UK carbon-ceramic brake disc manufacturer Surface Transforms plc has sold substantially all its business and assets to CCST Limited for £1.4 million (approximately $1.88 million) in cash, the company’s joint administrators confirmed. The transaction completed on 22 May 2026, four weeks after Alvarez & Marsal Europe LLP partners Michael Magnay, Joanna Bull and Jonathan Marston were appointed joint administrators of the Knowsley-based brake disc maker. The buyer plans to recommence carbon-ceramic brake disc manufacture from the existing Liverpool site, and Surface Transforms shares will be de-listed from AIM on 26 May 2026.
Highlights
- Sale price: £1.4 million (~$1.88 million) in cash, exclusive of VAT, satisfied in full on completion
- Assets transferred: Trading business, IP, contracts, equipment, stock, records, goodwill and the right to use the Surface Transforms name
- Employees: Ten remaining staff transferred to CCST Limited under TUPE 2006 regulations
- Connected-party transaction: A former Surface Transforms director is also a director of the buyer, requiring an independent evaluator report under the 2021 Connected Persons Regulations
What the Transaction Covers
The Sale Agreement transfers the trading business, computer systems, intellectual property, contracts, equipment, stock, records and goodwill of Surface Transforms, along with the right to use the Surface Transforms name. CCST Limited has agreed to recommence carbon-ceramic brake disc manufacture at the existing Knowsley facility in Liverpool and intends to recruit local workers with the relevant skills.
The transaction also resolves £90,000 (approximately $121,000) owed to Close Brothers Asset Finance in respect of financed assets, with the buyer agreeing to pay that sum directly. A dynamometer held at a third-party site in Germany was excluded from the main transaction, but CCST holds a six-month option to acquire it for a further £200,000 (approximately $269,000).
The ten employees remaining at Surface Transforms immediately before completion have transferred to CCST under the Transfer of Undertakings (Protection of Employment) Regulations 2006.
How the Sale Was Approved
Because a former Surface Transforms director is also a director of CCST Limited, the buyer is treated as a connected party under the Administration (Restrictions on Disposal etc. to Connected Persons) Regulations 2021. That triggered a requirement for a qualifying report from an independent evaluator, who concluded that the consideration and the reasons for the transaction were reasonable in the circumstances.
The joint administrators also obtained an independent valuation from Gordon Brothers Asset Ingenuity Limited and state they are satisfied that the £1.4 million consideration exceeds the net orderly liquidation value of the relevant assets. The company’s secured creditors consented to the deal.
What Happens to Creditors and Shareholders
The joint administrators will use the proceeds to meet administration costs and make payments to secured, preferential and unsecured creditors in due course. Realisations are insufficient to provide any return to shareholders, and the Surface Transforms shares will be de-listed from AIM on 26 May 2026. Following completion the company has disposed of substantially all of its operating business and has no continuing trading operations.
Further detail on the transaction will appear in the joint administrators’ proposals, which are due within eight weeks of the appointment.
Surface Transforms had positioned itself as the UK’s only carbon-ceramic brake disc manufacturer and one of only two globally. The company’s Q1 2025 update flagged manufacturing yields ranging from 41% to 83% against a target of more than 85%, alongside gross cash of £1.2 million and reliance on more than £8 million in customer cash advances. Carbon-ceramic systems remain a structurally growing segment as the premium and electric performance markets lean further into lightweight, fade-resistant braking — a market opportunity CCST will now inherit alongside the Knowsley facility.
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