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Warren Energy Limited

Annual Report and Financial Statements
Year Ended 31 March 2026

Registration number: 09534132

 

Warren Energy Limited

Contents

Balance Sheet

1

Notes to the Financial Statements

2 to 9

 

Warren Energy Limited

Balance Sheet

31 March 2026

Note

2026
£

2025
£

Fixed assets

 

Tangible assets

4

6,893,821

7,413,801

Current assets

 

Stocks

5

2,527,805

2,542,577

Debtors

6

2,322,253

2,174,265

Cash at bank and in hand

 

675,798

337,342

 

5,525,856

5,054,184

Creditors: Amounts falling due within one year

7

(17,469,293)

(17,522,510)

Net current liabilities

 

(11,943,437)

(12,468,326)

Net liabilities

 

(5,049,616)

(5,054,525)

Capital and reserves

 

Called up share capital

9

36,570

36,570

Share premium reserve

3,464,999

3,464,999

Profit and loss account

(8,551,185)

(8,556,094)

Shareholders' deficit

 

(5,049,616)

(5,054,525)

These financial statements have been prepared and delivered in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006 and the option not to file the Profit and Loss Account has been taken.

Approved and authorised by the Board on 14 August 2026 and signed on its behalf by:
 

.........................................
S Beveridge
Director

Company Registration Number: 09534132

 

Warren Energy Limited

Notes to the Financial Statements

Year Ended 31 March 2026

1

General information

The company is a private company limited by share capital, incorporated in England & Wales.

The address of its registered office is:
10-12 Frederick Sanger Road
Guildford
Surrey
GU2 7YD
United Kingdom

These financial statements were authorised for issue by the Board on 14 August 2026.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A - 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.

The Company early adopted the amendments to FRS 102 arising from the Periodic Review 2024 during the year ended 31 March 2025. This did not have an impact on the financial statements.

Basis of preparation

These financial statements have been prepared using the historical cost convention.

The Company's functional and presentational currency is GBP.

 

Warren Energy Limited

Notes to the Financial Statements

Year Ended 31 March 2026

Going concern

The financial statements have been prepared on a going concern basis.

The Company has net current liabilities of £11,943,437 (2025 - £12,468,326). The Company's net current liability position is a result of the outstanding infrastructure loans owed to a group company and related party (together “the ultimate shareholders”). At the period end, there are unsecured loans of £16,812,348 (2025 - £16,689,791) from the ultimate shareholders. These loans are repayable on demand by request of the lender.

The Directors have received confirmation through a letter of intent from the ultimate shareholders that they will not seek repayment of part or all of any loan, for at least twelve months from the date of the approval of these financial statements, where to do so would place the Company in a position where it could not continue to trade as a going concern.

The Directors of the Company have assessed the future cash flow forecasts at the balance sheet date and taken into consideration the letter of intent received from the ultimate shareholders. Based on this assessment, the Directors have concluded it is appropriate to use the going concern basis in preparing these financial statements.
 

Revenue recognition

Generation of gas / electricity
Revenue from the sale of gas and electricity is recognised in the period in which it is generated based on contractual terms that exist. Any amounts generated but not billed at the balance sheet date are recognised as revenue and included in debtors as accrued income.

Sale of Green Gas Certificates
As part of the company’s operations, they generate Green Gas Certificates. Revenue from the sale of Green Gas Certificates is recognised as they are generated where a contract exists with a third party to acquire. Where, at the balance sheet date, no contract exists to purchase, Green Gas Certificates are held in stock at an approximation of their cost to generate.

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 corporation 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.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

Assets under construction are held at cost until they are ready for use. Once ready for use, assets are transferred into the relevant category and are held at cost less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

 

Warren Energy Limited

Notes to the Financial Statements

Year Ended 31 March 2026

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and assets under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Plant and machinery

Straight line over 20 years from plant commissioning date

Plant and machinery - engines

Over 120,000 running hours

Motor vehicles

Straight line over 4 years

Computer equipment (Included in plant and machinery)

Straight line over 4 years

Office equipment (Included in plant and machinery)

Straight line over 4 years

Stocks

Stocks represent costs of energy crops for use as feedstock in biogas generation, spare parts held for
sale or use within plant and machinery on site and Green Gas Certificates. All stocks are valued at the lower of cost and net realisable value.

 

Warren Energy Limited

Notes to the Financial Statements

Year Ended 31 March 2026

Financial instruments

Classification
The company holds the following financial instruments:

• Short term trade and other debtors and creditors;
• Loans with group companies and related parties; and
• Cash and bank balances.

All financial instruments are classified as basic.

 Recognition and measurement
The company has chosen to apply the recognition and measurement principles in FRS102.

Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the company’s obligations are discharged, expire or are cancelled.

Except for loans with group companies and related parties, such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of the cash or other consideration expected to be paid or received, after taking account of impairment adjustments.

Loans with group companies and related parties are initially measured at transaction price, including transaction costs, and are subsequently carried at amortised cost using the effective interest method.


 

Key accounting judgements and sources of estimation uncertainty
Fixed assets and other non-financial assets are reviewed for impairment at each reporting date. An impairment loss is recognised for the amount by which the carrying amount of the asset exceeds its recoverable amount, which is the higher of an asset's net selling price and value in use. For the purposes of assessing impairments, assets are grouped at the lowest levels for which there are separately identifiable cash flows. No impairment charge has been recognised at the year end (2025 - £Nil).

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was 0 (2025 - 0).

