Company registration number 13765741 (England and Wales)
DB LIFESTYLE REAL ESTATE LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
DB LIFESTYLE REAL ESTATE LIMITED
COMPANY INFORMATION
Directors
Mr R Debono
Mr G S Sutton
Mr A Debono
(Appointed 1 March 2025)
Secretary
Mr R Debono
Company number
13765741
Registered office
29 Farm Street
London
W1J 5RL
Auditor
Gravita Audit II Limited
Aldgate Tower
2 Leman Street
London
United Kingdom
E1 8FA
DB LIFESTYLE REAL ESTATE LIMITED
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Independent auditor's report
3 - 5
Income statement
6
Statement of financial position
7
Statement of changes in equity
8
Statement of cash flows
9
Notes to the financial statements
10 - 19
DB LIFESTYLE REAL ESTATE LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 1 -

The directors present their annual report and financial statements for the year ended 31 March 2025.

Principal activities

The principal activity of the company is to acquire leases and properties which will be then be leased to group companies and external companies.

Results and dividends

The results for the year are set out on page 6.

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

Directors

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

Mr R Debono
Mr A Gauci
(Resigned 1 March 2025)
Mr G S Sutton
Mr A Debono
(Appointed 1 March 2025)
Auditor

In accordance with the company's articles, a resolution proposing that Gravita Audit II Limited be reappointed as auditor of the company will be put at a General Meeting.

Statement of disclosure to auditor

Each director in office at the date of approval of this annual report confirms that:

- so far as the director is aware, there is no relevant audit information of which the company's auditor is unaware, and

- the director has taken all the steps that he / she ought to have taken as a director in order to make himself / herself aware of any relevant audit information and to establish that the company's auditor is aware of that information.

This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.

Small companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

On behalf of the board
Mr R Debono
Director
1 April 2026
DB LIFESTYLE REAL ESTATE LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025
- 2 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

United Kingdom 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 International Financial Reporting Standards (IFRSs) as adopted by the United Kingdom. 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 these financial statements, International Accounting Standard 1 requires that directors:

- properly select and apply accounting policies;

- present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

- provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and

- make an assessment of the company's ability to continue as a going concern.

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.

DB LIFESTYLE REAL ESTATE LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF DB LIFESTYLE REAL ESTATE LIMITED
- 3 -
Opinion

We have audited the financial statements of DB Lifestyle Real Estate Limited (the 'company') for the year ended 31 March 2025 which comprise the income statement, the statement of financial position, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK adopted international accounting standards.

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 31 March 2025 and of its loss for the year then ended;

- have been properly prepared in accordance with UK adopted international accounting standards; 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 company's ability to continue as a going concern for a period of at least twelve 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. 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 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 our audit:

- the information given in the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the directors' report has been prepared in accordance with applicable legal requirements.

DB LIFESTYLE REAL ESTATE LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF DB LIFESTYLE REAL ESTATE LIMITED (CONTINUED)
- 4 -
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 identifie d material misstatements in the directors' r eport.

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 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.

Responsibilities of directors

As explained more fully in the directors' r esponsibilities s tatement, 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.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

We ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations. The laws and regulations applicable to the company were identified through discussions with directors and other management, and from our commercial knowledge and experience of the industry. Of these laws and regulations, we focused on those that we considered may have a direct material effect on the financial statements or the operations of the company, including Companies Act 2006, taxation legislation, data protection, anti-bribery, anti-money-laundering, employment, environmental and health and safety legislation. The extent of compliance with these laws and regulations identified above was assessed through making enquiries of management and inspecting legal correspondence. The identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud;

- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and

- understanding the design of the company’s remuneration policies.

To address the risk of fraud through management bias and override of controls, we:

- performed analytical procedures to identify any unusual or unexpected relationships;

- tested journal entries to identify unusual transactions;

- assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and

- investigated the rationale behind significant or unusual transactions.

DB LIFESTYLE REAL ESTATE LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF DB LIFESTYLE REAL ESTATE LIMITED (CONTINUED)
- 5 -

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

- agreeing financial statement disclosures to underlying supporting documentation;

- reading the minutes of meetings of those charged with governance;

- enquiring of management as to actual and potential litigation and claims; and

- reviewing correspondence with HMRC, relevant regulators including the company’s legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities is available on the Financial Reporting Council's website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the 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 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.

