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Registered number: 05029372
| ANNUAL REPORT AND FINANCIAL STATEMENTS
| FOR THE YEAR ENDED 31 DECEMBER 2025
| ASENDIA UK LIMITED
ASENDIA UK LIMITED |  |
COMPANY INFORMATION
Directors | M Martin
| S Batt
| R Marliere
Company secretary | R Betts
Registered number | 05029372
Registered office | Ground Floor Egerton House
| 68 Baker Street
| Weybridge
| Surrey
| KT13 8AL
Independent auditor | Menzies LLP
| Chartered Accountants & Statutory Auditor
| Magna House
| 18-32 London Road
| Staines-Upon-Thames
| TW18 4BP
Bankers | HSBC
| 71 Queen Victoria Street
| London
| EC4V 4AY
ASENDIA UK LIMITED |  |
CONTENTS
| Page
Strategic report | 1 - 3
Directors' report | 4 - 6
Independent auditor's report | 7 - 10
Statement of comprehensive income | 11
Statement of financial position | 12
Statement of changes in equity | 13
Notes to the financial statements | 14 - 35
ASENDIA UK LIMITED |  |
STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2025
Introduction
The Directors present their strategic report of Asendia UK Limited for the year ended 31 December 2025. Principal activity Asendia is one of the world’s leading international e-commerce and mail shipping providers, offering a diverse range of cross border services for business and commerce. Our vision is to make cross-border e-commerce and mail easy and reliable, all around the world.
Business review
The Company delivered a resilient performance during 2025 despite a challenging economic environment. Performance was achieved against a backdrop of macroeconomic uncertainty, which significantly impacted consumer spending among e-commerce customers as a result of ongoing inflationary pressures and increases in the cost of living. Despite slower market growth, the Company continued to generate encouraging levels of new business and upsell opportunities and remains focused on delivering future growth. The company's sales were lower year on year at £182,028k (2024: £193,675k), representing a decrease compared with the prior year. The reduction in revenue primarily reflects softer consumer spending within the e-commerce market as a result of ongoing macroeconomic uncertainty and wider cost-of-living pressures. Despite this, performance is considered satisfactory given the highly competitive market environment in which the Company operates. Gross profit was at £23,855k (2024: £23,359k) and 13.1% (2024: 12.1%). The year on year increase of 1% is primarily driven by a more favourable product and customer mix, together with the Company’s continued focus on cost management and optimisation of commercial and operational solutions. The company recorded an operating profit in the year of £1,044k (2024: £1,208k). The decrease compared with the prior year was mainly due to market-wide inflationary pressures associated with the continued cost-of-living environment, which increased the company’s overhead and operating cost base, together with higher IT and project-related management fees.
Principal risks and uncertainties
In common with most companies Asendia UK Limited is susceptible to a downturn in economic conditions. As such profitability could be affected by a prolonged period of reduced spending levels, or the loss of a major customer. Currency risk The company is exposed to financial exchange risk. Transaction’s exposures, including those associated with foreign transactions, are assessed and hedging is in place in a structured and systematic way to ensure that the company is protected. Foreign exchange differences on retranslation of these assets and liabilities are taken to the profit and loss account. Liquidity risk The company seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs. The objective is to ensure a mix of funding methods offering flexibility and cost effectiveness to match the needs of the company. Credit risk The principal credit risk arises from its trade debtors. In order to manage credit risk, the Directors set limits for customers based on a combination of payment history and third-party credit references. Credit limits are reviewed by the credit manager on a regular basis in conjunction with debt ageing and collection history. Page 1
ASENDIA UK LIMITED |  |
STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Key performance indicators
Revenue was down year on year with a 6% decrease. Gross profit percentage increased by 1%. An operating profit of £1,044k was recorded, compared to a £1,208k operating profit the year before. The Balance Sheet had net current liabilities of £11,440k (2024: £7,557k) and a net asset position of £15,217k (2024: £14,672k). The Directors regularly review the key performance indicators and believe that there are no other key performance indicators that require disclosure for an understanding of the development, performance, or position of the business. Going concern As at 31 December 2025, the Company had net current liabilities of £11,440k, including £9,538k due to Group undertakings. During the year, the Company made an early repayment and settled in full an outstanding Group loan of £7,371k, reflecting its available cash reserves. Had this early repayment not been made, the Company would have reported a net current asset position of £397k at the year end, excluding amounts due to Group undertakings. The Company generated a profit after tax of £545k for the year ended 31 December 2025. Cash at bank at that date amounted to £715k, of which £4,064k was held within the Group’s cash pooling arrangement. The Company participates in a Group cash pooling arrangement, with daily sweeps to and from the pool, which is underwritten by the Company’s immediate parent undertaking, Asendia Holding AG. The Directors have prepared detailed cash flow forecasts covering a period of at least 12 months from the date of approval of these financial statements. These forecasts are based on recent trading performance, historic growth trends and expected cost developments, and take into account current macroeconomic conditions, including inflationary pressures, increased labour costs, and geopolitical uncertainties such as the conflicts in Ukraine and the Middle East. The Directors do not currently expect these factors to have a material adverse impact on forecast cash flows. In assessing going concern, the Directors have considered a severe but plausible downside scenario, including a reduction in revenue of up to 10%, with margins assumed to vary in line with revenue and overheads assumed to remain broadly fixed. Under this scenario, the forecasts indicate that the Company remains cash positive and maintains sufficient liquidity throughout the forecast period. After considering the forecasts and sensitivities, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for a period of at least 12 months from the date of approval of these financial statements. Accordingly, they continue to adopt the going concern basis in preparing these financial statements. Page 2
ASENDIA UK LIMITED |  |
STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Directors' statement of compliance with duty to promote the success of the Company
Section 172 of the Companies Act 2006 requires the Directors of the Company to act in a way that they consider, in good faith, would most likely promote the success of the company for the benefit of its owners and stakeholders. In doing so section 172 requires a Director to have regard to; a) The likely consequences of any decisions in the long term as detailed in going concern on page 2. b) The interests of the company's employees, as explained in the “employees” section in the Directors report on page 5. c) The need to foster the company’s business relationships with suppliers, customers and others as described in the Customers and Suppliers paragraphs on page 5. d) The impact of the company's operations on the community and the environment as described in the Community and the Environment paragraph on page 5. e) The desirability of the company maintaining a reputation for high standards of business conduct as detailed on page 1 under principal activities and also on page 2 under KPI’s. f) The need to act fairly between members of the company as described in the Members of the Community paragraph on page 5. As with any other large company, the Directors delegate authority for the day-to-day management of the Company to the senior management team and then engage management in setting, approving and overseeing execution of the business strategy and related policies. This report was approved by the board and signed on its behalf.
