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Registered number: 11156085









FIBRE ASSETS LIMITED

FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 MARCH 2023

 
FIBRE ASSETS LIMITED
REGISTERED NUMBER: 11156085

BALANCE SHEET
AS AT 31 MARCH 2023

2023
2022
Note
£
£

Fixed assets
  

Intangible assets
 4 
21,548
28,730

Tangible assets
 5 
8,376,061
241,001

  
8,397,609
269,731

Current assets
  

Stocks
  
81,583
-

Debtors: amounts falling due within one year
 6 
1,212,979
164,286

Cash at bank and in hand
  
6,444,235
1,377,501

  
7,738,797
1,541,787

Creditors: amounts falling due within one year
 7 
(1,749,251)
(248,958)

Net current assets
  
 
 
5,989,546
 
 
1,292,829

Total assets less current liabilities
  
14,387,155
1,562,560

Creditors: amounts falling due after more than one year
 8 
(20,378,931)
(2,368,009)

  

Net liabilities
  
(5,991,776)
(805,449)


Capital and reserves
  

Called up share capital 
  
1,387
1,387

Share premium account
  
139,600
139,600

Profit and loss account
  
(6,132,763)
(946,436)

  
(5,991,776)
(805,449)


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 3 October 2023.


Stefan Stanislawski
Director

The notes on pages 3 to 11 form part of these financial statements.

Page 1

 

 
FIBRE ASSETS LIMITED


 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023



Called up share capital
Share premium account
Profit and loss account
Total equity


£
£
£
£



At 1 January 2021
1,387
139,600
(6,259)
134,728



Comprehensive income for the period


Loss for the period
-
-
(940,177)
(940,177)

Total comprehensive income for the period
-
-
(940,177)
(940,177)





At 1 April 2022
1,387
139,600
(946,436)
(805,449)



Comprehensive income for the year


Loss for the year
-
-
(5,186,327)
(5,186,327)

Total comprehensive income for the year
-
-
(5,186,327)
(5,186,327)



At 31 March 2023
1,387
139,600
(6,132,763)
(5,991,776)



The notes on pages 3 to 11 form part of these financial statements.

Page 2

 
FIBRE ASSETS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

1.


General information

Fibre Assets Limited is a private company limited by shares. The Company registration number is 11156085 and was incorporated in the United Kingdom. The Company's registered office address is 13 Southwick Mews, London, Greater London, England, W2 1JG. Values are rounded to the nearest £.

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 Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The following principal accounting policies have been applied:

 
2.2

Going concern

Despite the Company incurring a loss in the year of £5,186,327 and having overall net liabilities of £5,991,776, the directors have prepared the financial statements on the going concern basis. 
The Directors have reviewed the Company's cash flow projections for the next 12 months. The Company holds an agreement with investors to provide funding up to a prescribed amount. The cash flow projections show that this additional investment will support the Company for the next 12 months.
The negative equity position on the balance sheet reflects the early stage of the business and the capital-intensive nature of the industry. As we move forward, the directors anticipate a reversal of this situation through a combination of increased revenues and prudent cost management.
During the financial year, the Company began its Full Fibre build in selected parts in the UK and gradually accelerated its roll-out plans via operational efficiencies and increases in resources. In the second half of the year the first customers were connected and started enjoying the high qualify fibre broadband service. The management team has demonstrated its commitment to fiscal responsibility and adaptability by implementing cost-saving measures without compromising the quality of service. Moreover, the Company is actively exploring partnerships and collaborations that will help optimise operational efficiencies and expand market reach. 
The company continues to have the financial backing of its investors for the year ahead taking into account the losses it has incurred in its first full year of operations. Post year end, the Company has issued 20,300,000 preference shares at nominal value of £1 per share. The Company expects to reduce its losses for the year ahead and has received on-going commitment to sustain its operations and strategically navigate the competitive landscape in the UK.
 
The Directors believe that these strategies, along with the Company's financial resources and operational performance, will enable the Company to continue as a going concern for the foreseeable future. However, it is important to note that the future outcome of the contingencies and uncertainties outlined above cannot be predicted with certainty. The Company's ability to continue as a going concern is subject to the successful execution of management's plans, as well as external factors beyond the Company's control.

Page 3

 
FIBRE ASSETS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

2.Accounting policies (continued)

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.5

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.6

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

Page 4

 
FIBRE ASSETS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

2.Accounting policies (continued)

 
2.7

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.8

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

 
2.9

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

 
2.10

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Intangible fixed assets
-
5
years

 
2.11

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Page 5

 
FIBRE ASSETS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

2.Accounting policies (continued)


2.11
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Plant and machinery
-
5 years
Fibre network
-
5 to 50 years
Computer equipment
-
3 years
Other fixed assets
-
0 to 5 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Assets in the course of construction are not depreciated.