Paul Woosey FCA, FCCA (Senior Statutory Auditor)
For and on behalf of Gravita Audit II Limited, Statutory Auditor
Chartered Accountants
Aldgate Tower
2 Leman Street
London
E1 8FA
United Kingdom
1 April 2026
DB LIFESTYLE REAL ESTATE LIMITED
INCOME STATEMENT
FOR THE YEAR ENDED 31 MARCH 2025
- 6 -
2025
2024
Notes
€
€
Administrative expenses
(97,043)
(65,123)
Operating loss
3
(97,043)
(65,123)
Finance costs
5
(64,040)
-
0
Loss before taxation
(161,083)
(65,123)
Income tax expense
-
-
Loss and total comprehensive income for the year
(161,083)
(65,123)
DB LIFESTYLE REAL ESTATE LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2025
31 March 2025
- 7 -
2025
2024
Notes
€
€
Non-current assets
Property, plant and equipment
6
9,572,570
1,703,272
Other receivables
7
1,374,617
618,000
10,947,187
2,321,272
Current assets
Trade and other receivables
7
728,932
70,289
Cash and cash equivalents
3,121,580
1,972,513
3,850,512
2,042,802
Current liabilities
Trade and other payables
10
141,975
137,954
Net current assets
3,708,537
1,904,848
Non-current liabilities
Trade and other payables
10
8,002,864
4,335,972
Lease liabilities
11
6,923,795
-
0
14,926,659
4,335,972
Net liabilities
(270,935)
(109,852)
Equity
Called up share capital
12
1
1
Retained earnings
(270,936)
(109,853)
Total equity
(270,935)
(109,852)

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

The financial statements were approved by the board of directors and authorised for issue on 1 April 2026 and are signed on its behalf by:
Mr R Debono
Director
Company registration number 13765741 (England and Wales)
DB LIFESTYLE REAL ESTATE LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
- 8 -
Share capital
Retained earnings
Total
€
€
€
Balance at 1 April 2023
1
(44,730)
(44,729)
Year ended 31 March 2024:
Loss and total comprehensive income
-
(65,123)
(65,123)
Balance at 31 March 2024
1
(109,853)
(109,852)
Year ended 31 March 2025:
Loss and total comprehensive income
-
(161,083)
(161,083)
Balance at 31 March 2025
1
(270,936)
(270,935)
DB LIFESTYLE REAL ESTATE LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2025
- 9 -
2025
2024
Notes
€
€
€
€
Cash flows from operating activities
Cash generated from operations
19
2,183,140
1,110,987
Interest paid
(64,040)
-
0
Net cash inflow from operating activities
2,119,100
1,110,987
Investing activities
Purchase of property, plant and equipment
(7,856,341)
(831,865)
Net cash used in investing activities
(7,856,341)
(831,865)
Financing activities
Payment of lease liabilities
6,923,795
-
0
Net cash generated from/(used in) financing activities
6,923,795
-
Net increase in cash and cash equivalents
1,186,554
279,122
Cash and cash equivalents at beginning of year
1,972,513
1,693,391
Effect of foreign exchange rates
(37,487)
Cash and cash equivalents at end of year
3,121,580
1,972,513
DB LIFESTYLE REAL ESTATE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
- 10 -
1
Accounting policies
Company information

DB Lifestyle Real Estate Limited is a private company limited by shares incorporated in England and Wales. The registered office is 29 Farm Street, London, W1J 5RL. The company's principal activities and nature of its operations are disclosed in the directors' report.

1.1
Accounting convention

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom and with the requirements of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.

The financial statements are prepared in euros, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest €.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Going concern

The directors have at the time of approving the financial statements, a reasonable expectation that the true company has adequate resources to continue in operational existence for the foreseeable future. Thus t he directors continue to adopt the going concern basis of accounting in preparing the financial statements. Although the company is currently loss making and in a net liability position, a letter of support has been received from its ultimate parent company, SD Holdings Limited.