R Marliere Director
Date: 9 April 2026
Page 3
ASENDIA UK LIMITED |  |
DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The directors present their report and the financial statements for the year ended 31 December 2025.
Directors' responsibilities statement
The directors are responsible for preparing the Strategic report, the 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. 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: ∙select suitable accounting policies and then apply them consistently; ∙make judgments and accounting estimates that are reasonable and prudent; ∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to 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.
Results and dividends
The profit for the year, after taxation, amounted to £545 thousand (2024 - £531 thousand). Dividends of nil were paid in the year (2024: nil).
Directors
The directors who served during the year were:
M Martin
S Batt
R Marliere
Political contributions
The company made no political expenditure during the year (2024: £nil). Charitable donations totalled £nil in the year (2024: £nil).
Future developments
The Company’s primary focus is to continue leveraging its strong international network and core delivery capabilities, while capitalising on global e-commerce opportunities. Growth is expected to be driven through the acquisition of new customers and the expansion of services provided to existing clients. Management will also seek to increase volumes by securing new business opportunities and developing additional delivery lanes within its international network. The Company remains committed to investing in its people and operational infrastructure to support sustainable long-term growth and profitability. Page 4
ASENDIA UK LIMITED |  |
DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Employees
The company gives due consideration to applications for employment by disabled persons and encourages where possible the career development of such persons. In the event of employees becoming disabled whilst in the service of the company, every effort is made to continue their employment by transfer to alternative duties, if required, and by the provision of such retraining as is appropriate. It is the policy of the company to endeavour to maintain close links with the whole of the work force. The company communicates with their employees in a number of ways including notice boards, all employee meetings and other digital and traditional mail channels. Customers Our ambition is to deliver best-in-class service to our customers. We build strong lasting relationships with our customers and spend considerable time with them to understand their needs and views and listen to how we can improve our offer and services to them. Suppliers and Partners We build strong relationships with our suppliers and partners to develop mutually beneficial and lasting partnerships. Engagement with suppliers is primarily through regular meetings and formal reviews. The Board recognises that relationships with suppliers are important to the Company’s long-term success and is briefed on supplier feedback and issues on a regular basis. Community and the environment We engage with the communities in which we operate to build trust and understand the local issues that are important to them. Key areas of focus include how we can support local causes and issues, including food banks and conservation projects, create opportunities to recruit and develop local people and help to look after the environment. The impact of decisions on the environment is considered for example the use of recycling and a transition to electric vehicles. Members of the Company We rely on the support of shareholders and their opinions are important to us. We have an open dialogue with our shareholders through one-to-one meetings, Board meetings, webcasts and the Annual General Meeting. Discussions with shareholders cover a wide range of topics including financial performance, strategy, outlook, governance and ethical practices.
Greenhouse gas emissions, energy consumption and energy efficiency action
The Company is required to report under the Streamlined Energy and Carbon Reporting (SECR) framework as it qualifies as a large UK-incorporated company, having met at least two of the following criteria during the year: turnover of £36 million or more, balance sheet total of £18 million or more, and 250 or more employees. Methodology used within the calculation Consumption and cost data was determined using invoices from suppliers. Emissions were determined by applying the UK government conversion factors to the energy consumption values and aggregating the total. Electricity is 100% green, hence no emissions. Page 5
ASENDIA UK LIMITED |  |
DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Greenhouse gas emissions, energy consumption and energy efficiency
| 2025 | 2025 | 2024 | 2024
| KwH | Tonnes CO2e | KwH | Tonnes CO2e
Scope 1: Natural gas and other fuels | 2,061,007 | 377 | 1,775,920 | 324
Scope 2: Electricity used | 985,856 | - | 869,173 | -
Scope 3: Fuel used for transportation | 151,900 | 39 | 149,042 | 77
The Company's chosen intensity measurement is total emissions per £m revenue which amounted to £2.29 (2024*: £2.07) Tonnes CO2/£m. The reason for the decrease in the intensity ratio is due to the reduction in revenue. *FY2024 figures have been restated as a result of the Company's revenue being restated. The Company has implemented energy saving initiatives which include installing LED lighting throughout all our sites, installation of destratification fans to better manage energy output from gas heaters in production areas, all office lights are on timers to reduce electric consumption and where possible electrical appliances are switched off overnight.
