The director presents the strategic report for the period ended 31 December 2025.
The group operates in bridging finance and luxury asset dealing, which provides diversified income streams. Bridging finance continued to grow, with an expanded loan book and strong interest income. The luxury asset market faced challenges due to evolving global market conditions, but the group’s focus on pre-owned assets helped maintain sales and profitability.
Key Performance Indicators
The main key performance indicators were as follows:
Loan Book growth: Increased by 330% compared to 2024.
Stock Turnover: Accelerated to 12 days compared to 37 days in the previous period due to the purchase of a large high-value stock item in the previous period.
Turnover Growth: Group turnover has increased to £41.7m from £16.0m, with 2024 reflecting only twelve months of performance.
Gross Margin: Reduced to 17% (2024: 19%), reflecting uncertainty in the luxury goods market.
These key performance indicators are monitored by the Director monthly to ensure the business is progressing as planned. At this stage, the Director is confident that targets are being met.
Financial Position
Assets: Increased, driven by growth in the loan book and stock.
Liabilities: Borrowings rose to support expansion, with gearing remaining at a prudent level.
Equity: Strengthened through retained earnings.
Principal Risks and Uncertainties
The principal risks and uncertainties facing the group relate to:
- the recoverability of customer loans and the management of credit risk;
- the availability and cost of funding required to support the group's lending activities;
- fluctuations in the value of luxury goods held for resale and movements in foreign exchange rates affecting inventory purchases; and
- compliance with the regulatory requirements applicable to the group's lending activities.
The director reviews these risks regularly and has established policies and procedures designed to monitor and manage their impact on the group's operations and financial performance.
Future Outlook and Strategy
Bridging Finance: Institutional investment will scale the loan book, expand operations and enhance digital systems for efficiency.
Luxury Asset Dealership: Continued focus on pre-owned and collectible items, supported by global sales strategies.
Conclusion
The group is well positioned to navigate market challenges, leveraging institutional funding to drive growth in bridging finance and adapt to evolving trends in the luxury asset market.
On behalf of the board
The director presents his annual report and financial statements for the period ended 31 December 2025.
The results for the period are set out on page 7.
No ordinary dividends were paid. The director does not recommend payment of a final dividend.
The director who held office during the period and up to the date of signature of the financial statements was as follows:
The group's principal financial instruments comprise loan receivables, cash, bank and other borrowings, trade and other payables and foreign exchange forward contracts. These instruments are used to finance the group's lending and trading activities and to manage the financial risks arising from those activities.
Credit risk is managed through established lending procedures, ongoing monitoring of borrowers and, where appropriate, the taking of security and guarantees. Liquidity risk is managed through regular cash flow forecasting and maintaining appropriate funding facilities from banks and other lenders.
The group is exposed to market risk in respect of its holdings of luxury assets for resale and to foreign currency risk on certain transactions. Foreign exchange forward contracts are used to reduce exposure to exchange rate movements and are entered into for risk management purposes only.
The board reviews the group's financial risks regularly and considers that appropriate policies and controls are in place to manage those risks.
See note 25 for details of post reporting date events.
The auditor, JS. Audit Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
United Kingdom company law requires the director to prepare financial statements for each financial year. Under that law, the director has elected to prepare the group and parent company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the group and parent company, and of the profit or loss of the group for that period.
In preparing these financial statements, the director is required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and parent company will continue in business.
The director is responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and parent company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and parent company, and enable them to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the group and parent company, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
We have audited the financial statements of Bluecroft Traders Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 December 2025 which comprise the group statement of income and retained earnings, the group balance sheet, the company balance sheet, the group statement of cash flows and notes to the financial statements, including 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).
Basis for opinion
Conclusions relating to going concern
Other information
Opinions on other matters prescribed by the Companies Act 2006
As explained more fully in the director's responsibilities statement, included within the director's report, the director is 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 director determines 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 director is responsible for assessing 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 director either intends to liquidate the parent company or to cease operations, or has no realistic alternative but to do so.
Irregularities and 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.
Based on our understanding of the company and sector, we identified that the principal risks of non-compliance with laws and regulations related to, but were not limited to, the Companies Act 2006, UK tax, employment, pension and health and safety legislation 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 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 management bias in accounting estimates and judgements and the risk of fraud in revenue recognition.
Our procedures to respond to risks identified included the following:
reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
enquiring of management about actual and potential litigation and claims, their policies and procedures to prevent and detect fraud as well as whether they have knowledge of any actual, suspected or alleged fraud;
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
obtaining an understanding of provisions and holding discussions with management to understand the basis of recognition or non-recognition of tax provisions;
reviewing the basis of valuation for stock and reviewing post year end activity to determine the net realisable value; and
in addressing the risk of fraud through management override of controls: testing the appropriateness of journal entries; assessing whether the accounting estimates, judgements and decisions made by management are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
As permitted by s408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £269,629 (2024 - £21,640 loss).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
Bluecroft Traders Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 6 Ambassador Place, Stockport Road, Altrincham, Greater Manchester, WA15 8DB.
The group consists of Bluecroft Traders Limited and all of its subsidiaries.
