REGISTERED NUMBER: 12229547 (England and Wales)

Group Strategic Report,

Report of the Directors and

Consolidated Financial Statements

for the Year Ended 31 January 2025

for

ELECTRIX INTERNATIONAL HOLDINGS LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Consolidated Statement of Comprehensive Income

8

Consolidated Balance Sheet

9

Company Balance Sheet

10

Consolidated Statement of Changes in Equity

11

Company Statement of Changes in Equity

12

Consolidated Cash Flow Statement

13

Notes to the Consolidated Cash Flow Statement

14

Notes to the Consolidated Financial Statements

15

Directors:

M Thompson

C P Thompson

D Thompson

Secretary:

D Thompson

Registered office:

1a & 1b Dovecot Hill

South Church Enterprise Park

Bishop Auckland

Co. Durham

DL14 6XP

Registered number:

12229547 (England and Wales)

Senior statutory auditor:

Karl Gordon BA FCCA

Auditors:

Mitchell Gordon LLP

Accountants and Statutory Auditor

43 Coniscliffe Road

Darlington

Co. Durham

DL3 7EH

The directors present their strategic report of the company and the group for the year ended 31 January 2025.

Review of business

The directors can report that they are satisfied with the trading results of Electrix International Holdings Limited for the year ending 31st January 2025. The key financial and other performance indicators of the group as a whole are as follows:

31/1/25

31/1/24

Variance

£'000's

Turnover

13,547

12,344

9.74%

Gross profit

8,298

7,440

11.53%

Current assets as a % of current liabilities excluding group balances

638%

253%

385%

The business strategy for 2025-26 will be to continue the development of new products and the directors expect that a new range of products, aimed at markets that require stringent cleaning processes, will be launched in Q4.

Diversification of markets continues to be a key business strategy, to support this aim, the directors have approved the investment in a better platform for the company website which will allow easier access for existing and new customers.

The directors continue to drive a culture of continuous improvement and cost management to ensure Electrix remains the market leading manufacture and stockist of stainless steel cable management systems.

Principal risks and uncertainties

The global economic and geopolitical situation represents significant uncertainty for the company as their impact on supply chain, demand and pricing via commodity prices for raw materials and foreign currency fluctuations are likely to influence the performance of the company. However, the company has navigated the various global challenges which have influenced demand and prices for raw materials in recent years without a significant drop in performance. The company will continue to mitigate the risks posed by forward planning and management of stock levels to ensure a maintained supply.

On behalf of the board:

M Thompson - Director

9 October 2025

The directors present their report with the financial statements of the company and the group for the year ended 31 January 2025.

Principal activity

The principal activity of the group in the year under review was that of the manufacture of stainless steel products for use in the food, brewing and pharmaceutical industries.

Dividends

The total distribution of dividends for the year ended 31 January 2025 will be £ 616,436 .

Events since the end of the year

Information relating to events since the end of the year is given in the notes to the financial statements.

Director

M Thompson held office during the whole of the period from 1 February 2024 to the date of this report.

Other changes in directors holding office are as follows:

C P Thompson and D Thompson were appointed as directors after 31 January 2025 but prior to the date of this report.

Statement of directors' responsibilities

The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement as to disclosure of information to auditors

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

Auditors

The auditors, Mitchell Gordon LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

On behalf of the board:

M Thompson - Director

9 October 2025

Opinion

We have audited the financial statements of Electrix International Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 January 2025 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the group's and of the parent company affairs as at 31 January 2025 and of the group's profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the parent company financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

-

plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities within the group as a basis for an opinion on the group financial statements. We are responsible for the direction, supervision and review of the audit work performed for the purposes of the group audit. We remain solely responsible for our audit opinion;

-

the engagement partner ensured that the group's and parent company's engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

-

we identified the laws and regulations applicable to the group and parent company through discussions with directors and other management, and from our commercial knowledge and experience of the sectors in which the company operates;

-

we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the group and parent company, including the Companies Act 2006, taxation legislation, data protection compliance, anti-bribery, employment, environmental and health and safety legislation;

-

we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

-

identified laws and regulations were communicated within the group audit engagement teams regularly and requested the teams remained alert to instances of non-compliance throughout the audit and report any instances to the group engagement partner;

These procedures did not identify any potentially material actual or suspected non-compliance.

