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Registered number: 13396236
ASERTIS SPV 1 LTD
FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
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ASERTIS SPV 1 LTD
CONTENTS
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Statement of changes in equity
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Notes to the financial statements
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REGISTERED NUMBER:13396236
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ASERTIS SPV 1 LTD
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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Total assets less current liabilities
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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 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 comprehensive income 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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ASERTIS SPV 1 LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2025
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Comprehensive income for the year
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Loss for the year (as restated)
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Fair value gains on litigation funding cases in progress (as restated)
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Deferred tax on unrealised gains (as restated)
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Other comprehensive income for the year
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Total comprehensive income for the year
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Comprehensive income for the period
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Fair value gains on litigation funding cases in progress
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Deferred tax on unrealised gains
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Other comprehensive income for the period
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Total comprehensive income for the period
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The notes on pages 3 to 9 form part of these financial statements.
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ASERTIS SPV 1 LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
Asertis SPV 1 Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 100 Barbirolli Square, Manchester, M2 3AB.
The financial statements are presented in Sterling (£), which is the functional currency of the Company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements are for the period from 29 May 2025 to 31 December 2025. The prior year figures are therefore not directly comparable.
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 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 preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
After making enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date these financial statements were approved. In arriving at this conclusion the Directors have taken into account assurances from the Company's immediate parent company confirming its intention to support the Company should the need arise. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
Financial assets and financial liabilities are recognised when the Company becomes party to the contractual provisions of the instrument.
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 deducting all of its liabilities.
The Company’s policies for its major classes of financial assets and financial liabilities are set out below.
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ASERTIS SPV 1 LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Financial instruments (continued)
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Financial assets
Basic financial assets, including trade and other debtors, cash and bank balances, intercompany working capital balances, and intercompany financing are initially recognised at transaction price, 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 for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Such assets are subsequently carried at amortised cost using the effective interest method, less any impairment.
Financial liabilities
Basic financial liabilities, including trade and other creditors and loans from fellow group companies, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Impairment of financial assets
Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset's carrying amount and the best estimate of the amount the Company would receive for the asset if it were to be sold at the reporting date.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
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ASERTIS SPV 1 LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Financial instruments (continued)
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Derecognition of financial assets and financial liabilities
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.
Offsetting of financial assets and financial liabilities
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.
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Current and deferred taxation
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The tax expense for the year comprises current and deferred tax. Tax is recognised in the profit or loss for the period, except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the company operates and generates income.
Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
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ASERTIS SPV 1 LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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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Current asset investments
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Current asset investments are litigation funding cases in progress.
The Company has applied the choice as noted in FRS 102.12.2 to apply IAS 39 for recognition and measurement. The version of IAS 39 which has been applied was released in March 2009 and is effective from 30 June 2009.
IAS 39, set out four categories of financial assets, being financial assets held at fair value through profit & loss, held-to-maturity investments, loans and receivables, and available-for-sale financial assets. Litigation funding cases in progress are classified as available-for-sale financial assets in accordance with IAS 39.9(c) and, as a result, are measured at fair value plus transaction costs that are directly attributable to the origination of the financial asset (IAS 39.43) on initial recognition and subsequently at fair value.
Unless there is an objective trigger event, the fair value of the litigation funding case in progress is considered to be the deployed funds plus notional borrowing costs incurred, subject to any indications of impairment.
Where appropriate, litigation funding cases in progress may be revalued on occurrence of certain objective events. The Company operates under a valuation policy that relies on objective events to drive valuation changes, in order to minimise reliance on management judgement. In the absence of quoted prices for identical assets or binding sale agreements the fair value is estimated using a discounted cashflow model that takes into account the probability of a successful outcome against a range of settlement options, from which the most likely outcome is selected and discounted back to present value using the prevailing market rate of interest for a similar financial asset.
Objective events within the scope of this policy include, but may not be limited to:
∙a significant positive ruling or other objective event but where there is not yet a trial court judgement;
∙a favourable trial court judgement;
∙a favourable judgement on the first appeal;
∙the exhaustion of as-of-right appeals; and
∙in arbitration cases, where there are limited opportunities for appeal, issuance of a tribunal award.
Any fair value adjustments to the value of litigation funding cases in progress are recognised through
other comprehensive income.
The policy also calls for impairment losses when there are objective negative events at various stages in a litigation, such as unfavourable court judgements.
