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Registered number: 15239961
Horse Powertrain Limited
Strategic Report, Directors' Report and
Financial Statements
For the Period 26 October 2023 to 31 December 2024
Horse Powertrain Limited
Financial Statements
For the Period 26 October 2023 to 31 December 2024
Financial Statements

Contents
| Page
--- | ---
Strategic Report | 1
Directors' Report | 2—3
Independent Auditor's Report | 4—5
Income Statement | 6
Statement of Financial Position | 7
Statement of Changes in Equity | 8
Statement of Cash Flows | 9
Notes to the Statement of Cash Flows | 10
Notes to the Financial Statements | 11—14

Page 1
Horse Powertrain Limited
Strategic Report
For the Period 26 October 2023 to 31 December 2024
Strategic Report
The directors present their strategic report for the period ended 31 December 2024.
Principal Risks and Uncertainties
On behalf of the board

Mr Donghui LI Director
23/10/2025

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Horse Powertrain Limited
Company No. 15239961
Directors' Report For the Period 26 October 2023 to 31 December 2024
Directors' Report
The directors present their report and the financial statements for the period ended 31 December 2024.
Principal Activity
The principal activity of the Company is to be the parent entity of the new Group of Companies which has been formed to be the new global leader in powertrain solutions. In addition to being the Holding Entity for the subsidiaries of the Group, the Company also provides management support services for which it charges management fees.
Directors
The directors who held office during the period were as follows:

Mr Ali Abdullah AL MESHARI | Appointed | 02/12/2024
Mr Conghui AN | Appointed | 30/08/2024
Mr Jacques CHARVET | Appointed | 01/09/2024
Mr Jiayue GAN | Appointed | 26/10/2023
Mr Vincent LE VOT | Appointed | 31/05/2024
Mr Donghui LI | Appointed | 31/05/2024
Mr Thomas Antoine PROVOST | Appointed | 31/05/2024
Mr Henri LE BORGNE | Appointed | 31/05/2024 | Resigned | 01/09/2024
Mr Quan ZHANG | Appointed | 31/05/2024 | Resigned | 30/08/2024

Statement of Directors' Responsibilities
The directors are responsible for preparing the Strategic Report, the Directors' 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 financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', and applicable law). 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 company and of the profit or loss of the company for that period. In preparing the financial statements the directors are required to:

- select suitable accounting policies and then apply them consistently;
- make judgments and accounting estimates that are reasonable and prudent;
- state whether applicable United Kingdom Accounting Standards, comprising FRS102, have been followed subject to any material departures disclosed and explained in the financial statements;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company 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.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Statement of Disclosure of Information to Auditors
In the case of each director in office at the date the Directors' Report is approved:

- so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware; and
- they have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information.

Page 2
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Horse Powertrain Limited
Directors' Report (continued)
For the Period 26 October 2023 to 31 December 2024
Independent Auditors
The auditors, KPMG LLP, have indicated their willingness to continue in office and a resolution concerning their re-appointment will be proposed at the Annual General Meeting.
On behalf of the board

Mr Donghui LI Director
23/10/2025

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Page 4
Independent Auditor's Report
to the Members of
Horse Powertrain Limited
Independent Auditor's Report
Opinion
We have audited the financial statements of Horse Powertrain Limited for the period ended 31 December 2024 which comprise the Income Statement, Statement of Financial Position, Statement of Changes in Equity, Statement of Cash Flows and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".
In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit/(loss) for the period then ended;
- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
- 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 company 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, 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.
Conclusions Relating to 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.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the entity's ability to continue as a going concern for a period of at least 12 months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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 our report, we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, 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 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 this 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 Strategic Report and Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Page 4
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Independent Auditor's Report (continued)
to the Members of
Horse Powertrain Limited
Matters on Which We Are Required to Report by Exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or 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, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records or 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.

Responsibilities of Directors
As explained more fully in the Directors' Responsibilities Statement set out on page 2—3, 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 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 company or to cease operations, or have no realistic alternative but to do so.
Auditor's Responsibilities for the Audit of the Financial Statements
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.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website 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 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 company's members those matters that 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 members as a body, for our audit work, for this report, or for the opinions we have formed.