We assessed the susceptibility of the group's consolidated financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

-

making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

-

considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

-

performed analytical procedures to identify any unusual or unexpected relationships;

-

reviewed material journal entries to identify unusual transactions or posting by unusual users;

-

assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and

-

investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

-

agreeing financial statement disclosures to underlying supporting documentation;

-

reading the minutes of meetings of those charged with governance;

-

enquiring of management as to actual and potential litigation and claims; and

-

reviewing correspondence with HMRC, and the company's legal advisors.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it.

In addition, as with any audit, there remains a higher risk of non-detection of fraud, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance of fraud and cannot be expected to detect non-compliance with all laws & regulations.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Karl Gordon BA FCCA (Senior Statutory Auditor)

for and on behalf of Mitchell Gordon LLP

Accountants and Statutory Auditor

43 Coniscliffe Road

Darlington

Co. Durham

DL3 7EH

15 October 2025

Turnover

3

13,547,902

12,344,786

Cost of sales

5,250,179

4,904,572

Gross profit

8,297,723

7,440,214

Administrative expenses

4,267,752

3,436,927

4,029,971

4,003,287

Other operating income

640

1,429

Operating profit

5

4,030,611

4,004,716

Interest receivable and similar income

63,838

23,549

4,094,449

4,028,265

Interest payable and similar expenses

6

47,691

52,379

Profit before taxation

4,046,758

3,975,886

Tax on profit

7

396,181

(240,732

)

Profit for the financial year

3,650,577

4,216,618

Other comprehensive income

-

-

Total comprehensive income for the year

3,650,577

4,216,618

Profit attributable to:

Owners of the parent

3,650,577

4,216,618

Total comprehensive income attributable to:

Owners of the parent

3,650,577

4,216,618

Fixed assets

Intangible assets

10

1,330,557

1,412,534

Tangible assets

11

3,269,295

3,191,666

Investments

12

-

-

4,599,852

4,604,200

Current assets

Stocks

13

2,974,294

3,239,740

Debtors

14

3,351,108

2,952,276

Cash at bank and in hand

1,764,173

292,488

8,089,575

6,484,504

Creditors

Amounts falling due within one year

15

1,267,860

2,566,123

Net current assets

6,821,715

3,918,381

Total assets less current liabilities

11,421,567

8,522,581

Creditors

Amounts falling due after more than one year

16

(510,690

)

(604,959

)

Provisions for liabilities

20

(494,901

)

(535,787

)

Net assets

10,415,976

7,381,835

Capital and reserves

Called up share capital

21

1,400

1,400

Revaluation reserve

22

468,094

479,724

Capital redemption reserve

22

501

501

Retained earnings

22

9,945,981

6,900,210

Shareholders' funds

10,415,976

7,381,835

The financial statements were approved by the Board of Directors and authorised for issue on 9 October 2025 and were signed on its behalf by:

M Thompson - Director

Fixed assets

Intangible assets

10

-

-

Tangible assets

11

-

-

Investments

12

1,400

1,400

1,400

1,400

Current assets

Debtors

14

4,907,811

4,293,254

Cash at bank

1,185,998

7,932

6,093,809

4,301,186

Creditors

Amounts falling due within one year

15

319,284

1,505,340

Net current assets

5,774,525

2,795,846

Total assets less current liabilities

5,775,925

2,797,246

Capital and reserves

Called up share capital

21

1,400

1,400

Retained earnings

22

5,774,525

2,795,846

Shareholders' funds

5,775,925

2,797,246

Company's profit for the financial year

3,595,115

4,206,617

The financial statements were approved by the Board of Directors and authorised for issue on 9 October 2025 and were signed on its behalf by:

M Thompson - Director

Called up

Capital

share

Retained

Revaluation

redemption

Total

capital

earnings

reserve

reserve

equity

£

£

£

£

£

Balance at 1 February 2023

1,400

4,083,347

491,353

501

4,576,601

Changes in equity

Dividends

-

(1,411,384

)

-

-

(1,411,384

)

Total comprehensive income

-

4,228,247

(11,629

)

-

4,216,618

Balance at 31 January 2024

1,400

6,900,210

479,724

501

7,381,835

Changes in equity

Dividends

-

(616,436

)

-

-

(616,436

)

Total comprehensive income

-

3,662,207

(11,630

)

-

3,650,577

Balance at 31 January 2025

1,400

9,945,981

468,094

501

10,415,976

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 February 2023

1,400

613

2,013

Changes in equity

Dividends

-

(1,411,384

)

