Company registration number 15562659 (England and Wales)
BLOOM BESS HOLDCO LIMITED
ANNUAL REPORT AND UNAUDITED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2025
BLOOM BESS HOLDCO LIMITED
COMPANY INFORMATION
Directors
Heather Offord
Erin Lee
Thomas Best
Secretary
Elizabeth Miyamoto
Company number
15562659
Registered office
31-34 Alfred Place
London
England
WC1E 7DP
BLOOM BESS HOLDCO LIMITED
CONTENTS
Page
Directors' report
1
Statement of comprehensive income
2
Statement of financial position
3
Statement of changes in equity
4
Notes to the financial statements
5 - 8
BLOOM BESS HOLDCO LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 MARCH 2025
- 1 -
The directors present their annual report and the financial statements of Bloom BESS Holdco Limited ("the Company") for the period ended 31 March 2025.
Principal activities
The principal activity of the company is that of a holding company for Bloom BESS Finco Limited.
Results and dividends
The results for the period are set out on page 2. The Company has performed in line with Directors' expectations.
The directors do not recommend payment of a final dividend.
Directors
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
Chris Read
(Appointed 14 March 2024 and resigned 11 February 2025)
Georgette Banham
(Appointed 14 March 2024 and resigned 1 September 2025)
Heather Offord
(Appointed 14 March 2024)
Erin Lee
(Appointed 1 September 2025)
Thomas Best
(Appointed 1 September 2025)
Qualifying third party indemnity provisions
Eku Energy Group Limited has made qualifying third-party indemnity provisions for the benefit of the Directors of all its subsidiaries, including Bloom BESS Holdco Limited. These provisions were in force during the year and at the date of the approval of the financial statements.
Key performance indicators
The directors believe that using key performance indicators for the Company is not necessary or appropriate for an understanding of the performance or position of the Company.
Climate change
There is not expected to be a significant impact upon the Company's operational or financial performance arising from climate change.
Going concern
These financial statements have been prepared on the going concern basis for the reasons set out in Note 1 Accounting Policies.
Small companies exemption
This report has been prepared in accordance with the special provisions applicable to small companies entitled to the small companies exemption. Exemption has also been taken from the requirement to prepare a Strategic Report.
On behalf of the board
Erin Lee
Director
11 December 2025
BLOOM BESS HOLDCO LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 MARCH 2025
- 2 -
Period
ended
31 March
2025
Notes
£
Finance income
4
117,539
Finance costs
5
(117,539)
Result before taxation
-
Taxation
Result for the period
-
There is no other comprehensive income in the year. All the activities of the company are from continuing operations.
The notes on pages 5 to 8 form part of these financial statements.
BLOOM BESS HOLDCO LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 MARCH 2025
31 March 2025
- 3 -
2025
Notes
£
Non-current assets
Investments
6
100
Current assets
Trade and other receivables
8
4,729,883
Current liabilities
Trade and other payables
9
(117,539)
Borrowings
10
(4,612,344)
(4,729,883)
Net current assets
-
Net assets
100
Equity
Called up share capital
11
100
The notes on pages 5 to 8 form part of these financial statements.
For the financial period ended 31 March 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The members have not required the company to obtain an audit of its financial statements for the period in question 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.
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 11 December 2025 and are signed on its behalf by:
Erin Lee
Director
Company registration number 15562659 (England and Wales)
BLOOM BESS HOLDCO LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 MARCH 2025
- 4 -
Called up share capital
Notes
£
Balance at 14 March 2024
-
Period ended 31 March 2025:
Transactions with owners:
Issue of share capital
11
100
Balance at 31 March 2025
100
The notes on pages 5 to 8 form part of these financial statements.
BLOOM BESS HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 MARCH 2025
- 5 -
1
Accounting policies
Company information
Bloom BESS Holdco Limited ("the Company") is a private company limited by shares incorporated in the United Kingdom. The registered office is 31-34 Alfred Place, London, England, WC1E 7DP. The company's principal activities and nature of its operations are disclosed in the directors' report.
1.1
Reporting period
The financial statements represent the Company's first reporting period and cover the period from 14 March 2024 to 31 March 2025, a period of 12 months and 17 days. The extended period does not conflict with the requirements of IAS 1.
1.2
Accounting convention
The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards. Bloom BESS Holdco Limited has elected to apply the presentation requirements of IAS 1 as it is deemed to provide more relevant information to the users of the financial statements.
The financial statements are prepared in sterling, 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 and have been consistently applied to the years presented, unless otherwise stated.
