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Registered number: 11918958 BRYDG LTD ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025
BRYDG LTD COMPANY INFORMATION
Directors | D D Bendavid
| P P Matthews (appointed 5 December 2024)
Registered number | 11918958
Registered office | Third Floor Rear
| 70-72 Jermyn Street
| London
| England
| SW1Y 6NY
Independent auditors | Harris & Trotter LLP
| Chartered Accountants
| 101 New Cavendish Street
| 1st Floor South
| London
| W1W 6XH
BRYDG LTD CONTENTS
| Page
Group Strategic Report | 1 - 2
Directors' Report | 3 - 4
Independent Auditors' Report | 5 - 8
Consolidated Statement of Comprehensive Income | 9
Consolidated Statement of Financial Position | 10
Company Statement of Financial Position | 11
Consolidated Statement of Changes in Equity | 12
Company Statement of Changes in Equity | 13
Consolidated Statement of Cash Flows | 14
Consolidated Analysis of Net Debt | 15
Notes to the Financial Statements | 16 - 32
BRYDG LTD GROUP STRATEGIC REPORT FOR THE YEAR ENDED 31 MAY 2025
Introduction
The directors present their Group Strategic Report for the year ended 31 May 2025. The Group comprises Brydg Ltd and its subsidiaries, Brydg Capital Ltd, Brydg Services Ltd, Brydg Finance No.1 Limited, Brydg Inc and Brydg Capital Americas LLC.
Business review
The directors report year on year improvements in interest receivable for the year ended 31 May 2025. Interest receivable has increased by 22%. The group made profit in the year in amount of £262,433 compared to the prior year loss of £298,422.
Principal risks and uncertainties
The Group remains exposed to certain risks, primarily related to macroeconomic factors and the specific nature of its lending activities. While the Group has successfully navigated past challenges through proactive risk management, it is important to acknowledge the ongoing uncertainties. The Board are acutely aware of the competitive environment in the markets in which the Group operates, specifically within the property financing and lending sector. To safeguard and enhance its market position, the Group continuously invests in the design and development of new products, strategic relationships and tailors services to meet evolving customer expectations and to both retain and expand its customer base. Breaches of Cyber and information security present reputational and marketing risks which are mitigated by: • specific training of all personnel commensurate with their roles; • systems designed to deliver security analytics, detection, prevention and threat visibility; • use of external consultants to undertake regular penetration testing; Fraud risk, including the risk of misrepresentation by borrowers or third parties and internal fraud, is an inherent risk within the Group's lending activities. The Group manages this through: • robust due diligence and verification processes applied at origination; • defined authorisation and segregation of duties across transaction approval and vendor management workflows; • ongoing monitoring of loan performance and borrower conduct; • specific training of all personnel commensurate with their roles; and • a clear whistleblowing policy accessible to all personnel. Foreign exchange risk remains minimal, as the majority of loans are denominated in British pounds sterling, aligning with the Group's funding sources. Any exceptions are underwritten with a pre-agreed repayment currency, which presents a manageable risk. As a service orientated Group, retaining and motivating skilled personnel at all levels of the organisation, is key to the long-term success of the Group. The Board are proud of the minimal staff turnover achieved by: • offering hybrid work from home policy; • open door policy across the Group and at all levels of seniority; • regular performance discussions; • ensuring pay and benefits are competitive; and • ensuring a Board member has responsibility for employment engagement. Page 1
BRYDG LTD GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 MAY 2025
Financial key performance indicators
The Group's continued utilisation of established funding lines has maintained the Groups ability to fund a wide range of lending criteria. We have had added £58m of net agreed funding to our loan book which includes both repeat customers as well as new customers. Loans that have redeemed during the period have met our profit expectations (average 3%). Collectively this has positively impacted the overall financial health of the business.
Other key performance indicators
The Group has maintained relationships with its broker network and has increased lending capacity in Europe. This expansion has increased business volume and diversified the client base. Operational expenses have remained relatively stable, reflecting the Group's efficient cost management. The ongoing investment in research and development for the proprietary software aligns with the Group's strategic objectives and has resulted in successful feature launches This report was approved by the board on 4 August 2026 and signed on its behalf.
