Company registration number 04519371 (England and Wales)
ABRAXAS CAPITAL MANAGEMENT LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
ABRAXAS CAPITAL MANAGEMENT LIMITED
COMPANY INFORMATION
Directors
Mr F Frontini
Mr N R Turner
Mrs B Shaw
Mr S Ruggiero
Company number
04519371
Registered office
4th Floor
399-401 Strand
London
England
WC2R 0LT
Auditor
Perrys Audit Limited
Chartered Accountants
4th Floor
399-401 Strand
London
England
WC2R 0LT
ABRAXAS CAPITAL MANAGEMENT LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Profit and loss account
5
Statement of comprehensive income
6
Balance sheet
7
Statement of changes in equity
8
Statement of cash flows
9
Notes to the financial statements
10 - 21
Independent auditor's report
22 - 24
ABRAXAS CAPITAL MANAGEMENT LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The directors present the strategic report for the year ended 31 December 2025.

Review of the business

Abraxas Capital Management Limited (ACML) enjoyed a positive year in 2025, with revenue up by 56% on the previous year. Total revenue for 2025 was £12.0m vs £7.70m in 2024 and net profit increased from £233k to £879k. The previous year (2024) had seen a drop in fees earned from assets under management (AUM) as part of the portfolio and risk management activities needed to be moved to an EU based entity due to Brexit related issues. There was no further Brexit impact and no further dilution in such activities in 2025 which, together with a fall in employee renumeration, explain the increase in net profit detailed above.

In terms of AUM, ACML’S portfolio management of digital asset funds were the main driver behind the firm’s assets under management. AUM increased slightly from £2.75bn in 2024 to £2.86bn in 2025 largely due to client inflows. ACML also became portfolio manager for the new Elysium Alpha Gold fund which was launched in October 2025. The firm ceased to be the manager the Amagis UCITS fund, but this was a small fund and fell outside the firm’s focus on digital assets.

There were no changes to the board of Directors in 2025 and there were no other senior staff resignations or additions. IT resilience and procurement continued to be an important focus for the Directors and ACML worked extensively with a linked software company dedicated to the firm’s needs and development. The regulatory aspect of the firm’s activities were reviewed and reinforced by a full compliance audit and ongoing support from their external compliance consultancy. The Business Continuity plan worked well and allowed for successful remote working when needed.

Finally, in 2025 ACML broadened its presence in Monaco by opening a Monegasque subsidiary and obtaining full regulatory approval from the Monegasque authorities to undertake portfolio management and other investment activities. ACML has had an administrative branch in Monaco since 2022.

Principal risks and uncertainties

The firm’s AUM have increased significantly over the last three years, but the firm’s portfolio management mandates still rely on relatively few key clients and there is therefore a high client concentration risk. Nevertheless, the risk of client redemptions is fundamentally difficult to mitigate against as it depends on individual client decisions and on the performance of various instruments and strategies. ACML will continue to seek opportunities to grow and diversify its client base and mitigate the concentration risks detailed above.

The firm’s business and growth plan will continue to focus on crypto asset markets. These are maturing but still relatively new areas of finance, and the depth and long-term strength of these markets is not yet proven. Potential risks include, but are not limited to, the crypto markets reducing dramatically in size due to shrinking risk appetite, greater regulation reducing liquidity and arbitrage opportunities, more competitors entering the arena and a major hacking or fraud event driving investors away from crypto exposure.

The other important risk facing the firm is the regulatory landscape in which the firm operates. As mentioned above, post Brexit regulation had little impact in 2025, with most changes to the business model having been made in 2023 and 2024. Nevertheless, the regulatory landscape in the UK and the EU is dynamic and changing and the Directors cannot rule out further changes to ACML’s business model that could have a significant impact on potential revenue.

ABRAXAS CAPITAL MANAGEMENT LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Development and performance

Future growth is dependent on increasing AUM either through new portfolio management mandates and/or by attracting further investor subscriptions into funds already managed by ACML; both are primarily dependent on positive long-term performance. With proven returns on funds managed, ACML is seen as a market leader in the digital asset space and has won several digital asset fund management awards. ACML is in a strong position to benefit from growth in digital asset markets and with these markets changing and developing so rapidly ACML expects further growth in AUM given continued strong investor interest.

