Company registration number 15932946 (England and Wales)
CIM LIVERPOOL OPCO LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
CIM LIVERPOOL OPCO LIMITED
COMPANY INFORMATION
Directors
Mr O P Cummings
(Appointed 3 September 2024)
Mr J Carter
(Appointed 5 June 2025)
Company number
15932946
Registered office
72 Welbeck Street
London
England
W1G 0AY
Auditor
Ernst & Young LLP
Liberation House
Castle Street
St. Helier
Jersey
JE1 1EY
Bank
Barclays Bank PLC
1 Churchill Place
London
E14 5HP
Solicitors
Herbert Smith Freehills LLP
Exchange House
Primrose Street
London
EC2A 2EG
CIM LIVERPOOL OPCO LIMITED
CONTENTS
Page
Directors' report
1 - 2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Income statement
7
Statement of financial position
8
Statement of changes in equity
9
Notes to the financial statements
10 - 17
CIM LIVERPOOL OPCO LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 1 -
The Directors present their annual report and audited financial statements for CIM Liverpool OpCo Limited (the "Company") for the period 3 September 2024 to 31 December 2025.
In preparing this report, the Company has taken advantage of the exemption provided by section 414B of the Companies Act 2006 in not preparing a Strategic Report under the small company exemption.
Incorporation
The Company was incorporated as a private company limited by shares in England and Wales on 3 September 2024.
Principal activities
The principal activity of the Company is the letting and operating of own or leased real estate.
Results and dividends
The results for the period are set out on page 7. The Company made a profit before taxation of £16,914.
No ordinary dividends were paid. The Directors do not recommend payment of a final dividend.
Directors
The Directors who held office during the period and up to the date of signature of the financial statements were as follows:
Mr O P Cummings
(Appointed 3 September 2024)
Mr C N Saverino
(Appointed 3 September 2024 and resigned 6 June 2025)
Mr J Carter
(Appointed 5 June 2025)
Qualifying third party indemnity provisions
The Company has made qualifying third party indemnity provisions for the benefit of its Directors during the period. These provisions remain in force at the reporting date.
Charitable donations
During the period the Company made no charitable donations.
Future developments
Focus continues to be on increasing occupancy over the next financial year as students secure high-quality accommodation for their studies.
The Directors are satisfied that the property’s location will continue to appeal to students and academic institutions, supporting strong demand. These factors, together with careful cost management, are expected to drive profitability in the future.
Going concern
The financial statements have been prepared on a going concern basis, which assumes the Company will be able to meet its liabilities as and when they fall due for the period to 30 June 2027. As at 31 December 2025, the Company has net current assets of £62,374 and net assets of £62,374.
To conclude on the ability of the Company to continue as a going concern the Directors have prepared a robust forecast of the anticipated operational outgoings of the Company from the date of approval of the financial statements through to 30 June 2027 (the 'going concern period') which considers severe but plausible downside risks. In preparing the cash flow forecast for the Company over the going concern period, the Directors have considered all known operational expenses and capital commitments. The associated commitments from Cl Student Strat 1 LP provides the Company with sufficient callable commitments to meet the financial obligations of the Company through the going concern period. As there is no formal commitment to the Company in terms of equity, a letter of support has been received from CIM Zenith UK Holdings Limited which in turn has received a letter of support from CIM Zenith Master Holdings Limited and which in turn is supported by Cl Student Strat 1 LP. The Directors believe that the letters of support provided to the Company are sufficient to cover all working capital requirements including in the event of severe but plausible circumstances. The letters of support are not a guarantee or formal financial commitment however the Directors believe that the risk that the shareholders will not provide support is remote For this reason, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the period to 30 June 2027, being the going concern period, and therefore considers it appropriate to prepare the financial statements on a going concern basis.
CIM LIVERPOOL OPCO LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 2 -
Auditor
In accordance with the Company's articles, Ernst & Young LLP were appointed as auditors on 7 April 2026. The auditors, Ernst & Young LLP, are deemed to be reappointed under section 485 of the Companies Act 2006.
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.
Subsequent events
Details of any events after the reporting date are set out in note 17.
On behalf of the board
Mr O P Cummings
Director
30 April 2026
CIM LIVERPOOL OPCO LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 3 -
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 applicable law and United Kingdom Accounting Standards including FRS 101 "Reduced Disclosure Framework" (United Kingdom Generally Accepted Accounting Practice). 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;
comply with the requirements of the Companies Act 2006 with respect to accounting records and of the preparation of 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.
