The Directors present their annual report and audited financial statements for CILS1 UK Holdings Limited (the "Company") and its subsidiaries (together the "Group") for the year ended 31 December 2024.

In preparing this report, the Company has taken advantage of the exemption provided by section 414B of the Companies Act 2006 in not preparing a Strategic Report.

The principal activity of the Group is the development and rental of commercial logistics property.

During 2023 five logistic assets achieved practical completion. The Group now manages the operation of seven completed sites to maximise commercial rental income. The total completed area is 3,194,384 sq.ft.

The results for the year are set out on page 8.

No dividends were paid. The Directors do not recommend payment of a final dividend.

Donations

There were no charitable donations made during the year.

Business performance

The operational outlook of the completed leasing business is positive in having achieved good long term tenants at Northampton, Leighton Buzzard, Belvedere, Ellesmere Port and Peterborough with 39% of the fully completed portfolio having been let as at the year end.

Key performance indicators

The consolidated loss before taxation of the business is £32m (2023: £119.8m). This is primarily made up of an unrealised fair value gain of £1.2m (2023: £105.6m loss). The Directors believe that going forward maximising efficiencies in managing costs and increasing revenue as the Company moves towards a more operational leasehold business now that all development is complete will increase the profitability going forward. The Directors believe that as the occupancy of the completed leasehold units increase, this will further increase profitability.

Rental revenue during the period is £9.2m (2023: £7.4m) which includes revenue generated from four of the completed sites. This comprises 39% occupancy across all 7 sites. The expected fully occupied rent across all sites on full portfolio completion is £27.3m per annum.

Future developments

The Group intends to increase the number of leased commercial units to full occupancy. The Directors consider that the Group will continue to perform its principal activities for the foreseeable future.

The Directors have considered the ongoing geo-political conflicts and have considered any potential impact, and do not anticipate any major issues that would have a material impact on the ongoing activities of the business.

The Directors have assessed the period of high-inflation as at the time of signing the statement of financial position and uncertainty around rising cost levels across the industry based on multiple economic factors.

The Directors will continue to monitor the impact of the macroeconomic risks currently facing the Group and will take appropriate action as necessary to ensure the Company continues to operate as a going concern.

Expected rental revenue growth is a good indication of the quality of the commercial units being offered and the desirability of the product class in the locations acquired. The expected gross leasable area of the portfolio on full completion is 3.1m sq. ft.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

The Company has made qualifying third party indemnity provisions for the benefit of its Directors during the year.

Going concern

The Directors have conducted an assessment of the Company's ability to continue as a going concern for the financial year ended 31 December 2024, considering the available resources and expected obligations up until 30 June 2026, being the going concern period. The Company is part of an Extended Group which also includes CI Logistics Strat 1 LP, CI Logistics Strat 1 GP Limited and the Company’s subsidiaries (collectively referred to as the “Extended Group”). The Directors have assessed that the going concern of the Company is dependent upon the going concern of the Extended Group. At the Extended Group level, the Directors have prepared a detailed forecast of the anticipated operational outgoings, incorporating severe but plausible downside risks, and have considered the operational income, expenses, and financing costs up until 30 June 2026. As at 31 December 2024, the Company has net current liabilities of £259,703 (2023: £1,782,653) and net assets of £50,408,521 (2023: £54,288,298) and the Group has net current liabilities of £388,841,480 (2023: £1,173,877) and net assets of £50,408,520 (2023: £55,180,832). The Company’s activities are funded by capital from its shareholder, CI Logistics Strat 1 LP (the “Partnership”).

The Extended Group has a lending facility of £381,600,000 (2023: £381,600,000) of which £380,480,078 (2023: £379,422,476) is drawn as at 31 December 2024. Subsequent to the year ended 31 December 2024, a repayment of £40 million was made to the lender, reducing the total amount borrowed to £340,480,078. The lending facility expires on 14 November 2025 at which point the Extended Group will refinance the loan with a new lender which is outside of the Extended Group’s control. The Directors have considered the option to refinance, along with the indicative covenants and terms received from three lending agents and subject to meeting these covenants and the availability of cash, which will be required to pay down the existing loan, this will likely lead to a cash shortfall during the going concern period.

The Directors have determined that there are material uncertainties in relation to (i) the Extended Group’s ability to refinance over which management of the Extended Group does not have absolute control and (ii) whether the Extended Group will be able to secure additional commitment from the Limited Partners of CI Logistics Strat 1 LP to cover the identified cash shortfall, resulting from operational costs and requirements to refinance with a new lender by November 2025, which falls within the going concern period. These material uncertainties may cast significant doubt over the ability of the Company to continue as a going concern and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business.

Notwithstanding the material uncertainties described above, the Directors have a reasonable expectation that given the quality and location of the assets, that the Extended Group will be able to lease all assets during the going concern period which will in turn increase rental income received and the fair value of the assets held. The Directors also have a reasonable expectation that the Company will receive additional capital from its direct and indirect shareholders to fund a cash shortfall. This expectation is based on the financial outlook of the Limited Partners, past experience of the Limited Partners providing financial support, and their willingness to support the Extended Group to protect their invested economic interest. In addition, since the year-end the Limited Partners have continued to support the Partnership with the conversion of optional commitment to the mandatory commitment in January 2025. For these reasons the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for a period up until 30 June 2026 being the going concern period, and therefore considers it appropriate to prepare the financial statements on a going concern basis.

The Group's current policy concerning the payment of trade creditors is to follow the CBI's Prompt Payers Code (copies are available from the CBI, Centre Point, 103 New Oxford Street, London WC1A 1DU).

The Group's current policy concerning the payment of trade creditors is to:

• settle the terms of payment with suppliers when agreeing the terms of each transaction;

• ensure that suppliers are made aware of the terms of payment by inclusion of the relevant terms in contracts; and

• pay in accordance with the Company's contractual and other legal obligations.

In accordance with the Company's articles, Ernst & Young LLP were re-appointed as auditors. The auditors, Ernst & Young LLP, are deemed to be reappointed under section 485 of the Companies Act 2006.

So far as each person who is a Director of the Company at the date of approving this report is aware, there is no relevant audit information, being information needed by the auditor in connection with preparing its report, of which the auditor is unaware. Having made enquiries of fellow Directors and the Company's auditor, each Director has taken all steps that he is obliged to take as a Director of the Company in order to make himself aware of any relevant audit information and to establish that the auditor is aware of that information.

Details of subsequent events are set out in note 26.

The Directors are responsible for preparing the annual 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 Group financial statements in accordance with UK-adopted International Accounting Standards (UK-IAS), and the parent financial statements in accordance with applicable law and United Kingdom Accounting Standards including FRS 101 "Reduced Disclosure Framework" (United Kingdom Generally Accepted Accounting Practice). 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 Group and their profit or loss for that period.

In preparing these consolidated financial statements, UK-IAS requires that directors:

• select suitable accounting policies and the apply them consistently;

• make judgements and accounting estimates that are reasonable and prudent;

• state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

• comply with the requirements of the Companies Act 2006 with respect to accounting records and of the preparation of financial statements; and

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the will continue in business.

In preparing the parent company financial statements, the directors are required to:

• select suitable accounting policies and then apply them consistently;

• make judgements and accounting estimates that are reasonable and prudent;

• state whether FRS 101 Reduced Disclosure Framework has 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 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 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.

We have audited the financial statements of CILS1 UK Holdings Limited (‘the Parent Company’) and its subsidiaries (together the ‘Group’) for the year ended 31 December 2024 which comprise the Group Statement of Comprehensive Income, the Group and Parent Company Statement of Financial Position, the Group Statement of Cash Flows, the Group and Parent Company Statement of Changes in Equity and the related notes 1 to 33, including a summary of material accounting policy information. The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable law and UK adopted international accounting standards. The financial reporting framework that has been applied in the preparation of the Parent Company financial statements is applicable law and United Kingdom Accounting Standards, including FRS 101 “Reduced Disclosure Framework” (United Kingdom Generally Accepted Accounting Practice).

In our opinion:

• the financial statements give a true and fair view of the Group’s and of the Parent Company’s affairs as at 31 December 2024 and of the Group’s loss for the year then ended;

• the Group financial statements have been properly prepared in accordance with UK adopted international accounting standards;

• the Parent Company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

• the financial statements 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 Group 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 available for small entities, in the circumstances set out in note 27.3 to the financial statements, 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.

Material uncertainties relating to going concern

We draw attention to note 1.4 in the financial statements, which indicates that CILS1 UK Holdings Limited (‘the Parent Company’) and its subsidiaries (collectively the ‘Group’), along with CI Logistics Strat 1 LP and CI Logistics Strat 1 GP Limited (collectively the ‘Extended Group’), has material uncertainties regarding its ability to continue as a going concern. The material uncertainties relate to (i) The Extended Group's ability to refinance by November 2025, which is not entirely within the control of the Extended Group's management and (ii) whether the Extended Group will be able to secure additional commitment from the Limited Partners of CI Logistics Strat 1 LP to cover the identified cash shortfall, resulting from operational costs and requirements to refinance by November 2025.

As stated in note 1.4, these events or conditions, along with the other matters as set forth in note 1.4, indicate that material uncertainties exist that may cast significant doubt on the Group’s and the Parent Company’s ability to continue as a 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. Our opinion is not modified in respect of this matter.

Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the Group and the Parent Company’s ability to continue as a going concern.

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 this report, we do not express any form of assurance conclusion thereon.

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 this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of the 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.

In the light of the knowledge and understanding of the Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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 by the Parent Company, or returns adequate for our audit have not been received from branches not visited by us; or

• the Parent Company 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.

As explained more fully in the Directors’ responsibilities statement set out on page 4, 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 Group’s and 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 Directors either intend to liquidate the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.

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 these 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 irregularities, including fraud. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

Our approach was as follows:

• We obtained an understanding of the legal and regulatory frameworks that are applicable to the Group and the Parent Company and determined that the most significant are the Companies Act 2006, those relating to its reporting framework being the United Kingdom Generally Accepted Accounting Practice, UK adopted International Accounting Standards and any relevant direct and indirect tax compliance regulation in the United Kingdom.

• We understood how the Group and the Parent Company is complying with those frameworks by making enquiries of management and those responsible for the legal and compliance procedures. We corroborated our enquiries through our review of minutes of board meetings of the Group and Parent Company, as well as validating how policies and procedures are communicated and monitored. We also reviewed any correspondence with the relevant authorities.

• We assessed the susceptibility of the Group’s and the Parent Company’s financial statements to material misstatement, including how fraud might occur during the year by making enquiries of management and those charged with governance. Where the risk was considered to be higher, we performed audit procedures in response to the identified fraud risks. These procedures included testing of specific accounting journal entries and focussed testing on investments. These procedures were designed to provide reasonable assurance that the financial statements were free from fraud and error. We also considered management’s incentives around improving the performance of the Group and Parent Company, the opportunities available to execute any such actions through management override as well as the controls that the Group and Parent Company have established to address any such risks identified, including to prevent, deter and detect fraud and the monitoring of such controls by management.

• Based on this understanding we designed our audit procedures to identify noncompliance with such laws and regulations. Our procedures involved supplementing our enquiries of management and those charged with governance as well as review of board meeting minutes of the Group and the Parent Company.

A further description of our responsibilities for the audit of the financial statements is located 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 Company’s member, 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 member 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 member, for our audit work, for this report, or for the opinions we have formed.

The Group statement of comprehensive income has been prepared on the basis that all operations are continuing operations.

The financial statements include the notes presented in pages 12 to 33.

The notes on 12 to 33 form part of these group financial statements.

CILS1 UK Holdings Limited (the "Company") and its subsidiaries (together, the "Group") owns a logistics real estate portfolio based in the United Kingdom.

The Company is a private company limited by shares incorporated in the United Kingdom on 21 February 2022 under the Companies Act 2006. The registered office was changed to 72 Welbeck Street, London, W1G 0AY on 22 April 2024 (previously located at 116 Upper Street, London, United Kingdom, N1 1QP). The Company's principal activities and nature of its operations are disclosed in the Directors' report.

For more information on the Company's subsidiaries please refer to note 1.3.

The average monthly number of persons (excluding Directors) employed by the Group during the year was nil.

The Company is 100% owned by CI Logistics Strat 1 LP, a partnership registered in Jersey.

The financial statements have been prepared in accordance with UK-adopted International Accounting Standards (UK-IAS) as adopted for use in the United Kingdom and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated. The financial statements are prepared on a going concern basis and under the historical cost convention except for investment property and derivative financial instruments that have been measured at fair value.