Key performance indicators

The key performance indicators monitored by the Directors of ACML are Assets under Management, Turnover and Profit. All three increased in 2025, particularly turnover and profit. The figures are as follows:

AUM Turnover Profit

2024 £2.75bn £7.70m £234k

2025 £2.86bn £12.0m £879k

Other indicators that are closely followed are liquidity and available capital. These are reported to the FCA on a regular basis and the latest Internal Capital Adequacy and Risk Assessment process (ICARA) confirmed sufficient capital and liquidity as judged against the FCA’s parameters. The Directors are of the opinion that further analysis using non-financial KPIs is not necessary for the understanding of the development, performance and position of the business.

On behalf of the board

Mr N R Turner
Director
17 April 2026
ABRAXAS CAPITAL MANAGEMENT LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

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

Principal activities

The principal activity of the company in the year under review was that of investment management and advisory services.

Branches

A branch in Monaco was opened in July 2022.

Results and dividends

The results for the year are set out on page 5.

Ordinary dividends were paid amounting to £5,000. The directors do not recommend payment of a further 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 F Frontini
Mr N R Turner
Mrs B Shaw
Mr S Ruggiero
Auditor

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

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
Mr N R Turner
Director
17 April 2026
ABRAXAS CAPITAL MANAGEMENT LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

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; 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.

ABRAXAS CAPITAL MANAGEMENT LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -
2025
2024
Notes
£
£
Turnover
3
12,034,444
7,701,250
Cost of sales
(6,144,998)
(1,962,643)
Gross profit
5,889,446
5,738,607
Administrative expenses
(5,231,983)
(5,524,864)
Operating profit
4
657,463
213,743
Interest receivable and similar income
7
5,528
19,774
Interest payable and similar expenses
8
(172,877)
(19,038)
Amounts written off investments
9
646,961
127,433
Profit before taxation
1,137,075
341,912
Tax on profit
10
(257,635)
(108,059)
Profit for the financial year
879,440
233,853

The profit and loss account has been prepared on the basis that all operations are continuing operations.

ABRAXAS CAPITAL MANAGEMENT LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -
2025
2024
£
£
Profit for the year
879,440
233,853
Other comprehensive income
-
-
Total comprehensive income for the year
879,440
233,853
ABRAXAS CAPITAL MANAGEMENT LIMITED (REGISTERED NUMBER: 04519371)
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 7 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
12
50,126
8,057
Investments
13
401,698
-
0
451,824
8,057
Current assets
Debtors
16
1,931,856
2,738,951
Investments
17
1,514,580
3,455,578
Cash at bank and in hand
1,688,272
936,452
5,134,708
7,130,981
Creditors: amounts falling due within one year
18
(3,929,254)
(5,091,397)
Net current assets
1,205,454
2,039,584
Total assets less current liabilities
1,657,278
2,047,641
Creditors: amounts falling due after more than one year
19
-
0
(1,264,803)
Net assets
1,657,278
782,838
Capital and reserves
Called up share capital
22
40,000
40,000
Capital redemption reserve
190,000
190,000
Profit and loss reserves
1,427,278
552,838
Total equity
1,657,278
782,838

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 17 April 2026 and are signed on its behalf by:
Mr N R Turner
Director
ABRAXAS CAPITAL MANAGEMENT LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
40,000
190,000
723,985
953,985
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
233,853
233,853
Dividends
11
-
-
(405,000)
(405,000)
Balance at 31 December 2024
40,000
190,000
552,838
782,838
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
879,440
879,440
Dividends
11
-
-
(5,000)
(5,000)
Balance at 31 December 2025
40,000
190,000
1,427,278
1,657,278
ABRAXAS CAPITAL MANAGEMENT LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
26
(19,818)
2,546,151
Interest paid
(172,891)
(19,038)
Income taxes paid
(122,949)
(86,710)
Net cash (outflow)/inflow from operating activities
(315,658)
2,440,403
Investing activities
Purchase of tangible fixed assets
(45,283)
(1,255)
Purchase of subsidiaries
(401,698)
-
0
Purchase of investments
-
0
(2,879,296)
Proceeds from disposal of investments
2,587,959
-
0
Interest received
5,528
19,774
Net cash generated from/(used in) investing activities
2,146,506
(2,860,777)
Financing activities
Proceeds from borrowings
-
1,264,803
Repayment of borrowings
(1,074,028)
-
Dividends paid
(5,000)
(405,000)
Net cash (used in)/generated from financing activities
(1,079,028)
859,803
Net increase in cash and cash equivalents
751,820
439,429
Cash and cash equivalents at beginning of year
936,452
497,023
Cash and cash equivalents at end of year
1,688,272
936,452
ABRAXAS CAPITAL MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
1
Accounting policies
Company information

Abraxas Capital Management Limited is a private company limited by shares incorporated in England and Wales. The registered office is 4th Floor, 399-401 Strand, London, England, WC2R 0LT.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £1.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Going concern

A true t the time of approving the financial statements, t he directors have a reasonable expectation that the 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.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Turnover relates to management fees, performance fees and consultancy fees and is recognised in the period in which the services were provided and relate to.