1.3
Property, plant and equipment

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Assets which are classed as under construction, will be classed as such until the asset is available for use or the lease term of the asset has commenced in a future period, where the assets will be moved to fixed assets.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Computers
Straight line over 5 years
Right-of-use assets
Straight line over lease term (35 years)

Assets in the course of construction are not depreciated.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

1.4
Impairment of tangible and intangible assets

At each reporting end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

DB LIFESTYLE REAL ESTATE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 11 -

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.5
Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.6
Financial assets

Financial assets are recognised in the company's statement of financial position when the company 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 at fair value through profit or loss

When any of the above-mentioned conditions for classification of financial assets is not met, a financial asset is classified as measured at fair value through profit or loss. Financial assets measured at fair value through profit or loss are recognized initially at fair value and any transaction costs are recognised in profit or loss when incurred. A gain or loss on a financial asset measured at fair value through profit or loss is recognised in profit or loss, and is included within finance income or finance costs in the statement of income for the reporting period in which it arises.

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 (eg 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.

DB LIFESTYLE REAL ESTATE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 12 -
Financial assets at fair value through other comprehensive income

Debt instruments are classified as financial assets measured at fair value through other comprehensive income where the financial assets are held within the company’s business model whose objective is achieved by both collecting contractual cash flows and selling financial assets, and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

A debt instrument measured at fair value through other comprehensive income is recognised initially at fair value plus transaction costs directly attributable to the asset. After initial recognition, each asset is measured at fair value, with changes in fair value included in other comprehensive income. Accumulated gains or losses recognised through other comprehensive income are directly transferred to profit or loss when the debt instrument is derecognised.

The company has made an irrevocable election to recognize changes in fair value of investments in equity instruments through other comprehensive income, not through profit or loss. A gain or loss from fair value changes will be shown in other comprehensive income and will not be reclassified subsequently to profit or loss. Equity instruments measured at fair value through other comprehensive income are recognized initially at fair value plus transaction cost directly attributable to the asset. After initial recognition, each asset is measured at fair value, with changes in fair value included in other comprehensive income. Accumulated gains or losses recognized through other comprehensive income are directly transferred to retained earnings when the equity instrument is derecognized or its fair value substantially decreased. Dividends are recognized as finance income in profit or loss.

Impairment of financial assets

Financial assets carried at amortised cost and FVOCI are assessed for indicators of impairment at each reporting end date.

The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.

For trade receivables, the simplified approach permitted by IFRS 9 is applied, which requires expected lifetime losses to be recognised from initial recognition of the receivables.

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.

1.7
Financial liabilities

The company recogni s es financial debt when the company 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'.

Other financial liabilities

Other financial liabilities, including borrowings, t rade 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 company’s obligations are discharged, cancelled, or they expire.

DB LIFESTYLE REAL ESTATE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 13 -
1.8
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.9
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of inventories or non-current assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.10
Leases

At inception, the company assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the company recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within property, plant and equipment, apart from those that meet the definition of investment property.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently adjusted for remeasurements of the lease liability and applies the relevant cost model, fair value model or revaluation model as set out within the accounting policies for the applicable asset class. Where the cost model is applied, the asset is depreciated from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term, and is periodically reduced by impairment losses, if any.

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the company's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the company is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

The lease liability is measured at amortised cost using the effective interest method. It is re assessed at each financial period end to reflect lease modifications and any changes to the factors considered at initial measurement, as set out above. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

The company has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.

DB LIFESTYLE REAL ESTATE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 14 -

Rentals payable under operating leases, less any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease d asset are consumed.

1.11
Foreign exchange

Transactions in currencies other than the functional currency are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

Exchange differences resulting from the translation of financial statements in functional currency to presentation currency are recognised in other comprehensive income.

2
Adoption of new and revised standards and changes in accounting policies
Standards which are in issue but not yet effective

At the date of authorisation of these financial statements, the following Standards and Interpretations, which have not yet been applied in these financial statements, were in issue but not yet effective (and in some cases had not yet been adopted by the EU):

- Amendments to IAS 21 ‘Lack of Exchangeability’ (effective for annual reporting periods beginning on or after 1 January 2025).

- Amendments to IFRS 9 and IFRS 7 ‘Amendments to the Classification and Measurement of Financial Instruments’ (effective for annual reporting periods beginning on or after 1 January 2026).

