Caseware UK (AP4) 2024.0.164 2024.0.164 2025-07-31 2025-07-31 false 3 true true true true 2024-08-01 provision of school group travel arrangements on a worldwide basis across a range of educational,language, music sport and ski tours.3 true false false 14026857 2024-08-01 2025-07-31 14026857 2023-08-01 2024-07-31 14026857 2025-07-31 14026857 2024-07-31 14026857 2023-08-01 14026857 5 2024-08-01 2025-07-31 14026857 5 2023-08-01 2024-07-31 14026857 1 2024-08-01 2025-07-31 14026857 e:Director2 2024-08-01 2025-07-31 14026857 e:Director3 2024-08-01 2025-07-31 14026857 e:Director4 2024-08-01 2025-07-31 14026857 e:RegisteredOffice 2024-08-01 2025-07-31 14026857 d:CurrentFinancialInstruments 2025-07-31 14026857 d:CurrentFinancialInstruments 2024-07-31 14026857 d:Non-currentFinancialInstruments 2025-07-31 14026857 d:Non-currentFinancialInstruments 2024-07-31 14026857 d:CurrentFinancialInstruments d:WithinOneYear 2025-07-31 14026857 d:CurrentFinancialInstruments d:WithinOneYear 2024-07-31 14026857 d:Non-currentFinancialInstruments d:AfterOneYear 2025-07-31 14026857 d:Non-currentFinancialInstruments d:AfterOneYear 2024-07-31 14026857 d:ShareCapital 2024-08-01 2025-07-31 14026857 d:ShareCapital 2025-07-31 14026857 d:ShareCapital 2023-08-01 2024-07-31 14026857 d:ShareCapital 2024-07-31 14026857 d:ShareCapital 2023-08-01 14026857 d:RetainedEarningsAccumulatedLosses 2024-08-01 2025-07-31 14026857 d:RetainedEarningsAccumulatedLosses 2025-07-31 14026857 d:RetainedEarningsAccumulatedLosses 2023-08-01 2024-07-31 14026857 d:RetainedEarningsAccumulatedLosses 2024-07-31 14026857 d:RetainedEarningsAccumulatedLosses 2023-08-01 14026857 d:TaxLossesCarry-forwardsDeferredTax 2025-07-31 14026857 d:TaxLossesCarry-forwardsDeferredTax 2024-07-31 14026857 e:OrdinaryShareClass1 2024-08-01 2025-07-31 14026857 e:OrdinaryShareClass1 2025-07-31 14026857 e:OrdinaryShareClass1 2024-07-31 14026857 e:FRS102 2024-08-01 2025-07-31 14026857 e:Audited 2024-08-01 2025-07-31 14026857 e:FullAccounts 2024-08-01 2025-07-31 14026857 e:PrivateLimitedCompanyLtd 2024-08-01 2025-07-31 14026857 d:Subsidiary1 2024-08-01 2025-07-31 14026857 d:Subsidiary1 1 2024-08-01 2025-07-31 14026857 6 2024-08-01 2025-07-31 14026857 f:PoundSterling 2024-08-01 2025-07-31 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 14026857 HURON MIDCO LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2025
HURON MIDCO LIMITED COMPANY INFORMATION
Directors | A P Williamson
| R Parry
| J W Icke
Registered number | 14026857
Registered office | 35 Churchill Park
| Colwick Business Estate
| Nottingham
| NG4 2HF
Independent auditors | Xeinadin Audit Limited
| Chartered Accountants & Statutory Auditor
| Becket House
| 36 Old Jewry
| London
| EC2R 8DD
HURON MIDCO LIMITED CONTENTS
| Page
Strategic report | 1 - 2
Directors' report | 3 - 4
Independent auditors' report | 5 - 8
Statement of comprehensive income | 9
Statement of financial position | 10
Statement of changes in equity | 11 - 12
Notes to the financial statements | 13 - 21
HURON MIDCO LIMITED STRATEGIC REPORT FOR THE YEAR ENDED 31 JULY 2025
Introduction
The directors present the Strategic Report for the year ended 31st July 2025.
Business review
The company is an intermediate holding company in the Bright Ventures Educational Group Limited (see Note 17) and records interest expenditure on loan notes issued by the shareholders. The company had no trading activity in the year. Principal Activity The principal activity of the Bright Ventures Educational Group Limited is the provision of school group travel arrangements on a worldwide basis across a range of educations, language, music, sport and ski tours.
Principal risks and uncertainties
As an intermediate holding company, the main risks relate to the future performance of the subsidiary undertakings. Further details of the risks facing those businesses is contained in the respective statutory accounts of the subsidiary undertakings.
