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Registered number: 11346365 HOLME BIOENERGY LIMITED FINANCIAL STATEMENTS INFORMATION FOR FILING WITH THE REGISTRAR FOR THE YEAR ENDED 31 DECEMBER 2025
HOLME BIOENERGY LIMITED REGISTERED NUMBER: 11346365 BALANCE SHEET AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 5 |  | 4,571,772 |  | 5,303,247
|  |  | 4,571,772 |  | 5,303,247
Current assets |  |  |  |  |
Stocks | 6 | 5,355 |  | 10,702 |
Debtors: amounts falling due within one year | 7 | 808,125 |  | 949,659 |
Cash at bank and in hand | 8 | 230,837 |  | 44,373 |
|  | 1,044,317 |  | 1,004,734 |
Creditors: amounts falling due within one year | 9 | (7,577,630) |  | (6,819,799) |
Net current liabilities |  |  | (6,533,313) |  | (5,815,065)
Total assets less current liabilities |  |  | (1,961,541) |  | (511,818)
Creditors: amounts falling due after more than one year | 10 |  | (10,751,720) |  | (10,453,129)
Net liabilities |  |  | (12,713,261) |  | (10,964,947)
Capital and reserves |  |  |  |  |
Called up share capital | 12 |  | 100 |  | 100
Other reserves |  |  | 1,782,982 |  | 1,753,801
Profit and loss account |  |  | (14,496,343) |  | (12,718,848)
|  |  | (12,713,261) |  | (10,964,947)
Page 1
HOLME BIOENERGY LIMITED REGISTERED NUMBER: 11346365 BALANCE SHEET (CONTINUED) AS AT 31 DECEMBER 2025 The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities. The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime. The financial statements were approved and authorised for issue by the board and were signed on its behalf on 26 June 2026.
CE Stoyell
Director
The notes on pages 3 to 12 form part of these financial statements. Page 2
HOLME BIOENERGY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
Holme Bioenergy Limited is a private company limited by shares, incorporated in England and Wales (Registration number: 11346365). The registered office address is Control Tower, Hemswell Cliff Industrial Estate, Hemswell Cliff, Gainsborough, DN21 5TU. The principal activity of the Company is the construction and ultimate operation of an Anaerobic Digestion Facility. 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 requirements and the Companies Act 2006. 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 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 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 in accordance with FRS102 as published by the Financial Reporting Council 31 January 2022 and amendments to that standard effective for periods up to 31 December 2025. They do not (and are not required to) comply with the amendment published 27 March 2024, effective for periods commencing 1 January 2026, or the current version of FRS102 published 10 September 2024. Early adoption of those standards is permitted, but the directors have chosen not to do so and will adopt them from the effective date of 1 January 2026. The following principal accounting policies have been applied:
| 2.2 | Going concern
At 31 December 2025 the Company had net current liabilities of £6,533,313 (2024: £5,815,065) and net liabilities of £12,713,261 (2024: £10,964,947). It is dependent upon the funds provided by its parent company, GVO B-1 Limited. GVO B-1 Limited has been provided with a letter of support from its parent company, Hansa Aktiengesellschaft, that will allow it to make available such funds as are needed by the Company to continue in operational existence for at least 12 months from signing off, so the Company can meet its liabilities that fall due for payment, should it be needed. Having reviewed the Company's current position and cash flow projections for the next twelve months and beyond, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and to be profitable. Accordingly, the going concern basis has been adopted in preparing the financial statements. Page 3
HOLME BIOENERGY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2. Accounting policies (continued)
| 2.3 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is GBP. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges. Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
| 2.4 | 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, excluding discounts, rebates, value added tax and other sales taxes. Revenue from the sale of energy is recognised at the point at which the energy is produced. Revenue from energy sales that is contingent on future notification of past events is recognised when notification is received. Revenue from sales of food waste services is recognised on the date that food waste is received. The company also receives rental income, through the sub lease of the land they occupy.
| 2.5 | Operating leases: the Company as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset. Page 4
HOLME BIOENERGY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2. Accounting policies (continued)
| 2.6 | 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.
| 2.7 | Borrowing costs
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
| 2.8 | 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. Depreciation 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:
|  |  |  | Short-term leasehold property | - | 4-5% Straight line
|  |  |  | Plant and machinery | - | 5-20% Straight line
|  |  |  | Capital works in progress | - | nil until complete
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.
| 2.9 | Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads. At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
| 2.10 | 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. Page 5
HOLME BIOENERGY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2. Accounting policies (continued)
| 2.11 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
| 2.12 | 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.