P P Matthews Director
Page 2
BRYDG LTD DIRECTORS' REPORT FOR THE YEAR ENDED 31 MAY 2025 The directors present their report and the financial statements for the year ended 31 May 2025.
Directors' responsibilities statement
The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated 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 the Group and of the profit or loss of the Group for that period. In preparing these financial statements, the directors are required to: ∙select suitable accounting policies for the Group's financial statements and then apply them consistently; ∙make judgments and accounting estimates that are reasonable and prudent; ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Results and dividends
The profit for the year, after taxation, amounted to £262,433 (2024 - loss £298,422). No dividends have been declared or paid in the year.
Directors
The directors who served during the year were:
D D Bendavid
P P Matthews (appointed 5 December 2024)
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 and the Group'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 and the Group's auditors are aware of that information. Page 3
BRYDG LTD DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 MAY 2025
Auditors
The auditors, Harris & Trotter LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board on 4 August 2026 and signed on its behalf.
P P Matthews Director
Page 4
BRYDG LTD INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BRYDG LTD
Opinion
We have audited the financial statements of Brydg Ltd (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 31 May 2025, which comprise the Consolidated Statement of Comprehensive Income, the , the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company 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 Group's and of the Parent Company's affairs as at 31 May 2025 and of the Group's profit for the year then ended; ∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and ∙have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group 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 Group's or the Parent 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
BRYDG LTD INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BRYDG LTD (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 Group 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 Group 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 Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 by the Parent Company, or returns adequate for our audit have not been received from branches not visited by us; or ∙the Parent Company 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. Page 6
BRYDG LTD INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BRYDG LTD (CONTINUED)
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 Group's and the Parent 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 Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.
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 Group 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: Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud. The objectives of our audit are to identify and assess the risks of material misstatement of the financial statements due to fraud or error; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud or error; and to respond appropriately to those risks. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non- compliance with laws and regulations, our procedures included the following: • We obtained an understanding of the legal and regulatory frameworks applicable to the Group and the industry in which it operates. We determined that the following laws and regulations were most significant: FRS 102 and the Companies Act 2006. • We obtained an understanding of how the Company is complying with those legal and regulatory frameworks by making enquiries of management. • We challenged assumptions and judgments made by management in its significant accounting estimates. We did not identify any key audit matters relating to irregularities, including fraud. 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
BRYDG LTD INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BRYDG LTD (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. Stephen Haffner (Senior Statutory Auditor) for and on behalf of Harris & Trotter LLP Chartered Accountants 101 New Cavendish Street 1st Floor South London W1W 6XH 4 August 2026 Page 8
BRYDG LTD CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 MAY 2025
| 2025 | 2024
Note | £ | £
Turnover | 3 | 5,674,925 | 7,860,599
Cost of sales |  | (4,089,839) | (8,345,541)
Gross profit/(loss) |  | 1,585,086 | (484,942)
Administrative expenses |  | (1,906,822) | (2,608,783)
Other operating income | 4 | (123,092) | 117,003
Operating loss | 5 | (444,828) | (2,976,722)
Interest receivable and similar income | 8 | 27,806,033 | 23,499,097
Interest payable and similar expenses |  | (27,098,772) | (20,820,797)
Profit/(loss) before taxation |  | 262,433 | (298,422)
Profit/(loss) for the financial year |  | 262,433 | (298,422)
Total comprehensive income for the year |  | 262,433 | (298,422)
Profit/(loss) for the year attributable to: |  |  |
Owners of the Company |  | 262,433 | (298,422)
|  | 262,433 | (298,422)
Total comprehensive income for the year attributable to: |  |  |
Owners of the Company |  | 262,433 | (298,422)
|  | 262,433 | (298,422)
The notes on pages 16 to 32 form part of these financial statements.