Directors' statement of compliance with duty to promote the success of the Company
The company is ineligible for medium-sized company exemptions under section 467 of Companies Act. Therefore, large company accounts have been prepared. Large companies are required to publish a statement setting out how the Board have complied with Section 172(1) of the Companies Act 2006, this requires the Board to act in a manner they consider would most likely promote the success of the group for the benefit of its members as a whole, and in doing so having regard to: • likely consequences of any decisions in the long term; • interest of employees; • need to foster close business relationships with customers, suppliers and others • impact of the group’s operations on the community and environment • maintaining a reputation for high standard of business conduct • acting fairly in regard to all members of the company Directors’ Statement as required by section 414CZA of The Companies Act 2006 This report sets out how the directors comply with the requirement of Section 172 Companies Act 2006 and how these requirements have impacted on the Board’s decision making throughout 2023-24. The key matters that the directors report on when undertaking their duties are: The likely consequence of any decision in the long term. The business is operated within tight budgetary guidelines and, as part of regular monitoring, looks out for external events that may materially impact the business and develops mitigation plans to offset any adverse impacts or take advantage of growth opportunities. Page 1
HURON MIDCO LIMITED STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 JULY 2025 The interest of the company’s employees. The company’s employees are fundamental to the long-term success of the business. The company aims to be a responsible employer in the approach to pay and benefits the employees receive. All employees have objectives and personal development plans which enable them to further their careers within the business. An annual survey is conducted to measure the engagement of the employees and follow up plans are put in place to improve this on a yearly basis. The need to foster the company’s business relationships with suppliers, customers and others. Delivery of excellent service to our customers is key to the success of the business in order to retain, grow and acquire new business. The company conducts regular client satisfaction surveys and monitors department performance against these surveys. The company maintains excellent relationships with all its suppliers and conducts regular supplier reviews to monitor performance. The impact of the company’s operations on the community and environment. The company encourages all its employees to get involved in charitable projects to improve the places where they live and work. The desirability of the company maintaining a reputation for high standards of business conduct. The directors take the reputation of the company seriously which is not limited to only operational and financial performance. The company regularly reviews its policies to ensures they remain appropriate as the business develops and grows. The need to act fairly between members. The intentions of the Board of Directors are to behave responsibly toward stakeholders and treat them fairly and equally so they too may benefit from the successful delivery of the Board’s plan. This report was approved by the board on 24 March 2026 and signed on its behalf.
J W Icke Director
Page 2
HURON MIDCO LIMITED DIRECTORS' REPORT FOR THE YEAR ENDED 31 JULY 2025 The directors present their report and the financial statements for the year ended 31 July 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 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements 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 loss for the year, after taxation, amounted to £162,147 (2024 - loss £204,987). The directors have recommended a dividend amounting to £Nil (2024: £Nil) for the financial year.
Directors
The directors who served during the year were:
A P Williamson
R Parry
J W Icke
Political contributions
The company made no political or charitable donations or incurred any political expenditure during the period (2024: £Nil). Page 3
HURON MIDCO LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 JULY 2025
Future developments
As an intermediate holding company, the future developments of the business relate to the performance of the subsidiary undertakings. Further details of those future developments are contained in the respective statutory accounts of the subsidiary undertakings.
Matters covered in the Strategic report
Where necessary, disclosures relating to future developments, results and dividends have been made in the Strategic Report and have not been repeated here in accordance with Section 414C of the Companies Act 2006.
Disclosure of information to auditors
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 auditors are 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 auditors are aware of that information.
Post balance sheet events
On the 11th December 2025, the Company repaid £6.9m of loan notes as part of a refinancing process undertaken within the Group. Further details can be found within the Group Accounts of Bright Ventures Education Group Limited.
Auditors
The auditors, Xeinadin Audit Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board on 24 March 2026 and signed on its behalf.
J W Icke Director
Page 4
HURON MIDCO LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HURON MIDCO LIMITED
Opinion
We have audited the financial statements of Huron Midco Limited (the 'Company') for the year ended 31 July 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 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (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 July 2025 and of its loss 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 Auditors' 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. Page 5
HURON MIDCO LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HURON MIDCO LIMITED (CONTINUED)
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.
