Company registration number 15516554 (England and Wales)
GCM UK MATRIX HOLDINGS LIMITED
ANNUAL REPORT AND UNAUDITED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
GCM UK MATRIX HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mr Ravi Parekh
(Appointed 23 February 2024)
GCM Fiduciary Services LLC
(Appointed 23 February 2024)
Secretary
CSC CLS (UK) Limited
Company number
15516554
Registered office
C/O CSC CLS (Uk) Limited
5 Churchill Place
10th Floor
London
United Kingdom
E14 5HU
GCM UK MATRIX HOLDINGS LIMITED
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Income statement
3
Statement of financial position
4
Statement of changes in equity
5
Notes to the financial statements
6 - 10
GCM UK MATRIX HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 1 -

The directors present their annual report and financial statements for the period ended 31 December 2024.

Principal activities

The principal activity of the company continued to be that of investment holding company.

Results and dividends

The results for the period are set out on page 3.

During the period there were no dividends paid.

Directors

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

Mr Ravi Parekh
(Appointed 23 February 2024)
GCM Fiduciary Services LLC
(Appointed 23 February 2024)
Key Performance Indicators ("KPI")

The Company's primary role is an investment entity.

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 Ravi Parekh
Director
2 April 2026
GCM UK MATRIX HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 2 -

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 financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards 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 these 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 applicable UK Accounting Standards have 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 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.

GCM UK MATRIX HOLDINGS LIMITED
INCOME STATEMENT
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 3 -
Period
ended
31 December
2024
Notes
EUR
Administrative expenses
(227,710)
Investment income
3
271
(Loss)/profit before taxation
(227,439)
Tax on (loss)/profit
-
0
(Loss)/profit and total comprehensive income for the financial period
(227,439)

The notes on pages 6 to 10 form part of these financial statements.

GCM UK MATRIX HOLDINGS LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
31 December 2024
- 4 -
2024
Notes
EUR
EUR
Non-current assets
Investments
4
24,501,838
Current assets
Trade and other receivables
5
30,071,780
Cash and cash equivalents
6,029
30,077,809
Net current assets
30,077,809
Net assets
54,579,647
Equity
Called up share capital
6
637,911
Share premium account
7
53,935,708
Capital contribution
8
233,467
Retained earnings
(227,439)
Total equity
54,579,647

The notes on pages 6 to 10 form part of these financial statements.

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

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.

The members have not required the company to obtain an audit of its financial statements for the period in question in accordance with section 476.

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 2 April 2026 and are signed on its behalf by:
Mr Ravi Parekh
Director
Company registration number 15516554 (England and Wales)
GCM UK MATRIX HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 5 -
Share capital
Share premium account
Capital contribution
Retained earnings
Total
Notes
EUR
EUR
EUR
EUR
EUR
Balance at 23 February 2024
1
-
-
-
1
Loss and total comprehensive income
-
-
-
(227,439)
(227,439)
Transactions with owners:
Issue of share capital
6
637,910
53,935,708
-
-
54,573,618
Transfer to other reserves
-
-
233,467
-
0
233,467
Balance at 31 December 2024
637,911
53,935,708
233,467
(227,439)
54,579,647

The notes on pages 6 to 10 form part of these financial statements.

GCM UK MATRIX HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 6 -
1
Accounting policies
Company information

GCM UK MATRIX HOLDINGS LIMITED is a private company limited by shares incorporated in England and Wales. The registered office is C/O CSC CLS (Uk) Limited, 5 Churchill Place, 10th Floor, London, United Kingdom, E14 5HU. The company's principal activities and nature of its operations are disclosed in the directors' report.

1.1
Reporting period

The Company's financial year starts 1 January and ends 31 December except for this first period. The first financial period is for 10 months which started from the date of incorporation i.e. 23 February 2024 until 31 December 2024.

1.2
Accounting convention

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.

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 EUR.

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

As permitted by FRS 101, the company has taken advantage of the following disclosure exemptions from the requirements of IFRS;

- inclusion of an explicit and unreserved statement of compliance with IFRS;

- presentation of a statement of cash flows and related notes;

- disclosure of the objectives, policies and processes for managing capital;

- disclosure of key management personnel compensation;

- disclosure of the categories of financial instrument and the nature and extent of risks arising on these financial instruments;

- the effect of financial instruments on the statement of comprehensive income;

- disclosure of the future impact of new International Financial Reporting Standards in issue but not yet effective at the reporting date;

- related party disclosures for transactions with the parent or wholly owned members of the group.

