Company registration number 10447887 (England and Wales)
CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 MARCH 2025
King's House
9-10 Haymarket
London
SW1Y 4BP
CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
CONTENTS
Page
Company information
1
Strategic report
2 - 3
Directors' report
4 - 5
Directors' responsibilities statement
6
Independent auditor's report
7 - 10
Statement of comprehensive income
11
Balance sheet
12
Statement of changes in equity
13
Statement of cash flows
14
Notes to the financial statements
15 - 28
CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
COMPANY INFORMATION
- 1 -
Directors
Mr Lari Hakkinen
Mr William Wolfram
Mr Marques Streich
Ms K S Yip
Mr Diego Bennett
(Appointed 24 October 2025)
Secretary
Pennsec Limited
Company number
10447887
Registered office
125 Wood Street
London
United Kingdom
EC2V 7AW
Auditor
Praxis Audit Limited
1 Fore Street Avenue
London
EC2Y 9DT
CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 2 -

The directors present the strategic report for the year ended 31 March 2025.

Fair review of the business

The Company was incorporated on 26 October 2016. The financial year from 1 April 2024 through 31 March 2025 was the eighth one in its history. The Company invests in businesses with the purpose of ultimately reselling its ownership in them. Currently the Company fully owns the companies DealDash Oyj and DealDash Inc, which run the e-commerce platform DealDash.

 

The outlook for its investments changed relatively little, with most of the value change arising from the underlying investment companies’ balance sheets through equity valuation.

 

Investment performance is sensitive to fluctuations in the advertising market. The company’s investment in DealDash saw reduced revenue in the year ending 2025 compared to the previous year, however the cost of capital is considered lower as DealDash has added debt to its balance sheet in order to finance its investments, improving the valuation of discounted cash flows used as the basis of its evaluation.

 

Principal risks and uncertainties

Portfolio risk

The financial performance of the Company depends on the success of its investments, which are not diversified, making risk and reward greater.

 

Market risk

The revenue earned by the e-commerce business is derived from the United States market. Within this sector, the Company's investments occupy a highly differentiated niche in gamified shopping. Their competitors offering similar services are few, but the businesses must compete for consumers' time and attention against games and more traditional shopping platforms. No assets, processes or transactions depend on countries facing warfare nor economic sanctions.

 

Risk in individual investments

The Company's investments experience fluctuation in business performance both within and between financial years, which adds to unpredictability. The businesses the Company invests in identify the following as their most significant risks:

 

Finished goods inventory: Inventory is a substantial asset on the DealDash balance sheet. It must be maintained, replenished, and sold successfully.

 

Reliability and security of information technology services: ln the e-commerce business, service downtime or data breaches could be costly, so the companies must take strong measures to protect from them.

 

Lawsuits: Operating in digital consumer business in the United States has a higher-than-average risk of potential lawsuits and could potentially result in high costs of legal defence.

 

Currency fluctuation: When virtually all revenue is denominated in USD, but some expenses are in other currencies such as the Euro, a weakening dollar would result in a heavier cost structure.

 

Financial performance and position: The effectiveness of customer acquisition investment is what makes the financial performance of the Company’s investments fluctuate the most.

 

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 3 -
Development and performance

The statement of comprehensive income shows a gain of USD 3.9M, mainly due to the increase of value in financial assets as the e-commerce businesses improved during the year. Total equity is USD 58M. The businesses the Company has invested in, have a total fair value of USD 57M at year end.

 

In the Company’s view, DealDash saw reduced revenue in the year ending 2025 compared to the previous year, bringing along with it a reduction in free cash flows. However as its financing became less equity heavy, this reduced the cost of capital, improving the valuation of discounted cash flows used as the basis of its evaluation.

 

 

 

Key Performance Indicators

The following key performance indicators (KPI’s) assess the performance of the Company’s investments and its own financial position:

 

                             2025     2024

 

Net gain/loss from financial assets and liabilities at fair value

/ Average equity                         0.125     0.104

 

Cash                                 

/ Cash-settled administrative expenses during the financial year     1.3     4.8

 

Equity                                  

/ Liabilities excluding deferred tax liability             88.7 526.3

 

Post balance sheet events

The Company has changed its name from Trifecta Retail Ventures Ltd to Crusade Europe I Limited on 5 November 2025.