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 3, 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 6
HURON MIDCO LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HURON MIDCO LIMITED (CONTINUED)
Auditors' 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 Auditors' 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: ∙ Enquiry of management and those charged with governance around actual and potential litigation and claims; ∙ Reviewing minutes of meetings of those charged with governance; ∙Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias; ∙ Enquiry of management and those charged with governance to identify any instances of non-compliance with laws and regulations. The potential effect of these laws and regulations on the financial statements varies considerably. Firstly, the Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation), distributable profits legislation and taxation legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. Secondly, the Company is subject to many other laws and regulations where the consequence of noncompliance could have a material effect on amounts or disclosures in the financial statements, for instance the imposition of fines or litigation or the loss of the Company’s license to operate. We identified the following areas as those most likely to have such an effect: health and safety including data protection laws, employment law compliance recognising the nature of the Company’s activities. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and other management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach. 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. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. 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 Auditors' report. Page 7
HURON MIDCO LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HURON MIDCO LIMITED (CONTINUED)
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 Auditors' 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. Yasin Khandwalla (FCCA) (Senior statutory auditor) for and on behalf of Xeinadin Audit Limited Chartered Accountants Statutory Auditor Becket House 36 Old Jewry London EC2R 8DD 24 March 2026 Page 8
HURON MIDCO LIMITED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 JULY 2025
| 2025 | 2024
Note | £ | £
Interest payable and similar expenses | 6 | (293,667) | (204,987)
Loss before tax |  | (293,667) | (204,987)
Tax on loss | 7 | 131,520 | -
Loss for the financial year |  | (162,147) | (204,987)
Other comprehensive income for the year |  |  |
Total comprehensive income for the year |  | (162,147) | (204,987)
The notes on pages 13 to 21 form part of these financial statements.
Page 9
HURON MIDCO LIMITED REGISTERED NUMBER: 14026857 STATEMENT OF FINANCIAL POSITION AS AT 31 JULY 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Fixed asset investments |  |  | 1 |  | 1
|  |  | 1 |  | 1
Current assets |  |  |  |  |
Debtors: amounts falling due after more than one year | 9 | 5,890,570 |  | 4,040,570 |
Debtors: amounts falling due within one year | 9 | 131,520 |  | - |
|  | 6,022,090 |  | 4,040,570 |
Creditors: amounts falling due within one year | 10 | (103,570) |  | (103,570) |
Net current assets |  |  | 5,918,520 |  | 3,937,000
Total assets less current liabilities |  |  | 5,918,521 |  | 3,937,001
Creditors: amounts falling due after more than one year | 11 |  | (6,447,499) |  | (4,303,832)
Net liabilities |  |  | (528,978) |  | (366,831)
Capital and reserves |  |  |  |  |
Called up share capital | 13 |  | 1 |  | 1
Profit and loss account | 14 |  | (528,979) |  | (366,832)
|  |  | (528,978) |  | (366,831)
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 24 March 2026.
J W Icke
Director
The notes on pages 13 to 21 form part of these financial statements. Page 10
HURON MIDCO LIMITED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 JULY 2025
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 August 2024 | 1 | (366,832) | (366,831)
Comprehensive income for the year |  |  |
Loss for the year | - | (162,147) | (162,147)
Total comprehensive income for the year | - | (162,147) | (162,147)
Total transactions with owners | - | - | -
At 31 July 2025 | 1 | (528,979) | (528,978)
| The notes on pages 13 to 21 form part of these financial statements.
Page 11
HURON MIDCO LIMITED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 JULY 2024
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 August 2023 | 1 | (161,845) | (161,844)
Comprehensive income for the year |  |  |
Loss for the year | - | (204,987) | (204,987)
Total comprehensive income for the year | - | (204,987) | (204,987)
Total transactions with owners | - | - | -
At 31 July 2024 | 1 | (366,832) | (366,831)
| The notes on pages 13 to 21 form part of these financial statements.
Page 12
HURON MIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2025
1. | General information
Huron Midco Limited is a private company limited by shares incorporated in the United Kingdom. The registered office and principal place of business is 35 Churchill Park Colwick Business Estate, Nottingham, United Kingdom, NG4 2HF. The principal activity of the company is an intermediate holding company for the Bright Ventures Educational Group Limited. The principle activity of the Group is the provision of school group travel arrangements on a worldwide basis across a range of educations, language, music, sport and ski tours. 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 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. These financial statements are presented in pound sterling, which is the Company's functional currency. All amounts have been rounded to the nearest pound, unless otherwise indicated. The preparation of financial statements in compliance with FRS 102 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).
| 2.2 | Financial Reporting Standard 102 - reduced disclosure exemptions
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": ∙the requirements of Section 7 Statement of Cash Flows; ∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d); ∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c); ∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A; ∙the requirements of Section 33 Related Party Disclosures paragraph 33.7. This information is included in the consolidated financial statements of Bright Ventures Educational Group Limited as at 31st July 2025 and these financial statements may be obtained from its registered office, 35 Churchill Park, Colwick Business Estate, Nottingham, NG4 2HF.