1.3
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.

1.4
Non-current investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

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.

GCM UK MATRIX HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 7 -
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.

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.

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.

1.7

Administrative expenses

Expenses are recognised in the statement of comprehensive income in the period in which they are incurred and include administration fees, accountancy fees, insurance Expenses, legal and professional fees and other operating expenses.

GCM UK MATRIX HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 8 -
2
Critical accounting estimates and judgements

In the application of the company’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 that are considered to be relevant. Actual results may differ from these estimates.

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, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below.

3
Investment income
2024
EUR
Interest income
Interest on bank deposits
271
4
Investments
Non-current
2024
EUR
Investments in subsidiaries
24,501,838
24,501,838
Movements in non-current investments
Shares in subsidiaries
EUR
Cost or valuation
At 23 February 2024
-
Additions
26,670,205
GCM Grosvenor CIS III Co‑Investments, L.P. transfer out
(2,168,367)
At 31 December 2024
24,501,838
Carrying amount
At 31 December 2024
24,501,838
GCM UK MATRIX HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
4
Investments
(Continued)
- 9 -

In July 2024, one of the Company’s shareholders, GCM Grosvenor CIS III Co‑Investments, L.P. (“CIS III”), transferred 20% of its interest in the Company (representing 8.612545% of the Company’s interest in the Partnership) to its parallel fund, GCM Grosvenor Customized Infrastructure Strategies III (Parallel), LLC (the “CIS Parallel Fund”). Consideration for this transfer was paid by the CIS Parallel Fund directly to CIS III rather than to the Company. As a result, a receivable arose from CIS III to the Company in respect of the amount of consideration attributable to the Company’s investment in the Partnership.

This receivable is included within Other debtors at the period end. No adjustment has been made to share capital as the legal rectification of this transaction, including the repayment by CIS III and the associated capital reduction occurred in 2026.

5
Trade and other receivables
2024
EUR
Amount owed by parent undertaking
30,071,780

Amounts owed by the parent undertaking at the period end total €30,071,780. This balance comprises amounts due from shareholders in respect of unpaid share capital. The shareholders’ total commitment amounted to €54,573,619, of which €26,670,205 had been paid up by 31 December 2024, leaving €27,903,41 4 unpaid at the period end. In addition, €2,16 8,36 7 is receivable from CIS III in connection with the adjustment arising from the CIS Parallel Fund transfer, as described in Note 4.

6
Share capital
2024
2024
Ordinary share capital
Number
EUR
Authorised
Ordinary shares of €0.01689 each
54,573,619
637,911

During the period, the Company issued 54,573,619 ordinary shares of €0.011689 each. The total subscription amount for these shares was €54,573,619, comprising €637,911 of share capital and €53,935,708 of share premium. Of the total subscription amount, €26,670,205 had been paid by the period end. The unpaid balance is recognised within other debtors as it represents amounts contractually due from shareholders. See Note 4 and 5 for further details.

7
Share premium account
2024
EUR
At the beginning of the period
-
Issue of new shares
53,935,708
At the end of the period
53,935,708
GCM UK MATRIX HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2024
- 10 -
8
Capital contribution
2024
EUR
At the beginning of the period
-
Additions
233,467
At the end of the period
233,467
9
Related party transactions

During the period, GCM Grosvenor CIS III Co‑Investments, L.P., a shareholder of the Company, transferred a portion of its economic interest in the Company to a parallel fund. Consideration for the transfer was paid between shareholders and did not pass through the Company. The resulting non‑interest‑bearing shareholder balance was not on arm’s‑length terms and was therefore deemed to be a distribution under the Companies Act 2006. The Directors identified the matter and have taken steps to rectify it through a repayment and capital reduction. At the period end, amounts were receivable from shareholders in respect of unpaid share capital and from CIS III in connection with the CIS Parallel Fund transfer (see Notes 4 and 5).

10
Controlling party

The ultimate controlling party is GCM Grosvenor I nc, a United States incorporation situated in Delaware.

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