 

This report was approved by the board and signed on its behalf by:

Mr Diego Bennett
Director
19 December 2025
CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 4 -

The Directors present their annual report and financial statements for the year from 1 April 2024 through 31 March 2025. The comparative period is from 1 April 2023 through 31 March 2024.

Principal activities

The principal activity of the Company continued to be that of investment into e-commerce businesses with a view to resale.

Directors

The Directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mr Lari Hakkinen
Mr William Wolfram
Mr Marques Streich
Ms K S Yip
Mr Diego Bennett
(Appointed 24 October 2025)
Results and dividends

The results for the year are set out on page 11.

During the year the company paid dividends of US$3,740,078

Future developments

It is uncertain how much the e-commerce sector in the United States and the world will grow in 2024 and beyond, and whether the same growth rate applies to the Company’s investments.

 

The Company predicts its investments to yield solid profitability also going forward. The Directors will continue to assess the Company’s strategic objectives with a view to achieving the maximum returns when the subsidiaries are ultimately sold.

 

 

Auditor

The appointment of the auditor shall be made in a meeting of the Company’s shareholders.

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 5 -
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
Mr Diego Bennett
Director
19 December 2025
CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025
- 6 -

The directors are responsible for preparing the strategic report, directors' report 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 of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CRUSADE EUROPE I LIMITED
- 7 -
Report on the audit of the financial statements Opinion

In our opinion the financial statements of Crusade Europe I Limited formerly known as Trifecta Retail Ventures Limited (the ‘Company’):

We have audited the financial statements which comprise:

 

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).

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 auditor's responsibilities for the audit of the financial statements section of our report.

We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council’s (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 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.

 

 

 

 

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CRUSADE EUROPE I LIMITED
- 8 -

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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 respect of these matters.

Responsibilities of Directors

As explained more fully in the Directors’ Responsibilities Statement, 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 is 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 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 Company or to cease operations, or have no realistic alternative but to do so.

 

Auditor's 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 an auditor's report 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.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibiliSes. This description forms part of our auditor’s report.

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CRUSADE EUROPE I LIMITED
- 9 -

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

We considered the nature of the Company’s industry and its control environment, and reviewed the Company’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.

We obtained an understanding of the legal and regulatory framework that the Company operates in, and identified the key laws and regulations that:

We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition to the above, our procedures to respond to the risks identified included the following:

Based on our risk assessment, we considered the area most susceptible to fraud to be in relation to the valuation of the investment in DealDash OYJ.

 

Our procedures in respect of the above included:

 

Assessing significant estimates made by management for bias by challenging the assumptions and judgements made;

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CRUSADE EUROPE I LIMITED
- 10 -

Report on other legal and regulatory requirements Opinions on other matters prescribed by the Companies Act 2006

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

 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified any material misstatements in the Directors' Report.

Matters on which we are required to report by exception

Under the Companies Act 2006 we are required to report in respect of the following matters if, in our opinion:

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 an auditor’s report 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.

Nikinder Baller (Senior statutory auditor)
For and on behalf of Praxis, Statutory Auditor
1 Fore Street Avenue
London
EC2Y 9DT
19 December 2025
CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025
- 11 -
2025
2024
Notes
US$
US$
Turnover
3
4,194,471
1,258,461
Administrative expenses
(295,241)
(112,114)
Operating profit
4
3,899,230
1,146,347
Interest receivable and similar income
8
291
55,659
Interest payable and similar expenses
9
(294)
(24,791)
Change in fair value of investments
10
(7,747,337)
6,482,622
(Loss)/profit before taxation
(3,848,110)
7,659,837
Tax on (loss)/profit
11
-
0
-
0
(Loss)/profit for the financial year
(3,848,110)
7,659,837
Other comprehensive income
Currency translation loss taken to retained earnings
(97,599)
(331,446)
Total comprehensive income for the year
(3,945,709)
7,328,391

The statement has been prepared on the basis that all operations are continuing operations.

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
BALANCE SHEET
AS AT
31 MARCH 2025
31 March 2025
- 12 -
2025
2024
Notes
US$
US$
US$
US$
Fixed assets
Investments
13
57,346,057
64,963,277
Current assets
Debtors
15
1,518,346
475,132
Cash at bank and in hand
209,793
537,983
1,728,139
1,013,115
Creditors: amounts falling due within one year
17
(658,580)
(125,119)
Net current assets
1,069,559
887,996
Total assets less current liabilities
58,415,616
65,851,273
Capital and reserves
Called up share capital
19
1,841
1,834
Share premium account
13,964,343
13,939,882
Share-based payments reserve
21
802,458
576,796
Profit and loss reserves
43,646,974
51,332,761
Total equity
58,415,616
65,851,273
The financial statements were approved by the board of directors and authorised for issue on 19 December 2025 and are signed on its behalf by:
Mr Diego Bennett
Director
The notes on pages 15 to 28 form part of these financial statements
Company Registration No. 10447887
CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
- 13 -
Share capital
Share premium account
Share based payments reserve
Profit and loss reserves
Total
Notes
US$
US$
US$
US$
US$
Balance at 1 April 2023
1,824
13,904,297
632,331
44,509,283
59,047,735
Year ended 31 March 2024:
Profit
-
-
-
7,659,837
7,659,837
Other comprehensive income:
Currency translation differences
-
-
-
0
(331,446)
(331,446)
Total comprehensive income
-
-
-
7,328,391
7,328,391
Issue of share capital
19
10
35,585
-
-
35,595
Dividends
12
-
-
-
(504,913)
(504,913)
Other movements
-
-
(55,535)
-
(55,535)
Balance at 31 March 2024
1,834
13,939,882
576,796
51,332,761
65,851,273
Year ended 31 March 2025:
Loss
-
-
-
(3,848,110)
(3,848,110)
Other comprehensive income:
Currency translation differences
-
-
-
0
(97,599)
(97,599)
Total comprehensive income
-
-
-
(3,945,709)
(3,945,709)
Issue of share capital
19
7
24,461
-
-
24,468
Dividends
12
-
-
-
(3,740,078)
(3,740,078)
Other movements
-
-
225,662
-
225,662
Balance at 31 March 2025
1,841
13,964,343
802,458
43,646,974
58,415,616
CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2025
- 14 -
2025
2024
Notes
US$
US$
US$
US$
Cash flows from operating activities
Cash generated from operations
24
3,389,477
893,271
Interest paid
(294)
(24,791)
Net cash inflow from operating activities
3,389,183
868,480
Investing activities
Loans made
-
0
(2,958,610)
Receipts arising from loans made
-
0
393,606
Interest received
291
55,659
Net cash generated from/(used in) investing activities
291
(2,509,345)
Financing activities
Proceeds from issue of shares
19
24,468
35,595
Proceeds from borrowings
-
0
2,675,870
Repayment of borrowings
-
0
(110,866)
Dividends paid
12
(3,740,078)
(504,913)
Net cash (used in)/generated from financing activities
(3,715,610)
2,095,686
Net (decrease)/increase in cash and cash equivalents
(326,136)
454,821
Cash and cash equivalents at beginning of year
537,983
84,832
Effect of foreign exchange rates
(2,054)
(1,670)
Cash and cash equivalents at end of year
209,793
537,983
The notes on pages 15 to 28 form part of these financial statements
CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
- 15 -
1
Accounting policies
Company information

Crusade Europe I Limited is a private company limited by shares incorporated in England and Wales. The registered office is 125 Wood Street, London, United Kingdom, EC2V 7AW. The address of the registered office is given on the company information page and the nature of the company's operations and its principal activities are set out in the strategic report.

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 financial statements have been prepared under the historical cost convention, modified to include the revaluation of fixed asset investments at fair value. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under paragraph 9.9b of FRS 102 not to prepare consolidated accounts. All of the parent's subsidiaries are required to be excluded from the consolidation on the basis that the interest in the subsidiaries is held exclusively with a view to subsequent resale; and the subsidiary has not previously been consolidated in the consolidated financial statements prepared in accordance with this FRS. The financial statements present information about the company as an individual entity and not about its group.

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. Cash flow has been budgeted so that existing cash and highly certain income are sufficient to pay for costs forecast based on the prior year’s expenses, covering 12 months after the signing of these accounts. Thus the Directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

Income receivable for services provided to DealDash Oyj is recognised by reference to percentage of costs recharged to subsidiary. The services concern management work completed during the financial year.

 

Dividend income from investments is recognised when the shareholder's right to receive payment has been established.

1.4
Valuation of investments

Investments in unlisted company shares are remeasured to fair value at each reporting date. Gains and losses on remeasurement are recognised in profit or loss for the period.

1.5
Cash at bank and in hand

Cash is represented by cash held with bank. Cash and 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

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 16 -
1.6
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 cash and cash equivalents, 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 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.

 

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 or 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.

