Company No: 07714276 (England and Wales)

Contents

• Company Information
• Balance Sheet
• Notes to the Financial Statements

DIRECTORS	Debbie Philippides
	David Seligman

SECRETARY

Burness Paull LLP

REGISTERED OFFICE	2nd Floor 37 Upper Brook Street
	London
	W1K 7QL
	United Kingdom

COMPANY NUMBER

07714276 (England and Wales)

ACCOUNTANT	S&W Partners LLP
	45 Gresham Street
	London
	EC2V 7BG

BANKERS	Barclays Bank Plc
	54 Lombard Street
	London
	EC3P 3AH

SOLICITORS	Simpson Thacher and Bartlet
	City Point
	One Ropemaker Street
	London
	EC2Y 9HU

	Note	2024		2023
		£		£
Fixed assets
Investments	3	480,580		480,580
		480,580		480,580
Current assets
Debtors	4	991		1,213
		991		1,213
Creditors: amounts falling due within one year	5	( 199,904)		( 107,267)
Net current liabilities		(198,913)		(106,054)
Total assets less current liabilities		281,667		374,526
Creditors: amounts falling due after more than one year	6	( 1,025,347)		( 1,025,347)
Net liabilities		( 743,680)		( 650,821)
Capital and reserves
Called-up share capital	7	100		100
Profit and loss account		( 743,780 )		( 650,921 )
Total shareholders' deficit		( 743,680)		( 650,821)

The notes on pages 7 to 11 form part of these financial statements.

For the financial year ending 31 December 2024 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

• The members have not required the Company to obtain an audit of its financial statements for the financial year in accordance with section 476;
• The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
• These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Profit and Loss Account has not been delivered.

The financial statements of SPK Acquisition Limited (registered number: 07714276) were approved and authorised for issue by the Board of Directors on 23 September 2025. They were signed on its behalf by:

David Seligman Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

SPK Acquisition Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is 2nd Floor 37 Upper Brook Street, London, W1K 7QL, United Kingdom.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with ‘The Financial Reporting Standard applicable in the UK and the Republic of Ireland’ issued by the Financial Reporting Council, including Section 1A of Financial Reporting Standard 102 (FRS102), and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The functional currency of SPK Acquisition Limited is considered to be pounds sterling because that is the currency of the primary economic environment in which the Company operates.

These financial statements are separate financial statements.

Going concern

The financial statements have been prepared on a going concern basis.

As at 31 December 2024, the company had net liabilities of £743,680 (2023: £650,821) and net current liabilities of £198,913 (2023: £106,054).

The Company has a loan payable of £1,025,347. The directors expect to meet this liability by receiving returns from the Company's investment in Seligman Private Equity Select LLP. Accordingly, the directors consider it appropriate to prepare the financial statements on the going concern basis.

Finance costs

Finance costs are charged to the Profit and Loss Account over the term of the debt using the effective interest method so the amount charged is at a constant rate on the carrying amount.

Borrowing costs

Borrowing costs that are directly attributable to acquisition, construction or production of qualifying assets, are capitalised as part of the cost of those assets. Capitalisation begins when both finance costs and expenditures for the asset are being incurred and activities that are necessary to get the asset ready for use are in progress. Capitalisation ceases when substantially all the activities that are necessary to get the asset ready for use are complete.

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

Fixed asset investments

Investments are recognised initially at fair value which is normally the transaction price excluding transaction costs. Subsequently, they are measured at fair value through profit or loss if the shares are publicly traded or their fair value can otherwise be measured reliably. Other investments are measured at cost less impairment.

Trade and other debtors

Trade and other debtors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method less impairment losses for bad and doubtful debts, except where the effect of discounting would be immaterial. In such cases the receivables are stated at cost less impairment losses for bad and doubtful debts.

Trade and other creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers.

Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest rate method, unless the effect of discounting would be immaterial, in which case they are stated at cost.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Investments
Investments in non-convertible preference shares and non-puttable ordinary or preference shares (where shares are publicly traded or their fair value is reliably measurable) are measured at fair value through the Profit and Loss Account. Where fair value cannot be measured reliably, investments are measured at cost less impairment.

2. Employees

	2024		2023
	Number		Number
Monthly average number of persons employed by the Company during the year, including directors	2		2

The Company has no employees other than the directors, who did not receive any remuneration.

3. Fixed asset investments

Investments in subsidiaries

	2024
	£
Cost
At 01 January 2024	480,580
At 31 December 2024	480,580
Carrying value at 31 December 2024	480,580
Carrying value at 31 December 2023	480,580

Investments in shares

Name of entity	Registered office	Principal activity	Class of shares	Ownership 31.12.2024	Ownership 31.12.2023
Seligman Private Equity Select LLP	2nd Floor, 37 Upper Brook Street, London, W1K 7QL	Manager of a private equity fund of funds business	Partnership interest	75.00%	75.00%

The capital and reserves and the profit of the subsidiary undertaking was as follows:

	Capital and reserves at 2024	Profit for the year ended 2024
	£	£
Seligman Private Equity Select LLP	207,728	240,937

4. Debtors

	2024		2023
	£		£
Prepayments	866		1,088
Corporation tax	25		25
Other debtors	100		100
	991		1,213

5. Creditors: amounts falling due within one year

	2024		2023
	£		£
Amounts owed to Group undertakings	28,500		28,500
Amounts owed to directors	160,291		68,010
Accruals	11,113		10,757
	199,904		107,267

Amounts owed to Group undertakings are repayable on demand and do not bear interest.

6. Creditors: amounts falling due after more than one year

	2024		2023
	£		£
Amounts owed to directors	1,025,347		1,025,347

There are no amounts included above in respect of which any security has been given by the Company.

Included in Creditors: amounts falling due after more than one year is a loan from a director of the Company of £1,025,347. The loan bears interest at the rate of 9% per annum. At the balance sheet date the total repayable, including interest, was £1,185,638 (2023: £1,093,357). The interest is shown in Creditors: amounts falling due within one year as Amounts owed to directors. The loan is repayable by 5 April 2027.

7. Called-up share capital

	2024		2023
	£		£
Allotted, called-up and fully-paid
100 Ordinary shares of £ 1.00 each	100		100

8. Related party transactions

In addition to the related party transactions disclosed in notes 6 and 7, during the year services provided to the Company amounting to £12,795 (2023: £20,202) were paid for by Seligman Private Equity Select LLP, its subsidiary undertaking. The balance due to Seligman Private Equity Select LLP at the year end amounted to £28,500 (2023: £28,500).

9. Ultimate controlling party

The ultimate controlling party is David Seligman, a director of SPK Acquisition Limited.