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
The estimates and judgments that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the financial period are as follows: Capitalisation of costs During the period of construction, all costs incurred as a direct result of financing, designing, project managing, and constructing the AD plant, have been capitalised. The Directors consider that the completion of the plant to be the point where testing and operation is at a point where the gas output is at an acceptable and intended level. Depreciation Tangible fixed assets are depreciated over their useful lives taking into account residual values where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. Residual values consider matters such as future market conditions, the remaining estimated life of the asset and the discount required to apply cash flows on estimated disposal values to calculate their net present values. Provision of commercial rates The Company are liable for paying commercial rates for the site in which it operates and enlisted the support of an external expert to form a judgement over the rateable value of the site. The Directors consider this to be the most appropriate method in calculating the rates provision.
4. | Employees
| The Company has no employees other than the directors, who did not receive any remuneration (2024 - £NIL)
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HOLME BIOENERGY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
5. | Tangible fixed assets
|  | Short-term leasehold property | Plant and machinery | Capital works in progress | Total
|  | £ | £ | £ | £
| Cost or valuation |  |  |  |
| At 1 January 2025 | 1,050,626 | 14,086,889 | 191 | 15,137,706
| Additions | - | - | 200,199 | 200,199
| Transfers between classes | - | 189,959 | (189,959) | -
| At 31 December 2025 | 1,050,626 | 14,276,848 | 10,431 | 15,337,905
| Depreciation |  |  |  |
| At 1 January 2025 | 153,682 | 9,680,777 | - | 9,834,459
| Charge for the year on owned assets | 43,488 | 888,186 | - | 931,674
| At 31 December 2025 | 197,170 | 10,568,963 | - | 10,766,133
| Net book value |  |  |  |
| At 31 December 2025 | 853,456 | 3,707,885 | 10,431 | 4,571,772
| At 31 December 2024 | 896,944 | 4,406,112 | 191 | 5,303,247
Page 7
HOLME BIOENERGY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
6. | Stocks
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Raw materials and consumables | 5,355 | 10,702
|  | 5,355 | 10,702
7. | Debtors
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade debtors | 259,525 | 597,014
| Amounts owed by group undertakings | 150,000 | 150,000
| Other debtors | 18,894 | -
| Called up share capital not paid | 100 | 100
| Prepayments and accrued income | 346,849 | 202,545
| Tax recoverable | 32,757 | -
|  | 808,125 | 949,659
| Details of amounts owed by group undertakings and related parties are included below in Note 15. The Company has an unprovided deferred tax asset at 31 December 2025, in respect of carried forward tax losses of £12,590,121 (2024: £10,770,607) and timing differences of £313,993 (2024: £366,746), on the basis that it is not sufficiently certain that future profits will arise against which to offset the liability. The related unprovided deferred tax asset is £3,226,028 (2024: £2,784,338).
8. | Cash and cash equivalents
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Cash at bank and in hand | 230,837 | 44,373
|  | 230,837 | 44,373
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HOLME BIOENERGY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
9. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Trade creditors | 7,395 | 183,004
| Amounts owed to group undertakings | 6,847,988 | 5,980,834
| Other taxation and social security | - | 12,144
| Accruals and deferred income | 722,247 | 643,817
|  | 7,577,630 | 6,819,799
| Details of amounts owed to group undertakings and related parties are included below in Note 15. The Company has received loans from its parent, GVO B-1 Limited, the balance of which is £15,804,325 (2024: £15,707,445). The market rate of interest for an equivalent loan within the group was 12% per annum. The difference between the amount advanced and the fair value of the loan at initial recognition (£1,782,982) has been recognised as additional capital contribution. At the balance sheet date, the outstanding balance on the loan was £14,021,343 (2024: £13,953,644), split between due within 1 year (£5,000,000) and over 1 year (£9,021,343). Repayments of up to £5,000,000 and not less than £1,000,000 can be requested by the parent entity from any individual borrower within any 12-month period upon no less than 9 months prior written notice from the parent to the borrower. The loan is unsecured, interest free and repayable from the 10th anniversary of the loan agreement date.