Classification of financial liabilities

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.

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 17 -
Basic financial liabilities

Basic financial liabilities, including creditors are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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. Amounts payable 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.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.7
Employee benefits

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.8
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black-Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 18 -

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

 

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

 

Equity settled share based payments granted to employees & consultants of subsdiary companies are recognised in the value of investments. The value of equity settled share based payments held by subsidiary companies on acquisition are added to the fair value.

1.9
Foreign exchange

 

Functional and presentational currency

The financial statements are prepared in US dollars, which is the presentational currency of the company.

The functional currency is Euros.

 

All assets and liabilities are translated from functional currency to presentational currency at the rate ruling at the reporting date. Exchange differences arising on the translation are recognised in other comprehensive income. The exchange difference of US$97,716 in the current period was due to the translation of investments from Euro to US dollars at historical rates at time of additions and at spot rate at period end. The US dollars appreciated against Euro during the period, resulting in the significant exchange loss in other comprehensive income.

 

Transactions and balances

Non-Euro transactions are translated into the company’s functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the year-end translation of monetary assets and liabilities denominated in currencies other than Euro are recognised in profit or loss.

 

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 19 -
2
Judgements and key sources of estimation uncertainty

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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Functional and Presentation Currency

The company is incorporated in the UK and transacts in a variety of currencies. The Directors have determined that the functional currency for the company is Euros. Separately, the Directors have elected to utilise US Dollars as the presentation currency for the company for consistency with the businesses within which it holds its investments. The investment value is derived from the US market, and presenting the value in USD makes it easier to assess changes in value. When the impact of the USD’s exchange rate fluctuations is minimised by the presentation currency, business performance is easier to assess.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Investments

Fixed asset investments are carried at fair value using a discounted cash flow model on the basis that there is no active market for the company's investments or readily ascertainable market value. Information about the model and inputs used in determining the fair value of fixed asset investments are disclosed in Note 13 to the financial statements. The key inputs are turnover derived from the predicted behaviour of customer cohorts and the cost base leading to a forecast of free cash flows, as well as the discount rate for the free cash flows.

 

The future cash flows are sensitive to the inherent uncertainty of the businesses. There is a substantial risk of fluctuation in customer demand and the advertising market. Other risks could also potentially lower their value: New competitors continue to emerge in the e-commerce market, and market regulation could change materially. Further operational and financial risks within the investments are disclosed in the strategic report. If the risks materialised to a significant extent, they would lower the fair value of the investments. A company-specific risk premium is included as a part of the discount rate used in the discounted cash flow model to reflect risks that concern the investments.

 

The analysis of the fair value of investments in an equity valuation, where adjustments are made for net debt within the evaluated companies. A change in the estimated net debt would impact the fair value of the investments.

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 20 -
3
Turnover

An analysis of the company's turnover is as follows:

2025
2024
US$
US$
Turnover analysed by class of business
Income from services provided to subsidiaries
48,869
58,623
Dividends received from subsidiaries
4,145,602
1,199,838
4,194,471
1,258,461
4
Operating profit
2025
2024
Operating profit for the year is stated after (crediting):
US$
US$
Exchange gains
(16,668)
(42,972)
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
US$
US$
For audit services
Audit of the financial statements of the company
31,140
44,062
6
Employees and directors

The average monthly number of persons (including directors) employed by the company during the year was:

2025
2024
Number
Number
4
4

Their aggregate remuneration comprised:

2025
2024
US$
US$
Wages and salaries
60,986
73,248
CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
6
Employees and directors
(Continued)
- 21 -

3 of the Directors had neither payroll payments nor employment contracts with the Company.

7
Directors' remuneration
2025
2024
US$
US$
Remuneration for qualifying services
60,986
73,248
8
Interest receivable and similar income
2025
2024
US$
US$
Interest income
Interest receivable from related parties
291
55,659
2025
2024
Investment income includes the following:
US$
US$
Interest on financial assets not measured at fair value through profit or loss
291
55,659
9
Interest payable and similar expenses
2025
2024
US$
US$
Interest on financial liabilities measured at amortised cost:
Other interest on financial liabilities
294
24,791
10
Change in fair value of investments
2025
2024
US$
US$
Change in value of financial assets held at fair value through profit or loss
(7,747,337)
6,482,622
CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 22 -
11
Taxation
2025
2024
US$
US$
as restated
UK corporation tax for the current period
-
0
-
0
Total current tax
-
-

The actual charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
US$
US$
as restated
(Loss)/profit before taxation
(3,848,110)
7,659,837
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
(962,028)
1,914,959
Effect of revaluations of investments
1,936,834
(1,620,655)
Dividend income
(1,036,400)
(299,960)
Losses incurred on which no deferred tax asset has been recognised
61,594
5,656
Taxation charge for the year
-
-

The Company has losses of £812,362 that are available indefinitely for offset against future profits. Deferred tax assets have not been recognised in respect of these losses as there is uncertainty over the recoverability.

