Company No: 15743517 (England and Wales)

Contents

• Company Information
• Balance Sheet
• Notes to the Financial Statements

DIRECTORS	J Lynch (Appointed 01 December 2024)
	P N Marson (Appointed 26 May 2024)
	P J Strafford (Appointed 26 May 2024, Resigned 25 June 2025)
	E M Tichy (Appointed 25 June 2025)

REGISTERED OFFICE	85 Great Portland Street
	First Floor
	London
	W1W 7LT
	United Kingdom

COMPANY NUMBER

15743517 (England and Wales)

ACCOUNTANT	S&W Partners LLP
	4th Floor Cumberland House
	15-17 Cumberland Place
	Southampton
	Hampshire
	SO15 2BG

	Note	31.12.2024
		£
Fixed assets
Investments	3	1
		1
Current assets
Debtors	4	2,558,836
Cash at bank and in hand		211,195
		2,770,031
Net current assets		2,770,031
Total assets less current liabilities		2,770,032
Net assets		2,770,032
Capital and reserves
Called-up share capital	5	277
Share premium account		2,773,241
Profit and loss account		( 3,486 )
Total shareholder's funds		2,770,032

For the financial period ending 31 December 2024 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

• The member has not required the Company to obtain an audit of its financial statements for the financial period in accordance with section 476;
• The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
• These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Profit and Loss Account has not been delivered.

The financial statements of Kaleidex Group Limited (registered number: 15743517) were approved and authorised for issue by the Board of Directors on 24 September 2025. They were signed on its behalf by:

J Lynch Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial period, unless otherwise stated.

General information and basis of accounting

Kaleidex Group Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is 85 Great Portland Street, First Floor, London, W1W 7LT, United Kingdom.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with ‘The Financial Reporting Standard applicable in the UK and the Republic of Ireland’ issued by the Financial Reporting Council, including Section 1A of Financial Reporting Standard 102 (FRS102), and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The functional currency of Kaleidex Group Limited is considered to be pounds sterling because that is the currency of the primary economic environment in which the Company operates.

These financial statements are separate financial statements.

Going concern

The directors have assessed the Balance Sheet and forecasted cash flows covering a period of 12 months from the date of approval of these financial statements. The company incurred a loss during the years. However, the directors note that the company has significant value of unpaid share capital, which is expected to be called upon and received in due course. This provides a significant source of funding to support ongoing operations. Based on this ongoing financial support, the directors continue to adopt the going concern basis in preparing the financial statements.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Balance Sheet date.

Fixed asset investments

Investments are recognised initially at fair value which is normally the transaction price excluding transaction costs. Subsequently, they are measured at fair value through profit or loss if the shares are publicly traded or their fair value can otherwise be measured reliably. Other investments are measured at cost less impairment.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Basic financial assets
Basic financial assets, which include 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 are derecognised when and only when the contractual rights to the cash flows from the financial asset expire or are settled, or the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or the Company, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.

Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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.

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.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

2. Employees

	Period from 26.05.2024 to 31.12.2024
	Number
Monthly average number of persons employed by the Company during the period, including directors	3

3. Fixed asset investments

Investments in subsidiaries

	31.12.2024
	£
Cost
At 26 May 2024	0
Additions	1
At 31 December 2024	1
Carrying value at 31 December 2024	1

During the year, the Company purchased 100% of the share capital in Kaleidex Limited, a company registered in England and Wales.

4. Debtors

	31.12.2024
	£
Amounts owed by Group undertakings	2,558,836

5. Called-up share capital

	31.12.2024
	£
Allotted, called-up and fully-paid
2,053,518 Ordinary A Shares shares of £ 0.0001 each	205
720,000 Ordinary B Shares shares of £ 0.0001 each	72
	277

On 26 May 2024 the company issued 1 Ordinary A share at par value of £1. Subsequently, on 18 July 2024, each number of shares and nominal value were sub-divided by 10,000.

On 18 July 2024 the company issued 39,990,000 Ordinary A shares with a par value of £0.0001 at a premium of £0.9999. As of 31 December 2024, 37,946,482 shares have not been called-up.

On 19 July 2024 the company issued 720,000 Ordinary B shares with a par value of £0.0001 at a premium of £0.9999.

6. Ultimate controlling party

The ultimate controlling party is Ansor Fund II GP LLP, a Limited Liability Partnership registered in England and Wales.