The financial statements of Bluecroft Traders Limited have been prepared for a reporting period of 18 months rather than the standard 12 months, in order to align the company's year-end with that of its new parent company. The comparative figures for the prior year have been presented on a 12-month basis.
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The consolidated group financial statements consist of the financial statements of the parent company Bluecroft Traders Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. The director closely monitors the group's liquidity position, taking into account forecasted cash flows in relation to loans advanced to customers and funding loans received due for repayment and manages cash flow requirements accordingly.
In making this assessment, the director has also taken into account a letter of financial support provided by the ultimate controlling party, confirming his ability and intention to provide limited funding during the twelve months from the date of approval of the financial statements, to enable the group to meet its liabilities as they fall due. Repayment will not be sought where this would prejudice the group's ability to meet its other liabilities.
Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.
Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Revenue from loans to customers comprises interest receivable and fees earned in the ordinary course of the company's lending activities and is stated exclusive of VAT.
Interest income on loans to customers is recognised using the effective interest method over the term of the loan by reference to the principal outstanding and the applicable interest rate.
Fees arising from lending activities, including arrangement, exit and extension fees, are recognised over the period to which they relate where they form an integral part of the effective yield of the loan. Other incidental fees and recoveries are recognised when the related service has been provided or the contractual event giving rise to the fee has occurred.
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
Fixed asset investments also include long term loans made by the group and are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs. The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and 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, which include loans receivable, debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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.
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.
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
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 deducting all of its liabilities.
Basic financial liabilities, including creditors, bank loans 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. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Derivatives, which are comprised of forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied.
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
Change of presentation in group statement of cash flows
During the year, the group has revised the presentation of certain cash flows to better reflect the nature of its operations. As the group's lending business has become a more significant part of its activities, cash flows arising from interest paid are now presented in financing activities instead of operating activities. Comparative information has been restated to reflect the change in the current year.
The revised presentation provides information that is more relevant to users of the financial statements and has no effect on the group's reported profit or net cash flows.
In the application of the group’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
The director is required to exercise judgement in assessing the recoverability of loans receivable and the level of any impairment provision. This assessment involves considering the credit quality of borrowers, the value of underlying security, repayment history and other available information to estimate the amount expected to be recovered from the loan portfolio.
The average monthly number of persons (including directors) employed by the group and company during the period was:
Their aggregate remuneration comprised:
The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2024 - 1).
The actual charge for the period can be reconciled to the expected charge for the period based on the profit or loss and the standard rate of tax as follows:
Details of the company's subsidiaries at 31 December 2025 are as follows:
Registered office address:
Foreign exchange forward contracts
The group uses foreign currency contracts to manage the foreign exchange risk of future transactions and cash flows.
The contracts are valued based on available market data. The group does not adopt hedge accounting for forward exchange contracts, consequently, fair value gains and losses are recognised in profit and loss.
At the year end, outstanding foreign exchange contracts that the group has committed to are as follows: US Dollars $537,500.
At the reporting date, the fair value of these contracts was immaterial and accordingly no asset or liability has been recognised in the financial statements
Trade debtors include £34,347,411 (2024: £10,343,971) in respect of loan receivables which are debt instruments measured at amortised cost. Loan receivable impairment losses of £220,000 (2024: £32,000) and reversals of £Nil (2024: £Nil) were recognised in administrative expenses during the year. Loan receivables are stated after impairment provisions of £150,000 (2024: £Nil).
Loan receivables with a carrying value of £16,941,847 (2024: £2,206,631) have been pledged as security against liabilities of the group.
Financial liabilities are measured at amortised cost.
Financial liabilities are measured at amortised cost.
The group's borrowings are secured by fixed and floating charges over the assets of the relevant borrowing subsidiaries, including legal charges over loan receivables, related security interests, bank accounts and other assets. Those facilities are also supported by corporate guarantees from Bluecroft Finance Limited, security over shares in certain borrowing subsidiaries and a personal guarantee from the group’s shareholder. Funding provided by Bluecroft Finance Limited to one borrowing subsidiary is contractually subordinated to the claims of the senior lender until all obligations under that facility have been discharged.
Other funding arrangements comprise unsecured working-capital loans and loans secured on an individual transaction basis by sub-charges over the group’s legal charges relating to underlying borrower properties and other assets.
The following are the major deferred tax liabilities and assets recognised by the group and company:
The deferred tax asset set out above is expected to reverse within 12 months and relates to short term timing differences available for utilisation against future expected profits of the same period. The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
On 18 March 2026, Bluecroft Finance Limited became a direct subsidiary of Bluecroft Holdings Limited following the acquisition of its entire issued share capital by that company.
On 31 July 2026, 50% of the shares within Bluecroft Finance Subco 8 Limited were disposed of by the company.
The remuneration of key management personnel is as follows.
During the period the group entered into the following transactions with related parties:
Other transactions principally comprise emoluments and rent received.
The following amounts were outstanding at the reporting end date:
The following amounts were outstanding at the reporting end date:
Amounts have been advanced by the group to the company's director as follows: