ACCOUNTS - Final Accounts preparation

Registered number: 09060548

GCP EDUCATION 1 LIMITED

AUDITED

FINANCIAL STATEMENTS

FOR THE YEAR ENDED
31 MARCH 2025

GCP EDUCATION 1 LIMITED

COMPANY INFORMATION

Directors	Mr N S Parker
	Mr P W Kent
	Ms C Marlow
	Ms A L Bath (resigned 31 December 2025)
	Ms L C Woodhead (appointed 31 December 2025)


Registered number	09060548


Registered office	24 Savile Row
	London
	United Kingdom
	W1S 2ES


Independent auditors	Wellden Turnbull Limited
	Chartered Accounts & Statutory Auditors
	Albany House
	Claremont Lane
	Esher
	Surrey
	KT10 9FQ

GCP EDUCATION 1 LIMITED

CONTENTS

	Page
Balance Sheet	1
Notes to the Accounts	2 - 8

GCP EDUCATION 1 LIMITED

REGISTERED NUMBER: 09060548

BALANCE SHEET

AS AT 31 MARCH 2025

		2025		2024
Note		£000		£000

Fixed assets
Investments	5		2,008		2,008
Current assets
Debtors: amounts falling due after more than one year	6	13,085		14,080
Debtors: amounts falling due within one year	6	988		829
Bank and cash balances	7	9		7
		14,082		14,916
Current liabilities
Creditors: amounts falling due within one year	8	(771)		(699)
Net current assets			13,311		14,217
Total assets less current liabilities			15,319		16,225
Creditors: amounts falling due after more than one year	9		(17,308)		(18,057)

Net liabilities			(1,989)		(1,832)

Capital and reserves
Called up share capital	10	1	1
Profit and loss account	11	(1,990)	(1,833)
		(1,989)	(1,832)

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

Ms C Marlow

Director

Date: 7 May 2026

The notes on pages 2 to 8 form part of these financial statements.

Page 1

GCP EDUCATION 1 LIMITED

NOTES TO THE ACCOUNTS

FOR THE YEAR ENDED 31 MARCH 2025

1.	General information

GCP Education 1 Limited is a private company, limited by shares and incorporated in England and Wales, registered number 09060548. The registered office address is 24 Savile Row, London, W1S 2ES.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

These financial statements are presented in sterling which is the functional currency of the Company and rounded to the nearest £'000 unless otherwise stated.

The following principal accounting policies have been applied:

2.2

Compliance with accounting standards

The financial statements have been prepared using FRS102 The Financial Reporting Standard applicable in the UK and the Republic of Ireland, including the disclosure and presentation requirements of Section 1A, applicable to small companies. There were no material departures from that standard.

2.3

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

2.4

Going concern

The financial statements have been prepared on a going concern basis. The Company has been loss making, is in a net liability position but has generated sufficient cash from its operations to meet its liabilities as they fall due. In assessing the appropriateness of the going concern basis of preparation, the Directors have taken into account the key risks of the business. In doing so the Directors have considered the Company's business model and the availability of cash resources.

The Company is part of a financing structure, the underlying loans structured to ensure that actual cash inflows from the loan debtor exceed the Company's cash outflows to service the loan creditor and overheads over the loan term, and also holds an equity position in its borrowers. The Directors have prepared financial models over the life of the loan which support the repayment of loan balances over the structure life and a return on the equity investment. Having undertaken this assessment the Directors consider that the Company will continue to generate sufficient cash flow to meet its liabilities as they fall due for payment and it is therefore appropriate to prepare the financial statements on a going concern basis.

Page 2

GCP EDUCATION 1 LIMITED

NOTES TO THE ACCOUNTS

FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured.

Turnover comprises interest receivable from the provision of loan financing. Interest receivable is recognised over the loan period using the effective interest method, which takes into account related fees and transaction costs.

2.6

Interest payable

Interest payable is recognised using the effective interest method, which takes into account related fees and transaction costs. Interest payable is included within cost of sales as it is directly attributable to the interest receivable included in revenue.

2.7

Taxation

Tax is recognised in the Statement of income and retained earnings, except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

2.8

Valuation of investments

Investments in subsidiaries and associates are measured at cost less accumulated impairment.