At the date of authorisation of these financial statements, the Company has not applied the following new and revised IFRS

Accounting Standards that have been issued but are not yet effective:

• Amendments to IAS 21 Lack of Exchangeability

• Amendments to IFRS 9 and IFRS 7 Financial Instruments

• IFRS 18 Presentation and Disclosures in Financial Statements

• IFRS 19 Subsidiaries without Public Accountability: Disclosures

With the exception of IFRS 18, effective 1 January 2027, the effect of which the Directors are currently assessing, it is not

expected that the adoption of the standards listed above will have a material impact on the financial statements of the

Group in future periods.

The consolidated financial statements include those of the Company and its subsidiary undertakings as shown below which are all 100% owned:

- CILS Leighton Buzzard Limited

- CILS Milton Limited

- CILS Ellesmere Port Limited

- CILS Peterborough Limited

- CILS Belvedere Limited

- CILS Barnsley Limited

- CILS Sherburn Limited

All financial statements are made up to 31 December 2024. 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 all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group.

Profits and losses resulting from inter-company transactions that are recognised in assets are also eliminated.

The Directors have conducted an assessment of the Company's ability to continue as a going concern for the financial year ended 31 December 2024, considering the available resources and expected obligations up until 30 June 2026, being the going concern period. The Company is part of an Extended Group which also includes CI Logistics Strat 1 LP, CI Logistics Strat 1 GP Limited and the Company’s subsidiaries (collectively referred to as the “Extended Group”). The Directors have assessed that the going concern of the Company is dependent upon the going concern of the Extended Group. At the Extended Group level, the Directors have prepared a detailed forecast of the anticipated operational outgoings, incorporating severe but plausible downside risks, and have considered the operational income, expenses, and financing costs up until 30 June 2026. As at 31 December 2024, the Company has net current liabilities of £259,703 (2023: £1,782,653) and net assets of £50,408,520 (2023: £54,288,298) and the Group has net current liabilities of £388,841,480 (2023: £1,173,877) and net assets of £50,408,522 (2023: £55,180,832). The Company’s activities are funded by capital from its shareholder, CI Logistics Strat 1 LP (the “Partnership”). true

The Extended Group has a lending facility of £381,600,000 (2023: £381,600,000) of which £380,480,078 (2023: £379,422,476) is drawn as at 31 December 2024. Subsequent to the year ended 31 December 2024, a repayment of £40 million was made to the lender, reducing the total amount borrowed to £340,480,078. The lending facility expires on 14 November 2025 at which point the Extended Group will refinance the loan with a new lender which is outside of the Extended Group’s control. The Directors have considered the option to refinance, along with the indicative covenants and terms received from three lending agents and subject to meeting these covenants and the availability of cash, which will be required to pay down the existing loan, this will likely lead to a cash shortfall during the going concern period.

The Directors have determined that there are material uncertainties in relation to (i) the Extended Group’s ability to refinance over which management of the Extended Group does not have absolute control and (ii) whether the Extended Group will be able to secure additional commitment from the Limited Partners of CI Logistics Strat 1 LP to cover the identified cash shortfall, resulting from operational costs and requirements to refinance with a new lender by November 2025, which falls within the going concern period. These material uncertainties may cast significant doubt over the ability of the Company to continue as a going concern and, therefore, that it may be unable to realise its assets and discharge its liabilities in the normal course of business.

Notwithstanding the material uncertainties described above, the Directors have a reasonable expectation that given the quality and location of the assets, that the Extended Group will be able to lease all assets during the going concern period which will in turn increase rental income received and the fair value of the assets held. The Directors also have a reasonable expectation that the Company will receive additional capital from its direct and indirect shareholders to fund a cash shortfall. This expectation is based on the financial outlook of the Limited Partners, past experience of the Limited Partners providing financial support, and their willingness to support the Extended Group to protect their invested economic interest. In addition, since the year-end the Limited Partners have continued to support the Partnership with the conversion of optional commitment to the mandatory commitment in January 2025. For these reasons the Directors have a reasonable expectation that the Company and Group has adequate resources to continue in operational existence for a period up until 30 June 2026 being the going concern period, and therefore considers it appropriate to prepare the financial statements on a going concern basis.

The Group earns revenue from acting as a lessor in operating leases which do not transfer substantially all of the risks and rewards incidental to ownership of an investment property.

Rental income arising from operating leases on investment property is accounted for on a straight-line basis over the lease term and is included in revenue in the statement of comprehensive income due to its operating nature. Initial direct costs incurred in negotiating and arranging an operating lease are recognised as an expense over the lease term on the same basis as the lease income.

