.54% of that; the largest customer is 31.6% of revenue in one place and £4,749,523 of £16,170,606 (29.4%) in the revenue note. Which figures are right, and what explains the difference?
Basis: Checked: figures read in two places, the placing statistics' share and option arithmetic, and the largest customer's share against the revenue note. Differences the document explains are shown separately (M03).
The document's words for this point (7)
| What | Page | The document's words |
|---|
| Shares in issue on admission | 19 | “Enlarged Share Capital on Admission 21,000,000” |
| Options on admission | 19 | “Number of Options over Ordinary Shares outstanding on Admission 1,470,000” |
| Fully diluted shares | 19 | “Fully Diluted Enlarged Share Capital on Admission 23,100,000” |
| Options, % of diluted | 19 | “Total Options as a percentage of the Fully Diluted Enlarged Share Capital 9.09 per cent.” |
| Largest customer | 40 | “For the financial year ended 31 March 2026, the Group's largest customer accounted for approximately 31.6 per cent. of Group revenue” |
| Largest customer, revenue note | 69 | “Customer 1 1,709,309 1,630,007 4,749,523” |
| Revenue, latest year | 53 | “Revenue 6 8,914,662 8,979,818 16,170,606” |
B03
Lock-in shorter than a year or covering under half the shares
What the document says
“dispose of any of their interests in the Ordinary Shares...held by each of them at any time prior to the first anniversary of Admission (the "Lock-In Period")” (p. 37); “shareholders holding, in aggregate, 8,625,000 Existing Ordinary Shares and 41.07 per cent. of the Enlarged Share Capital (the "Covenantors")” (p. 37)
Question for the company
Holders of 41.1% of the enlarged share capital are locked in for 12 months, then for 12 months may sell only through the broker. The other 58.9%, including the shares placed, can be traded from admission. Who holds the shares outside the lock-in?
Basis: Shares under lock-in as a percentage of the enlarged share capital, and the length of the lock-in.
The document's words for this point (3)
| What | Page | The document's words |
|---|
| Lock-in | 37 | “dispose of any of their interests in the Ordinary Shares...held by each of them at any time prior to the first anniversary of Admission (the "Lock-In Period")” |
| Shares locked in | 37 | “shareholders holding, in aggregate, 8,625,000 Existing Ordinary Shares and 41.07 per cent. of the Enlarged Share Capital (the "Covenantors")” |
| Orderly market period | 37 | “each of the Covenantors has also undertaken to the Company and Panmure Liberum, for a further period of twelve months following the expiry of the Lock-In Period, only to deal or otherwise dispose of any such interests through Panmure Liberum” |
E03
Revenue concentrated in one country or region
What the document says
“UK 383,932 1,645,555 865,404 USA 4,304,000 6,592,370 8,888,055 Europe 1,743,856 – 5,794,135 Rest of the world 2,482,874 741,893 623,012” (p. 68); “UK 383,932 1,645,555 865,404” (p. 68)
Question for the company
55.0% of latest-year revenue came from USA (in all: USA 55.0%, Europe 35.8%, UK 5.4%, Rest of the world 3.9%). How exposed is the business to trade policy and currency in that market, and is the mix expected to change?
Basis: Each country or region's revenue in the latest year, divided by total revenue, from the revenue note.
The document's words for this point (6)
| What | Page | The document's words |
|---|
| Revenue by country or region | 68 | “UK 383,932 1,645,555 865,404 USA 4,304,000 6,592,370 8,888,055 Europe 1,743,856 – 5,794,135 Rest of the world 2,482,874 741,893 623,012” |
| UK | 68 | “UK 383,932 1,645,555 865,404” |
| USA | 68 | “USA 4,304,000 6,592,370 8,888,055” |
| Europe | 68 | “Europe 1,743,856 – 5,794,135” |
| Rest of the world | 68 | “Rest of the world 2,482,874 741,893 623,012” |
| Revenue, latest year | 53 | “Revenue 6 8,914,662 8,979,818 16,170,606” |
Other checks
For information (shown, not rated)
- B04 Options against the enlarged share capital: Options over 1,470,000 shares will be outstanding on admission; the document's own dilution figures do not reconcile (see M01), so no percentage is given here. On their terms the document says: “Unless the Board determines otherwise, the exercise price of an Option will be equal to the nominal value of an Ordinary Share at the date of grant” (p. 121). Which targets apply to each grant, and who decides whether they are met?
- C07 Revenue changed sharply in the latest year: Revenue went from £8.98 million to £16.17 million in the latest year (+80%), after +1% the year before. How much came from a few large orders or deliveries, and what does the order book show for the current year?
- E02 Dependence on a few suppliers for a critical input: The risk factors say some inputs may be available only from a limited number of suppliers: “Certain components may be bespoke, long-lead-time or available only from a limited number of suppliers” (p. 41). Which inputs, and what alternatives exist?
- F02 Payments to related parties for goods, services and leases: In the latest year the document gives purchases from related parties of £291,119 and lease payments to them of £150,000. Separately, finance costs to related parties were £65,646 (£39,840 + £25,806 = £65,646). As a scale comparison only, purchases and lease payments together are 3.7% of cost of sales and administrative expenses; lease payments are cash paid, not the IFRS 16 expense, so this is not a share of reported expenses.
