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Registered number: 11759061


T-INFRA GLOBAL LTD
(FORMERLY THERME GROUP PROJECTS UK LIMITED)
FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE YEAR ENDED 31 DECEMBER 2024

 
T-INFRA GLOBAL LTD (FORMERLY THERME GROUP PROJECTS UK LIMITED)
 
(FORMERLY THERME GROUP PROJECTS UK LIMITED)
REGISTERED NUMBER: 11759061

BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2023
Note

Fixed assets
  

Investments
 4 
107,027,537
-

Current assets
  

Debtors: amounts falling due after more than one year
 5 
40,000,000
-

Debtors: amounts falling due within one year
 5 
4,231,242
13,590

Cash at bank and in hand
 6 
6,181
11,389

  
44,237,423
24,979

Creditors: amounts falling due within one year
 7 
(4,289,855)
(291,365)

Net current assets/(liabilities)
  
 
 
39,947,568
 
 
(266,386)

Total assets less current liabilities
  
146,975,105
(266,386)

Creditors: amounts falling due after more than one year
 8 
(40,000,000)
(2,999,660)

  

Net assets/(liabilities)
  
106,975,105
(3,266,046)


Capital and reserves
  

Called up share capital 
 9 
115
111

Share premium account
  
111,081,315
-

Profit and loss account
  
(4,106,325)
(3,266,157)

  
106,975,105
(3,266,046)


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 18 August 2025.




T A Ion
Director

Page 1

 
T-INFRA GLOBAL LTD (FORMERLY THERME GROUP PROJECTS UK LIMITED)
 
(FORMERLY THERME GROUP PROJECTS UK LIMITED)
REGISTERED NUMBER: 11759061
    
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2024

The notes on pages 3 to 7 form part of these financial statements.

Page 2

 
T-INFRA GLOBAL LTD (FORMERLY THERME GROUP PROJECTS UK LIMITED)

(FORMERLY THERME GROUP PROJECTS UK LIMITED)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

T-Infra Global Ltd (the Company) is a company incorporated in the United Kingdom under the Companies Act.
The Company is a private company limited by shares and is registered in England and Wales. The address of the Company's registered office is 15 Little GreenSurreyTW9 1QH.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The following principal accounting policies have been applied:

 
2.2

Going concern

We have continued to prepare the accounts on a going concern basis and deem this appropriate. We do not consider that a material uncertainty about our going concern status currently exists. In making this assessment we have considered the likely conditions and sources of support for a period of twelve months from the date of our approval of these accounts.

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is Euros.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

The financial statements have been prepared for the first time under using Euro as the presentation
currency. Previously the financial statements had been prepared using pound sterling. The
 
Page 3

 
T-INFRA GLOBAL LTD (FORMERLY THERME GROUP PROJECTS UK LIMITED)

(FORMERLY THERME GROUP PROJECTS UK LIMITED)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.3
Foreign currency translation (continued)

presentation currency has been changed in order to align it with the current functional currency of the
company.

 
2.4

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.5

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.6

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.7

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.8

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

3.


Employees

The average monthly number of employees, including directors, during the year was 4 (2023 - 4).
 

Page 4

 
T-INFRA GLOBAL LTD (FORMERLY THERME GROUP PROJECTS UK LIMITED)

(FORMERLY THERME GROUP PROJECTS UK LIMITED)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

4.


Fixed asset investments





Investments in subsidiary companies




Cost or valuation


Additions
107,027,537



At 31 December 2024
107,027,537




During the year the company incorporated T-Infra GES Limited (‘GES’) a fully owned subsidiary and provided shareholder funding that was used for acquisition of a thermal wellbeing resort in Germany (Therme Erding). The company also incorporated a wholly owned subsidiary T-infra RBJ Ltd and provided funding that was used for the acquisition of a thermal wellbeing resort in Romania (Therme Bucharest). 
The cumulative investment made by the company in Therme Erding and Therme Bucharest together with the costs associated with its investments is included in the Balance Sheet at the reporting date.


5.


Debtors

2024
2023

Due after more than one year

Amounts owed by group undertakings
40,000,000
-


2024
2023

Due within one year

Amounts owed by group undertakings
461,063
1,808

Other debtors
-
11,782

Prepayments and accrued income
3,770,179
-

4,231,242
13,590


Page 5

 
T-INFRA GLOBAL LTD (FORMERLY THERME GROUP PROJECTS UK LIMITED)

(FORMERLY THERME GROUP PROJECTS UK LIMITED)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

6.


Cash and cash equivalents

2024
2023

Cash at bank and in hand
6,181
11,389



7.


Creditors: Amounts falling due within one year

2024
2023

Trade creditors
-
18,133

Amounts owed to group undertakings
3,401,485
266,336

Accruals and deferred income
888,370
6,896

4,289,855
291,365



8.


Creditors: Amounts falling due after more than one year

2024
2023

Amounts owed to group undertakings
40,000,000
2,999,660



9.


Share capital

2024
2023
Allotted, called up and fully paid



103 (2023 - 100) Ordinary shares of £1.00 each
115
111


On 3rd December 2024, the company issued 1 Ordinary share for €70,000,000.    
On 20th December 2024, the company issued 1 Ordinary share for €37,000,000.     
On 20th December 2024, the company issued 1 Ordinary shares for a total of £3,388,167.   


10.Other financial commitments

In December 2024, the Company secured a €320 million loan for its subsidiary, T-Infra GES Limited, by registering a fixed charge and negative pledge over certain of its own assets.

Page 6

 
T-INFRA GLOBAL LTD (FORMERLY THERME GROUP PROJECTS UK LIMITED)

(FORMERLY THERME GROUP PROJECTS UK LIMITED)
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

11.


Related party transactions

During the year the Company was charged net of credit notes €Nil (2023 - €31,298) for services provided by non-wholly owned group undertakings, of which €NIL (2023 - €6,973) was outstanding at the balance sheet date and shown in creditors falling due within one year under amounts owed to group undertakings.
At the balance sheet date, the company owed €NIL (2023 - €3,046,333) in long term loans and interest  to parent undertakings on which €340,314 (2023 - €224,263) of related interest and charges was incurred during the year.
The Company has taken advantage of exemption, under the terms of section 33.1A of the Finanical Reporting Standard 102, not to disclose transactions entered with other wholly-owned group undertakings.


12.


Post balance sheet events

Subsequent to the year end, the company issued 1 share with a nominal value of £1 for a consideration of €15,846,585. This has enabled the company to pay down the creditor due after more than one year. 
Post year end the company entered into a financing agreement with an affiliate of Sculptor Capital Management related to a financial investment into the company.
A portion of the costs related to this transaction have been accrued in the Balance Sheet as at the year end.


13.


Controlling party

RHTG Holding GmbH was the ultimate parent company. Its registered office is Wienerbergstraße 51 / 4. OG,  A-1120 Wien, Austria.
A-HEAT Allied Heat Exchange Technology AG was the former ultimate parent company and a current parent company undertaking of an intermediate group within which this company belongs. Group accounts can be obtained from its registered office at Wienerbergstraße 51 / 4. OG, A-1120 Wien, Austria.
The immediate parent company is Therme Group Holdings (UK) Limited. Its registered office is 15 Little Green, Richmond, Surrey TW9 1QH, UK.


14.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2024 was unqualified.

The audit report was signed on 19 August 2025 by Richard Rhodes (Senior statutory auditor) on behalf of Feltons Chartered Accountants.

 
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