- Annual Improvements to IFRS Accounting Standards - Amendments to:
  IFRS 1 First-time Adoption of International Financial Reporting Standards;

IFRS 7 Financial Instruments: Disclosures and its accompanying Guidance on implementing IFRS 7;

IFRS 9 Financial Instruments;

IFRS 10 Consolidated Financial Statements; and

IAS 7 Statement of Cash flows
(effective for annual reporting periods beginning on or after 1 January 2026).

- IFRS 18 Presentation and Disclosure in Financial Statements (effective for annual reporting periods beginning on our after 1 January 2027).

There are no standards that are not yet effective and that would be expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions.

3
Operating loss
2025
2024
Operating loss for the year is stated after charging/(crediting):
€
€
Exchange (gains)/losses
(18,848)
2,480
Fees payable to the company's auditor for the audit of the company's financial statements
22,581
22,023
Depreciation of property, plant and equipment
-
216
DB LIFESTYLE REAL ESTATE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 15 -
4
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2025
2024
Number
Number
Total
3
3
5
Finance costs
2025
2024
€
€
Interest on lease liabilities
64,040
-
6
Property, plant and equipment
Assets under construction
Computers
Right-of-use assets
Total
€
€
€
€
Cost
At 1 April 2023
869,479
2,138
-
0
871,617
Additions
831,865
-
0
-
0
831,865
At 31 March 2024
1,701,344
2,138
-
0
1,703,482
Additions
1,189,007
-
0
6,667,334
7,856,341
Foreign currency adjustments
37,390
108
-
0
37,498
At 31 March 2025
2,927,741
2,246
6,667,334
9,597,321
Accumulated depreciation and impairment
At 1 April 2023 and 1 April 2024
-
0
210
-
0
210
Charge for the year
-
0
-
0
24,530
24,530
Foreign currency adjustments
-
0
11
-
0
11
At 31 March 2025
-
0
221
24,530
24,751
Carrying amount
At 31 March 2025
2,927,741
2,025
6,642,804
9,572,570
At 31 March 2024
1,701,344
1,928
-
1,703,272

Property, plant and equipment includes right-of-use assets, as follows:

Right-of-use assets
€
Net carrying value at 31 March 2024
-
Additions
6,642,804
Net carrying value at 31 March 2025
6,642,804
DB LIFESTYLE REAL ESTATE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
6
Property, plant and equipment
(Continued)
- 16 -

The Company has entered into a lease agreement for a property (1 Cavendish Square) to be used as a restaurant. The lease commenced on 12 February 2025 for a term of 35 years, with rent payments beginning on 12 February 2026. Annual lease payments are fixed and payable quarterly over the lease term, and the agreement does not include any purchase options.

The leased property will be utilised exclusively for the Group’s restaurant operations. The restaurant commenced operations subsequent to the reporting date. A back-to-back lease arrangement will be established with a related group company. Further details are provided in the subsequent events note.

7
Trade and other receivables
Current
Non-current
2025
2024
2025
2024
€
€
€
€
VAT recoverable
51,033
46,250
-
-
Amount owed by parent undertaking
57
56
78,878
31,575
Amounts owed by fellow group undertakings
55,906
16,752
1,295,739
586,425
Other receivables
621,936
7,231
-
-
728,932
70,289
1,374,617
618,000
8
Trade receivables - credit risk
Fair value of trade receivables

The directors consider that the carrying amount of trade and other receivables is approximately equal to their fair value.

No significant receivable balances are impaired at the reporting end date.

9
Cash and cash equivalents

Please note the cash balance at year-end of €1,972,513 includes €1,581,395 held in an ESCROW account, this is held with the company's solicitors.