1.4
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

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:

Fixtures, fittings & equipment
25% Reducing balance

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 credited or charged to profit or loss.

1.5
Fixed asset 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.

ABRAXAS CAPITAL MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 11 -

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.6
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and 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.

1.7
Financial instruments
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.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

ABRAXAS CAPITAL MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 12 -
Classification of financial liabilities

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.

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 paymen ts 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.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. A m ounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are s ubsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk manag ement or investment strategy.

Derecognition of financial liabilities

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

1.8
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

ABRAXAS CAPITAL MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 13 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

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 stock or fixed 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
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.11
Leases

Rentals payable under operating leases, including 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 s asset are consumed.

1.12
Foreign exchange

Transactions in currencies other than pounds sterling 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.

2
Judgements and key sources of estimation uncertainty

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

Depreciation is provided for at the rates detailed above in note 1.4

ABRAXAS CAPITAL MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Management fees
6,795,761
6,691,311
Performance fees
56,259
27,571
Software development
5,146,211
945,821
Other income
36,213
36,547
12,034,444
7,701,250
2025
2024
£
£
Other revenue
Interest income
5,528
19,774
4
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange (gains)/losses
(194,974)
79,412
Fees payable to the company's auditor for the audit of the company's financial statements
7,860
7,860
Depreciation of tangible fixed assets
3,214
2,374
Operating lease charges
186,918
63,457
5
Employees

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

2025
2024
Number
Number
Administration
7
7
Directors
4
4
Total
11
11
ABRAXAS CAPITAL MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
5
Employees
(Continued)
- 15 -

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
3,926,804
4,612,850
Social security costs
38,483
172,728
Pension costs
214,875
99,703
4,180,162
4,885,281
6
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
3,124,968
4,288,558
Company pension contributions to defined contribution schemes
213,042
63,321
3,338,010
4,351,879

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2024 - 2).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
2,777,098
3,925,507
7
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
62
2,338
Other interest income
5,466
17,436
Total income
5,528
19,774
ABRAXAS CAPITAL MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
7
Interest receivable and similar income
(Continued)
- 16 -
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
62
2,338
8
Interest payable and similar expenses
2025
2024
£
£
Other finance costs:
Gain/(loss) on hedged item in a fair value hedge
(14)
777
Other interest
172,891
18,261
172,877
19,038
9
Amounts written off investments
2025
2024
£
£
Fair value gains/(losses) on financial instruments
(Loss)/gain on financial assets held at fair value through profit or loss
(99,339)
127,433
Other gains/(losses)
Gain on disposal of current asset investments
746,300
-
646,961
127,433
10
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
258,252
108,059
Adjustments in respect of prior periods
(617)
-
0
Total current tax
257,635
108,059
ABRAXAS CAPITAL MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
10
Taxation
(Continued)
- 17 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Profit before taxation
1,137,075
341,912
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
284,269
85,478
Tax effect of expenses that are not deductible in determining taxable profit
-
0
22,300
Adjustments in respect of prior years
(16,117)
-
0
Permanent capital allowances in excess of depreciation
(10,517)
281
Taxation charge for the year
257,635
108,059
11
Dividends
2025
2024
£
£
Final paid
5,000
405,000
12
Tangible fixed assets
Fixtures, fittings & equipment
£
Cost
At 1 January 2025
40,182
Additions
45,283
At 31 December 2025
85,465
Depreciation and impairment
At 1 January 2025
32,125
Depreciation charged in the year
3,214
At 31 December 2025
35,339
Carrying amount
At 31 December 2025
50,126
At 31 December 2024
8,057
ABRAXAS CAPITAL MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 18 -
13
Fixed asset investments
2025
2024
Notes
£
£
Investments in subsidiaries
14
401,698
-
0
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 January 2025
-
Additions
401,698
At 31 December 2025
401,698
Carrying amount
At 31 December 2025
401,698
At 31 December 2024
-
14
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Abraxas Capital Management (Monaco) S.A.M
Monaco
Ordinary
98.00
15
Financial instruments
2025
2024
£
£
Carrying amount of financial assets include:
Instruments measured at fair value through profit or loss
1,514,580
3,455,578
16
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
7,944
2,600,201
Other debtors
191,538
111,255
Prepayments and accrued income
1,732,374
27,495
1,931,856
2,738,951
ABRAXAS CAPITAL MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 19 -
17
Current asset investments
2025
2024
£
£
Unlisted investments
1,514,580
3,455,578