 
2.12

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.13

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.

 
2.14

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.

 
2.15

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.16

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Page 6

 
FIBRE ASSETS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

3.


Employees

The average monthly number of employees, including directors, during the year was 40 (15 month period ended 31 March 2022: 9).


4.


Intangible assets




Total

£



Cost


At 1 April 2022
35,912



At 31 March 2023

35,912



Amortisation


At 1 April 2022
7,182


Charge for the year on owned assets
7,182



At 31 March 2023

14,364



Net book value



At 31 March 2023
21,548



At 31 March 2022
28,730



Page 7

 


 
FIBRE ASSETS LIMITED


 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023


5.


Tangible fixed assets






Assets under construction
Fibre Network
Plant and machinery
Computer equipment
Other fixed assets
Total

£
£
£
£
£
£



Cost or valuation


At 1 April 2022
62,516
-
188,732
9,690
-
260,938


Additions
6,893,570
1,274,107
87,341
58,097
51,615
8,364,730


Disposals
-
(366)
(49,455)
(541)
(9)
(50,371)


Transfers between classes
(3,714,331)
3,714,331
-
-
-
-



At 31 March 2023

3,241,755
4,988,072
226,618
67,246
51,606
8,575,297



Depreciation


At 1 April 2022
-
-
16,894
3,043
-
19,937


Charge for the year on owned assets
-
146,880
21,741
6,684
9,821
185,126


Disposals
-
-
(5,826)
-
(1)
(5,827)



At 31 March 2023

-
146,880
32,809
9,727
9,820
199,236



Net book value



At 31 March 2023
3,241,755
4,841,192
193,809
57,519
41,786
8,376,061



At 31 March 2022
62,516
-
171,838
6,647
-
241,001

Page 8

 
FIBRE ASSETS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

6.


Debtors

2023
2022
£
£


Trade debtors
2,760
460

Other debtors
1,007,363
147,407

Prepayments and accrued income
202,856
16,419

1,212,979
164,286



7.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
1,321,636
157,426

Amounts owed to group undertakings
7,309
-

Taxation and social security
141,903
39,351

Other creditors
20,756
-

Accruals and deferred income
257,647
52,181

1,749,251
248,958


The credit card balances are secured by a fixed charge over the bank accounts.


8.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Other loans
15,992,604
2,368,009

Accrued interest
899,059
-

Share capital treated as debt (see note 11)
3,487,268
-

20,378,931
2,368,009


The loan notes are secured by a fixed and floating charge over all the property or undertaking of the Company.

Page 9

 
FIBRE ASSETS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

9.


Loans


Analysis of the maturity of loans is given below:


2023
2022
£
£


Other loans > 1 year
16,891,663
2,368,009



10.


Share capital

2023
2022
£
£
Shares classified as equity

Allotted, called up and fully paid



1,387 (2022 - 1,387) Ordinary shares of £1.00 each
1,387
1,387

2023
£
Shares classified as debt

Allotted, called up and fully paid


3,487,268 (2022 - £nil) Preference shares of £1.00 each
3,487,268





11.


Pension commitments

The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost and charge represents contributions payable by the Company to the fund and amounted to £60,697 (15 month period ended 31 March 2022: £5,350). At 31 March 2023, £41,620 (2022: £5,438) was due to the fund.


12.


Post balance sheet events

On 15 June 2023, the Company issued 8,500,000 preference shares at nominal value of £1 per share.
On 22 August 2023, the Company issued 11,800,000 preference shares at nominal value of £1 per share.


13.


Controlling party

The immediate parent undertaking is Fibre Assets Holdco Limited. The registered office is C/O Foresight Group, The Shard, 32 London Bridge Street, London, United Kingdom, SE1 9SG. This is the smallest group within which the Company belongs.
The ultimate parent undertaking is Averon Park Limited. The registered office is C/O Foresight Group Llp, The Shard, 32 London Bridge Street, London, United Kingdom, SE1 9SG. This is the largest group within which the Company belongs.

Page 10

 
FIBRE ASSETS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

14.


Auditors' information

The auditors' report on the financial statements for the year ended 31 March 2023 was unqualified.

The audit report was signed on 9 November 2023 by Aaron Widdows ACA FCCA (Senior Statutory Auditor) on behalf of Price Bailey LLP.


Page 11