Matters covered in the Strategic report
The company has chosen, in accordance with Companies Act 2006, S. 414C(11), to set out in the company's strategic report information required by Large and Medium-size Companies (accounts and reports) Regulations 2008, certain matters which are required to be disclosed in the directors' report have been omitted as they are included in the strategic report. These matters relate to the business review, principal risks and uncertainties and key performance indicators.
Disclosure of information to auditor
Each of the persons who are directors at the time when this Directors' report is approved has confirmed that: ∙so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware, and ∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
Auditor
The auditor, Menzies LLP, was appointed on 15 September 2025 to fill a casual vacancy. Under section 487(2) of the Companies Act 2006, Menzies LLP will be deemed to have been reappointed as auditor 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier. This report was approved by the board and signed on its behalf.
R Marliere Director
Date: 9 April 2026
Page 6
ASENDIA UK LIMITED |  |
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ASENDIA UK LIMITED
Opinion
We have audited the financial statements of Asendia UK Limited (the 'Company') for the year ended 31 December 2025, which comprise the Statement of comprehensive income, the Statement of financial position, the Statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’ (United Kingdom Generally Accepted Accounting Practice). In our opinion the financial statements: ∙give a true and fair view of the state of the Company's affairs as at 31 December 2025 and of its profit for the year then ended; ∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and ∙have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 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 United Kingdom, including the Financial Reporting Council'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.
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's report thereon. The directors are responsible for the other information contained within the Annual Report. 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. 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 course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Page 7
ASENDIA UK LIMITED |  |
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ASENDIA UK LIMITED (CONTINUED)
Opinion on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit: ∙the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: ∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or ∙the financial statements are not in agreement with the accounting records and returns; or ∙certain disclosures of directors' remuneration specified by law are not made; or ∙we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the Directors' responsibilities statement set out on page 4, 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. Page 8
ASENDIA UK LIMITED |  |
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ASENDIA UK LIMITED (CONTINUED)
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. 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: ∙The Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation. We determined that the following laws and regulations were most significant including UK Companies Act, employment law and tax legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. ∙We understood how the Company is complying with those legal and regulatory frameworks by, making inquiries to management, those responsible for legal and compliance procedures and the Company secretary. ∙The engagement partner assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations. The assessment did not identify any issues in this area. ∙We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included: °Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud; °Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process; °Challenging assumptions and judgements made by management in determining significant accounting estimates (because of the risk of management bias), in particular in relation to the impairment assessments; and °Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations. ∙As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: °Posting of unusual journals and complex transactions; °Carrying value of goodwill; and °Estimation and maintenance of accruals. Page 9
ASENDIA UK LIMITED |  |
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ASENDIA UK LIMITED (CONTINUED) Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditor's report.
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. Sophie Said FCA (Senior statutory auditor) for and on behalf of Menzies LLP Chartered Accountants Statutory Auditor Magna House 18-32 London Road Staines-Upon-Thames TW18 4BP 9 April 2026 Page 10
ASENDIA UK LIMITED |  |
STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2025
|  | As restated
| 2025 | 2024
Note | £000 | £000
Turnover | 4 | 182,028 | 193,675
Cost of sales |  | (158,173) | (170,316)
Gross profit |  | 23,855 | 23,359
Administrative expenses |  | (28,730) | (26,763)
Other operating income | 5 | 5,919 | 4,612
Operating profit | 6 | 1,044 | 1,208
Income from investments | 10 | - | 9,033
Amounts written off investments | 10 | - | (9,033)
Interest receivable and similar income | 11 | 390 | 475
Interest payable and similar expenses | 12 | (502) | (615)
Profit before tax |  | 932 | 1,068
Tax on profit | 13 | (387) | (537)
Profit for the financial year |  | 545 | 531
There was no other comprehensive income for 2025 (2024: £nil).
The notes on pages 14 to 35 form part of these financial statements.
Page 11
ASENDIA UK LIMITED REGISTERED NUMBER:05029372 |  |
STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | £000 |  | £000
Fixed assets |  |  |  |  |
Intangible assets | 14 |  | 113 |  | 96
Goodwill | 15 |  | 22,688 |  | 22,688
Tangible assets | 16 |  | 7,423 |  | 9,938
|  |  | 30,224 |  | 32,722
Current assets |  |  |  |  |
Stocks | 17 | 245 |  | 269 |
Debtors: amounts falling due within one year | 18 | 40,621 |  | 37,412 |
Cash at bank and in hand | 19 | 715 |  | 9,081 |
|  | 41,581 |  | 46,762 |
Creditors: amounts falling due within one year | 20 | (53,021) |  | (54,319) |
Net current liabilities |  |  | (11,440) |  | (7,557)
Total assets less current liabilities |  |  | 18,784 |  | 25,165
Creditors: amounts falling due after more than one year | 21 |  | (3,567) |  | (10,493)
|  |  | 15,217 |  | 14,672
Net assets |  |  | 15,217 |  | 14,672
Capital and reserves |  |  |  |  |
Called up share capital | 24 |  | 3,293 |  | 3,293
Capital contribution reserve | 25 |  | 10,383 |  | 10,383
Predecessor reserve | 25 |  | 3,300 |  | 3,300
Retained earnings | 25 |  | (1,759) |  | (2,304)
|  |  | 15,217 |  | 14,672
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
R Marliere
Director
Date: 9 April 2026
The notes on pages 14 to 35 form part of these financial statements. Page 12
ASENDIA UK LIMITED |  |
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Capital contribution reserve | Predecessor reserve | Retained earnings | Total equity
| £000 | £000 | £000 | £000 | £000
At 1 January 2024 | 3,293 | 10,383 | 3,300 | (2,835) | 14,141
Comprehensive income for the year |  |  |  |  |
Profit for the year | - | - | - | 531 | 531
At 1 January 2025 | 3,293 | 10,383 | 3,300 | (2,304) | 14,672
Comprehensive income for the year |  |  |  |  |
Profit for the year | - | - | - | 545 | 545
At 31 December 2025 | 3,293 | 10,383 | 3,300 | (1,759) | 15,217
| The notes on pages 14 to 35 form part of these financial statements.