12
Dividends
2025
2024
US$
US$
Interim paid
3,740,078
504,913
13
Fixed asset investments
2025
2024
Notes
US$
US$
Investments in subsidiaries
14
57,346,057
64,963,277
CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
13
Fixed asset investments
(Continued)
- 23 -
Investment in subsidiaries
Shares in group undertakings
US$
Cost or Valuation
At 1 April 2024
64,963,277
Valuation changes
(7,747,337)
Foreign exchange differences
(95,545)
Capital contribution from share based payments
225,662
At 31 March 2025
57,346,057
Carrying amount
At 31 March 2025
57,346,057
At 31 March 2024
64,963,277

Investments represent shareholdings in DealDash Oyj and its subsidiaries measured at fair value. The valuation changes during the period as adjusted at closing foreign exchange rate, consist of an increase of $225,662 relating to share-based payment payments granted to employees of the subsidiaries (note 20), a fair value decrease of $ 7,747,337 and a foreign exchange loss of $95,545 on translation from the functional currency (Euros) to the reporting currency (US Dollars).

 

Fixed asset investments revalued

The fair value of investments, $57,346,057 as at 31 March 2025, has been determined based on a value in use calculation using the discounted cash flow model. Key inputs and assumptions used in the valuation include discount rates of 12% (previous year: 17%), compound annual growth rates of revenue over the next 5 years of 2.9% (previous year: -0.0%), a terminal growth rate of 2% (previous year: 2%), and a total net cash and loan payable subtraction of $20,613,193. If the discount rate were to increase/(decrease) by 2%, the fair value would decrease by $12,506,580 (increase by $18,753,228). A 1% increase/(decrease) in the terminal growth rate for subsequent years would result in an increase of $6,986,830 (a decrease of $5,716,497) in the fair value. A 10% increase/(decrease) in earnings before interest and tax (“EBIT”) for the next 5 years would result in an increase/(decrease) in fair value of $2,498,638 (a decrease of $2,498,638).

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 24 -
14
Subsidiaries

Details of the company's subsidiaries at 31 March 2025 are as follows:

Name of undertaking
Registered
Nature of business and audit status
Class of
% Held
office key
shares held
Direct
Indirect
DealDash Inc
1
E-commerce (Unaudited)
Ordinary
0
100.00
Statstrike Oy
2
Provision of internal
development and customer
support services (Audited)
Ordinary
0
100.00
Voysey Brands Oy
3
Management of consumer
brands (Audited)
Ordinary
0
100.00
DealDash Oyj
2
E-commerce (Audited)
Ordinary
100.00
0
Registered Office addresses:
1
2042 Wooddale Drive, Suite 250, Woodbury, MN 55125, USA
2
Siltasaarenkatu 18 B, 00530 Helsinki, Finland
3
Ruoholahdenkatu 14, 00180 Helsinki, Finland
15
Debtors
2025
2024
Amounts falling due within one year:
US$
US$
Trade debtors
48,600
-
0
Amounts owed by related parties
1,011,227
20,510
Other debtors
452,793
448,645
VAT debtor
1,489
1,562
Prepayments and accrued income
4,237
4,415
1,518,346
475,132
CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 25 -
16
Financial instruments
Included in the amounts shown as Other receivables and Creditors (notes 15 and 17 respectively)  are financial assets and financial liabilities, the classification of which are further analysed below:
US$
US$
Carrying amount of financial assets
Debt instruments measured at amortised cost
1,507,885
469,228
Carrying amount of financial liabilities
Measured at amortised cost
658,580
125,119
17
Creditors: amounts falling due within one year
2025
2024
US$
US$
Trade creditors
38,576
10,017
Other creditors
551,901
51,593
Accruals
68,103
63,509
658,580
125,119
18
Share-based payment transactions
Number of share options
Weighted average exercise price
2025
2024
2025
2024
Number
Number
US$
US$
Outstanding at 1 April
3,645
4,810
-
0
-
0
Exercised
(602)
0
(930)
0
37.65
38.29
Expired
(2,473)
0
(235)
0
-
0
-
0
Outstanding at 31 March
570
3,645
-
0
-
0
Exercisable at 31 March
564
3,619
-
0
-
0

The options outstanding at 31 March 2025 had an exercise price of US$46.34 and a weighted average contractual life of 43 years until expiry.

