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Amethyst UK MES Limited
Registered number: 12502007
Annual Report
For the year ended 31 December 2025
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AMETHYST UK MES LIMITED
COMPANY INFORMATION
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Chartered Accountants & Statutory Auditor
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AMETHYST UK MES LIMITED
CONTENTS
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Independent Auditor's Report
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Statement of Comprehensive Income
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Statement of Financial Position
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Statement of Changes in Equity
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Notes to the Financial Statements
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AMETHYST UK MES LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The Directors present their Annual Report and the audited financial statements for Amethyst UK MES Limited (the 'Company') for the year ended 31 December 2025.
The Company's principal activity during the year was that of a holding company.
The loss for the year, after taxation, amounted to £1,185,688 (2024: loss of £297,360).
The Directors do not recommend the payment of a dividend for the year (2024: £nil).
The Directors who served during the year and up to date of this report were:
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S H Carré (resigned 31 October 2025)
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A E B Nelson (resigned 2 December 2025)
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S B Burns (appointed 19 March 2025)
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Directors' responsibilities statement
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The Directors are responsible for preparing the Directors' Report and the financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the loss of the Company for that period.
In preparing these financial statements, the Directors are required to:
select suitable accounting policies for the Company's financial statements and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
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AMETHYST UK MES LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The financial statements are prepared on a going concern basis. At the year end, the Company had net current assets of £4,332,599 (2024: net current assets of £4,098,290). The Company remains assured of the financial support by the parent company. The Directors have received confirmation that the parent company will make available sufficient funds to the Company to enable the Company to continue as a going concern for at least 12 months from the date of signature of the audit report. On this basis, the Directors consider it appropriate to prepare the financial statements on a going concern basis.
Qualifying third party indemnity provisions
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The Company has made qualifying third party indemnity provisions for the benefit of its Directors which were made during the year and remain in force at the date of this report. No claim or notice of claim in respect of these indemnities has been received in the year.
Provision of information to the auditor
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Each of the persons who are Directors at the time when this Directors' Report is approved has confirmed that:
so far as the Directors is aware, there is no relevant audit information of which the Company's auditor is unaware; and
the Directors has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
Post balance sheet events
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The charges registered by Ares Management Limited against the Company were fully satisfied as of 27 February 2026.
On 30 April 2026, a charge was registered by Glas SAS over the Company. The charge included fixed charges, floating charges, negative pledge clauses and was held over the assets of the Company.
During the year, Forvis Mazars, was appointed as the auditor.
The auditor, Forvis Mazars, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
In preparing this report, the Directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.
This report was approved by the board and signed on its behalf by:
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AMETHYST UK MES LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AMETHYST UK MES LIMITED
Opinion
We have audited the financial statements of Amethyst UK MES Limited (the ‘Company’) for the year ended 31 December 2025 which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and notes to the financial statements, 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 FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).
In our opinion, the financial statements:
give a true and fair view of the state of the Company’s affairs as at 31 December 2025 and of its loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the annual report, other than the financial statements and our auditor’s 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.
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AMETHYST UK MES LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AMETHYST UK MES LIMITED
In connection with our audit of the financial statements, 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
Opinions 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Directors' Report have been prepared in accordance with applicable legal requirements.
We have obtained all the information and explanations which, to the best of our knowledge and belief, are necessary for the purposes of our audit.
Matters on which we are required to report by exception
In light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in Directors' Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies’ exemption in preparing the Directors' Report and from the requirements to prepare a Strategic Report.
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AMETHYST UK MES LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AMETHYST UK MES LIMITED
Responsibilities of Directors
As explained more fully in the Directors' Responsibilities Statement set out on page 1, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
Auditor's 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 auditor’s 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 the 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. Based on our understanding of the company and its industry, we identified that the principal risks of non-compliance with laws and regulations related to the UK tax legislation, pensions legislation, employment regulation and health and safety regulation, anti-bribery, corruption and fraud, money laundering, and we considered the extent to which non-compliance might have a material effect on the financial statements.