10. | Creditors: Amounts falling due after more than one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other loans | 1,730,377 | 1,499,485
| Amounts owed to group undertakings | 9,021,343 | 8,953,644
|  | 10,751,720 | 10,453,129
| In 2023, the Company entered into a convertible loan agreement with Hansa Aktiengesellschaft for an initial principal amount of £1,350,000 and an interest charge of 15% which is considered market rate. Repayments can be made at any point up to the maturity date of 30 November 2027 at which point, any amount outstanding will be converted into Ordinary shares in GVO B-1 Limited. The conversion will see 1 Ordinary share in GVO B-1 Limited allotted and fully paid for every £3,333.33 outstanding. The loan is secured with a fixed and floating charge over the company's property and intellectual property. The Company has received loans from its parent, GVO B-1 Limited, the balance of which is £15,804,325 (2024: £15,707,445). The market rate of interest for an equivalent loan within the group was 12% per annum. The difference between the amount advanced and the fair value of the loan at initial recognition (£1,782,982) has been recognised as additional capital contribution. At the balance sheet date, the outstanding balance on the loan was £14,021,343 (2024: £13,953,644), split between due within 1 year (£5,000,000) and over 1 year (£9,021,343). Repayments of up to £5,000,000 and not less than £1,000,000 can be requested by the parent entity from any individual borrower within any 12-month period upon no less than 9 months prior written notice from the parent to the borrower. The loan is unsecured, interest free and repayable from the 10th anniversary of the loan agreement date
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HOLME BIOENERGY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
11. | Loans
| Analysis of the maturity of loans is given below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Amounts falling due 1-2 years |  |
| Other loans | 1,730,377 | 1,499,485
|  | 1,730,377 | 1,499,485
|  | 1,730,377 | 1,499,485
12. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and unpaid |  |
|  | 100 Ordinary shares of £1 each | 100 | 100
13. | Reserves
Other reserves The balance in other reserves relates to the NPV of the loan between parent entity GVO B1 Limited and Holme Bioenergy Limited and is accounted for as a capital contribution from its parent. The balance at 31 December 2025 of £1,782,982 (2024: £1,753,801) will be unwound over the length of the loan, which is due for repayment in 2031. Profit and loss account The profit and loss account includes all current and prior period retained profits and losses. Page 10
HOLME BIOENERGY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
14. | Commitments under operating leases
| At 31 December 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Not later than 1 year | 80,000 | 80,000
| Later than 1 year and not later than 5 years | 320,000 | 320,000
| Later than 5 years | 1,120,000 | 1,200,000
|  | 1,520,000 | 1,600,000
15. | Related party transactions
| The Company had transactions with fellow subsidiary companies which have all been concluded under normal market conditions. The amount outstanding from fellow subsidiaries at the year end was £150,000 (2024: £150,000) and the amount owing to these subsidiaries was £1,816,659 (2024: £980,834). The Company has received loans from its parent, GVO B-1 Limited, the balance of which is £15,804,325 (2024: £15,707,445). The market rate of interest for an equivalent loan within the group was 12% per annum. The difference between the amount advanced and the fair value of the loan at initial recognition (£1,782,982) has been recognised as additional capital contribution. At the balance sheet date, the outstanding balance on the loan was £14,021,343 (2024: £13,953,644), split between due within 1 year (£5,000,000) and over 1 year (£9,021,343). Repayments of up to £5,000,000 and not less than £1,000,000 can be requested by the parent entity from any individual borrower within any 12-month period upon no less than 9 months prior written notice from the parent to the borrower. The loan is unsecured, interest free and repayable from the 10th anniversary of the loan agreement date. The above balances can be seen in Notes 7, 9 and 10 respectively as amounts owed by/to group undertakings.
16. | Controlling party
The parent undertaking at the balance sheet date is GVO B-1 Limited, by virtue of its majority shareholding in the company. The registered office of GVO B-1 Limited is Control Tower Hemswell Cliff Industrial Estate, Hemswell Cliff, Gainsborough, DN21 5TU. In April 2025, Hansa Aktiengesellschaft, a Swiss company limited by shares, acquired the majority shareholding in GVO B-1 Limited. Prior to this date, Emily Von Opel was the ultimate controlling party. At the balance sheet date, Georg Von Open was the company's ultimate controlling party by virtue of his majority shareholding in Hansa Aktiengesellschaft via various Trust Holdings. Page 11
HOLME BIOENERGY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
17. | Auditors' information
The auditors' report on the financial statements for the year ended 31 December 2025 was unqualified. The audit report was signed on 26 June 2026 by Andrew Cameron (Senior Statutory Auditor) on behalf of Ryecroft Glenton.
Page 12