David Neale (Senior Statutory Auditor) for and on behalf of KPMG LLP , Statutory Auditor
23/10/2025

Page 5
Page 6
Horse Powertrain Limited
Income Statement
For the Period 26 October 2023 to 31 December 2024
Income Statement

| 31 December 2024
--- | ---
| Notes | €
TURNOVER | 2 | 7,437,000
GROSS PROFIT |  | 7,437,000
Administrative expenses |  | (15,151,000 )
OPERATING LOSS | 3 | (7,714,000 )
Interest payable and similar charges | 6 | (23,714,000 )
LOSS FOR THE FINANCIAL PERIOD |  | (31,428,000 )

The notes on pages 10 to 14 form part of these financial statements.
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Horse Powertrain Limited
Statement of Financial Position
As At 31 December 2024
Statement of Financial Position
Registered number: 15239961

| 31 December 2024
--- | ---
| Notes | € | €
FIXED ASSETS
Tangible Assets | 8 |  | 1,477,000
Investments | 9 |  | 7,625,294,000
|  |  | 7,626,771,000
CURRENT ASSETS
Debtors | 10 | 8,076,000 |
Cash at bank and in hand |  | 790,000 |
|  | 8,866,000 |
Creditors: Amounts Falling Due Within One Year | 11 | (17,904,000 ) |
NET CURRENT ASSETS (LIABILITIES) |  |  | (9,038,000 )
TOTAL ASSETS LESS CURRENT LIABILITIES |  |  | 7,617,733,000
Creditors: Amounts Falling Due After More Than One Year | 12 |  | (649,161,000 )
NET ASSETS |  |  | 6,968,572,000
CAPITAL AND RESERVES
Called up share capital | 14 |  | 6,000,000,000
Merger reserve |  |  | 1,000,000,000
Income Statement |  |  | (31,428,000 )
SHAREHOLDERS' FUNDS |  |  | 6,968,572,000

On behalf of the board

Mr Donghui LI Director
23/10/2025

The notes on pages 10 to 14 form part of these financial statements.
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Horse Powertrain Limited
Statement of Changes in Equity
For the Period 26 October 2023 to 31 December 2024
Statement of Changes in Equity

| Share Capital | Share Premium | Income Statement | Total
--- | --- | --- | --- | ---
| € | € | € | €
As at 26 October 2023 | - | - | - | -
Loss for the period and total comprehensive income | - | - | (31,428,000 ) | (31,428,000)
Arising on shares issued during the period | 6,000,000,000 | 1,000,000,000 | - | 7,000,000,000
As at 31 December 2024 | 6,000,000,000 | 1,000,000,000 | (31,428,000 ) | 6,968,572,000

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Horse Powertrain Limited
Statement of Cash Flows
For the Period 26 October 2023 to 31 December 2024
Statement of Cash Flows

| 31 December 2024
--- | ---
| Notes | €
Cash flows from operating activities
Net cash used in operations | 1 | (5,325,000 )
Interest paid |  | (23,714,000 )
Net cash used in operating activities |  | (29,039,000 )
Cash flows from investing activities
Purchase of tangible assets |  | (1,749,000 )
Purchase of investment in subsidiary undertaking |  | (7,625,294,000 )
Net cash used in investing activities |  | (7,627,043,000 )
Cash flows from financing activities
Proceeds from issue of share capital |  | 7,000,000,000
Proceeds from new other loans |  | 656,872,000
Net cash generated from financing activities |  | 7,656,872,000
Increase in cash and cash equivalents |  | 790,000
Cash and cash equivalents at beginning of period | 2 | -
Cash and cash equivalents at end of period | 2 | 790,000

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Horse Powertrain Limited
Notes to the Statement of Cash Flows
For the Period 26 October 2023 to 31 December 2024
Notes to the Statement of Cash Flows
1. Reconciliation of loss for the financial period to cash used in operations

| 31 December 2024
--- | ---
| €
Loss for the financial period | (31,428,000 )
Adjustments for:
Interest expense | 23,714,000
Depreciation of tangible assets | 272,000
Movements in working capital:
Increase in trade and other debtors | (8,076,000 )
Increase in trade and other creditors | 10,193,000
Net cash used in operations | (5,325,000 )

2. Cash and cash equivalents
Cash and cash equivalents, as stated in the Statement of Cash Flows, relates to the following items in the Balance Sheet:

| 31 December 2024
--- | ---
| €
Cash at bank and in hand | 790,000

3. Analysis of changes in net debt

| As at 26 October 2023 | Cash flows | As at 31 December 2024
--- | --- | --- | ---
| € | € | €
Cash at bank and in hand | - | 790,000 | 790,000
Debts falling due within one year | - | (8,280,000) | (8,280,000 )
Debts falling due after more than one year | - | (648,592,000) | (648,592,000)
| - | (656,082,000) | (656,082,000)