- F03 Related-party arrangements described: The document describes these related-party arrangements: Lease of Blaby premises from director Jason Duffin: “The Group's leasehold property in the UK is leased from a director. The following transactions took place: ... Payments made in respect of leases 130,000 145,000 150,000” (p. 79); Preference share and shareholder loan stock interest to shareholders: “Preference share interest 39,840 39,840 39,840 Shareholder loan stock interest – 75,960 25,806” (p. 79); Purchases from A.A. Brown Engineering Ltd / AAB Technologies Ltd (director Jason Duffin): “Materials purchased in the year ended 31 March 2025 totalled £7,562 and in the year ended 31 March 2026 totalled £291,119” (p. 80); Loan to A.A. Brown Engineering Limited: “During the year ended 31 March 2026, the Company loaned £60,000 to A. A. Brown Engineering Limited, of which £41,000 remained outstanding at the year end” (p. 80); Redemption of preference shares held by Robin Womersley: “TEK 4 2022 redeemed all of the preference shares held by Robin Womersley in the capital of TEK 4 2022 for the aggregate consideration of £1,015,920” (p. 126); Additional consideration to Jason Duffin, Susan Duffin and The Shaftesbury Christian Trust: “TEK 4 2022 will pay aggregate additional consideration to Jason Duffin, Susan Duffin and The Shaftesbury Christian Trust pursuant to the share purchase agreement... approximately £1.12 million” (p. 127); Proposed lease of second manufacturing facility land owned by Jason Duffin: “The land on which the facility is proposed to be developed is owned by Jason Duffin. It is anticipated that Mr Duffin will fund the construction of the building and that the Group will subsequently enter into leasing arrangements in respect of the facility” (p. 127).
- H02 First financial information under IFRS: This is the group's first financial information under IFRS; the earlier statutory accounts were prepared on a different basis.
No concern on the figures read
| Check | Basis (page) |
|---|
| A02 The company's money is for costs and general working capital only | On the figures read: “This will include the payment of the additional consideration which will become payable to Jason Duffin, Susan Duffin and The Shaftesbury Christian Trust in accordance with the share purchase agreement relating to the sale of TEK 4 Limited on 30 June 2022” (p. 37); “The Net Proceeds will be used primarily to fund the costs, fees and expenses associated with the Company's Admission to trading on AIM and the Placing, with any remaining proceeds being applied towards the Group's general working capital requirements” (p. 37) |
| C01 Loss in the latest year | On the figures read: “Profit and total comprehensive income for the year 254,212 932,081 3,236,171” (p. 53) |
| C02 Cash used in operations | On the figures read: “Net cash flows – operating activities 563,996 3,793,655 3,051,798” (p. 56) |
| C05 Receivables growing faster than revenue | On the figures read: “Trade receivables 17 1,462,913 2,361,653 1,782,852” (p. 54); “Revenue 6 8,914,662 8,979,818 16,170,606” (p. 53) |
| C06 Gross margin fell | On the figures read: “Gross profit 4,671,384 5,361,953 9,686,962” (p. 53); “Revenue 6 8,914,662 8,979,818 16,170,606” (p. 53) |
| D01 Working capital statement qualified or not sufficient | On the figures read: “The Directors are of the opinion that, having made due and careful enquiry and taking into account the Net Proceeds, the working capital available to the Group will be sufficient for its present requirements, that is for at least 12 months from the date of Admission” (p. 127) |
| D02 Material uncertainty about going concern | On the figures read: “No material uncertainties that cast significant doubt on the Group’s ability to continue as a going concern were identified” (p. 57) |
| D03 Significant change since the latest balance sheet | On the figures read: “there has been no significant change in financial position of the Group since 31 March 2026 and in the financial performance of the Group since 31 March 2026” (p. 128) |
| G01 Borrowings high against equity | Borrowings (current and non-current, leases excluded) at the latest year end, divided by total equity. |
| G02 Operating profit covers interest only a few times | On the figures read: “Operating profit 664,104 1,807,640 4,476,754” (p. 53); “Finance costs 11 (598,576) (550,693) (263,376)” (p. 53) |
| I01 Fewer than half the board independent | Directors the board considers independent, divided by all directors listed. |
| I02 Chief executive also chairs the board | On the figures read: “Roger McDowell (age 71) – Non-Executive Chair ... Jason Duffin (age 66) – Founder & Chief Executive Officer” (p. 87) |
| J01 Litigation with a significant effect | On the figures read: “There are no governmental, legal or arbitration proceedings ... which may have or have had in the recent past significant effects on the Company, the Group and/or the Group's financial position or profitability” (p. 127) |
Not identified in the sections read
Nothing was found in the sections named. This is not an assurance that the matter is absent.
| Check | Sections read |
|---|
| J02 Regulator investigation or enforcement | Litigation, risk factors |
Not assessed
- F01 Revenue from related parties: the document does not quantify sales to related parties.
- M03 Differences between parts that the document explains: not assessed by the automated comparison ledger: no figure was read in two places. Separate arithmetic and disclosure checks are reported under M01.
Skipped
- A05 Consideration payable to former owners on admission: Counted under A04 (Money payable to former owners because of the listing): the same payment to former owners on the listing is one point, not several.