2.9

Debtors

Short term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at the amount of cash advanced, net of transaction costs charged and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.10

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

2.11

Creditors

Short term creditors are measured at the transaction price. Loans payable to third parties are measured initially at the amount of cash received less transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 3

GCP EDUCATION 1 LIMITED

NOTES TO THE ACCOUNTS

FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

2.12

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Company's Balance Sheet when the Company becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date.

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Page 4

GCP EDUCATION 1 LIMITED

NOTES TO THE ACCOUNTS

FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

2.12

Financial instruments (continued)

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

3.	Judgements in applying accounting policies and key sources of estimation uncertainty

In preparing the financial statements, management is required to make judgements, estimates and assumptions which affect reported income, expenses, assets, liabilities and disclosure of contingent assets and liabilities. Use of available information and application of judgement are inherent in the formation of estimates, together with past experience and expectations of future events that are believed to be reasonable under the circumstances. Actual results in the future could differ from such estimates.

Management do not consider the Company to have any key sources of estimation uncertainty nor any significant judgements or assumptions in preparing these financial statements.

Employees

The Company has no employees other than the Directors, who did not receive any remuneration (2024 -
£NIL).

5.	Fixed asset investments

	Investments in subsidiary	Investment in associate	Total
	£000	£000	£000
Cost or valuation
At 1 April 2024	1,844	164	2,008
At 31 March 2025	1,844	164	2,008

Page 5

GCP EDUCATION 1 LIMITED

NOTES TO THE ACCOUNTS

FOR THE YEAR ENDED 31 MARCH 2025

6.	Debtors
		2025	2024
		£000	£000

Due after more than one year
Loan with a group undertaking	7,267	8,183
Loan with an associate undertaking	5,818	5,897
	13,085	14,080

					2025	2024
					£000	£000

Due within one year
Loan with a group undertaking	911	750
Loan with an associate undertaking	77	79
	988	829

Loans with group and associate undertakings comprise loans receivable balances accounted for at amortised cost.

7.	Cash and cash equivalents
		2025	2024
		£000	£000

	Cash at bank and in hand	9	7

8.	Creditors: Amounts falling due within one year
		2025	2024
		£000	£000

External loans	765	685
Other creditors	-	9
Accruals and deferred income	6	5
	771	699

Refer to note 9 for details of external loans.

Page 6

GCP EDUCATION 1 LIMITED

NOTES TO THE ACCOUNTS

FOR THE YEAR ENDED 31 MARCH 2025

9.	Creditors: Amounts falling due after more than one year
		2025	2024
		£000	£000

	External loans	17,308	18,057

External loans comprise interest bearing loan notes which are accounted for at amortised cost and are repayable by instalments.

The loan notes are secured by a debenture over all assets of the Company, present and future.

The aggregate amount of liabilities repayable wholly or in part more than five years after the balance sheet date is:
	2025	2024
	£000	£000

Repayable by instalments

14,236

15,051

10.	Share capital
		2025	2024
		£000	£000

Allotted, called up and fully paid

1,000 (2024 - 1,000) Ordinary shares of £1.00 each	1	1

11.

Reserves

Profit and loss account

The profit and loss account represents cumulative profits and losses net of all adjustments.

12.	Related party transactions
	The Company has taken advantage of the exemption under paragraph 1AC.35 of the Financial Reporting Standard 102 - section 1A.

13.	Controlling party

The Company's immediate and ultimate parent undertaking is GCP Intermediary Holdings Limited, a company incorporated in England and Wales.

The smallest and largest group of undertakings into which the results of the Company are consolidated is headed by GCP Intermediary Holdings Limited.

The registered office address of GCP Intermediary Holdings Limited is 24 Savile Row, London, W1S 2ES. The consolidated financial statements are available from the registered office address Companies House.

Page 7

GCP EDUCATION 1 LIMITED

NOTES TO THE ACCOUNTS

FOR THE YEAR ENDED 31 MARCH 2025

14.	Auditors' information

The auditors' report on the financial statements for the year ended 31 March 2025 was unqualified.

The audit report was signed on 7 May 2026 by Thomas Clark ACA (Senior Statutory Auditor) on behalf of Wellden Turnbull Limited.

Page 8