Company registration number 09624415 (England and Wales)
SPARK STEAM LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
PAGES FOR FILING WITH REGISTRAR
SPARK STEAM LIMITED
CONTENTS
Page
Statement of financial position
1
Statement of changes in equity
2
Notes to the financial statements
3 - 11
SPARK STEAM LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 MARCH 2025
31 March 2025
- 1 -
2025
2024
Notes
£
£
£
£
Non-current assets
Property, plant and equipment
4
13,150,324
11,940,283
Current assets
Trade and other receivables falling due after more than one year
5
286,882
309,254
Trade and other receivables falling due within one year
5
10,231,802
8,127,990
Cash and cash equivalents
187,126
17,626
10,705,810
8,454,870
Current liabilities
6
(4,612,460)
(2,592,970)
Net current assets
6,093,350
5,861,900
Total assets less current liabilities
19,243,674
17,802,183
Non-current liabilities
7
(5,280,635)
(4,955,537)
Provisions for liabilities
8
(2,824,000)
(2,422,000)
Net assets
11,139,039
10,424,646
Equity
Called up share capital
9
5,001
5,001
Share premium account
4,992,619
4,992,619
Revaluation reserve
4,389,469
3,109,551
Retained earnings
1,751,950
2,317,475
Total equity
11,139,039
10,424,646

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The directors of the company have elected not to include a copy of the income statement within the financial statements.true

The financial statements were approved by the board of directors and authorised for issue on 18 March 2026 and are signed on its behalf by:
A Bartho
Director
Company registration number 09624415 (England and Wales)
SPARK STEAM LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
- 2 -
Share capital
Share premium account
Revaluation reserve
Retained earnings
Total
£
£
£
£
£
Balance at 1 April 2023
5,001
4,992,619
-
0
2,363,386
7,361,006
Year ended 31 March 2024:
Loss
-
-
-
(45,911)
(45,911)
Other comprehensive income:
Revaluation of property, plant and equipment
-
-
4,146,551
-
4,146,551
Tax relating to other comprehensive income
-
-
(1,037,000)
-
0
(1,037,000)
Total comprehensive income
-
-
3,109,551
(45,911)
3,063,640
Balance at 31 March 2024
5,001
4,992,619
3,109,551
2,317,475
10,424,646
Year ended 31 March 2025:
Loss
-
-
-
(872,040)
(872,040)
Other comprehensive income:
Revaluation of property, plant and equipment
-
-
2,115,433
-
2,115,433
Tax relating to other comprehensive income
-
-
(529,000)
-
0
(529,000)
Total comprehensive income
-
-
1,586,433
(872,040)
714,393
Transfers
-
-
(306,515)
306,515
-
Balance at 31 March 2025
5,001
4,992,619
4,389,469
1,751,950
11,139,039
SPARK STEAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
- 3 -
1
Accounting policies
Company information

Spark Steam Limited is a private company limited by shares incorporated in England and Wales. The registered office is First Floor, 5 Fleet Place, London, EC4M 7RD.

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts 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

The financial statements have been prepared on a going concern basis. At 31 March 2025, the company had net assets of £true 11,139,039 (2024: £10,424,646) and net current assets of £6,093,350 (2024: £5,861,900). Included within this are intercompany loan receivable s of £8,378,424 (2024: £5,703,141) which are due from fellow group undertakings which ha ve net liabilities. An additional loan further up the group became due for renewal. The ability of the wider group to refinance or renew this facility is a key factor in supporting group liquidity and the recovery of intercompany balances.

In forming their assessment, the directors have considered the company’s financial position at the year end together with its dependence on the financial position and liquidity of the wider group. An additional loan further up the group became due for renewal after the reporting date. The ability of the wider group to refinance or renew this facility is a key factor in supporting group liquidity and, in turn, the recovery of intercompany balances owed to the company.

As disclosed in the group financial statements, the ultimate parent entity, P3P Partners LLP, has signed heads of terms for a wider P3P group reorganisation, as part of which the relevant group loans and intercompany balances are expected to be repaid. Finalisation of the refinancing and restructuring arrangements, including execution of the relevant contractual agreements, is expected to occur after the date of approval of these financial statements.

The directors have prepared cash flow forecasts covering a period of at least twelve months from the date of approval of these financial statements. These forecasts indicate that the company will be able to meet its liabilities as they fall due, assuming the successful completion of the group reorganisation and refinancing. However, until final contractual agreement is reached, the timing and outcome of the refinancing and restructuring remain uncertain.

Accordingly, these conditions indicate the existence of a material uncertainty that may cast significant doubt on the company’s ability to continue as a going concern. The financial statements have nevertheless been prepared on a going concern basis. They do not include any adjustments that would result if the company were unable to continue as a going concern.

1.3
Revenue

Revenue represents amounts receivable from the generation of heat, electricity and associated benefits net of VAT and is recognised on an accruals basis according to the quantity of electricity generated and the underlying price per unit, once this can be measured reliably and it is probable that the economic benefits associated with the transactions will flow to the entity. Revenue arises solely in the United Kingdom.