Page 9
BRYDG LTD REGISTERED NUMBER: 11918958 CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 MAY 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Intangible assets | 11 |  | 739,858 |  | 755,604
|  |  | 739,858 |  | 755,604
Current assets |  |  |  |  |
Debtors due after more than 1 year | 13 | 68,092,063 |  | 23,930,319 |
Debtors due within 1 year | 13 | 112,945,328 |  | 151,555,809 |
Cash at bank and in hand | 14 | 23,595,429 |  | 13,154,862 |
|  | 204,632,820 |  | 188,640,990 |
Creditors: amounts falling due within one year | 15 | (174,861,209) |  | (156,568,536) |
Net current assets |  |  | 29,771,611 |  | 32,072,454
Total assets less current liabilities |  |  | 30,511,469 |  | 32,828,058
Creditors: amounts falling due after more than one year | 16 |  | (30,496,371) |  | (33,075,393)
|  |  | 15,098 |  | (247,335)
Net assets/(liabilities) |  |  | 15,098 |  | (247,335)
Capital and reserves |  |  |  |  |
Called up share capital | 19 |  | 102 |  | 102
Profit and loss account | 20 |  | 14,996 |  | (247,437)
Equity attributable to owners of the Parent Company |  |  | 15,098 |  | (247,335)
|  |  | 15,098 |  | (247,335)
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 4 August 2026.
P P Matthews
Director
The notes on pages 16 to 32 form part of these financial statements. Page 10
BRYDG LTD REGISTERED NUMBER: 11918958 COMPANY STATEMENT OF FINANCIAL POSITION AS AT 31 MAY 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Investments | 12 |  | 101 |  | 101
|  |  | 101 |  | 101
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 13 | 1,442,543 |  | 1,455,077 |
Cash at bank and in hand | 14 | 102 |  | 102 |
|  | 1,442,645 |  | 1,455,179 |
Creditors: amounts falling due within one year | 15 | (1,055,178) |  | (1,055,178) |
Net current assets |  |  | 387,467 |  | 400,001
Total assets less current liabilities |  |  | 387,568 |  | 400,102
Creditors: amounts falling due after more than one year | 16 |  | (400,000) |  | (400,000)
Net assets excluding pension asset |  |  | (12,432) |  | 102
Net (liabilities)/assets |  |  | (12,432) |  | 102
Capital and reserves |  |  |  |  |
Called up share capital | 19 |  | 102 |  | 102
Loss/(profit) for the year |  | (12,534) |  | - |
Profit and loss account carried forward |  |  | (12,534) |  | -
|  |  | (12,432) |  | 102
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 4 August 2026.
P P Matthews
Director
The notes on pages 16 to 32 form part of these financial statements. Page 11
BRYDG LTD CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MAY 2025
| Called up share capital | Profit and loss account | Equity attributable to owners of parent Company | Total equity
| £ | £ | £ | £
At 1 June 2023 | 102 | 50,985 | 51,087 | 51,087
Comprehensive income for the year |  |  |  |
Loss for the year | - | (298,422) | (298,422) | (298,422)
Total comprehensive income for the year | - | (298,422) | (298,422) | (298,422)
At 1 June 2024 | 102 | (247,437) | (247,335) | (247,335)
Comprehensive income for the year |  |  |  |
Profit for the year | - | 262,433 | 262,433 | 262,433
At 31 May 2025 | 102 | 14,996 | 15,098 | 15,098
| The notes on pages 16 to 32 form part of these financial statements.
Page 12
BRYDG LTD COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MAY 2025
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 June 2023 | 102 | - | 102
Profit for the year | - | - | -
At 1 June 2024 | 102 | - | 102
Comprehensive income for the year |  |  |
Loss for the year | - | (12,534) | (12,534)
At 31 May 2025 | 102 | (12,534) | (12,432)
| The notes on pages 16 to 32 form part of these financial statements.
Page 13
BRYDG LTD CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 MAY 2025
|  |  | 2025 | 2024
|  |  | £ | £
Cash flows from operating activities |  |
Profit/(loss) for the financial year | 262,433 | (298,422)
Adjustments for: |  |
Amortisation of intangible assets | 342,974 | 320,907
Interest paid | 27,098,772 | 20,820,797
Interest received | (27,735,184) | (22,597,685)
(Increase) in debtors | (5,550,526) | (12,261,667)
(Increase)/decrease in amounts owed by groups | (740) | 784,628
Increase in creditors | 10,878,698 | 13,327,126
(Decrease) in amounts owed to groups | (18,000) | (941,064)
Corporation tax received/(paid) | - | (128,746)
Foreign exchange and other costs | - | 15,595
Net cash generated from operating activities | 5,278,427 | (958,531)
Cash flows from investing activities |  |
Purchase of intangible fixed assets | (327,228) | (407,500)
Interest received | 27,735,184 | 22,597,685
Net cash from investing activities | 27,407,956 | 22,190,185
Cash flows from financing activities |  |
Other new loans | 4,852,991 | 6,683,730
Interest paid | (27,098,772) | (20,820,797)
Net cash used in financing activities | (22,245,781) | (14,137,067)
Net increase in cash and cash equivalents | 10,440,602 | 7,094,587
Cash and cash equivalents at beginning of year | 13,154,827 | 6,060,240
Cash and cash equivalents at the end of year | 23,595,429 | 13,154,827
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 23,595,429 | 13,154,862
Bank overdrafts | - | (35)
| 23,595,429 | 13,154,827
The notes on pages 16 to 32 form part of these financial statements.
Page 14
BRYDG LTD CONSOLIDATED ANALYSIS OF NET DEBT FOR THE YEAR ENDED 31 MAY 2025
| At 1 June 2024 | Cash flows | At 31 May 2025
| £ | £ | £
Cash at bank and in hand | 13,154,862 | 10,440,567 | 23,595,429
Bank overdrafts | (35) | 35 | -
Debt due after 1 year | (32,393,990) | 9,702,414 | (22,691,576)
Debt due within 1 year | (119,829,503) | (14,556,971) | (134,386,474)
| (139,068,666) | 5,586,045 | (133,482,621)
The notes on pages 16 to 32 form part of these financial statements.
Page 15
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025
1. | General information
Brydg Ltd (the "Company") is a private company incorporated, domiciled and registered in England and Wales in the UK. The registered number is 11918958 and the registered address is Third Floor Rear, 70-72 Jermyn Street, London, United Kingdom, SW1Y 6NY. The principal activity of the company is that of property financing and lending. 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. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies. The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements. The following principal accounting policies have been applied:
| 2.2 | Basis of consolidation
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full. The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases. In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 01 June 2022. The Group has two subsidiaries, Brydg Inc. and Brydg Capital Americas LLC that are not included in the consolidation as they are not yet trading and are not considered material to the Group’s financial statements. Page 16
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 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 Consolidated 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'. On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income. Page 17
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025 2.Accounting policies (continued)
| 2.4 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group 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. The following criteria must also be met before revenue is recognised: Sale of goods Revenue from the sale of goods is recognised when all of the following conditions are satisfied: ∙the Group has transferred the significant risks and rewards of ownership to the buyer; ∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; ∙the amount of revenue can be measured reliably; ∙it is probable that the Group will receive the consideration due under the transaction; and ∙the costs incurred or to be incurred in respect of the transaction can be measured reliably. Rendering of services Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: ∙the amount of revenue can be measured reliably; ∙it is probable that the Group will receive the consideration due under the contract; ∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and ∙the costs incurred and the costs to complete the contract can be measured reliably. Interest income Revenue from loans advanced to customers is recognised over the period of the agreement. Exit, Extension, Arrangement and Administration fees For loans issued in the year ended 31 May 2024 and going forward, revenue from these fees is recognized over the loan term in line with the associated service period. Previously, such fees were recognized in full at loan inception. The revised treatment has not been applied retrospectively to prior-period loans due to the complexity of restating historical transactions.
| 2.5 | Interest income
Interest income is recognised in profit or loss using the effective interest method. Page 18
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 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 | Pensions
Defined contribution pension plan The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations. The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.
| 2.9 | Intangible assets
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
| 2.10 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment. Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in the Consolidated Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment. Investments in listed company shares are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in profit or loss for the period.
| 2.11 | 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 19
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025 2.Accounting policies (continued)
| 2.12 | 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. In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.
| 2.13 | 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. Page 20
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025 2.Accounting policies (continued)
| 2.14 | Financial instruments
The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments. Financial instruments are recognised in the Group's Statement of Financial Position when the Group 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 Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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. Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments. Other financial assets Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment. Impairment of financial assets At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss. Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate. If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss. Basic financial liabilities Page 21
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025 2.Accounting policies (continued)
| 2.14 | Financial instruments (continued)
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 Group after the deduction of all its liabilities. Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. Other financial instruments Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss. Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy. Derecognition of financial assets Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained. Derecognition of financial liabilities Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled. Page 22
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025 2.Accounting policies (continued)
3. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Exit Fees | 1,400,294 | 2,729,638
| Arrangement Fees | 2,720,625 | 3,841,602
| Administration, Servicing and Valuation Fees | 520,532 | 299,097
| Extension, Legal and Commitment Fees | 990,783 | 881,881
| Management Charges Receivable | 42,691 | 108,381
|  | 5,674,925 | 7,860,599
| Geographical analysis of turnover The Group’s turnover of £5,674,925 and other interest receivable of £27,806,033 arise from lending and related activities. An analysis of turnover and other interest by the geographical location of customers is as follows: United Kingdom: £17,106,807 Europe: £10,045,159 Other regions: £6,328,992 The above analysis is based on the jurisdiction of the underlying borrowers.
4. | Other operating income
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other operating income | - | 131,970
| Foreign exchange difference - gain | (123,092) | (14,967)
|  | (123,092) | 117,003
5. | Operating loss
| The operating loss is stated after charging:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Exchange differences | 124,286 | 14,865
Page 23
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025
6. | Auditors' remuneration
| During the year, the Group obtained the following services from the Company's auditors:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Fees payable to the Company's auditors for the audit of the consolidated and Parent Company's financial statements | 11,785 | 10,000
7. | Employees
| Staff costs, including directors' remuneration, were as follows:
| Cost of defined contribution scheme | 1,841 | 713
|  | 1,841 | 713
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | Group | Group | Company | Company
|  |  | 2025 | 2024 | 2025 | 2024
|  |  | No. | No. | No. | No.
|  | Directors | 2 | 2 | 2 | 1
8. | Interest receivable
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other interest receivable | 27,806,033 | 23,499,097
|  | 27,806,033 | 23,499,097
9. | Interest payable and similar expenses
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Other loan interest payable | 27,098,772 | 20,820,797
|  | 27,098,772 | 20,820,797
Page 24
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025
10. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Total current tax | - | -
| Factors affecting tax charge for the year
| The tax assessed for the year is the same as (2024 - the same as) the standard rate of corporation tax in the UK of 25% (2024 - 25%) as set out below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Profit/(loss) on ordinary activities before tax | 262,433 | (298,422)
| Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | 26,035 | (74,606)
| Effects of: |  |
| Expenses not deductible for tax purposes, other than goodwill amortisation and impairment | - | 39,713
| Unrelieved tax losses carried forward | (26,035) | 34,893
| Total tax charge for the year | - | -
| Factors that may affect future tax charges
There were no factors that may affect future tax charges. Page 25
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025
11. | Intangible assets
| Group and Company
|  | Computer software
|  | £
| Cost |
| At 1 June 2024 | 1,664,807
| Additions | 327,228
| At 31 May 2025 | 1,992,035
| Amortisation |
| At 1 June 2024 | 909,203
| Charge for the year on owned assets | 342,974
| At 31 May 2025 | 1,252,177
| Net book value |
| At 31 May 2025 | 739,858
| At 31 May 2024 | 755,604
Page 26