Tenant lease incentives are recognised as a reduction of rental revenue on a straight-line basis over the term of the lease or the break clause date. The lease term is the non-cancellable period of the lease together with any further term for which the tenant has the option to continue the lease, where, at the inception of the lease, the Group is reasonably certain that the tenant will exercise that option.

Rent receivables are recognised at their original invoiced value except where the time value of money is material, in which case rent receivables are recognised at fair value and subsequently measured at amortised cost. Refer to accounting policies on financial assets in this note.

For investment property held primarily to earn rental income, the Group enters as a lessor into lease agreements that fall within the scope of IFRS 16. These agreements include certain services offered to tenants (i.e., customers) including common area maintenance services (such as cleaning, security, landscaping and snow removal of common areas), as well as other support services (e.g., reception services, catering and other event related services). The consideration charged to tenants for these services includes fees charged based on a percentage of the rental income and reimbursement of certain expenses incurred. These services are specified in the lease agreements and separately invoiced.

The Group arranges for third parties to provide certain of these services to its tenants. The Group concluded that it acts as an agent in relation to these services as it does not control the specified services before transferring them to the customer. Therefore, the Group records revenue on a net basis.

The revenue from service charge is not recorded as part of Group's revenue.

Investment property comprises completed property that is held, to earn rental income or for capital appreciation or both. Property held under a lease is classified as investment property when it is held to earn rentals or for capital appreciation or both, rather than for sale in the ordinary course of business.

Investment property comprises commercial warehouse that are not occupied substantially for use by, or in the operations of, the Group, nor for sale in the ordinary course of business, but are held primarily to earn rental income and capital appreciation. These buildings are substantially rented to tenants and not intended to be sold in the ordinary course of business.

Investment property is measured initially at cost, including transaction costs. Transaction costs include transfer taxes, professional fees for legal services and leasing commissions to bring the property to the condition necessary for it to be capable of operating.

Subsequent to initial recognition, investment property is stated at fair value, which reflects market conditions at the reporting date. Gains or losses arising from changes in the fair values of investment property are included in profit or loss in the period in which they arise.

Tenant deposits are initially recognised at fair value and subsequently measured at amortised cost. Any difference between the initial fair value and the nominal amount is included as a component of operating lease income and recognised on a straight-line basis over the lease term.

Borrowing costs directly attributable to the acquisition or construction of an investment property that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the asset. Capitalisation commences when: (1) the Group incurs expenditures for the asset; (2) the Group incurs borrowing costs; and (3) the Group undertakes activities that are necessary to prepare the asset for its intended use or sale. All other borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds. Borrowing costs incurred in relation to investment property are expensed as incurred.

The interest capitalised is calculated using the Group’s weighted average cost of borrowings after adjusting for borrowings associated with specific developments. Where borrowings are associated with specific developments, the amount capitalised is the gross interest incurred on those borrowings less any investment income arising on their temporary investment. Interest is capitalised from the commencement of the development work until the date of practical completion, i.e., when substantially all of the development work is completed. The capitalisation of finance costs is suspended if there are prolonged periods when development activity is interrupted. Interest is also capitalised on the purchase cost of a site of property acquired specifically for redevelopment, but only where activities necessary to prepare the asset for redevelopment are in progress.

Cash and cash equivalents in the statement of financial position comprise cash at banks, that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value.

Restricted cash consists of amounts held in a bank mandated account which is used to service quarterly debt interest payments and receive rental income.

Financial assets and liabilities are recognised on the Group’s statement of financial position at fair value or amortised cost when the Group becomes party to the contractual provisions of the instrument. Subsequent measurement depends on the classification and is discussed below.

Financial assets are recognised in the Group's statement of financial position when the Group becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

Financial assets held at amortised cost

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (e.g. trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary. The Group applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which permits the use of the lifetime expected loss provision for all trade receivables and contract assets. These estimates are based on historic credit loss experience, adjusted for forward-looking factors specific to the debtors and macro-economic and specific country-risk considerations with higher default rates applied to older balances.

In addition, if specific circumstances exist which would indicate that the receivable is irrecoverable a specific provision is made. A provision is made against trade receivables and contract assets until such time the Group believes there to be no reasonable expectation of recovery, after which the trade receivable or contract asset balance is written off.