Page 13
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
Asendia UK Limited ("the Company") is a private company, limited by shares and incorporated, domiciled and registered in England in the UK. The registered number is 05029372 and the registered address is Ground Floor Egerton House, 68 Baker Street, Weybridge, Surrey, KT13 8AL. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework' and the Companies Act 2006. The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3). The functional currency of Asendia UK Ltd is considered to be pounds sterling because that is the currency of the primary economy in which the company operates.
| 2.2 | Financial Reporting Standard 101 - reduced disclosure exemptions
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted under FRS 101: ∙the requirements of IFRS 7 Financial Instruments: Disclosures ∙the requirements of paragraphs 91-99 of IFRS 13 Fair Value Measurement ∙the requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15 Revenue from Contracts with Customers ∙the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of: °paragraph 79(a)(iv) of IAS 1; °paragraph 73(e) of IAS 16 Property, Plant and Equipment; °paragraph 118(e) of IAS 38 Intangible Assets; °paragraphs 76 and 79(d) of IAS 40 Investment Property; °and the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134-136 of IAS 1 Presentation of Financial Statements ∙the requirements of IAS 7 Statement of Cash Flows ∙the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors ∙the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures ∙the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member ∙the requirements of paragraphs 130(f)(ii), 130(f)(iii), 134(d)-134(f) and 135(c)-135(e) of IAS 36 Impairment of Assets. This information is included in the consolidated financial statements of Le Poste Groupe (incorporated in France) as at 31 December 2025 and these financial statements may be obtained from https://www.lapostegroupe .com/en/finance /financial-results. Page 14
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.3 | Going concern
As at 31 December 2025, the Company had net current liabilities of £11,440k, including £9,538k due to Group undertakings. During the year, the Company made an early repayment and settled in full an outstanding Group loan of £7,371k, reflecting its available cash reserves. Had this early repayment not been made, the Company would have reported a net current asset position of £397k at the year end, excluding amounts due to Group undertakings. The Company generated a profit after tax of £545k for the year ended 31 December 2025. Cash at bank at that date amounted to £715k, of which £4,064k was held within the Group’s cash pooling arrangement. The Company participates in a Group cash pooling arrangement, with daily sweeps to and from the pool, which is underwritten by the Company’s immediate parent undertaking, Asendia Holding AG. The Directors have prepared detailed cash flow forecasts covering a period of at least 12 months from the date of approval of these financial statements. These forecasts are based on recent trading performance, historic growth trends and expected cost developments, and take into account current macroeconomic conditions, including inflationary pressures, increased labour costs, and geopolitical uncertainties such as the conflicts in Ukraine and the Middle East. The Directors do not currently expect these factors to have a material adverse impact on forecast cash flows. In assessing going concern, the Directors have considered a severe but plausible downside scenario, including a reduction in revenue of up to 10%, with margins assumed to vary in line with revenue and overheads assumed to remain broadly fixed. Under this scenario, the forecasts indicate that the Company remains cash positive and maintains sufficient liquidity throughout the forecast period. After considering the forecasts and sensitivities, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for a period of at least 12 months from the date of approval of these financial statements. Accordingly, they continue to adopt the going concern basis in preparing these financial statements.
