REGISTERED NUMBER: 14754333 (England and Wales)

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

ATF PARTICIPATION LTD

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

R Kalai

C Karam

REGISTERED OFFICE:

Stanhope House C/O Thompson Taraz

47 Park Lane

London

England

W1K 1PR

REGISTERED NUMBER:

14754333 (England and Wales)

AUDITORS:

Menzies LLP

Chartered Accountants

Statutory Auditor

4th Floor, 95 Gresham Street

London

EC2V 7AB

CURRENT ASSETS

Debtors

5

203,113

232,270

Investments

6

9,701,171

9,670,000

Cash and cash equivalents

938,160

708,408

10,842,444

10,610,678

CREDITORS

Amounts falling due within one year

7

(11,031,900

)

(737,654

)

NET CURRENT (LIABILITIES)/ASSETS

(189,456

)

9,873,024

TOTAL ASSETS LESS CURRENT LIABILITIES

(189,456

)

9,873,024

CREDITORS

Amounts falling due after more than one year

8

-

(10,000,000

)

NET LIABILITIES

(189,456

)

(126,976

)

CAPITAL AND RESERVES

Called up share capital

121

121

Retained earnings

(189,577

)

(127,097

)

(189,456

)

(126,976

)

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

In accordance with Section 444 of the Companies Act 2006, the Profit and loss account has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 21 April 2026 and were signed on its behalf by:

C Karam - Director

1.	STATUTORY INFORMATION

ATF Participation Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the US Dollar ($).

The functional currency of the Company is Pound Sterling (£).

2.	STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

Turnover

Turnover represents amounts chargeable to clients for participation services provided and interest received during the year. It is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value-added tax, and other sales taxes.

Current asset investments

Current asset investments are those which are held for resale or pending their sale and cash on deposit with a maturity date of less than one year held for short-term investment purposes rather than cashflow. Current asset investments are valued at fair value unless they qualify as 'basic' financial assets.

Fund set up and transaction costs

Fund set up costs are recognised immediately within the profit and loss. These costs will include legal and advisory fees that are required to be incurred to launch and market the Fund which are not reoccurring in nature.

Transaction costs directly attributable to the issuance of loan notes are charged to profit or loss over the term of the debt. Using the effective interest method ensures that the expense is recognised at a constant rate on the carrying amount of the loan notes.

Going concern

The financial statements have been prepared on a going concern basis. The Company incurred a loss during the year and has net current liabilities at the balance sheet date. These conditions indicate a material uncertainty that may cast doubt on the Company's ability to continue as a going concern.

Despite this, the Directors expect the Company to continue operating for the foreseeable future. This expectation is supported by financial support from its parent company, ATF Finance Limited. The parent has confirmed that it will provide financial assistance to enable the Company to meet its liabilities as they fall due. This support is expected to remain in place for at least twelve months from the date of approval of the financial statements. Accordingly, the Directors consider it appropriate to prepare the financial statements on a going concern basis.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was NIL (2024 - NIL).

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

$

$

Other debtors

203,113

232,270

6.	CURRENT ASSET INVESTMENTS

2025

2024

$

$

Other loans

9,701,171

9,670,000

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

$

$

Trade creditors

1,920

4,783

Due to group undertakings

402,000

-

Accruals and deferred income

627,980

732,871

Loan from limited partners

10,000,000

-

11,031,900

737,654

At the balance sheet date the loan notes had a maturity date of 28 July 2026 and interest accrued at the rate which is the aggregate of Term Secured Overnight Financing Rate (SOFR) plus 2.5% per annum (inception to 31 December 2023: 3.0%).

Subsequent to the year end, the loan note amount increased from $10,000,000 to $14,500,000 and the maturity date changed from 28 July 2026 to 31 December 2028. It was further agreed that interest would accrue at the rate which is the aggregate of Term SOFR plus 2% per annum.

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2025

2024

$

$

Loan from limited partners

-

10,000,000

9.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Sarah Hallam FCCA (Senior Statutory Auditor)

for and on behalf of Menzies LLP

10.	ULTIMATE CONTROLLING PARTY

The ultimate controlling party is ATF Finance Ltd, a company registered in England & Wales. ATF Finance Ltd is the parent company of both the largest and smallest group of which the Company is a member. The consolidated financial statements of ATF Finance Ltd are publicly available from Companies House or the group's registered office: C/O Forvis Mazars Llp The Pinnacle, 160 Midsummer Boulevard, Milton Keynes, Buckinghamshire, United Kingdom, MK9 1FF.