Company registration number 11737215 (England and Wales)
TENSILE-COSMO HOLDINGS LIMITED
ANNUAL REPORT AND UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
TENSILE-COSMO HOLDINGS LIMITED
CONTENTS
Page
Directors' report
1
Profit and loss account
2
Balance sheet
3
Statement of changes in equity
4
Notes to the financial statements
5 - 8
TENSILE-COSMO HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Doug Dossey
Daniel Katsikas
Secretary
CSC CLS (UK) Limited
10th Floor, Canary Wharf
London
E14 5HU
Company number
11737215
Registered office
5 Churchill Place
10th Floor, Canary Wharf
London
E14 5HU
TENSILE-COSMO HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The principal activity of the company continued to be that of a holding investments.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Doug Dossey
Daniel Katsikas
Political donations
The Company made no political or charitable donations during the year 2024 (2023: NIL).
Financial instruments
The company operates a treasury function which is responsible for managing the liquidity, interest and foreign currency risks associated with the company’s activities.
The company’s principal financial instruments include derivative financial instruments, the purpose of which is to manage currency risks and interest rate risks arising from the company’s activities, and bank overdrafts, loans and corporate bonds, the main purpose of which is to raise finance for the company’s operations. In addition, the company has various other financial assets and liabilities such as trade debtors and trade creditors arising directly from its operations. Derivative transactions which the company enters into principally comprise forward exchange contracts. In accordance with company’s treasury policy, derivative instruments are not entered into for speculative purposes.
Principal Risks and Uncertainties
The principal risks are considered to be the wider global economic environment. These risks are reviewed and managed through the Company's business performance and risk management processes.
Post reporting date events
The directors are not aware of any events subsequent to the reporting period which requires disclosure in or adjustments to the financial statements.
Future developments
The Company will continue to operate in the same manner.
Going Concern
The directors have reasonable expectation that the Company has adequate resources to continue in operational existence for a least 12 months from the date of approval of these financial statements. Accordingly, the Company has adopted the going concern basis in preparing the financial statements.
On behalf of the board
Daniel Katsikas
Director
5 November 2025
TENSILE-COSMO HOLDINGS LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
2024
2023
Notes
$
$
Turnover
-
-
Administrative expenses
(12,350)
(14,555)
Operating loss
(12,350)
(14,555)
Interest receivable and similar income
3
9,500,000
9,227,250
Amounts written off investments
4
7,951,815
(49,832,117)
Profit/(loss) before taxation
17,439,465
(40,619,422)
Tax on profit/(loss)
5
Profit/(loss) for the financial year
17,439,465
(40,619,422)
The profit and loss account has been prepared on the basis that all operations are continuing operations.
There were no components of 'other comprehensive income' which are required to be separately disclosed during the current year.
TENSILE-COSMO HOLDINGS LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 3 -
2024
2023
Notes
$
$
$
$
Fixed assets
Investments
7
186,980,533
179,028,718
Current assets
Cash at bank and in hand
15,165
27,515
Net current assets
15,165
27,515
Net assets
186,995,698
179,056,233
Capital and reserves
Called up share capital
9
10
10
Share premium account
75,767,617
75,767,617
Profit and loss reserves
111,228,071
103,288,606
Total equity
186,995,698
179,056,233
For the financial year ended 31 December 2024 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
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.
The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime. The directors have chosen to not to file a copy of the company's profit and loss accounts.
The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476 of the Companies Act 2006.
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 5 November 2025 and are signed on its behalf by:
Daniel Katsikas
Director
Company registration number 11737215 (England and Wales)
TENSILE-COSMO HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
$
$
$
$
Balance at 1 January 2023
10
75,767,617
153,135,278
228,902,905
Year ended 31 December 2023:
Loss and total comprehensive income
-
-
(40,619,422)
(40,619,422)
Dividends
6
-
-
(9,227,250)
(9,227,250)
Balance at 31 December 2023
10
75,767,617
103,288,606
179,056,233
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
17,439,465
17,439,465
Dividends
6
-
-
(9,500,000)
(9,500,000)
Balance at 31 December 2024
10
75,767,617
111,228,071
186,995,698
TENSILE-COSMO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -
1
Accounting policies
Company information
Tensile-Cosmo Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is 5 Churchill Place, 10th Floor, Canary Wharf, London, E14 5HU.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS102:
the requirements of Section 4 Statement of Financial Position paragraph 4.12(a)(iv);
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirement of Section 33 Related Party Disclosures paragraph 33.7.
The financial statements are prepared in dollars, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest $.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Going concern
Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at transaction price excluding transaction costs, and are subsequently measured at fair value at each reporting date. Transaction costs are expensed to profit or loss as incurred. Changes in fair value are recognised in other comprehensive income except to the extent that a gain reverses a loss previously recognised in profit or loss, or a loss exceeds the accumulated gains recognised in equity; such gains and loss are recognised in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.4
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
TENSILE-COSMO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 6 -
1.5
Financial instruments
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.
1.6
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
2
Directors' remuneration
The Directors did not receive any remuneration during the current year (2023: Nil).
3
Interest receivable and similar income
2024
2023
$
$
Other income from investments
Dividends received
9,500,000
9,227,250
4
Amounts written off investments
2024
2023
$
$
Fair value gains/(losses) on financial instruments
Gain/(loss) on financial assets held at fair value through profit or loss
7,951,815
(49,832,117)
5
Taxation
The actual charge for the year can be reconciled to the expected charge/(credit) for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
$
$
Profit/(loss) before taxation
17,439,465
(40,619,422)
Expected tax charge based on the standard rate of corporation tax in the UK of 23.50% (2023: 23.50%)
-
-
Taxation charge in the financial statements
-
-
TENSILE-COSMO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
6
Dividends
2024
2023
$
$
Interim paid
9,500,000
9,227,250
7
Fixed asset investments
The Company's investment in Cosmostar Ltd is staed at fair value, as determined by the Company. The gain/(loss) has been transferred to other comprehensive income.
Movements in the carrying value of the investment during the year were as follows:
2024
2023
$
$
Cosmostar Ltd:Capitalized Costs
6,283,657
6,283,657
Cosmostar Ltd:Mark to market
111,545,406
103,593,591
Cosmostar Ltd:Purchase Price
69,151,470
69,151,470
186,980,533
179,028,718
Movements in fixed asset investments
Investments
$
Cost or valuation
At 1 January 2024
179,028,718
Valuation changes
7,951,815
At 31 December 2024
186,980,533
Carrying amount
At 31 December 2024
186,980,533
At 31 December 2023
179,028,718
8
Financial instruments
2024
2023
$
$
Carrying amount of financial assets
Instruments measured at fair value through profit or loss
186,980,533
179,028,718
9
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
$
$
Issued and fully paid
Ordinary Share of 1p each
1,000
1,000
10
10
TENSILE-COSMO HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
10
Events after the reporting date
There were no post balance events post the balance sheet date of the signing of these financial statements that would have a material impact on the results reported or the financial position of the Company.
11
Ultimate controlling party
The immediate parent undertaking is Tensile Capital Partners AIV I LP, an exempted limited partnership organized in the Cayman Islands, and the ultimate controlling party is the Class B LPs of Tensile Capital Partners LP, who are 100% limited partners in Tensile Capital Partners AIV I LP.
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