Spe International Limited

	Page
Company Information	1
Balance Sheet	2
Notes to the Financial Statements	3—7

Page 1

Page 2

Balance Sheet

As At 31 December 2025

Balance Sheet

Registered number: 01717706

		2025		2024
	Notes	£	£	£	£
CURRENT ASSETS
Stocks	4	-		2,029,104
Debtors	5	9,500		881,207
Cash at bank and in hand		-		206,204

		9,500		3,116,515
Creditors: Amounts Falling Due Within One Year	6	-		(418,850 )

NET CURRENT ASSETS (LIABILITIES)			9,500		2,697,665

TOTAL ASSETS LESS CURRENT LIABILITIES			9,500		2,697,665

NET ASSETS			9,500		2,697,665

CAPITAL AND RESERVES
Called up share capital			9,025		9,025
Capital redemption reserve			475		475
Profit and Loss Account			-		2,688,165

SHAREHOLDERS' FUNDS			9,500		2,697,665

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

The company has taken advantage of section 444(1) of the Companies Act 2006 and opted not to deliver to the registrar a copy of the company's Profit and Loss Account.

Registration Number: 01717706

Approved and authorised by the Board on 7 April 2026 and signed on its behalf by:

Mr J R Hill

Director

The notes on pages 3 to 7 form part of these financial statements.

Page 2

Page 3

Spe International Limited

Notes to the Financial Statements

For The Year Ended 31 December 2025

Notes to the Financial Statements

1. General Information

Spe International Limited is a private company, limited by shares, incorporated in England & Wales, registered number 01717706 . The registered office is Honeyholes Lane, Dunholme, Lincoln, Lincolnshire, LN2 3SU.

These financial statements were authorised for issue by the Board on 7 April 2026.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 section 1A Small Entities "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

2.2. Going Concern Disclosure

The trade and assets of the company was transferred to the UK parent SBG Corp Ltd on 1st January 2025 and the company is expected to be wound up in the near future, accordingly, the directors do not consider the company to be a going concern, therefore the financial statements have been prepared on a basis other than going concern which includes, where appropriate, writing down the company's assets to net realisable value. This method of accounting has not resulted in material adjustments.

2.3. Turnover

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The company recognises revenue when:

The amount of revenue can be reliably measured;

it is probable that future economic benefits will flow to the entity;

and specific criteria have been met for each of the company's activities

2.4. Leasing and Hire Purchase Contracts

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

2.5. Stocks and Work in Progress

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the average cost method.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are 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.

2.6. Financial Instruments

Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability in the balance sheet. The corresponding dividends relating to the liability component are charged as interest expense in the profit and loss account.

2.7. Foreign Currencies

Transactions in foreign currencies are recorded at the rate of exchange ruling at the date of the transaction. Assets and liabilities denominated in foreign currencies are translated at the rate of exchange at the balance sheet date. Any gain or loss arising from a change in exchange rates is included as an exchange difference in the profit and loss account.

Page 3

Page 4

Spe International Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2025

2.8. Taxation

The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

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 taxable income.

Deffered tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

2.9. Pensions

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

2.10. Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

2.11. Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

2.12. Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

2.13. Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

2.14. Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Page 4

Page 5

Spe International Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2025

3. Average Number of Employees

Page 5

Page 6

Spe International Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2025

Average number of employees, including directors, during the year was: NIL (2024: 21)

4. Stocks

	2025	2024
	£	£
Stock	-	2,029,104

5. Debtors

	2025	2024
	£	£
Due within one year
Trade debtors	-	822,458
Prepayments and accrued income	-	16,204
Other debtors	-	1,106
Amounts owed by parent undertaking	9,500	41,439

	9,500	881,207

6. Creditors: Amounts Falling Due Within One Year

	2025	2024
	£	£
Trade creditors	-	211,217
Corporation tax	-	60,227
Other taxes and social security	-	36,594
VAT	-	50,524
Other creditors	-	21,556
Accruals and deferred income	-	10,432
Amounts owed to group undertakings	-	28,300

	-	418,850

7. Related Party Transactions

Summary of transactions with parent

SBG Corp Ltd, the holding company:

An inter-company loan account exists. At the balance sheet date the amount due by SBG Corp Ltd was £9,500 (2024 - £41,439).

Summary of transactions with other related parties

SPE Contracting Ltd, fellow subsidiary company of SBG Corp Ltd:

An inter-company loan account exists. At the balance sheet date the amount due to SPE Contracting Ltd was £Nil (2024 - £212,694).

Bartell Morrison Inc, fellow group company:

An inter-company loan account exists. At the balance sheet date the amount due from Bartell Morrison Inc was £Nil (2024 - £219,170).

SL Diamond Company Ltd, fellow group company:

An inter-company loan account exists. At the balance sheet date the amount due to SL Diamond Company Ltd was £Nil (2024 - £34,776).

8. Exceptional Items

The intercompany debt due to SBG Corp Ltd from the company was written off as of 31st March 2024 and at the point of write off totalled £1,576,913. The write off was undertaken by way of waiver and subsequently increased the profits of the company by the amount written off. No such transactions have occurred in 2025.

Page 6

Page 7

Spe International Limited

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2025

9. FRC's Ethical Standard - Provision Available for Small Entities

In common with other businesses of our size and nature we use our accountants to prepare and submit returns to the tax authorities and assist with the preparation of the financial statements.

10. Ultimate Parent Undertaking and Controlling Party

The company's immediate parent is SBG Corp Ltd, incorporated in England and Wales.

The ultimate parent is SASE Holdings LLC, incoroporated in United States of America. The address of SASE Holdings LLC is: 1675 S State St Ste B, Dover 19901.

The company's ultimate controlling party is A Figura.

11. Audit Information

The auditor's report on the accounts of Spe International Limited for the year ended 31 December 2025 was unqualified.

The auditors emphasised the following matter without qualifying their report:

Financial statements prepared on a basis other than going concern

We draw attention to the basis of preparation section of note 1 to the financial statements, which explains that the trade and assets of the company was transferred to the UK parent company SBG Corp Ltd on 1st January 2025, and so directors do not consider it to be appropriate to adopt the going cocnern basis of accounting in preparing the financial statements. Accordingly, the financial statements have been prepared on a basis other than going cocnern as described in note 1. Our opinion is not modified in respect of this matter.

The auditor's report was signed by Richard Welsh (Senior Statutory Auditor) for and on behalf of Saul Fairholm Limited , Statutory Auditor.

Saul Fairholm Limited

Chartered Accountants and Statutory Auditor

12 Tentercroft Street

Lincoln

Lincolnshire

LN5 7DB

Page 7

Directors	Mr J R Hill
	Mr A Figura

Company Number	01717706

Registered Office	Honeyholes Lane
	Dunholme
	Lincoln
	Lincolnshire
	LN2 3SU

Accountants	Atkinson Saul Fairholm Ltd
	Chartered Accountants
	21a Newland
	Lincoln
	Lincolnshire
	LN1 1XP

Auditors	Saul Fairholm Limited
	Chartered Accountants and Statutory Auditor
	12 Tentercroft Street
	Lincoln
	Lincolnshire
	LN5 7DB

Bankers	HSBC plc
	221 High Street
	Lincoln
	LN1 1TS