(1,411,384

)

Total comprehensive income

-

4,206,617

4,206,617

Balance at 31 January 2024

1,400

2,795,846

2,797,246

Changes in equity

Dividends

-

(616,436

)

(616,436

)

Total comprehensive income

-

3,595,115

3,595,115

Balance at 31 January 2025

1,400

5,774,525

5,775,925

Cash flows from operating activities

Cash generated from operations

1

5,131,054

5,213,608

Interest paid

(45,603

)

(49,718

)

Interest element of hire purchase payments paid

(2,088

)

(2,661

)

Tax paid

(361,755

)

(695,901

)

Net cash from operating activities

4,721,608

4,465,328

Cash flows from investing activities

Purchase of intangible fixed assets

(97,012

)

(1,028,388

)

Purchase of tangible fixed assets

(409,687

)

(197,149

)

Interest received

63,838

23,549

Net cash from investing activities

(442,861

)

(1,201,988

)

Cash flows from financing activities

Loan repayments in year

(84,670

)

(78,636

)

Capital repayments in year

(69,173

)

(73,631

)

Amount withdrawn by directors

(834,383

)

(940,032

)

Movement in shareholder loans

(1,202,400

)

(927,867

)

Equity dividends paid

(616,436

)

(1,411,384

)

Net cash from financing activities

(2,807,062

)

(3,431,550

)

Increase/(decrease) in cash and cash equivalents

1,471,685

(168,210

)

Cash and cash equivalents at beginning of year

2

292,488

460,698

Cash and cash equivalents at end of year

2

1,764,173

292,488

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31/1/25

31/1/24

£

£

Profit before taxation

4,046,758

3,975,886

Depreciation charges

511,047

499,447

Finance costs

47,691

52,379

Finance income

(63,838

)

(23,549

)

4,541,658

4,504,163

Decrease in stocks

265,446

1,067,600

Decrease/(increase) in trade and other debtors

161,739

(328,855

)

Increase/(decrease) in trade and other creditors

162,211

(29,300

)

Cash generated from operations

5,131,054

5,213,608

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 January 2025

31/1/25

1/2/24

£

£

Cash and cash equivalents

1,764,173

292,488

Year ended 31 January 2024

31/1/24

1/2/23

£

£

Cash and cash equivalents

292,488

460,698

3.	ANALYSIS OF CHANGES IN NET (DEBT)/FUNDS

At 1/2/24

Cash flow

At 31/1/25

£

£

£

Net cash

Cash at bank and in hand

292,488

1,471,685

1,764,173

292,488

1,471,685

1,764,173

Debt

Finance leases

(69,173

)

69,173

-

Debts falling due within 1 year

(89,599

)

(5,451

)

(95,050

)

Debts falling due after 1 year

(600,811

)

90,121

(510,690

)

(759,583

)

153,843

(605,740

)

Total

(467,095

)

1,625,528

1,158,433

1.	STATUTORY INFORMATION

Electrix International Holdings Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

The financial statements have been prepared under the going concern basis of accounting. The director believes that the historic and ongoing performance of the trading subsidiary will be maintained for the foreseeable future and for this reason determine all entities within the group to be a going concern.

Basis of consolidation

The subsidiary company has been consolidated under the merger method of accounting. There are no excluded subsidiaries from the consolidation.

Significant judgements and estimates

In the application of the company's accounting policies, management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

The critical judgements made by management that have a significant effect on the amounts recognised in the financial statements are described below.

Percentage of wages capitalised

Included within intangible assets (note 10) are capitalised wage costs in relation to the installation and development of the ERP software. The percentage of wages capitalised is a flat rate percentage based on managements estimation of average time spent by specific employees and therefore inevitably includes a degree of judgement.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Turnover from the sale of goods is recognised when significant risks and rewards of ownership of the goods have transferred to the buyer, the amount of turnover can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the company and the costs incurred or to be incurred in respect of the transaction can be measured reliably. This is usually on dispatch of the goods.

Intangible fixed assets

Amortisation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a lease agreement, over the lease term, whichever is the shorter.

Patents and licences

- 10% on cost

Website and software

- 10% on cost and 20% on cost

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.

Freehold property

-

2% on cost or revaluation

Long leasehold

-

2% on cost

Plant and machinery

-

20% on cost and 10% on cost

Fixtures and fittings

-

33% on cost, 20% on cost and 10% on cost

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Financial instruments

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, 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 profit and loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.