| 2.4 | Foreign currency
Transactions in foreign currencies are translated to the Company's functional currencies at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are retranslated to the functional currency at the foreign exchange rate ruling at that date. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are retranslated to the functional currency at foreign exchange rates ruling at the dates the fair value was determined. Foreign exchange differences arising on translation are recognised in the profit and loss account. Page 15
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.5 | Financial instruments
The Company recognises financial instruments when it becomes a party to the contractual arrangements of the instrument. Financial instruments are de-recognised when they are discharged or when the contractual terms expire. The Company's accounting policies in respect of financial instruments transactions are explained below: Financial assets and financial liabilities are initially measured at fair value. Financial assets All recognised financial assets are subsequently measured in their entirety at either fair value or amortised cost, depending on the classification of the financial assets. Trade and other receivables Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method. A provision for impairment is made where there is objective evidence of impairment (including customers in financial difficulty or seriously in default against agreed payment terms). There is no material variance between carrying and fair values. Significant financial difficulties of the customer, probability that the customer will enter bankruptcy or financial reorganisation, and default or delinquency in payments (more than 60 days overdue) are considered indicators that the trade receivable is impaired. The carrying amount of the asset is reduced through the use of an allowance account, and the amount of the loss is recognised in the statements of comprehensive income within administrative expenses. When a trade receivable is uncollectible, it is written off against the allowance account for trade receivables. Subsequent recoveries of amounts previously written off are credited against the administrative expenses in the profit and loss. The Company applies IFRS 9 simplified approach to measuring expected credit losses, which uses a lifetime expected loss allowance for all trade receivables and contract assets. The expected loss rates are based on the payment profiles of sales over prior periods and the corresponding historical credit losses experienced during the period. Cash and cash equivalents Cash and cash equivalents includes cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities on the Statement of Financial Position. Trade and other payables Trade payables are initially recognised at cost and subsequently measured at amortised cost using the effective interest method. There is no material variance between book and fair values. Page 16
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.6 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Land is not depreciated. Depreciation on other assets is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:
|  |  |  | Plant and machinery | - | 10% to 33% on cost
|  |  |  | Fixtures and fittings | - | 25% on cost
|  |  |  | Computer equipment | - | 25% on cost
|  |  |  | Right of use assets | - | Over the lease term
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
| 2.7 | Intangible assets and goodwill
Goodwill is stated at cost less any accumulated impairment losses. Goodwill is allocated to cash generating units. It is not amortised but is tested annually for impairment. The impairment assessment used a pre-tax discount rate of 8.4%, based on the Company’s weighted average cost of capital, which was applied to the relevant cash-generating units. Other intangible assets that are acquired by the company are stated at cost less accumulated amortisation and less impairment losses. The cost of an intangible asset acquired in a business combination is its fair value at the acquisition date. Amortisation Amortisation is charged to the profit and loss account on a straight-line basis over the estimated useful lives of intangible assets unless such lives are indefinite. Intangible assets with an indefinite useful life comprise goodwill, which is tested annually for impairment and whenever there is an indication of impairment. Other intangible assets, primarily software, are amortised from the date they are available for use over a useful economic life of three years. Page 17
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued) Non-financial assets The carrying amounts of the Company’s non-financial assets, other than deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated. For goodwill, and intangible assets that have indefinite useful lives or that are not yet available for use, the recoverable amount is estimated each year at the same time. The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the "cash-generating unit"). The goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to cash-generating units or (“CGU”). Subject to an operating segment ceiling test, for the purposes of goodwill testing, CGUs to which goodwill has been allocated are aggregated so that the level at which impairment is tested reflects the lowest level at which goodwill is monitored for internal reporting purposes. Goodwill acquired in a business combination is allocated to groups of CGUs that are expected to benefit from the synergies of the combination. An impairment loss is recognised if the carrying amount of an asset or its CGU exceeds its estimated recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to the units, and then to reduce the carrying amounts of the other assets in the unit (group of units) on a pro rata basis. In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.
| 2.8 | Employee benefits
Defined contribution pension plan The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations. The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Company in independently administered funds. A defined contribution plan is a post-employment benefit plan under which the company pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution pension plans are recognised as an expense in the profit and loss account in the periods during which services are rendered by employees. Page 18
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.9 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, less any discounts / rebates but excluding value added tax and other sales taxes. The Company primarily provides cross border e-commerce parcel, mail and delivery services. Revenue is recognised on the basis of despatch date, being the date at which the service is considered to have been rendered. Payment terms vary between 30 and 45 days. Transaction price is based on a commercial arm's length costing to cover all costs and a suitable margin. All income relating to normal business operations is recognised as revenue in the income statement. All other income is reported as other operating income. The Company serves as the principal, the gross amount of revenue is recognised. If the the company acts as the agent, the net amount is recognised. The transaction price for this specific service is limited to the amount of the commission to be received. Asendia generally act as the principal when parcel and mail services are provided.
| 2.10 | Current and deferred taxation
The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income. Deferred tax is provided on temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The following temporary differences are not provided for: the initial recognition of goodwill; the initial recognition of assets or liabilities that affect neither accounting or taxable profit other than in a business combination, recognition of goodwill and the initial recognition of assets or liabilities that affect neither accounting nor taxable profit other than in a business combination. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date. A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the temporary difference can be utilised. Page 19
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.11 | IFRS 16 Leases
The Company recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site or asset. Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the asset, whichever is the shorter. Where the company expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for any remeasurement of lease liabilities. The company has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred. The lease liability is initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the company's incremental borrowing rate. Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred. Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down. Information about the leases for the year is provided in Notes 16 and 22. Page 20
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
The preparation of the financial statements in conformity with IFRSs requires management to make judgements, estimates and assumptions that affect the application of the company’s accounting policies and the reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making judgements about the carrying value of assets and liabilities that are not readily apparent form other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Goodwill A key source of estimation uncertainty relates to the carrying value of goodwill and whether an impairment exists. The Company determines the recoverable amount of each cash-generating unit (CGU) based on value in use calculations. The determination of value in use requires the use of significant estimates and assumptions. The most sensitive assumptions are the discount rate and the revenue growth rates applied in the underlying cash flow forecasts. Changes in these assumptions could result in a material impact on the value in use and therefore the extent of any impairment. ∙Discount rate The impairment assessment used a pre-tax discount rate of 8.4%, based on the Company’s weighted average cost of capital (WACC), applied to the relevant cash-generating units. The WACC is determined using variables including the risk-free rate, market risk premium and cost of debt, with inputs derived from external sources and benchmarked against comparable peers. ∙Revenue and cash flow forecasts The impairment assessment is based on cash flow forecasts which assume an average annual growth rate of 8.7% over the forecast period. The Board considers that, based on current evidence and circumstances, the discount rate and forecast assumptions have been prepared on a balanced and appropriate basis, and that no further impairment is required. See accounting policy 2.7 for further details. Page 21
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  |  | As restated
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Mail/parcel distribution and related services | 173,953 | 183,011
| Intercompany revenue | 8,075 | 10,664
|  | 182,028 | 193,675
| An analysis of turnover by class of business is as follows:
|  |  |  |  |  | As restated
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| United Kingdom | 20,065 | 13,718
| Rest of Europe | 78,885 | 91,884
| Rest of the World | 83,078 | 88,073
|  | 182,028 | 193,675
| A prior period restatement has been recognised as duty revenue was previously accounted for on a gross basis, as if the Company were acting as principal, rather than on a net basis as an agent. As a result of this reclassification, both turnover and cost of sales for the year ended 31 December 2024 were overstated by £24,187k. In addition, a prior period reclassification was made to intercompany recharges, which were previously presented within turnover but should have been included within other operating income. This resulted in turnover being overstated and other operating income being understated by £322k for the year ended 31 December 2024. These adjustments have no impact on profit for the year or net assets as at 31 December 2024.