Impairment of financial assets

Financial assets, other than those measured at fair value through profit or 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 of the investment have been affected.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

The Group recognises financial liabilities when the Group becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Financial liabilities at fair value through profit or loss

Financial liabilities are classified as measured at fair value through profit or loss when the financial liability is held for trading. A financial liability is classified as held for trading if:

• it has been incurred principally for the purpose of selling or repurchasing it in the near term, or

• on initial recognition it is part of a portfolio of identified financial instruments that are managed together and has a recent actual pattern of short-term profit taking, or

• it is a derivative that is not a financial guarantee contract or a designated and effective hedging instrument.

Financial liabilities at fair value through profit or loss are stated at fair value with any gains or losses arising on remeasurement recognised in profit or loss.

Other financial liabilities

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the

liability is outstanding.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the Group’s obligations are discharged, cancelled, or they expire.

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured at fair value. Changes in the fair value of the Group’s derivative instruments are recognised immediately in the income statement.

The tax expense represents the sum of the tax provision and deferred tax movement in the year.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary 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 income statement, 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 when the group has 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.

Leases in which the Group does not transfer substantially all the risks and rewards incidental to ownership of an asset are classified as operating leases. Rental income arising is accounted for on a straight-line basis over the lease terms and is included in revenue in the statement of profit or loss due to its operating nature. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised over the lease term on the same basis as rental income.

Contingent rents are recognised as revenue in the period in which they are earned.

(i) Functional and presentation currency

The Group’s consolidated financial statements are presented in Pound sterling, which is also the parent company’s functional currency. For each entity, the Group determines the functional currency and items included in the financial statements of each entity are measured using that functional currency.

(i) Transaction and balances

The Group does not have any assets or liabilities denominated in a currency other than Pound sterling at the period end.

Group measures financial instruments such as derivatives and non-financial assets such as investment property at fair value at each balance sheet date.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place in the principal market for the asset or liability.

Fair value related disclosures for financial instruments and non-financial assets that are measured at fair value or where fair values are disclosed, are summarised in Investment property, note 9 & Derivative financial instruments, note 20.

All assets and liabilities, for which fair value is measured or disclosed in the financial statements, are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities

Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable

Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

For assets and liabilities that are recognised in the financial statements at fair value on a recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy, as explained above.

Fair value related disclosures for financial instruments and non-financial assets that are measured at fair value or where fair values are disclosed, are summarised in the following notes:

• Accounting policy disclosures, note 1

• Disclosures for valuation methods, significant estimates and assumptions, note 2

• Investment property, note 9

• Quantitative disclosures of fair value measurement hierarchy, note 24

• Derivatives financial instruments, note 13

In the application of the Group’s accounting policies, the directors are 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 and are considered to be relevant. Actual results may differ from these estimates. The Directors have also made judgements about the going concern of the Group as described in note 1.4.

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 estimates and judgements have had the most significant effect on amounts recognised in the financial statements.

Fair valuation of investment Property

The Group's investment property held, is initially measured at cost including transaction price and subsequently at fair value through profit or loss at the end of the reporting period. Any unrealised gains or losses on this investment is recognised immediately in the statement of comprehensive income.

Fair value is the amount for which an asset could be exchanged, a liability settled, or an equity instrument granted could be exchanged, between knowledgeable, willing parties in an arm's length transaction.

The fair valuation of the property was carried out by an external third-party valuation expert for inclusion in the audited financial statements where a significant period of time had elapsed since its acquisition date as part of quantifying the investment property held by the Group.

Investment property is measured based on estimates prepared by independent real estate valuation experts, except where such values cannot be reliably determined.

An estimated rental value (ERV) was assessed for all seven sites using a combination of in-place rents and suitable comparables for each site. ERV's ranged between £7.03 - £16.95 per sq ft. Capitalisation rates used ranged from 5.07% to 5.75%. This approach capitalises current and future cash flows at an appropriate capitalisation rate based on comparable evidence. Please refer to note 9 for sensitivity analysis.

The Group has granted incentives such as rent-free periods to new tenants. The total unamortised portion of rent-free periods is, as follows:

The Group earns rental income from leasing out its completed logistics space to commercial tenants. The future minimum lease payments in relation to non-cancellable operating leases are as follows:

The Group had no employees (excluding directors). The Group incurred no staff costs (2023: £Nil), including directors' remuneration, in 2024.