We also considered those laws and regulations that have a direct impact on the preparation of the financial statements, such as the Companies Act 2006.
We evaluated the directors’ and management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risks were related to posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimate, and significant one-off or unusual transactions.
Our audit procedures were designed to respond to those identified risks, including non-compliance with laws and regulations (irregularities) and fraud that are material to the financial statements. Our audit procedures included but were not limited to:
∙Discussing with the directors and management their policies and procedures regarding compliance with laws and regulations;
∙Communicating identified laws and regulations throughout our engagement team and remaining alert to any indications of non-compliance throughout our audit; and
∙Considering the risk of acts by the company which were contrary to applicable laws and regulations, including fraud.
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AMETHYST UK MES LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF AMETHYST UK MES LIMITED
Our audit procedures in relation to fraud included but were not limited to:
∙Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;
∙Gaining an understanding of the internal controls established to mitigate risks related to fraud;
∙Discussing amongst the engagement team the risks of fraud; and
∙Addressing the risks of fraud through management override of controls by performing journal entry testing.
There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.
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 auditor’s report.
Use of the audit 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 auditor's 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.
Ciara Finnegan (Senior statutory auditor)
for and on behalf of Forvis Mazars
Chartered Accountants and Statutory Auditor
Block 3
Harcourt Centre
Harcourt Road
Dublin 2
D02 A339
12 August 2026
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AMETHYST UK MES LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
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Foreign exchange gain/(loss)
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Interest receivable on amounts owed by group undertakings
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Interest payable on amounts owed to group undertakings
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Loss for the financial year
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Other comprehensive income
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Total comprehensive loss for the year
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The Statement of Comprehensive Income has been prepared on the basis that all operations are continuing operations.
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The notes on pages 10 to 16 form part of these financial statements.
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AMETHYST UK MES LIMITED
REGISTERED NUMBER: 12502007
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
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Investments in subsidiaries
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Debtors: Amounts falling due within one year
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Creditors: Amounts falling due within one year
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Total assets less current liabilities
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Creditors: Amounts falling due after more than one year
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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 were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 10 to 16 form part of these financial statements.
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AMETHYST UK MES LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
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Comprehensive loss for the year
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Total comprehensive loss for the year
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Comprehensive loss for the year
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Total comprehensive loss for the year
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The notes on pages 10 to 16 form part of these financial statements.
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AMETHYST UK MES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Amethyst UK MES Limited (the 'Company') is a private company limited by shares incorporated in England and Wales. The Company's registered number is 12502007. Its registered office is 98 Theobalds Road, London, England, WC1X 8WB.
On 3 April 2026, the Company changed its registered address from 42-43 Queen Square, London, WC1N 3AJ, England to 98 Theobalds Road, London, England, WC1X 8WB.
The Company's principal activity during the year was that of a holding company.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of 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 financial statements have been presented in Pounds Sterling as this is currency of the primary economic environment in which the Company operates and is rounded to the nearest pound.
The following principal accounting policies have been applied:
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Exemption from preparing consolidated financial statements
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The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of a state other than the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 401 of the Companies Act 2006.
The financial statements are prepared on a going concern basis. At the year end, the Company had net current assets of £4,332,599 (2024: net current assets of £4,098,290). The Company remains assured of the financial support by the parent company. The Directors have received confirmation that the parent company will make available sufficient funds to the Company to enable the Company to continue as a going concern for at least 12 months from the date of signature of the audit report. On this basis, the Directors consider it appropriate to prepare the financial statements on a going concern basis.
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AMETHYST UK MES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Foreign currency translation
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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 that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'foreign exchange gain/(loss)'.
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Interest receivable on amounts owed by group undertakings
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Interest receivable on amounts owed by group undertakings is recognised in the Statement of Comprehensive Income using the effective interest method.
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Interest payable on amounts owed to group undertakings
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Interest payable on amounts owed to group undertakings expenses are charged to the 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 debt instrument.
Investments in subsidiaries are measured at cost less accumulated impairment.
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Debtors: Amounts falling due within one year
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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.
Short-term creditors are measured at the transaction price. Other financial liabilities are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
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AMETHYST UK MES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Financial instruments are recognised in the Company's Statement of Financial Position 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.
Financial assets
Financial assets, which include other receivables, are initially measured at their transaction price including transaction costs 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 Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.
Impairment of financial assets
Financial assets are assessed for indicators of impairment at each reporting date.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial assets have been negatively impacted, leading to a reduction in the asset's value. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the assets 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 Statement of Comprehensive Income.
Financial liabilities
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 the deduction of all its liabilities.
Basic financial liabilities, which include other payables and other loans, are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument 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.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
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AMETHYST UK MES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Financial instruments (continued)
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Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company 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 Company 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 Company's contractual obligations expire or are discharged or cancelled.
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There were no employees during the year other than the 4 Directors of the Company (2024: 3 Directors).
Management considers the directors to be the only key management personnel. The directors were remunerated by the parent entity in respect of their services provided to the Company.
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AMETHYST UK MES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Investments in subsidiaries
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Investments in subsidiary companies
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The following were subsidiary undertakings of the Company:
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Medical Equipment Solutions Limited
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98 Theobalds Road, London, England, WC1X 8WB
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* The Thornbury Radiosurgery Centre Limited
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98 Theobalds Road, London, England, WC1X 8WB
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98 Theobalds Road, London, England, WC1X 8WB
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* These entities are indirectly held through the investment Medical Equipment Solutions Limited.
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AMETHYST UK MES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Debtors: Amounts falling due within one year
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Amounts owed by group undertakings
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Amounts owed by group undertakings are unsecured, interest bearing at a rate of 3mEURIBOR + 4% per annum (2024: LIBOR + 4% per annum) and payable on demand.
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Accruals and deferred income
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Amounts owed to group undertakings are unsecured, interest-free and repayable on demand.
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Creditors: Amounts falling due after more than one year
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Loans due to group undertakings
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Loans due to group undertakings are denominated in EUR, unsecured and bear an interest rate of 3mEURIBOR + 4% per annum (2024: LIBOR + 4% per annum).
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Allotted, called up and fully paid
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1 (2024: 1) Ordinary share of £1
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The Company has one class of ordinary shares; each share carries one voting right per share but no right to fixed income.
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AMETHYST UK MES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
On 29 April 2024, a charge was registered by Ares Management Limited over the Company. The charge included fixed charges, floating charges, negative pledge clauses and was held over the assets of the Company.
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Related party transactions
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The Company has taken advantage of the exemption under paragraph 33.1A of Financial Reporting Standard 102 not to disclose transactions with other wholly owned members of the Group.
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Post balance sheet events
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The charges registered by Ares Management Limited against the Company were fully satisfied as of 27 February 2026.
On 30 April 2026, a charge was registered by Glas SAS over the Company. The charge included fixed charges, floating charges, negative pledge clauses and was held over the assets of the Company.
Amethyst Radiotherapy UK Holding Limited, is the immediate parent company. The registered address of the immediate parent company is 98 Theobalds Road, London, England, WC1X 8WB.
Amethyst Top B.V. (a company registered in the Netherlands) is the ultimate parent company. The registered address of the ultimate parent undertaking is Spicalaan 39, 2132 JG Hoofddorp, the Netherlands.
During the year, the smallest group into which the entity is consolidated is Amethyst Top B.V., a company registered in the Netherlands. Copies of the accounts for Amethyst Top B.V. are available to the public and may be obtained from Spicalaan 39, 2132 JG Hoofddorp, the Netherlands.
On 25 April 2025 Amethyst Top B.V. sold all of the Group’s equity to funds managed by Fremman Capital Stichting after which Fremman Capital Stichting became the new ultimate controlling party. It is now the largest group entity that includes the Company in its consolidated financial statements, which can be obtained from its registered address at SL Almagro, 3. 6º Izda. 28020 Madrid, Spain.
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