SPARK STEAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 4 -
1.4
Property, plant and equipment

Plant and machinery are initially measured at cost, comprising purchase price and directly attributable costs. Following initial recognition, plant and machinery are subsequently measured at valuation, net of accumulated depreciation and any impairment losses.

This year represents the second year of applying the revaluation policy to the plant and machinery asset class. The policy, first adopted in the prior period, continues to be applied prospectively in accordance with FRS 102 Section 17.15, which permits entities to choose either the cost model or the revaluation model for classes of tangible fixed assets. No changes have been made to the accounting policy during the current period.

Management considers that measuring plant and machinery at revalued amounts continues to provide more reliable and relevant information, as their carrying values better reflect the future economic benefits expected to be derived from their use. The financial impact of revaluations recognised during the period is disclosed in the notes to the financial statements.

Revaluations of plant and machinery are performed on a class‑wide basis and with sufficient regularity to ensure that carrying amounts do not differ materially from fair value at the reporting date. Plant and machinery are carried at fair value at the date of valuation less subsequent accumulated depreciation and impairment losses. Where observable market values are not available, fair value is determined using appropriate valuation techniques, including discounted cash flow modelling.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Plant and machinery
over the length of the model
Office equipment
5% straight line

Useful lives and residual values are reviewed annually and adjusted prospectively where necessary. The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to the statement of income.

Revaluation gains are recognised in other comprehensive income and accumulated in a revaluation reserve, except to the extent that a gain reverses a previous revaluation loss recognised in profit or loss. Revaluation losses are recognised in profit or loss, unless they can be offset against an existing revaluation reserve for the same asset. On disposal of a revalued asset, any related balance on the revaluation reserve is transferred directly to retained earnings.

1.5
Impairment of non-current assets

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

1.6
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks.

SPARK STEAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 5 -
1.7
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 statement of financial position 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 trade and other receivables and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost. Financial assets classified as receivable within one year are not amortised.

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.

Basic financial liabilities

Basic financial liabilities, including trade and other payables, bank loans and loans from fellow group companies, 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 paymen ts 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 payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. A m ounts 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 payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

SPARK STEAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 6 -
Derecognition of financial liabilities

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

1.8
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.

1.9
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

The company has approximately £780,000 of losses (2024: £1,000,000) available for carry forward against future taxable profits.

1.10
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or non-current assets.

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.

1.11
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

SPARK STEAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 7 -
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.

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.

Valuation of property, plant and equipment

The valuation of Energy Centres within plant and machinery represents a key source of estimation uncertainty. Following the initial adoption of the revaluation model in the prior period, these assets have continued to be measured at fair value using a discounted cash flow (“DCF”) methodology, which the directors consider to be an appropriate valuation technique in the absence of observable market prices. The results of this exercise have been used to inform the carrying value of Energy Centre assets as at 31 March 2025, as recognised in these financial statements.

The valuation involves significant judgement, particularly in respect of the selection of discount rates and the forecasting of future cash flows, both of which are inherently uncertain and sensitive to changes in economic, regulatory, and operational conditions. Accordingly, relatively small changes in key assumptions could result in a material change to the valuation outcome.

The valuation recognised in the financial statements represents the directors’ best estimate of the fair value of the Energy Centre assets at the reporting date, based on information available as at 31 March 2025. Further details of the valuation methodology, key assumptions and the financial impact of the valuation are disclosed in Note 4 to the financial statements.

3
Employees

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

2025
2024
Number
Number
Total
1
1
SPARK STEAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 8 -
4
Property, plant and equipment
Plant and machinery
Office equipment
Total
£
£
£
Cost or valuation
At 1 April 2024
11,940,209
5,718
11,945,927
Revaluation
1,210,110
-
0
1,210,110
At 31 March 2025
13,150,319
5,718
13,156,037
Depreciation and impairment
At 1 April 2024
-
0
5,644
5,644
Depreciation charged in the year
905,323
69
905,392
Revaluation
(905,323)
-
0
(905,323)
At 31 March 2025
-
0
5,713
5,713
Carrying amount
At 31 March 2025
13,150,319
5
13,150,324
At 31 March 2024
11,940,209
74
11,940,283

Plant and machinery with a carrying amount of £11,034,886 were revalued at 31 March 2025 to £13,150,319 by the directors using outputs from a detailed discounted cash flow model. The directors sought external expertise to determine certain inputs to the model such as discount rates.

