ENVIGO RMS (UK) LIMITED

• ⚠

  Material uncertainty over going concern

  During the year ended 30 September 2024, Envigo RMS (UK) Limited and Envigo RMS, LLC entered into a operating margin transfer pricing agreement. Under this agreement, Envigo RMS, LLC provides Envigo RMS (UK) Limited profitability support of normal operations on an operating margin basis. The financial statements have been prepared on a going concern basis which the directors consider to be appropriate. Based on the directors' assessment, the company is reliant on the continued financial support provided by the ultimate parent company, Inotiv, Inc. which has provided a letter of support confirming that it will provide such support as is necessary for the company to meet its liabilities as they fall due for a period to September 2026, being more than twelve months from the date of approval of these financial statements. The directors have considered the ability of the overall parent, Inotiv, Inc, to provide the required financial resources, and note that the Form 10-K and financial statements for 2024 and the recently filed Form 10-Q for June 2025 for Inotiv, Inc. both included a substantial doubt conclusion in respect of the overall group's ability to continue as a going concern. The Inotiv, Inc. Form 10-K, including its financial statements for the fiscal year ended 30 September 2024 were issued on 4 December 2024. While the Form 10-K disclosed that Management's fiscal 2025 annual operating plan forecasted compliance with its recently updated financial covenants per the group's credit agreement, Management asserted that there was substantial doubt about its ability to continue as a going concern. Additionally as part of the Form 10-Q filing on 7 August 2025, Management disclosed that its operating plan forecasted compliance with its financial covenants per the group's credit agreement; however, Management continued to assert that there was substantial doubt about its ability to continue as a going concern.. As of the date of this report, Management is unable to assert that it is probable that it will remain compliant with the financial covenants over the next 12 months. If non-compliance with its existing Credit Agreement were to occur, Management will need to negotiate and successfully obtain a waiver or cure with the credit agreement lenders. Although Management believes that it will be able to implement its plan and will successfully obtain waivers or cures to any instances of non-compliance under the credit agreements if needed, there can be no assurances that these will prove successful. As a result, it was concluded that substantial doubt about the Inotiv, Inc. group's ability to continue as a going concern exists. As a consequence of the factors outlined above, the Directors have concluded that this is deemed to represent a material uncertainty that may cast doubt on the company's ability to continue as a going concern. The financial statements have been prepared on a going concern basis as the Directors believe that the company has the ability to meet its liabilities as they fall due with the continued support of the overall Inotiv, Inc. group. The financial statements contain no adjustments that would arise should the company cease to be a going concern.

Values shown as filed in the company's annual accounts. — indicates the figure wasn't present under that line item in that period. About these numbers

Margins divide P&L lines by turnover. Gearing is liabilities over total assets. Current ratio is current assets over creditors falling due within one year. Interest cover is operating profit over absolute finance costs. Sector-distribution context coming next.

Accounting basis

FRS 102 §1A

Reporting scope

Standalone (parent only)

Audit opinion

Unaudited (audit-exempt)

Going concern

Material uncertainty disclosed

“During the year ended 30 September 2024, Envigo RMS (UK) Limited and Envigo RMS, LLC entered into a operating margin transfer pricing agreement. Under this agreement, Envigo RMS, LLC provides Envigo RMS (UK) Limited profitability support of normal operations on an operating margin basis. The financial statements have been prepared on a going concern basis which the directors consider to be appropriate. Based on the directors' assessment, the company is reliant on the continued financial support provided by the ultimate parent company, Inotiv, Inc. which has provided a letter of support confirming that it will provide such support as is necessary for the company to meet its liabilities as they fall due for a period to September 2026, being more than twelve months from the date of approval of these financial statements. The directors have considered the ability of the overall parent, Inotiv, Inc, to provide the required financial resources, and note that the Form 10-K and financial statements for 2024 and the recently filed Form 10-Q for June 2025 for Inotiv, Inc. both included a substantial doubt conclusion in respect of the overall group's ability to continue as a going concern. The Inotiv, Inc. Form 10-K, including its financial statements for the fiscal year ended 30 September 2024 were issued on 4 December 2024. While the Form 10-K disclosed that Management's fiscal 2025 annual operating plan forecasted compliance with its recently updated financial covenants per the group's credit agreement, Management asserted that there was substantial doubt about its ability to continue as a going concern. Additionally as part of the Form 10-Q filing on 7 August 2025, Management disclosed that its operating plan forecasted compliance with its financial covenants per the group's credit agreement; however, Management continued to assert that there was substantial doubt about its ability to continue as a going concern.. As of the date of this report, Management is unable to assert that it is probable that it will remain compliant with the financial covenants over the next 12 months. If non-compliance with its existing Credit Agreement were to occur, Management will need to negotiate and successfully obtain a waiver or cure with the credit agreement lenders. Although Management believes that it will be able to implement its plan and will successfully obtain waivers or cures to any instances of non-compliance under the credit agreements if needed, there can be no assurances that these will prove successful. As a result, it was concluded that substantial doubt about the Inotiv, Inc. group's ability to continue as a going concern exists. As a consequence of the factors outlined above, the Directors have concluded that this is deemed to represent a material uncertainty that may cast doubt on the company's ability to continue as a going concern. The financial statements have been prepared on a going concern basis as the Directors believe that the company has the ability to meet its liabilities as they fall due with the continued support of the overall Inotiv, Inc. group. The financial statements contain no adjustments that would arise should the company cease to be a going concern.”

Significant events

• “There have been no material events to report subsequent to the date of the report but prior to its filing.”

Auditor, going-concern and subsidiary information is drawn from the narrative of the latest annual accounts. About these numbers

Filings

3

last 12 months

Capital events

0

last 24 months

Officers appointed

0

last 12 months

Officers resigned

0

last 12 months

Direct counts from the register. No score, no rating — see the Filing timeline for the underlying events.

• Turnover

  +1.2%

  £10,564,000 → £10,687,000

• Cash

  -10.5%

  £430,000 → £385,000

• Net assets

  +0.2%

  -£4,282,000 → -£4,274,000

• Employees

  -1.3%

  154 → 152

• Operating profit

  -120.6%

  £1,637,000 → -£338,000

• Profit before tax

  -94.2%

  £1,557,000 → £91,000

Each % is (latest − prior) ÷ |prior| for the line item as filed. Periods don't have to be exactly 12 months apart — a long or short period (typical around incorporation or year-end changes) will distort the comparison. Lines a company doesn't report are omitted. About these numbers