Page 22
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
5. | Other operating income
|  |  |  |  |  | As restated
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Sundry income | 293 | 322
| Intercompany recharges | 5,626 | 4,290
|  | 5,919 | 4,612
| As explained in note 4, a prior period restatement has been made to reclassify £322k from turnover to other operating income to reflect the true nature of the income. In addition, a further prior period reclassification was made in respect of intercompany recharges that were previously netted against staff costs within administrative expenses but should have been presented on a gross basis. As a result, both administrative expenses and other operating income were understated by £4,290k for the year ended 31 December 2024. These adjustments have no impact on profit for the year or net assets as at 31 December 2024.
6. | Operating profit
| The operating profit is stated after charging:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Depreciation | 2,964 | 3,067
| Amortisation | 67 | 51
| Short term leases | 232 | 232
7. | Auditor's remuneration
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Fees payable for audit services | 58 | 78
| Fees payable to the Company's auditor and its associates in respect of: |  |
| Taxation compliance services | 7 | 10
Page 23
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
8. | Employees
|  |  |  |  |  | As restated
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Staff costs, including directors' remuneration, were as follows: |  |
| Wages and salaries | 18,164 | 19,085
| Social security costs | 2,026 | 1,703
| Cost of defined contribution scheme | 660 | 519
|  | 20,850 | 21,307
| As explained in note 5, a prior period restatement has been made in respect of intercompany recharges that were previously netted against staff costs within administrative expenses but should have been presented on a gross basis. As a result, both administrative expenses and other operating income were understated by £4,290k for the year ended 31 December 2024.
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | No. | No.
| Administration | 168 | 165
| Operational | 170 | 180
|  | 338 | 345
| The Company is exempt from the disclosure requirements of paragraph 17 of IAS 24 Related Party Disclosures in respect of key management personnel compensation, in accordance with FRS 101 Reduced Disclosure Framework. Consequently, no disclosure of key management personnel compensation has been made.
9. | Directors' remuneration
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Directors' emoluments | 444 | 564
| Company contributions to defined contribution pension schemes | 10 | 10
|  | 454 | 574
| The highest paid director received remuneration of £444 k (2024 - £564 k).
| The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £10 k (2024 - £10 k).
| There are two Directors (2024: 2) who did not receive any emoluments or other benefits from the Company during the year. These Directors are remunerated by other Group undertakings in respect of their services to the Group. No remuneration was paid by those undertakings in respect of their services as Directors of the Company.
Page 24
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
10. | Income from investments
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Dividends received from investments | - | (9,033)
|  | - | (9,033)
| In the prior financial year, the investment in WN Direct Limited (Company No. 07704460) was fully impaired and written off as the company was struck off the register on 15 October 2024.
11. | Interest receivable
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Interest receivable from group companies | 73 | 9
| Other interest receivable | 317 | 466
|  | 390 | 475
| A prior period reclassification has been made to present interest receivable and interest payable on a gross basis, in accordance with IAS 1 Presentation of Financial Statements, which prohibits the offsetting of income and expenses unless specifically permitted. Previously, a net interest payable of £140k was disclosed. Following the reclassification, interest receivable is presented separately above and interest payable is presented separately within note 12. This reclassification has no impact on profit for the year or net assets as at 31 December 2024.
12. | Interest payable and similar expenses
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Loans from group undertakings | 272 | 354
| Interest on lease liabilities | 230 | 261
|  | 502 | 615
| The loan interest relates to a loan from Asendia Holding AG which was repaid during the year. As mentioned in note 11, a prior period reclassification has been made to present interest receivable and interest payable on a gross basis, in accordance with IAS 1 Presentation of Financial Statements, which prohibits the offsetting of income and expenses unless specifically permitted. Previously, a net interest payable of £140k was disclosed. Following the reclassification, interest payable is presented separately above and interest receivable is presented separately within note 11. This reclassification has no impact on profit for the year or net assets.