Total interest income for financial assets that are not held at fair value through the income statement is £2,490,479 (2023: £40,837).

Borrowing costs excluded from interest expense and included in the cost of investment property during the year at a capitalisation rate of 3.5% plus the daily compounded SONIA rate are £Nil (2023: £9,289,230).

The charge for the year can be reconciled to the profit per the income statement as follows:

The Group has unutilised carried forward tax losses of £19,384,830 as at 31 December 2024 (2023: £10,127,349). No deferred tax asset has been recognised on this amount as the Company cannot be certain that there will be taxable profits arising within its residual business from which the future reversal of the deferred tax asset could be deducted.

In the March 2021 Budget it was announced that legislation would be introduced in the Finance Bill 2021 to increase the main rate of UK corporation tax from 19% to 25%, effective April 2023. This was substantively enacted in May 2021 therefore, any closing deferred tax balance is calculated at 25%.

All Trade and other receivable amounts are interest-free and unsecured.

All VAT receivable was collected in full post period end.

See note 24 on credit risk of trade receivables, which explains how the Group manages and measures credit quality of receivables that are neither past due nor impaired.

Cash at bank and on hand consists of interest bearing deposits held at banks. Interest is earned at floating rates based on daily bank deposit rates. All deposits are held with banks with a credit rating of B or above, as per the Moody's credit agency credit rating.

Restricted cash consists of amounts held in a bank mandated account which is used to service quarterly debt interest payments and receive rental income.

CILS1 UK Holdings Limited purchased a two year interest rate cap in March 2022 to hedge 80% of the associated interest rate risk with the £422.1m Group loan facility with Blackstone (via Claus Investments S.a.r.l), capping the underlying SONIA rate at 2.50%. The notional value hedged is a maximum of £337,866,786. The fair value and carrying amount of the derivative are detailed in Note 24. In April 2024 the previous cap matured and CILS1 UK Holdings Limited purchased a new one year interest rate cap, capping the total interest payable at 6%.

All current trade payables are payable within 12 months of the balance sheet date.

The Loan interest accrual includes amounts accrued from 21 October 2024 to 31 December 2024 in relation to the bank loans.

The Group has finance facility provided by Blackstone (via Claus Investments S.a.r.l) for a 3-year loan facility. The initial facility terms is for 3 years with the option to extend annually for the remaining two years. The facility is secured against seven completed sites. As at the year end, £6,529,487 (2023: £7,043,894) of accrued loan interest is recognised within current liabilities.

Interest is payable at a 3.5% interest margin plus the daily compounded SONIA rate. Interest is payable quarterly and capital repayable at the end of the term. The bank finance is subject to an 82.5% loan-to-value (LTV) default covenant and a 70% LTV cash trap covenant. In addition, there is a 5.75% net rental income (NRI) cash trap covenant. The Group was compliant with all covenants as at the year end.

In January 2025 an amendment to the facility agreement was signed with Blackstone to extend the maturity date to 14 November 2025. As part of this amendment the loan-to-value covenant has been increased to 85% and the NRI has been removed.

Unamortised finance costs include £587,467 (2023: £2,239,718) that will be amortised until 14 November 2025. The Company purchased a one year interest rate cap in April 2024, for the group facility, to hedge the interest rate risk, capping the total interest payable at 6%.

The following are the major deferred tax liabilities and assets recognised by the Group and movements thereon during the current and prior reporting period.

There are no other class of shares held by investors.

Please refer to note 20 for amounts issued as share premium during the year.

During the year, CI Logistics Strat 1 LP provided the Company with funding amounts totaling £27,248,406 (2023: £104,219,413) which were unsecured, interest free and repayable on demand. During the year the amounts were converted to equity, consisting of a total of 4 equity shares of £1 each issued at a total premium of £27,248,402 (2023: 4 equity shares of £1 each issued at a premium of £104,219,409).

The retained earnings figure represents cumulative profits and losses net of dividends paid and other adjustments. These are shown in the statement of changes in equity on page 10.

The remuneration of key management personnel, including directors, is £nil (2023: £nil) in aggregate for each of the categories specified in IAS 24 Related Party Disclosures.