 

Warren Energy Limited

Notes to the Financial Statements

Year Ended 31 March 2026

4

Tangible assets

Land and buildings
£

Plant and machinery
 £

Motor vehicles
 £

Assets under construction
 £

Total
£

Cost or valuation

At 1 April 2025

754,348

11,214,064

12,000

444,436

12,424,848

Additions

-

46,465

-

40,858

87,323

Disposals

-

(7,481)

-

-

(7,481)

Transfers

-

23,254

-

(23,254)

-

At 31 March 2026

754,348

11,276,302

12,000

462,040

12,504,690

Depreciation

At 1 April 2025

-

4,999,047

12,000

-

5,011,047

Charge for the year

-

603,397

-

-

603,397

Eliminated on disposal

-

(3,575)

-

-

(3,575)

At 31 March 2026

-

5,598,869

12,000

-

5,610,869

Carrying amount

At 31 March 2026

754,348

5,677,433

-

462,040

6,893,821

At 31 March 2025

754,348

6,215,017

-

444,436

7,413,801

Included within the net book value of land and buildings above is £754,348 (2025 - £754,348) in respect of freehold land and buildings.
 

5

Stocks

2026
£

2025
£

Feedstock

2,043,314

2,043,671

Work in progress

293,587

300,575

Spare parts

190,904

91,291

Other stock

-

33,929

Green Gas Certificates

-

73,111

2,527,805

2,542,577

 

Warren Energy Limited

Notes to the Financial Statements

Year Ended 31 March 2026

6

Debtors

2026
£

2025
£

Trade debtors

170,425

5,507

Amounts owed by group undertakings

35,361

135,605

Prepayments

393,536

509,176

Other debtors

31,463

65,653

Accrued income

1,691,468

1,458,324

2,322,253

2,174,265

7

Creditors

Note

2026
£

2025
£

Due within one year

 

Loans and borrowings

8

16,812,348

16,689,791

Trade creditors

 

387,533

418,885

Amounts owed to group undertakings

 

-

292,469

Accruals and deferred income

 

269,412

121,365

 

17,469,293

17,522,510

 

Warren Energy Limited

Notes to the Financial Statements

Year Ended 31 March 2026

8

Loans and borrowings

Current loans and borrowings

2026
£

2025
£

Loans due to group companies

8,532,819

8,511,793

Loans due to related parties

8,198,199

8,177,998

Loans due to immediate parent undertaking

81,330

-

16,812,348

16,689,791

The company has a loan with another group entity. At the balance sheet the total amount due was £8,532,819 (including capitalised interest) (2025 - £8,511,793). The loan is repayable on demand by discretion of the group company, hence is shown as due within one year. The loan attracts an interest rate of 9.3%. Interest is capitalised quarterly if not paid.

The company has a loan with a related party. At the balance sheet the total amount due was £8,198,199 (including capitalised interest) (2025 - £8,177,997). The loan is repayable on demand by discretion of the related party, hence is shown as due within one year. The loan attracts an interest rate of 9.3%. Interest is capitalised quarterly if not paid.

The company has a loan with its immediate parent undertaking. At the balance sheet the total amount due was £81,330 (including capitalised interest) (2025 - £Nil). The loan is repayable on demand by discretion of the immediate parent undertaking, hence is shown as due within one year. The loan attracts an interest rate of 10%. Interest is capitalised quarterly if not paid.

9

Share capital

Allotted, called up and fully paid shares

2026

2025

No.

£

No.

£

Ordinary shares of £0.01 each

3,657,000

36,570

3,657,000

36,570

       
 

Warren Energy Limited

Notes to the Financial Statements

Year Ended 31 March 2026

10

Related party transactions

The immediate parent undertaking is AD Holdco 1 Limited. Future Biogas Limited own a 51% controlling stake in AD Holdco 1 Limited. As such all balances due to and from companies in the wider Future Biogas Group have been designated as due to / from group undertakings, as well as those with other 100% owned subsidiaries of AD Holdco 1 Limited. Amounts owed to the remaining 49% owner have been categorised as amounts due to related parties.

The company transacts with companies in the wider Future Biogas Group in the normal course of business. During the year the company made sales of £176,146 (2025 - £1,088) and purchases of £1,571,534 (2025 - £1,507,189) with non wholly owned companies within the Future Biogas Group. At the balance sheet date the company was due £24,333 and owed £Nil to companies in the Future Biogas Group.

The company has a loan due to a company in the wider Future Biogas Group. During the year interest of £793,268 (2025 - £472,690) has been charged and the amount outstanding at the period end is £8,532,819 (2025 - £8,511,793). The loan is unsecured and repayable on demand.

The company has a loan due to the remaining 49% shareholder of AD Holdco 1 Limited. During the year interest of £762,159 (2025 - £921,191) has been charged and the amount outstanding at the period end is £8,198,199 (2025 - £8,177,998). The loan is unsecured and repayable on demand.

The company has taken advantage of the exemption available under Section 33.1A of FRS 102 not to disclose transactions between 100% owned group undertakings.

11

Audit report

The Independent Auditors' Report was unqualified. The name of the Senior Statutory Auditor who signed the audit report was Tom Beable (FCA), who signed for and on behalf of PKF Francis Clark on 14 August 2026.

12

Parent and ultimate parent undertaking

The company's immediate parent is AD Holdco 1 Limited, incorporated in England & Wales.

 The most senior parent entity producing publicly available consolidated financial statements is Future Biogas Holdco Limited. The smallest parent entity producing publicly available consolidated financial statements is Future Biogas Limited.

The ultimate controlling party is 3i Infrastructure plc.