10
Trade and other payables
Current
Non-current
2025
2024
2025
2024
€
€
€
€
Trade payables
(933)
107,494
-
0
-
0
Amount owed to parent undertaking
-
0
-
0
8,002,864
4,335,972
Amounts owed to fellow group undertakings
111,835
56
-
-
Accruals
31,073
30,404
-
0
-
0
141,975
137,954
8,002,864
4,335,972
DB LIFESTYLE REAL ESTATE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 17 -
11
Lease liabilities
2025
2024
Maturity analysis of lease payments
€
€
Within one year
398,366
-
In two to five years
1,792,650
-
In over five years
17,926,500
-
Total undiscounted liabilities
20,117,516
-
Effect of discounting
(13,193,721)
-
Lease liabilities in the financial statements
6,923,795
-

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

2025
2024
€
€
Non-current liabilities
6,923,795
-
0

The Company has entered into a lease agreement for a property located at 1 Cavendish Square, which will be used exclusively for the Group’s restaurant operations. The lease commenced on 12 February 2025 for a term of 35 years, with annual lease payments fixed and payable quarterly in advance over the lease term. Rent payments will begin on 12 February 2026.The agreement does not include any purchase options.

The leased property will be utilised exclusively for the Group’s restaurant operations. The restaurant commenced operations subsequent to the reporting date. A back-to-back lease arrangement will be established with a related group company. Further details are provided in the subsequent events note.

12
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
€
€
Issued and fully paid
Ordinary of €1 each
1
1
1
1
13
Capital commitments
2025
2024
€
€

At 31 March 2025 the company had capital commitments as follows:

Authorised not contracted for and not provided in the financial statements:
Acquisition of property, plant and equipment
8,000,000
8,000,000

€8,000,000 is the budgeted capital expenditure for the fit-out of the restaurant to be used in future operations. These capital commitments are authorized however not contracted for.

14
Capital risk management
DB LIFESTYLE REAL ESTATE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
14
Capital risk management
(Continued)
- 18 -

The company is not subject to any externally imposed capital requirements.

15
Events after the reporting date

Subsequent to the reporting date, the Company’s leased restaurant property commenced operations on September 2025. The restaurant will operate under a back-to-back lease arrangement with a related group company (DB Lifestyle Operations Limited).

The commencement of operations represents a non-adjusting event after the reporting period, as the underlying conditions did not exist as at 31 March 2025. Accordingly, no adjustments have been made to the amounts recognised in these financial statements in respect of this event.

16
Related party transactions

The following amounts were outstanding at the reporting end date:

2025
2024
Amounts due to related parties
€
€
Parent company
8,002,864
4,335,972
Other related parties
111,778
56
8,114,642
4,336,028

The following amounts were outstanding at the reporting end date:

2025
2024
Amounts due from related parties
€
€
Parent company
78,935
31,631
Other related parties
1,351,645
603,177
1,430,580
634,808
17
Directors' transactions

At the balance sheet date, the company owed £nil (2023:€1,422) to a director of the company.

18
Controlling party

The company's immediate parent company is DB Lifestyle Group Limited, which is incorporated in the United Kingdom and registered in England and Wales. The ultimate parent company is SD Holdings Limited, a company incorporated in Malta. The registered office is Seabank Hotel, Marfa Road, Ghadira, Malta.

DB LIFESTYLE REAL ESTATE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
18
Controlling party
(Continued)
- 19 -

At 31 March 2023, the smallest and largest group of which the Company is a member for which group financial statements are drawn up is that of SD Holdings Limited, a company incorporated in Malta. Copies of these financial statements can be obtained from the registered office address above.

Largest group
SD Holdings Limited
Smallest group
SD Holdings Limited
19
Cash generated from operations
2025
2024
€
€
Loss for the year before taxation
(161,083)
(65,123)
Adjustments for:
Finance costs
64,040
-
Depreciation and impairment of property, plant and equipment
24,530
-
Movements in working capital:
Increase in trade and other receivables
(1,415,260)
(342,330)
Increase in trade and other payables
3,670,913
1,518,440
Cash generated from operations
2,183,140
1,110,987
20
Analysis of changes in net funds/(debt)
1 April 2024
Cash flows
31 March 2025
€
€
€
Cash at bank and in hand
1,972,513
1,149,067
3,121,580
Lease liabilities
-
(6,923,795)
(6,923,795)
1,972,513
(5,774,728)
(3,802,215)
1 April 2023
Cash flows
31 March 2024
Prior year:
€
€
€
Cash at bank and in hand
1,693,391
279,122
1,972,513
1,693,391
279,122
1,972,513
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