| 2.3 | Exemption from preparing consolidated financial statements
The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006. Page 13
HURON MIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2025 2.Accounting policies (continued)
| 2.4 | Going concern
The financial statements have been prepared on a going concern basis. The company is a holding company whose principal activity is holding the investment in its subsidiary undertaking. The company does not carry out trading activities and is dependent on the results and cash flows of its subsidiary to enable it to meet its liabilities as they fall due. The directors have assessed the company’s ability to continue as a going concern for a period of at least twelve months from the date of approval of the financial statements. This assessment included consideration of the financial position and cashflow forecasts of the group, which indicate that the trading entities are expected to continue to generate sufficient cash flows to mee their obligations as they fall due. As noted in post balance sheet events, £6.9m of loan notes were repaid in December 2025. This was part of a refinancing process undertaken by the Group. Further details can be found within the Group Accounts of Bright Ventures Education Group Limited. Based on the assessment above, the directors consider it appropriate to prepare the financial statements on a going concern basis.
| 2.5 | Finance costs
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
| 2.6 | Borrowing costs
All borrowing costs are recognised in profit or loss in the year in which they are incurred. Page 14
HURON MIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2025 2.Accounting policies (continued)
| 2.7 | 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 balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
| 2.8 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
| 2.9 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.10 | Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
| 2.11 | Financial instruments
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares. Page 15
HURON MIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2025
3. | Judgments in applying accounting policies 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 value if assets and liabilities that are not readily available 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 assumption 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.
4. | Auditors' remuneration
| During the year, the Company obtained the following services from the Company's auditors and their associates:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Fees payable to the Company's auditors and their associates for the audit of the Company's financial statements | 3,500 | 3,334
| The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.
5. | Employees
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2025 | 2024
|  |  | No. | No.
|  | Directors | 3 | 3
6. | Interest payable and similar expenses
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other loan interest payable | 293,667 | 204,987
|  | 293,667 | 204,987
Page 16
HURON MIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2025
7. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Total current tax | - | -
| Deferred tax |  |
| Origination and reversal of timing differences | (131,520) | -
| Total deferred tax | (131,520) | -
|  | (131,520) | -
| Factors affecting tax charge for the year
| The tax assessed for the year is higher than (2024 - lower than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Loss on ordinary activities before tax | (293,667) | (204,987)
| Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | (73,417) | (51,247)
| Effects of: |  |
| Movement in deferred tax not recognised | (58,103) | 51,247
| Total tax charge for the year | (131,520) | -
| Factors that may affect future tax charges
There were no factors that may affect future tax charges. Page 17
HURON MIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2025
8. | Fixed asset investments
|  | Investments in subsidiary companies
|  | £
| Cost or valuation |
| Additions | 1
| At 31 July 2025 | 1
| Subsidiary undertaking
| The following was a subsidiary undertaking of the Company:
| Name | Registered office | Class of shares | Holding
| Huron Bidco Limited | 35 Churchill Park Colwick Business Estate, Nottingham, United Kingdom, NG4 2HF | Ordinary | 100%
9. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Due after more than one year |  |
| Amounts owed by group undertakings | 5,890,570 | 4,040,570
|  | 5,890,570 | 4,040,570
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Due within one year |  |
| Deferred taxation | 131,520 | -
|  | 131,520 | -
Page 18
HURON MIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2025
10. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Amounts owed to group undertakings | 103,570 | 103,570
|  | 103,570 | 103,570
11. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Loan notes | 6,447,499 | 4,303,832
|  | 6,447,499 | 4,303,832
| The debenture loans represent funding provided through loan notes issued by the shareholders of the parent company, Bright Ventures Education Group Limited, on 22 June 2022 and 5 December 2023. There were additional loan notes issued during the year amounting £1,850,000 in January and February 2025. The loan notes carry interest at 6% per annum. The principal amount and accrued interest were fully repaid after the year end in line with the Deed of release dated 11 December 2025.
Page 19
HURON MIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2025
12. | Deferred taxation
|  | 2025
|  | £
| Charged to profit or loss | 131,520
| At end of year | 131,520
| The deferred tax asset is made up as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Losses and other deductions | 131,520 | -
|  | 131,520 | -
Page 20
HURON MIDCO LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2025
13. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 1 (2024 - 1) £1 Ordinary Share Capital share of £1.00 | 1 | 1
14. | Reserves
Profit and loss account The profit and loss account includes all current and prior periods retained profit.
15. | Related party transactions
| The company has taken advantage of the exemption to disclose related party transactions with companies that are wholly owned within the Group.
16. | Post balance sheet events
On the 11th December 2025, the Company repaid £6.9m of loan notes as part of a refinancing process undertaken within the Group. Further details can be found within the Group Accounts of Bright Ventures Education Group Limited.
17. | Controlling party
The ultimate controlling party is Literacy Capital Plc, by virtue of its controlling interest in the immediate parent company, Bright Ventures Education Group Limited (Formerly known as Huron Topco Limited). The largest group to consolidate these financial statements is Bright Ventures Education Group Limited. Copies of the group financial statements for Bright Ventures Education Group Limited can be obtained from its registered office: 35 Churchill Park, Colwick Business Estate, Nottingham, NG4 2HF.
Page 21