The following assets are carried at valuation. If the assets were measured using the cost model, the carrying amounts would be as follows:

Plant and machinery
2025
2024
£
£
Cost
11,973,318
11,973,318
Accumulated depreciation
(4,778,468)
(4,179,660)
Carrying value
7,194,850
7,793,658
5
Trade and other receivables
2025
2024
Amounts falling due within one year:
£
£
Trade receivables
926,378
1,244,980
Amounts owed by group undertakings
8,378,424
5,703,141
Other receivables
110,840
41,921
Prepayments and accrued income
816,160
1,137,948
10,231,802
8,127,990
SPARK STEAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
5
Trade and other receivables
(Continued)
- 9 -
2025
2024
Amounts falling due after more than one year:
£
£
Prepayments and accrued income
286,882
309,254
Total debtors
10,518,684
8,437,244

The amounts owed by group undertakings are due from P3P Finance Limited. The balance is interest bearing at a rate of 5% per annum, is unsecured and repayable on demand.

6
Current liabilities
2025
2024
£
£
Bank loans
630,708
-
0
Other borrowings
-
0
677,864
Trade payables
1,179,774
321,214
Taxation and social security
1,759
1,822
Other payables
393
393
Accruals and deferred income
2,799,826
1,591,677
4,612,460
2,592,970

Other borrowings includes £NIL (2024 - £677,864) due to TENT Holdings Limited (formerly TEEC Holdings Limited), a company that was a former shareholder.

7
Non-current liabilities
2025
2024
Notes
£
£
Bank loans
3,080,861
-
0
Other borrowings
-
4,955,537
Amounts owed to group undertakings
2,199,774
-
0
5,280,635
4,955,537
Amounts included above which fall due after five years are as follows:
Payable by instalments
858,420
2,375,403
Payable other than by instalments
2,199,774
-
3,058,194
2,375,403
SPARK STEAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
7
Non-current liabilities
(Continued)
- 10 -

Creditors due after more than one year comprise a bank loan of £3,080,861 (2024: £nil), secured by way of a fixed and floating charge over the company's assets, and £2,199,774 (2024: £nil) owed to group undertakings.

In the prior year, other borrowings of £4,955,537 were due to TENT Holdings Limited, a former shareholder. During the year, th is loan was partially repaid with the remaining amount being novated to P3P Partners LLP and it is now included within amounts owed to group undertakings.

Following the amendment of this loan agreement, the balance is now repayable in full at the contractual maturity date in 2036 and interest of 10% is being charged.

8
Provisions for liabilities
2025
2024
£
£
Deferred tax liabilities
2,824,000
2,422,000
9
Called up share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.1p each
4,999,800
4,999,800
5,000
5,000
Deferred shares of 0.1p each
1,000
1,000
1
1
5,000,800
5,000,800
5,001
5,001
10
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

Opinion

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 31 March 2025 and of its result 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.

SPARK STEAM LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
10
Audit report information
(Continued)
- 11 -

Material uncertainty in relation to going concern

We draw attention to the going concern disclosure in Note 1.2 of the financial statements, which indicates that the company has an outstanding balance of £8,378,42 4 due from a fellow subsidiary that is in a net liabilities position. As stated in Note 1.2, the ultimate parent entity has signed heads of terms for a wider group reorganisation which will see the intercompany receivable being recovered, but the finalisation of these arrangements had not been completed at the date of approval of the financial statements. These conditions indicate the existence of a material uncertainty that may cast significant doubt on the company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.

In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting is appropriate. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Senior Statutory Auditor:
Aron Kleiman FCA
Statutory Auditor:
BKL Audit LLP
Date of audit report:
18 March 2026
11
Financial commitments, guarantees and contingent liabilities

At the year end, the company was party to a cross guarantee entered into on 21 June 2024 as part of a wider group refinancing. Under this arrangement, Spark Steam Limited, together with fellow group companies Harvest Generation Services Limited, P3P Energy Management AE Limited, Glasshouse Generation Limited and Spark Steam Limited, cross guarantee a bank loan amounting to £16.0m in total, which is due for repayment on 30 June 2031.

Of this amount, £3.7m was allocated to Spark Steam Limited. The cross guarantee gives rise to a contingent liability as the company may be required to meet the obligations of the other entities. This guarantee is secured against the company’s assets by way of a fixed and floating charge.

In February 2025, Spark Steam Limited entered into a cross‑guarantee in respect of a bank loan of £13m held by P3P Squirrel Field Limited, a fellow subsidiary. Subsequent to the year end, the loan was refinanced and the facility increased to £34m.

12
Related party transactions

The company has taken advantage of the exemption available in accordance with Section 1AC.35 of Financial Reporting Standard 102 whereby it has not disclosed transactions entered into between two or more members of a group, as the company is a wholly owned subsidiary undertaking of the group to which it is party to the transactions.true

13
Parent company

The immediate parent undertaking is P3P Teesside Holdings, a company incorporated in England and Wales with registered office First Floor, 5 Fleet Place, London, EC4M 7RD.

The ultimate parent undertaking is P3P Partners LLP, a limited liability partnership incorporated in England and Wales with registered office First Floor, 5 Fleet Place, London, EC4M 7RD. The results of Spark Steam Limited are included in the consolidated financial statements of P3P Partners LLP.

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