Transactions between the Company and CI Logistics Strat 1 LP

CI Logistics Strat 1 LP, the immediate parent provided the Company with funding amounts totaling £27,248,406 throughout the year ended 31 December 2024, which were unsecured, repayable on demand and interest free. This full amount was converted into 4 equity shares of £1 each in the Company at a total premium of £27,248,402.

CILS1 UK Holdings Limited is 100% owned by CI Logistics Strat 1 LP, a partnership incorporated in Jersey.

The general partner of CI Logistics Strat 1 LP is CI Logistics Strat 1 GP Limited, an entity incorporated in Jersey. The financial statements of these entities are not publicly available. ACZ Investments LP and UKLP Holding LP, the two limited partners of CI Logistics Strat 1 LP, equally share ultimate control of the Company and the directors consider there to be no ultimate controlling party of the immediate parent.

In pursuing its objectives, the Group holds financial instruments which comprise of:

- Cash and cash equivalents;

- Trade and other receivables;

- Derivatives;

- Borrowings; and

- Other payables.

The main risks arising from holding the Group's financial instruments are detailed below together with the policies adopted to manage the risk.

(a) Market risk

(i) Price risk

Price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of change in market prices (other than those arising from interest rate risk or currency risk) whether those changes are caused by factors specific to the individual financial instruments or its issue, or factors affecting similar financial instruments traded in the market.

The Group is not exposed to any price risk.

(ii) Interest rate risk

Interest rate risk arises from the possibility that changes in interest rates will affect future cash flows or the fair values of financial instruments. The Group's income and operating cash flows are not directly dependent on changes in interest rates. The Group's cash at bank earns a nominal rate of interest.

The Group has an interest rate cap in place which caps the interest rate of financing facility at 6%. The termination date of the cap is 7 April 2025. The Directors believe the Group is not exposed to significant interest rate risk.

(b) Credit risk

The Group takes on exposure to credit risk, which is the risk that one party will cause a financial loss for the other party by failing to discharge an obligation.

In respect of the financial assets of the Group at the year end, which comprise of cash and cash equivalents and trade and other receivables, the Group's exposure to credit risk arises through default of counter parties with maximum exposure equal to the carrying value of these instruments. The Group's cash is held with Barclays Bank Plc, which has a credit rating of baa2 with Moody's. On this basis, the Directors consider the credit risk for cash and cash equivalents and trade and other receivables to be low, however continue to monitor this rating and any other information which may cause an increase to risk.

The maximum credit risk exposure of the Group at the year end was £3,645,317 (2023: £12,253,586).

On 28 January 2025, the facility agreement with Blackstone was amended to extend the maturity date to 14 November 2025. On the same date funding was received from the Company's shareholder of £40m and was subsequently invested in the Company's subsidiaries. This was used to repay the same amount on the outstanding bank loans.

As permitted by trues408 Companies Act 2006, the company has not presented its own income statement and related notes. The company’s loss for the year was £31,128,183 (2023: £107,146,627 loss).

The notes on pages 36 to 40 form part of these parent financial statements.

CILS1 UK Holdings Limited (the "Company") and its subsidiaries (together, the "Group") owns a logistics real estate portfolio based in the United Kingdom.

The Company is a private company limited by shares incorporated in the United Kingdom on 21 February 2023 under the Companies Act 2006. The registered office was changed to 72 Welbeck Street, London, W1G 0AY (previously located at 116 Upper Street, London, United Kingdom, N1 1QP). The Company's principal activities and nature of its operations are disclosed in the Directors' report.

For more information on the Company's subsidiaries please refer to note 30.

The average monthly number of persons (excluding Directors) employed by the Group during the year was nil.

The Company is 100% owned by CI Logistics Strat 1 LP, a partnership registered in Jersey.

Judgements and key sources of estimation uncertainty

Details of the Company's subsidiaries at 31 December 2024 are as follows:

The subsidiary companies all have a registered address at 72 Welbeck Street, London, United Kingdom W1G 0AY.

CILS1 UK Holdings Limited purchased a two year interest rate cap in March 2022 to hedge 80% of the associated interest rate risk with the £422.1m Group loan facility with Blackstone (via Claus Investments S.a.r.l), capping the underlying SONIA rate at 2.50%. The notional value hedged is a maximum of £337,866,786. The fair value and carrying amount of the derivative are detailed in Note 24. In April 2024 the previous cap matured and CILS1 UK Holdings Limited purchased a new one year interest rate cap, capping the total interest payable at 6%.