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Registered number: 14730457 DEESIDE SPV LTD FINANCIAL STATEMENTS INFORMATION FOR FILING WITH THE REGISTRAR FOR THE YEAR ENDED 31 DECEMBER 2024
DEESIDE SPV LTD REGISTERED NUMBER: 14730457 STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2024
|  | 2024 |  | 2023
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 4 |  | 32,783,998 |  | -
|  |  | 32,783,998 |  | -
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 5 | 1,782,162 |  | 1 |
Cash at bank and in hand |  | 652,071 |  | - |
|  | 2,434,233 |  | 1 |
Creditors: amounts falling due within one year | 6 | (93,612) |  | - |
Net current assets |  |  | 2,340,621 |  | 1
Total assets less current liabilities |  |  | 35,124,619 |  | 1
Creditors: amounts falling due after more than one year | 7 |  | (35,167,510) |  | -
Net (liabilities)/assets |  |  | (42,891) |  | 1
Capital and reserves |  |  |  |  |
Called up share capital | 9 |  | 1 |  | 1
Profit and loss account |  |  | (42,892) |  | -
|  |  | (42,891) |  | 1
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 by:
O F H Rossi
Director
Date: 18 June 2025
The notes on pages 2 to 7 form part of these financial statements. Page 1
DEESIDE SPV LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
1. | General information
Deeside SPV Ltd ("the Company") is a private limited company incorporated in England & Wales. The principal activity of the company is that of designing, building, financing, maintaining and operating a waste to energy plant. Construction commenced during the year. The registered office is 35 Ballards Lane, London, England, N3 1XW. 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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of 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. The following principal accounting policies have been applied:
| 2.2 | Going concern
The financial statements have been prepared on a going concern basis, which assumes that the entity will continue in operational existence for the foreseeable future. As of 31 December 2024, the Company is in the construction phase and is not yet generating revenues. The Company’s operations are currently focused on the construction and development of its primary asset, which remains classified as Asset Under Construction (AUC) as at the reporting date. The Company’s activities have been funded through shareholder loans, which totalled £34,725,010 as at 31 December 2024. The ability of the Company to continue as a going concern is dependent on the ongoing financial support of its shareholders and the successful completion of the AUC asset, which is expected to generate future economic benefits. The shareholders have confirmed their intention to provide the financial support committed in the shareholder loan documentation in accordance with its terms for at least the next 12 months from the date of approval of the financial statements to enable the Company to meet its obligations as they fall due.
| 2.3 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.4 | Borrowing costs
The Company applies the accounting policy option under FRS 102 Section 25 to capitalise borrowing costs that are directly attributable to the acquisition, construction, or production of qualifying assets. A qualifying asset is one that takes a substantial period of time to get ready for its intended use or sale. Borrowing costs that are directly attributable to the construction of such assets are added to the cost of the asset until it is substantially complete and ready for use. At the point of completion borrowing costs will be recognised in profit or loss in the year in which they are incurred. Page 2
DEESIDE SPV LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.5 | 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. Land is not depreciated. Depreciation on other assets is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Assets under construction represent capital expenditure on incomplete projects. These assets are not depreciated until they are available for use, at which point they are reclassified into the appropriate fixed asset category. 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.
| 2.6 | 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.
| 2.7 | Financial instruments
The Company only enters into basic financial instruments that result in the recognition of financial assets and liabilities. i) Financial assets Basic financial assets, including trade and other debtors, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Such assets are subsequently carried at amortised cost using the effective interest method. At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is imparied the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in the Statement of Comprehensive Income. ii) Financial liabilities Basic financial liabilities, including trade and other creditors and are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is Page 3
DEESIDE SPV LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.7 | Financial instruments (continued)
measured at the present value of the future receipts discounted at a market rate of interest. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
3. | Employees
| The average monthly number of employees, including directors, during the year was 3 (2023 - 3).
4. | Tangible fixed assets
|  | Land | Assets under construction | Total
|  | £ | £ | £
| Cost |  |  |
| Additions | 10,724,137 | 22,059,861 | 32,783,998
| At 31 December 2024 | 10,724,137 | 22,059,861 | 32,783,998
| Net book value |  |  |
| At 31 December 2024 | 10,724,137 | 22,059,861 | 32,783,998
| At 31 December 2023 | - | - | -
5. | Debtors
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Other debtors | 1,782,162 | 1
Page 4
DEESIDE SPV LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
6. | Creditors: Amounts falling due within one year
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Trade creditors | 56,945 | -
| Accruals and deferred income | 36,667 | -
|  | 93,612 | -
7. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Other loans | 34,725,010 | -
| Retentions Payable | 442,500 | -
|  | 35,167,510 | -
8. | Loans
| Analysis of the maturity of loans is given below:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Amounts falling due 1-2 years |  |
| Loans from group undertaking | 21,023,992 | -
| Amounts falling due 2-5 years |  |
| Loans from group undertaking | 13,701,018 | -
| Total | 34,725,010 | -
| The subordinated loan notes have been provided by an indirect parent company under: ∙an unsecured subordinated senior floating rate loan with a margin of 5.50% over Sonia and which is repayable in full in June 2026, and ∙an unsecured subordinated junior fixed rate loan with an interest rate of 11.186% and which is repayable in full on 29 June 2029.
Page 5
DEESIDE SPV LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
9. | Share capital
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 1 (2023 - 1) Ordinary share of £1.00 | 1 | 1
10. | Contingent liabilities
Fixed and floating charges have been granted over the Company’s assets as security for loan facilities totalling £55m obtained by an indirect parent company. The funds raised through these facilities were subsequently advanced to the company by the indirect parent company through unsecured intercompany loans.
11. | Capital commitments
At 31 December 2024, the Company had capital commitments of £28,735,914 (2023: £nil) in respect of contracts entered into during the year and due to complete in June 2026. These commitments were contracted for but not provided for in the financial statements.
12. | Related party transactions
| The balances and transactions with various related parties included within these financial statements are at arm's length and summarised below:
|  | 2024 | 2023
|  | £ | £
| Loans due to an indirect parent company | 34,725,010 | -
| Capitalised costs paid to an associated company | 5,048,521 | -
| Capitalised interest paid to an indirect parent company | 1,128,640 | -
| Amounts due from an indirect parent company | 736,068 | -
| Capitalised costs paid to an indirect parent company | 856,385 | -
13. | Post balance sheet events
Subsequent to the reporting date, the Company's senior loan facility was replaced with another unsecured senior loan facility with a repayment date of June 2041. Additionally, the original fixed and floating charges over the Company's assets were satisfied after the year end and replaced by new security arrangements in respect of refinanced loans, also obtained by an indirect parent company, totalling £62.5m. Page 6
DEESIDE SPV LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
14. | Controlling party
The immediate parent undertaking is Deeside Holding Limited, a company incorporated in England and Wales. The ultimate controlling party are Abrdn Global Sustainable Infrastructure Partners IV L.P by virtue of their majority shareholding in the parent entity.
15. | Auditors' information
The auditors' report on the financial statements for the year ended 31 December 2024 was unqualified. The audit report was signed on 18 June 2025 by Catalina Feier FCA (Senior statutory auditor) on behalf of BKL Audit LLP.
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