Investments

At the year end, the company held an investment in HEKA funds SICAV Plc - Elysium Global Arbitrage Fund which at the reporting date had a fair value of £1,514,580 (2024: £3,455,578).

18
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Other borrowings
20
190,775
-
0
Trade creditors
1,109,422
299,424
Amounts owed to group undertakings
-
0
401,434
Corporation tax
156,035
21,349
Other taxation and social security
78,505
43,669
Accruals and deferred income
2,394,517
4,325,521
3,929,254
5,091,397
19
Creditors: amounts falling due after more than one year
2025
2024
£
£
Other creditors
-
0
1,264,803

Other creditors due in after one year are unsecured. Interest is charged at a rate based upon the net performance of the HEKA Funds Sicav Plc - Elysium Global Arbitrage Fund.

20
Loans and overdrafts
2025
2024
£
£
Other loans
190,775
-
0
Payable within one year
190,775
-
0
ABRAXAS CAPITAL MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
21
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
214,875
99,703

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

22
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary Shares of £1 each
40,000
40,000
40,000
40,000
23
Operating lease commitments
As lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2025
2024
£
£
Within 1 year
65,750
53,018
65,750
53,018
24
Related party transactions

During the year, the company paid a dividend totalling £5,000 (2024: £405,000) to its parent company. At the year end, the company is owed £5,519 (2024: £401,434 included in other creditors) to the parent company.

During the year, the company incurred expenditure totalling £9,288 (202 4: £194,596) from a entity with a common director and £2,015,332 (202 4: £125,537) from a entity with a common director and in which the director has a controlling interest.

25
Ultimate controlling party

The parent company is Abraxas CM Limited, a company incorporated in the United Kingdom,

The ultimate controlling party is Mr F Frontini.

ABRAXAS CAPITAL MANAGEMENT LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
26
Cash (absorbed by)/generated from operations
2025
2024
£
£
Profit for the year after tax
879,440
233,853
Adjustments for:
Taxation charged
257,635
108,059
Finance costs
172,877
19,038
Investment income
(5,528)
(19,774)
Depreciation and impairment of tangible fixed assets
3,214
2,374
Gain on sale of investments
(746,300)
-
Other gains and losses
99,339
(131,909)
Movements in working capital:
Decrease/(increase) in debtors
807,095
(1,382,849)
(Decrease)/increase in creditors
(1,487,590)
3,717,359
Cash (absorbed by)/generated from operations
(19,818)
2,546,151
27
Analysis of changes in net funds
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
936,452
751,820
1,688,272
Borrowings excluding overdrafts
-
(190,775)
(190,775)
936,452
561,045
1,497,497
ABRAXAS CAPITAL MANAGEMENT LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ABRAXAS CAPITAL MANAGEMENT LIMITED
- 22 -
Opinion

We have audited the financial statements of Abraxas Capital Management Limited (the 'company') for the year ended 31 December 2025 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, 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 United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year 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 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.

ABRAXAS CAPITAL MANAGEMENT LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ABRAXAS CAPITAL MANAGEMENT LIMITED (CONTINUED)
- 23 -

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 strategic report and the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

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 strategic report or 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.

ABRAXAS CAPITAL MANAGEMENT LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ABRAXAS CAPITAL MANAGEMENT LIMITED (CONTINUED)
- 24 -

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud.

We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

We focused on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006, UK tax legislation and Financial Conduct Authority (FCA) regulations. Our tests included agreeing the financial statement disclosures to underlying supporting documentation, enquiries with management, reviewing board minutes and correspondence with the FCA.

We did not identify any key audit matters relating to irregularities, including fraud. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

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.

Declan McCusker (Senior Statutory Auditor)
For and on behalf of Perrys Audit Limited, Statutory Auditor
Chartered Accountants
4th Floor
399-401 Strand
London
WC2R 0LT
England
20 April 2026
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