Page 25
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
13. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Corporation tax |  |
| Current tax on profits for the year | - | (213)
| Total current tax | - | (213)
| Deferred tax |  |
| Origination and reversal of timing differences | 266 | 299
| Adjustments in respect of prior periods | 121 | 451
| Total deferred tax | 387 | 750
| Tax on profit | 387 | 537
| Factors affecting tax charge for the year
| The tax assessed for the year is higher than (2024 - higher than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Profit on ordinary activities before tax | 933 | 1,066
| Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | 233 | 267
| Effects of: |  |
| Expenses not deductible for tax purposes | 6 | 5
| Fixed asset differences | 27 | 27
| Adjustments to tax charge in respect of prior periods | - | (213)
| Adjustment to deferred tax in respect of previous period | 121 | 451
| Total tax charge for the year | 387 | 537
| The Company falls within the scope of Pillar Two legislation and disclosures are included within the consolidated financial statements of La Poste Groupe (see note 27).
Page 26
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
14. | Intangible assets
|  | Customer lists | Computer software | Total
|  | £000 | £000 | £000
| Cost |  |  |
| At 1 January 2025 | 548 | 275 | 823
| Additions | - | 85 | 85
| Disposals | (548) | - | (548)
| At 31 December 2025 | - | 360 | 360
| Amortisation |  |  |
| At 1 January 2025 | 548 | 179 | 727
| Charge for the year | - | 67 | 67
| On disposals | (548) | - | (548)
| At 31 December 2025 | - | 246 | 246
| Net book value |  |  |
| At 31 December 2025 | - | 114 | 114
| At 31 December 2024 | - | 96 | 96
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ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
15. | Goodwill
|  | 2025
|  | £000
| Cost |
| At 1 January 2025 | 22,688
| At 31 December 2025 | 22,688
| Net book value |
| At 31 December 2025 | 22,688
| At 31 December 2024 | 22,688
| Goodwill is assessed annually for impairment in accordance with the accounting policy. Based on the review performed as at 31 December 2025, no impairment has been identified.
16. | Tangible fixed assets
|  | Plant and machinery | Fixtures and fittings | Computer equipment | Right of use assets | Total
|  | £000 | £000 | £000 | £000 | £000
| Cost or valuation |  |  |  |  |
| At 1 January 2025 (as restated) | 4,419 | 1,319 | 1,131 | 13,232 | 20,101
| Additions | 40 | - | 57 | 354 | 451
| Disposals | - | - | - | (669) | (669)
| At 31 December 2025 | 4,459 | 1,319 | 1,188 | 12,917 | 19,883
| Depreciation |  |  |  |  |
| At 1 January 2025 (as restated) | 2,289 | 1,145 | 1,002 | 5,728 | 10,164
| Charge for the year | 409 | 99 | 81 | 2,376 | 2,965
| Disposals | - | - | - | (669) | (669)
| At 31 December 2025 | 2,698 | 1,244 | 1,083 | 7,435 | 12,460
| Net book value |  |  |  |  |
| At 31 December 2025 | 1,761 | 75 | 105 | 5,482 | 7,423
| At 31 December 2024 | 2,131 | 173 | 130 | 7,503 | 9,937
Page 28
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 16.Tangible fixed assets (continued)
| A prior period restatement has been made to adjust the opening cost and accumulated depreciation of right-of-use assets by £9,070k in respect of assets that had previously been replaced and were fully depreciated. These assets had a nil carrying value at the date of replacement but had not been formally derecognised. This restatement has no impact on profit for the year or net assets as at 31 December 2024.
| The net book value of owned and leased assets included as "Tangible fixed assets" in the Statement of financial position is as follows:
|  | 2025 | 2024
|  | £000 | £000
| Tangible fixed assets owned | 1,941 | 2,434
| Right-of-use tangible fixed assets | 5,482 | 7,503
|  | 7,423 | 9,937
| Net book value
| Information about right-of-use assets is summarised below:
|  | 2025 | 2024
|  | £000 | £000
| Property | 4,903 | 7,026
| Motor vehicles | 149 | 86
| Plant & machinery | 430 | 391
|  | 5,482 | 7,503
| Additions to right-of-use assets
|  | 2025 | 2024
|  | £000 | £000
| Property | - | 3,911
| Motor vehicles | 200 | -
| Plant & machinery | 154 | 208
|  | 354 | 4,119
Page 29
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
| Disposals of right-of-use assets
|  | 2025 | 2024
|  | £000 | £000
| Property | 612 | -
| Motor vehicles | 57 | -
|  | 669 | -
| All right-of-use asset disposals had a nil carrying amount at the date of disposal. As a result, the cost and accumulated depreciation derecognised were equal. Further details of the Company’s right-of-use assets and associated lease liabilities are provided in Note 22.
17. | Stocks
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Consumables | 245 | 269
|  | 245 | 269
| Stock is stated after provisions for impairment of £nil (2024: £nil).
Page 30
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
18. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Trade debtors | 27,835 | 29,222
| Amounts owed by group undertakings | 7,226 | 3,667
| Other debtors | 1,135 | 1,415
| Prepayments and accrued income | 3,811 | 2,107
| Deferred taxation | 614 | 1,001
|  | 40,621 | 37,412
| Amounts due from group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand. The Company participates in the Group’s cash pooling arrangement. At the year end, £4,064k (2024: £nil) was included within amounts owed by group undertakings, classified as debtors due within one year, representing balances held within the Group’s cash pooling arrangement. Allowances against doubtful debts are recognised against trade debtors based on estimated irrecoverable amounts determined by reference to past default experience of the counterparty and an analysis of the counterparty's current financial position. The directors have considered the expected credit loss allowance and forward looking factors which would affect this, they deem any potential expected credit loss allowance to be immaterial. Trade debtors are stated after provisions for impairment which are past due at the reporting date of £631,452 (2024: £677,452). In determining the recoverability of the trade debtor the company considers the nature and circumstances.