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Horse Powertrain Limited
Notes to the Financial Statements
For the Period 26 October 2023 to 31 December 2024
Notes to the Financial Statements
1. Accounting Policies
1.1. Basis of Preparation of Financial Statements
The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland'' and the Companies Act 2006.
1.2. Turnover
Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the sale of goods and from the rendering of services. Turnover is reduced for estimated customer returns, rebates and other similar allowances.
Sale of goods
Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods has transferred to the buyer. This is usually at the point that the customer has signed for the delivery of the goods.
Rendering of services
Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs. Turnover is only recognised to the extent of recoverable expenses when the outcome of a contract cannot be estimated reliably.
1.3. Tangible Fixed Assets and Depreciation
Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

Freehold | 5
Leasehold | 5
Computer Equipment | 5

1.4. Investments
1.5. Cash and Cash Equivalents
Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks, other short-term highly liquid investments that mature in no more than three months from the date of acquisition and are readily convertible to a known amount of cash with insignificant risk of change in value, and bank overdrafts.
2. Turnover by Principal Activities
Analysis of turnover by principal activities is as follows:

| 31 December 2024
--- | ---
| €
Management fee income | 7,437,000

3. Operating Loss
The operating loss is stated after charging:

| 31 December 2024
--- | ---
| €
Depreciation of tangible fixed assets | 272,000

4. Average Number of Employees
Average number of employees, including directors, during the year was as follows: 5
5
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Horse Powertrain Limited
Notes to the Financial Statements (continued)
For the Period 26 October 2023 to 31 December 2024
5. Directors' remuneration
The directors received no remuneration in respect of services to the Company and its subsidiaries in the period.
6. Interest Payable

| 31 December 2024
--- | ---
| €
Interest payable on other loans | 23,714,000
| 23,714,000

7. Tax on Profit

| €
--- | ---
UK Corporation Tax | -
| 31 December 2024
| €
Profit before tax | (31,428,000)
Breakdown of tax charge is:
Tax on profit at 0% (UK standard rate) | -
Total tax charge for the period | -

8. Tangible Assets

| Land & Property
--- | ---
| Leasehold | Computer Equipment | Total
| € | € | €
Cost
As at 26 October 2023 | - | - | -
Additions | 1,593,000 | 156,000 | 1,749,000
As at 31 December 2024 | 1,593,000 | 156,000 | 1,749,000
Depreciation
As at 26 October 2023 | - | - | -
Provided during the period | 266,000 | 6,000 | 272,000
As at 31 December 2024 | 266,000 | 6,000 | 272,000
Net Book Value
As at 31 December 2024 | 1,327,000 | 150,000 | 1,477,000
As at 26 October 2023 | - | - | -

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Horse Powertrain Limited
Notes to the Financial Statements (continued)
For the Period 26 October 2023 to 31 December 2024
9. Investments

| Subsidiaries
--- | ---
| €
Cost
As at 26 October 2023 | -
Additions | 7,625,294,000
As at 31 December 2024 | 7,625,294,000
Provision
As at 26 October 2023 | -
As at 31 December 2024 | -
Net Book Value
As at 31 December 2024 | 7,625,294,000
As at 26 October 2023 | -

10. Debtors

| 31 December 2024
--- | ---
| €
Due within one year
Trade debtors | 7,425,000
Rental deposits | 174,000
VAT recoverable | 405,000
Other prepayments | 72,000
| 8,076,000

11. Creditors: Amounts Falling Due Within One Year

| 31 December 2024
--- | ---
| €
Trade creditors | 1,796,000
Loans from subsidiaries | 8,280,000
Current lease liabilities | 719,000
Accruals | 7,109,000
| 17,904,000

12. Creditors: Amounts Falling Due After More Than One Year

| 31 December 2024
--- | ---
| €
Loans from shareholders | 648,592,000
Non-current lease liabilities | 569,000
| 649,161,000

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Horse Powertrain Limited
Notes to the Financial Statements (continued)
For the Period 26 October 2023 to 31 December 2024
13. Loans
An analysis of the maturity of loans is given below:

| 31 December 2024
--- | ---
| €
Amounts falling due within one year or on demand:
Other loans | 8,280,000
| 8,280,000

| 31 December 2024
--- | ---
| €
Amounts falling due between one and five years:
Other loans | 648,592,000
| 648,592,000

14. Share Capital

| 31 December 2024
--- | ---
| €
Allotted, Called up and fully paid | 6,000,000,000

15. General Information
Horse Powertrain Limited is a private company, limited by shares, incorporated in England & Wales, registered number 15239961 . The registered office is Monomark House, 27 Old Gloucester Street, London, England, WC1N 3AX.
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