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025
12. | Fixed asset investments
| Company
|  | Investments in subsidiary companies
|  | £
| Cost or valuation |
| At 1 June 2024 | 101
| At 31 May 2025 | 101
| Subsidiary undertakings
| The following were subsidiary undertakings of the Company:
| Name | Registered office | Class of shares | Holding
| Brydg Services Limited | Third Floor Rear, 70-72 Jermyn Street, London, United Kingdom, SW1Y 6NY | Ordinary | 100%
| Brydg Finance No.1 Limited | Third Floor Rear, 70-72 Jermyn Street, London, United Kingdom, SW1Y 6NY | Ordinary | 100%
| Brydg Capital Limited | Third Floor Rear, 70-72 Jermyn Street, London, United Kingdom, SW1Y 6NY | Ordinary | 100%
Page 27
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025 Subsidiary undertakings (continued)
| The aggregate of the share capital and reserves as at 31 May 2025 and the profit or loss for the year ended on that date for the subsidiary undertakings was as follows:
| Name | Profit/(Loss)
|  | £
| Brydg Services Limited | (729,064)
| Brydg Finance No.1 Limited | (244,557)
| Brydg Capital Limited | 1,001,252
Page 28
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025
13. | Debtors
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Due after more than one year |  |  |  |
| Trade debtors | 59,806,704 | 22,065,331 | - | -
| Amounts owed by group undertakings | 2,435 | 1,694 | - | -
| Other debtors | 1,096,748 | 1,024,071 | - | -
| Prepayments and accrued income | 7,186,176 | 839,223 | - | -
|  | 68,092,063 | 23,930,319 | - | -
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Due within one year |  |  |  |
| Trade debtors | 75,867,598 | 116,611,739 | - | -
| Amounts owed by group undertakings | - | - | 1,442,543 | 1,455,077
| Other debtors | 55,892 | 42,312 | - | -
| Prepayments and accrued income | 37,021,838 | 34,901,758 | - | -
|  | 112,945,328 | 151,555,809 | 1,442,543 | 1,455,077
14. | Cash and cash equivalents
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Cash at bank and in hand | 23,595,429 | 13,154,862 | 102 | 102
| Less: bank overdrafts | - | (35) | - | -
|  | 23,595,429 | 13,154,827 | 102 | 102
Page 29
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025
15. | Creditors: Amounts falling due within one year
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Bank overdrafts | - | 35 | - | -
| Other loans | 134,384,795 | 119,829,390 | 1,055,178 | 1,055,178
| Trade creditors | 507,950 | 604,596 | - | -
| Other taxation and social security | 5,299 | 2,925 | - | -
| Other creditors | 1,135,812 | 1,006,808 | - | -
| Accruals and deferred income | 38,827,353 | 35,124,782 | - | -
|  | 174,861,209 | 156,568,536 | 1,055,178 | 1,055,178
16. | Creditors: Amounts falling due after more than one year
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Other loans | 22,691,576 | 32,393,990 | - | -
| Amounts owed to group undertakings | - | 18,000 | - | -
| Other creditors | 450,917 | 400,001 | 400,000 | 400,000
| Accruals and deferred income | 7,353,878 | 263,402 | - | -
|  | 30,496,371 | 33,075,393 | 400,000 | 400,000
Page 30
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025
17. | Loans
| Analysis of the maturity of loans is given below:
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Amounts falling due within one year |  |  |  |
| Other loans | 134,384,795 | 119,829,390 | 1,055,178 | 1,055,178
|  | 134,384,795 | 119,829,390 | 1,055,178 | 1,055,178
| Amounts falling due 1-2 years |  |  |  |
| Other loans | 20,626,823 | 30,150,631 | - | -
|  | 20,626,823 | 30,150,631 | - | -
| Amounts falling due 2-5 years |  |  |  |
| Other loans | 352,835 | 352,835 | - | -
|  | 352,835 | 352,835 | - | -
| Amounts falling due after more than 5 years |  |  |  |
| Other loans | 1,711,918 | 1,890,524 | - | -
|  | 1,711,918 | 1,890,524 | - | -
|  | 157,076,371 | 152,223,380 | 1,055,178 | 1,055,178
18. | Financial instruments
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Financial assets |  |  |  |
| Financial assets measured at fair value through profit or loss | 23,595,429 | 13,154,862 | 102 | 102
| Financial assets measured at fair value through profit or loss comprise cash at bank.
Page 31
BRYDG LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MAY 2025
19. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 102 (2024 - 102) Ordinary shares of £1.00 each | 102 | 102
20. | Reserves
Profit and loss account The profit and loss reserve comprises of the current and previous years retained profits and losses. This is a fully distributable reserve.
21. | Pension commitments
The Group operates a defined contribution scheme. The pension cost charge for the period represents contributions payable by the Group to the scheme and amounted to £1,841 (2024: £713)
22. | Related party transactions
| FRS 102 does not require disclosure of transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member.
23. | Post balance sheet events
There were no significant events after the reporting period.
24. | Controlling party
The ultimate controlling party of the group is Qismat Trust, a charity incorporated in England.
Page 32