19. | Cash and cash equivalents
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Cash at bank and in hand | 715 | 9,081
|  | 715 | 9,081
| The Company participates in the Group’s cash pooling arrangement. At the year end, £4,064k (2024: £nil) was included within amounts owed by group undertakings, classified as debtors due within one year, representing balances held within the Group’s cash pooling arrangement.
Page 31
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
20. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Trade creditors | 8,554 | 11,080
| Amounts owed to group undertakings | 9,538 | 11,961
| Corporation tax | 9 | 9
| Other taxation and social security | 468 | 396
| Lease liabilities | 2,510 | 2,360
| Other creditors | 3,388 | 3,665
| Accruals and deferred income | 28,554 | 24,848
|  | 53,021 | 54,319
| The carrying value of trade and other creditors classified as financial liabilities measured at amortised cost approximates fair value. Amounts owed to group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand.
21. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Lease liabilities | 3,567 | 5,794
| Loan from Asendia Holding AG | - | 4,699
|  | 3,567 | 10,493
| The intra-group loan bore interest at 3.3% per annum on the opening principal balance and was contractually repayable in annual instalments to 25 March 2028. The loan was fully repaid during the year.
Page 32
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
22. | Leases
| Company as a lessee
| Information presented in this note is in respect of the current period ended 31 December 2025 and is presented in accordance with IFRS16. Information in respect of the comparative period ended 31 December 2024 is also presented in accordance with IFRS 16. The Company holds Property, Vehicles and Office machinery under leasing arrangements that are recognised as right of use assets and lease liabilities, with remaining lease terms of up to five years. Information in respect of right of use assets, including the carrying amount, additions and depreciation, are set out in accounting policy 2.11 to these financial statements. Information in respect of the carrying value and interest arising on lease liabilities is set out below. A maturity analysis of lease liabilities is set out below. The company also enters into short-term leases and low value leases which are not recognised as right of use assets and lease liabilities (note 6). The weighted average incremental borrowing rate applied to the lease liabilities in the statement of financial position at 31 December 2025 was 4.16% (2024: 1.89%).
| Lease liabilities are due as follows:
|  |  |  | 2025 | 2024
|  |  |  | £000 | £000
| Not later than one year | 2,510 | 2,360
| Between one year and five years | 3,567 | 5,794
|  | 6,077 | 8,154
| Contractual undiscounted cash flows are due as follows:
|  |  |  | 2025 | 2024
|  |  |  | £000 | £000
| Not later than one year | 2,631 | 2,524
| Between one year and five years | 3,725 | 5,638
| Later than five years | - | 467
|  | 6,356 | 8,629
| The following amounts in respect of leases, where the Company is a lessee, have been recognised in profit or loss:
|  |  |  | 2025 | 2024
|  |  |  | £000 | £000
| Interest expense on lease liabilities | 230 | 261
| Depreciation charges for the year: |  |
| Property | 2,123 | 2,120
| Motor vehicles | 138 | 83
| Plant & machinery | 116 | 82
Page 33
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
22. | Leases (continued)
| The total cash outflow in respect of leases, where the Company is a lessee, is as follows:
|  | 2025 | 2024
|  | £000 | £000
| Cash outflow | 2,660 | 2,481
|  | 2,660 | 2,481
23. | Deferred taxation
|  | 2025
|  | £000
| At beginning of year | 1,001
| Charged to profit or loss | (387)
| At end of year | 614
| The deferred tax asset is made up as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
| Fixed asset timing differences | 338 | -
| Short term timing differences | 88 | -
| Tax losses carried forward | 188 | 1,001
|  | 614 | 1,001
24. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £000 | £000
|  | Authorised, allotted, called up and fully paid |  |
|  | 3,292,729 (2024 - 3,292,729) Ordinary shares of £1.00 each | 3,293 | 3,293
| Each ordinary share carries one vote and ranks equally in all respects including as to dividends and other distributions and are not redeemable.
Page 34
ASENDIA UK LIMITED |  |
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
25. | Reserves
Capital contribution reserve The capital contribution reserve represents amounts received from the Company’s parent undertaking for which no shares have been issued and which are treated as a non-distributable reserve. Predecessor reserve The predecessor reserve represents the accumulated profits and losses of the business prior to its transfer to the Company, recognised in accordance with merger accounting principles and treated as a non-distributable reserve. Retained earnings Retained earnings represent the cumulative net profits and losses of the Company after dividends and other distributions to shareholders and record the accumulated profits and losses arising from the Group’s trading activities.
26. | Related party transactions
| The company has applied the exemptions available under FRS 101 in respect of transactions entered into between two or more members of a group, where subsidiaries that are party to the transactions are wholly owned by such a member.
27. | Ultimate parent undertaking
The immediate parent undertaking and the smallest group in which the Company’s results are consolidated is Asendia Holding AG, a company incorporated in Switzerland. The largest group in which the results of the Company are consolidated is headed by La Poste Groupe, the ultimate parent company, a company incorporated in France. The consolidated accounts of these groups can be obtained from: https://www.lapostegroupe .com/en/finance /financial-results.
Page 35