As permitted by FRS 101, the company has taken advantage of the following disclosure exemptions from the requirements of IFRS:
- 10(d) (statement of cashflows);
- 16 (statement of compliance with all IFRS);
- 38A (requirement for minimum of two primary statements, including cash flow statements);
- 38B-D (additional comparative information);
- 111 (statement of cash flows information); and
- 134-136 (capital management disclosures).
IAS 7, 'Statement of cash flows'.
Paragraphs 30 and 31 of IAS 8, ‘Accounting policies, changes in accounting estimates and errors’ (requirement for the disclosure of information when an entity has not applied a new IFRS that has been issued but is not yet effective).
Paragraphs 38 of IAS 1, 'Presentation of financial statements' – comparative information requirements in respect of:
- paragraph 79(a)(iv) of IAS 1; and
- paragraph 73(e) of IAS 16, 'Property, plant and equipment'.
Paragraph 17 of IAS 24, ‘Related party disclosures’ (key management compensation).
The requirements in IAS 24, ‘Related party disclosures’, to disclose related party transactions entered into between two or more members of a group.
Where required, equivalent disclosures are given in the group accounts of Eku Energy Group Limited. The group accounts of Eku Energy Group Limited are available to the public and can be obtained as set out in note 12.
BLOOM BESS HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 6 -
1.3
Going concern
The directors have at the time of approving the financial statements, a reasonable expectation that the truecompany 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.
1.4
Non-current investments
Investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
1.5
Borrowing costs
General and specific borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use. All other borrowing costs are recognised in profit or loss in the period in which they are incurred.
1.6
Financial assets
Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.
Other financial assets
Other financial assets, including trade and other receivables are recognised initially at fair value. They are subsequently measured at amortised cost using the effective interest method.
1.7
Financial liabilities
The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.
Other financial liabilities
Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.
Derecognition of financial liabilities
Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.
1.8
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
BLOOM BESS HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2025
- 7 -
2
Critical accounting estimates and judgements
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated 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.
Critical judgements
Impairment of assets
Management is required to assess the Group’s assets for indicators of impairment. Management takes into account external, internal and other potential indicators of impairment, and applies judgement in assessing whether any indicators exist.
3
Employees
The average number of persons employed by the Company during the financial year amounted to nil. The directors are not employed by the Company and did not receive any remuneration from the Company during the year.
4
Finance income
2025
£
Interest income
Interest receivable from group companies
117,539
5
Finance costs
2025
£
Interest on financial liabilities measured at amortised cost:
Interest on subordinated loans
117,539
6
Investments
Current
Non-current
2025
2025
£
£
Investments in subsidiaries
-
100
7
Subsidiaries
Details of the company's subsidiaries at 31 March 2025 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Bloom BESS FinCo Limited
31-34 Alfred Place, London, England, WC1E 7DP
Ordinary Shares
100.00
BLOOM BESS HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 MARCH 2025
- 8 -
8
Trade and other receivables
2025
£
Amounts owed by fellow group undertakings
4,729,883
Amounts owed by fellow group undertakings includes a shareholder loan of £4,612,344 with the Company's subsidiary company Bloom BESS Finco Limited. The loan bears interest at 7.95%. It also consists of shareholder loan interest of £117,539.
9
Trade and other payables
2025
£
Amounts owed to fellow group undertakings
117,539
Amounts owed to fellow group undertakings consists of shareholder loan interest.
10
Borrowings
2025
£
Borrowings held at amortised cost:
Loans from fellow group undertakings
4,612,344
The Company entered into a shareholder loan agreement with Eku Energy Projects (UK) Limited in December 2024. As at 31 March 2025, £4,612,344 had been drawn down. The shareholder loan bears interest at 7.95%, is repayable on demand and is unsecured.
11
Called up share capital
2025
2025
Ordinary share capital
Number
£
Issued and fully paid
Ordinary shares of £1 each
100
100
The Company has one class of Ordinary Share with a nominal value of £1 each.
12
Controlling party
The immediate parent Company is Eku Energy Projects (UK) Limited (incorporated in Great Britain and registered in England and Wales).
The ultimate parent undertaking and controlling party of the Company at the balance sheet date was Macquarie Green Energy Transition Solutions SCSp, a special limited partnership incorporated in Luxembourg.
Eku Energy Group Limited is the parent undertaking of the smallest and largest group to consolidate these financial statements. Copies of the Eku Energy Group Limited consolidated financial statements can be obtained from the Company Secretary at 31-34 Alfred Place, London, England, WC1E 7DP.
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