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Registered number: 13262476
TWINHUB LIMITED
FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE YEAR ENDED 31 DECEMBER 2025
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TWINHUB LIMITED
REGISTERED NUMBER: 13262476
BALANCE SHEET
AS AT 31 DECEMBER 2025
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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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Net current (liabilities)/assets
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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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TWINHUB LIMITED
REGISTERED NUMBER: 13262476
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2025
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 3 to 9 form part of these financial statements.
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TWINHUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
TwinHub Limited is a company limited by shares, incorporated in England and Wales, registered number 13262476. The registered office and principal place of business is Woodwater House, Pynes Hill, Exeter, Devon, United Kingdom, EX2 5WR. The principal activity of the Company is to adapt an offshore test site into an area that can supply renewable energy.
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 Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the requirements and the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The following principal accounting policies have been applied:
The financial statements have been prepared on the going concern basis, which assumes that the Company will continue in operational existence for the foreseeable future.
Following completion of the disposal of its subsidiary subsequent to the year end (see note 11), the directors are actively considering the future of the Company; one option under consideration is a members' voluntary liquidation once the outstanding post-completion adjustments with the purchaser have been finalised.
Should the Company instead be retained, it will continue to rely on financial support from its ultimate parent undertaking to meet its obligations as they fall due. As disclosed in the financial statements of the ultimate parent undertaking, that support is dependent upon the successful completion of the parent's ongoing financing activities.
Accordingly, there are material uncertainties relating to both the directors' future plans for the Company and the availability of continued group funding should the Company continue to trade. These events and conditions indicate the existence of a material uncertainty that may cast significant doubt on the Company's ability to continue as a going concern.
Nevertheless, as no decision has been taken to liquidate the Company and the directors consider that the Company will be able to meet its liabilities as they fall due until such time as a decision is made, the financial statements have been prepared on the going concern basis.
The financial statements do not include any adjustments that would be necessary if the Company were unable to continue as a going concern.
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TWINHUB 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 resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Income and Retained Earnings within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
Interest income is recognised in profit or loss using the effective interest method.
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.
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Impairment of fixed assets and goodwill
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Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.
Investments in subsidiaries are measured at cost less accumulated impairment.
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TWINHUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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.
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Cash and cash equivalents
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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.
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.
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
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Judgments in applying accounting policies and key sources of estimation uncertainty
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In the application of the Company's accounting policies, which are described in note 2, management have been required to make judgments, estimates and assumptions. These estimates which relate to the carrying values of assets and liabilities, where not readily available from other sources, are based on underlying assumptions and experience. Actual results may differ from these estimates. These estimates and assumptions are reviewed on an on-going basis.
The Company has considered the accounting treatment of deferred consideration arising from the share purchase agreement of Wave Hub Limited entered into in prior periods. The arrangement requires an additional payment to be made upon the achievement of a specified project milestone.
In preparing these financial statements, management has exercised judgment in assessing the likelihood of this milestone being achieved as at the reporting date. This assessment takes into account the Company’s funding position, the status of project development, and the absence of committed third-party investment at the balance sheet date.
Based on this assessment, management has concluded that the likelihood of the relevant milestone being achieved is remote and has assessed the probability of payment as negligible. Accordingly, the associated potential liability has been derecognised. There is no impact on profit or loss from this derecognition, as the investment value has also been impaired to nil (see note 5).
This assessment is inherently uncertain and dependent on future events. Should circumstances change, including the progression of the project or the involvement of third parties, the estimate of the liability may be revised in future periods.
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TWINHUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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The average monthly number of employees, including directors, during the year was 2 (2024 - 2).
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Investments in subsidiary companies
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The investments in subsidiary companies have been impaired to £nil at the reporting date, as management have determined that the recoverable amount of the investment is £nil, as there is no reasonable expectation of recovering the carrying value through either future distributions or disposal.
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TWINHUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Amounts owed by group undertakings
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Prepayments and accrued income
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The amounts owed by group undertakings have been impaired to £nil at the reporting date, as the Company expects that the balances will not be recovered by the Company. Based on this assessment, the Company considers that no recoverable amount exists at the reporting date and an impairment charge of £10,178,698 (2024 - £nil) has been recognised in administrative expenses.
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Cash and cash equivalents
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Creditors: Amounts falling due within one year
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Accruals and deferred income
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Creditors: Amounts falling due after more than one year
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Amounts owed to group undertakings
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Amounts owed to group undertakings are unsecured and attract interest of LIBOR + 10%.
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TWINHUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Related party transactions
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The Company has taken advantage of the provisions of FRS102 s33.1A not to report transactions with fellow group members wholly owned by the ultimate parent undertaking.
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Post balance sheet events
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On 31 March 2026, the Group completed an internal reorganisation involving the Company. Under the terms of a Novation and Subscription Agreement, an intercompany loan receivable of £276,472 was novated in full to the Company. As consideration for the novation, the Company issued one ordinary share of £1.
At the same time, the Company entered into a Conversion and Subscription Agreement under which certain intercompany loans due to the Company from its subsidiary were converted into equity through the issue of one ordinary share of the subsidiary to the Company. The transaction resulted in the capitalisation of intercompany debt and an internal reorganisation of the Group's financing arrangements. As these transactions occurred after the reporting date, they have not been reflected in the financial statements for the year ended 31 December 2025.
On 9 April 2026, the Company entered into a Sale and Purchase Agreement to dispose of its entire investment in its subsidiary undertaking. Under the terms of the agreement, consideration comprises £1 together with reimbursement by the purchaser of certain agreed post cut-off operating costs. The directors consider the transaction to be a significant non-adjusting event after the reporting period due to the disposal of the Company's subsidiary.
As at 31 December 2025, Hexicon Holdings AB held the entire share capital of the Company, whose parent company and therefore ultimate beneficial owner is Hexicon AB, a publicly traded company registered in Sweden.
Hexicon AB is the parent of the smallest group for which consolidated financial statements are drawn up.
On 31 March 2026, the Company issued one ordinary share of £1 to Hexicon Developments UK Limited so that Hexicon Holdings AB and Hexicon Developments UK Limited each hold 50% of the share capital of the Company. There is no change to the ultimate beneficial owner as a result of this transaction.
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TWINHUB LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The auditor's report on the financial statements for the year ended 31 December 2025 was unqualified.
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In their report, the auditor emphasised the following matter without qualifying their report:
We draw attention to note 2.2 in the financial statements, which explains that subsequent to the year end the Company completed the disposal of its investment in its subsidiary. The directors are actively considering the future of the Company; one option under consideration is a members' voluntary liquidation once the outstanding post-completion adjustments with the purchaser have been finalised. As stated in note 2.2, these events or conditions, along with the other matters as set forth in note 2.2, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
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The audit report was signed on 1 September 2026 by Adam Young ACA (Senior Statutory Auditor) on behalf of MHA.
MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales (registered number OC455542)
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