In determining the fair value of such cases, Asertis may rely on expert third-parties. This may include advice in relation to the legal merits of a given case, or the underlying asset position supporting the Company's view on the recoverability of the anticipated future receipts arising from the case.
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ASERTIS SPV 1 LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Current asset investments (continued)
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For available-for-sale financial assets, IAS 39.55(b) sets out that the gain or loss arising from a change in fair value of said asset should "be recognised in other comprehensive income, except for impairment losses and foreign exchange gains and losses". This is the case each year until the asset is derecognised and, at that point in time, the "cumulative gain or loss previously recognised in other comprehensive income shall be reclassified from equity to profit and loss as a reclassification adjustment".
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.
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Judgments in applying accounting policies and key sources of estimation uncertainty
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The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the reporting date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The most significant estimates relate to the recording and valuation of litigation funding cases in progress through other comprehensive income.
Recording and valuation of Litigation funding cases in progress (note 6)
The fair value of the litigation funding case in progress is determined based on the specifics of the case. The value will change should it be determined that the case is progressing in such a way that the Company would expect to receive a different amount from that invested to date having regard to an objective event such as a favourable court ruling. Fair value is determined based on the Directors' expectation, at the reporting date, of the likely outcome of each case and their best estimate of the return on each case, including consideration as to the financial recoverability of such outcome, discounted at the prevailing market rate of interest for a similar financial asset. In estimating the fair value of litigation funding case in progress, the Directors may rely on information provided by expert third parties in order to form their view. These third parties may provide information to the Directors in relation to the legal merits of the claim, or as to the likely financial recoverability of any favourable settlement or judgement in the event such agreements may require enforcement.
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The average monthly number of employees, including directors, during the period was 0 (2025 - 0).
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Amounts owed by Group undertakings
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ASERTIS SPV 1 LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
5.Debtors (continued)
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Amounts owed by Group undertakings are interest free and repayable on demand and unsecured.
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Current asset investments
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Litigation funding cases in progress
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Creditors: Amounts falling due within one year
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Amounts owed to Group undertakings
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Amounts owed to Group undertakings are repayable on demand, unsecured and accrues interest capitalised quarterly.
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Financial commitments and guarantees
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At the period end the assets of the Company were held as security for loans in the ultimate parent company, Legatus Holdings Limited. As at the period end, the amount outstanding for the Group was £386,274,338.
As part of the Company's normal course of business, the Company entered into contractual commitments to provide non-recourse funding to third parties to pursue litigation in progress. The unfunded portion of any such commitment is not reported in the Company's financial statements and therefore represents an off-balance sheet commitment. This commitment will be funded utilising funding available from the immediate parent company and will be paid in stages as the litigation progresses. Due to the commercial sensitivity of these commitments, the quantum is not disclosed.
Profit and loss account
The profit and loss account reserve represents the cumulative amount of total comprehensive income. Included within the reserve is an undistributable amount of £271,342 (28 May 2025: £172,977) relating to fair value gains on litigation funding cases in progress, less deferred tax that has been recognised in other comprehensive income.
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ASERTIS SPV 1 LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
In the prior year, the Company had an accounting policy to capitalise borrowing costs to its litigation funding case in progress. On review of this policy, and in accordance with FRS 102 and IAS 39, it has been determined that interest should be expensed through the profit and loss account.
Accordingly, interest payable of £230,636 has been expensed in the prior year. As the litigation funding cases in progress were carried at fair value, there is a consequential adjustment to the fair value gain through other comprehensive income of £230,636. This has resulted in an increase in deferred tax expense in other comprehensive income of £57,659 and a deferred tax credit in the profit and loss account of £57,659.
There is no impact on the net assets as at 28 May 2025 due to the above restatement.
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Related party transactions
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The Company has taken advantage of the exemption available in Section 33.1A of FRS 102 whereby it has not disclosed transactions with the ultimate parent company or any wholly owned subsidiary undertakings of the Group.
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The Company is a subsidiary undertaking of Asertis Ltd, a company incorporated in England & Wales. The ultimate parent undertaking is Legatus Holdings Limited, a company incorporated in England & Wales. The smallest and largest group in which the results of the Company are consolidated is that headed by Legatus Holdings Limited. These consolidated financial statements are available from its registered office, c/o Brabners LLP, 100 Barbirolli Square, Manchester, M2 3AB.
The auditor's report on the financial statements for the period ended 31 December 2025 was unqualified.
The audit report was signed on 30 June 2026 by James Rimell (senior statutory auditor) on behalf of Blick Rothenberg Audit LLP.
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