 

Of the total number of options outstanding at the end of the year 564 (2024 - 3,619) had vested and were exercisable at the end of the year.

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
18
Share-based payment transactions
(Continued)
- 26 -

The weighted average fair value of options granted in the year was determined using the Black-Scholes option pricing model. The Black-Scholes model is considered to apply the most appropriate valuation method due to the relatively short contractual lives of the options and the requirement to exercise within a short period after the employee becomes entitled to the shares (the “vesting date”).

 

The expected life used in the model has been adjusted, based on management’s best estimate, for the effect of non-transferability, exercise restrictions, and behavioural considerations.

 

Non-vesting conditions and market conditions are taken into account when estimating the fair value of the option at grant date. Service conditions and non-market performance conditions are taken into account by adjusting the number of options expected to vest at each reporting date.

 

During the Period, the company recognised share-based payment charges of US$nil (2023 - US$nil) on options granted during the period which related to equity settled share based payment transactions. The options were granted to employees and directors of subsidiaries and therefore added to investments as a capital contribution.

Inputs were as follows:
2025
2024
Weighted average share price
US$
201.83
194.23
Weighted average exercise price
US$
37.65
79.92
Expected volatility
46%
46%
Expected life (years)
5.00
5.00
Risk free rate
2%
2%
19
Share capital
2025
2024
US$
US$
Ordinary share capital
Issued and fully paid
175,204  (2024 - 174,602) Ordinary shares of €0.01 each
1,841
1,834
1,841
1,834

The shares have attached to them full voting, dividend and capital distribution (including on winding up) rights; They do not confer any rights of redemption.

 

During the year 602 Ordinary shares with a par value of €0.01 each, were issued by the company for a total consideration of US$24,467 in connection with the exercise of share options.

 

Included in ordinary share capital above are 29,954 (2024 - 29,954) shares held by the company as treasury shares.

 

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 27 -
20
Share based payments reserve

The share based payments reserve of US$802,126 (2024 - US$576,796) relates to equity settled share based payment transactions.

 

The increase of US$225,330 represents an increase in value of share-based payments granted to employees of the subsidiaries.

21
Events after the reporting date

The Company has changed its name from Trifecta Retail Ventures Ltd to Crusade Europe I Limited on 5 November 2025.

 

22
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2025
2024
US$
US$
Aggregate compensation
60,986
73,248

During the year US$48,869 (2024 - US$58,623) was recharged to DealDash Oyj for services provided by the managing director.

During the year the company entered into the following transactions with related parties:

 

The Company took a loan of US$500,000 from Galton Voysey during the financial year. Galton Voysey is a company under common control. Interest of US$296 was accumulated as an expense at a rate of 4.28% p.a. in respect of the loan.

 

The Company granted a loan of US$500,000 to DealDash Oyj during the financial year. DealDash Oyj is a 100% subsidiary of the Company. Interest of US$227 was accumulated as income at a rate of 4.28% p.a. in respect of the loan.

 

During the financial year, the Company received dividends of US$ 4,145m from DealDash Oyj.

 

 

23
Ultimate controlling party

The ultimate controlling party of the Company is William Wolfram.

CRUSADE EUROPE I LIMITED
FORMERLY KNOWN AS TRIFECTA RETAIL VENTURES LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 28 -
24
Cash generated from operations
2025
2024
US$
US$
(Loss)/profit for the year after tax
(3,848,110)
7,659,838
Adjustments for:
Finance costs
294
24,791
Investment income
(291)
(55,659)
Change in fair value of investments
7,747,337
(6,482,622)
Movements in working capital:
Increase in debtors
(1,043,214)
(215,210)
Increase/(decrease) in creditors
533,461
(37,867)
Cash generated from operations
3,389,477
893,271
25
Analysis of changes in net funds
1 April 2024
Cash flows
Exchange rate movements
31 March 2025
US$
US$
US$
US$
Cash at bank and in hand
537,983
(326,136)
(2,054)
209,793
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