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

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

Ten Wandsworth Limited is a private company limited by shares incorporated in England and Wales. The registered office is 73 Cornhill, London, EC3V 3QQ.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include investment properties at fair value. The principal accounting policies adopted are set out below.

The financial statements have been prepared on a going concern basis, which contemplates the continuity of normal business activities and the realisation of assets and discharge of liabilities in the normal course of business. true

As of 30 September 2025 the Company together with its parent undertaking and fellow subsidiary undertaking breached specific covenants as set out in Facility Agreement with Clydesdale Bank Plc (trading as Virgin money). These covenants were related to the profitability of the company in the early years of trading while the home was filling with residents.

Under the terms of the agreement, this breach gives the lender the right to demand repayment of the outstanding loan balance, which amounted to £17,000,000 at 30 September 2025. This indicates a material uncertainty which may cast doubt on the Company’s ability to continue as a going concern.

The company is in active discussions with the lender to restructure the covenants contained in the loan agreement. While an agreement has been reached in principal, a binding agreement has not been executed as at the date of approval of these financial statements. The Directors have considered the position carefully, including the regularity and constructive nature of communications with the lender to date, and are confident that a formal agreement will be concluded. Taking into account the projected operational cashflows, the Directors therefore consider it appropriate to prepare the financial statements on a going concern basis. 

However, if these plans are unsuccessful and the lender demands repayment, the company may not have sufficient liquidity to repay the loan, which would require the company to source additional capital from its ultimate parent undertaking or alternate lenders.

These financial statements do not include any adjustments that would result if the plans are unsuccessful.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

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

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

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

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to the profit and loss account.

No depreciation is provided until the asset is available for use.

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in the profit and loss account. Property rented to a group entity is accounted for at fair value with changes in fair value recognised in the profit and loss account.

Deferred tax is provided on these gains at the tax rate expected to apply at the date the property is sold.

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

Recoverable amount is the higher of fair value less costs to sell and value in use. 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 which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in the profit and loss account, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

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

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

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

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

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

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

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

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

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

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

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

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

The directors estimate the useful lives and residual values of tangible assets in order to calculate the amortisation and depreciation charge. In assessing asset lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Changes in these estimates could result in changes being required to the annual charges in the profit and loss account and the carrying values of these assets in the balance sheet.

The company's investment property, which is held to earn rentals and/or capital appreciation, is measured using the fair value model and stated at its fair value as at the reporting date. The directors have used their experience of the property market and with reference to formal advice from suitably qualified chartered surveyors and market evidence of transaction prices of similar properties, have assessed an appropriate value as at the reporting date, which they feel is reliable and on a conservative basis.

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

During the year, software costs of £202,199 previously capitalised within intangible fixed assets were fully written off following a review which concluded that the costs did not meet the recognition criteria under FRS 102.

Investment property comprises freehold land and buildings. The company's investment property was valued in December 2024 and in February 2026 by an external valuer as requested by lender who is not connected with the company. The valuation was in accordance with requirement of the current RICS Valuation. The valuation was made on the basis of fair value.

The fair value reported, as at 30 September 2025 was £40,650,000 which was arrived at by directors on the basis of the external valuation.

In April 2024, development and investment loan facilities were secured with the company's bankers. The rate of interest charged is 3.75% and 2.95% respectively per annum above the bank's sterling base rate. The termination date is 60 days after the required completion date for the development facility and 5 years after the date of the agreement. Since the year end the development facility has been settled and financed with the investment facility which has a repayment date of April 2029. These loan facilities are secured by fixed and floating charge over the assets of the company.

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

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

The Redeemable shares are non-voting and can be redeemed at the discretion of the directors at any time. The shares have priority over the ordinary shares on winding up, liquidation or sale.

The company has taken advantage of the exemptions under FRS102 section 1A not to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is party to the transactions is wholly-owned by such a member.

Amounts contracted for but not provided in the financial statements:

During the year, the immediate parent company of Ten Wandsworth Limited is KYN Hurlingham Limited, a company registered in Isle of Man, and its ultimate parent company is Melford Special Situations II LP by virtue of shareholdings, whose registered office is 192 Sloane Street, London, SW1X 9QX.

In prior periods, margin on recharged staff costs was not recognised in accordance with the company's contractual arrangements. The comparative financial statements have been restated to correct this in accordance with FRS 102 Section 10.

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

The auditor's report for the year ended 30 September 2025, was signed on .............................., and was unqualified but includes a material uncertainty related to going concern paragraph (see details in Note 1.2), and includes the following:

Material Uncertainty Related to Going Concern

We draw attention to Note 1.2 in the financial statements, which indicates that the Company breached specific covenants as set out in the Facility Agreement during the period ended 30 September 2025. As stated in Note 1.2, while management is negotiating restructure of the Facility Agreement, a binding agreement has not yet been finalised.

These conditions indicate that a material uncertainty exists that may cast significant doubt on the Company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.

The senior statutory auditor was Keith Sussman FCA, for and on behalf of Cohen Arnold.