CIM LIVERPOOL OPCO LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF CIM LIVERPOOL OPCO LIMITED
- 4 -
Opinion
We have audited the financial statements of CIM Liverpool Opco Limited (the ‘Company’) for the period ended 31 December 2025 which comprise the Income Statement, the Statement of Financial Position, the Statement of Changes in Equity and the related notes 1 to 17, including material accounting policy information. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards including FRS 101 “Reduced Disclosure Framework (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 period 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.
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 12 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. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the Company’s ability to continue as a going concern.
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 this 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 the 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 the audit:
the information given in the Directors' report for the financial period 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.
CIM LIVERPOOL OPCO LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF CIM LIVERPOOL OPCO LIMITED (CONTINUED)
- 5 -
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 identified material misstatements in the Directors’ report.
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 the audit; or
the Directors were not entitled to prepare the financial statements in accordance with the small companies’ regime and take advantage of the small companies’ exemptions in preparing the Directors’ report and from the requirement to prepare a strategic report.
Responsibilities of directors
As explained more fully in the Directors’ responsibilities statement set out on page 3, 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.
Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect irregularities, including fraud. 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 The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.
Our approach was as follows:
We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined that the most significant are the Companies Act 2006, those relating to its reporting framework being the United Kingdom Generally Accepted Accounting Practice and any relevant direct and indirect tax compliance regulation in the United Kingdom.
CIM LIVERPOOL OPCO LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF CIM LIVERPOOL OPCO LIMITED (CONTINUED)
- 6 -
We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur by making enquiries of management and those charged with governance. Where the risk was considered to be higher, we performed audit procedures in response to the identified fraud risks. These procedures included testing of specific accounting journal entries and focused testing on the Company's revenue. These procedures were designed to provide reasonable assurance that the financial statements were free from fraud and error. We also considered management’s incentives around improving the performance of the Company, the opportunities available to execute any such actions through management override as well as the controls that the Company has established to address any such risks identified, including to prevent, deter and detect fraud and the monitoring of such controls by management.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
This report is made solely to the Company’s member, 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 member 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 member, as a body, for our audit work, for this report, or for the opinions we have formed.
Christopher James Matthews, FCA (Senior statutory auditor)
For and on behalf of Ernst & Young LLP, Statutory Auditor
Jersey, Channel Islands
30 April 2026
CIM LIVERPOOL OPCO LIMITED
INCOME STATEMENT
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 7 -
Period
3 September 2024 to
31 December
2025
Notes
£
Revenue
3
1,054,621
Administrative expenses
(1,039,533)
Operating profit
4
15,088
Finance income
7
1,826
Profit before taxation
16,914
Tax on profit
8
Total profit for the period
14
16,914
The income statement has been prepared on the basis that all operations are continuing operations.
The Company has no other comprehensive income for the current financial period other than the results above and, therefore, no statement of other comprehensive income is presented.
The financial statements include the notes presented in pages 10 - 17.
CIM LIVERPOOL OPCO LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2025
31 December 2025
- 8 -
2025
Notes
£
£
Current assets
Trade and other receivables
9
1,030,448
Cash and cash equivalents
45
1,030,493
Current liabilities
Trade and other payables
10
341,327
Deferred income
11
626,792
968,119
Net current assets
62,374
Total assets less current liabilities
62,374
Equity
Called up share capital
12
101
Share premium account
13
45,359
Retained earnings
14
16,914
Total equity
62,374
These financial statements include the notes presented on pages 10 -17.
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements on pages 7 - 17 were approved by the board of Directors and authorised for issue on
30 April 2026
30 April 2026
and are signed on its behalf by:
Mr O P Cummings
Director
Company registration number 15932946
CIM LIVERPOOL OPCO LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 9 -
Share capital
Share premium account
Retained earnings
Total
Notes
£
£
£
£
Balance at 3 September 2024
-
-
-
-
Period ended 31 December 2025:
Profit for the period
-
-
16,914
16,914
Issue of share capital
12
101
45,359
-
45,460
Balance at 31 December 2025
101
45,359
16,914
62,374
These financial statements include the notes presented on pages 10 - 17.
CIM LIVERPOOL OPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 10 -
1
Material accounting policies information
Company information
CIM Liverpool OpCo Limited is a private company limited by shares incorporated in England and Wales on 3 September 2024. The registered office is 72 Welbeck Street, London, England, W1G 0AY. The principal activity of the Company is the letting and operating of own or leased real estate.
1.1
Reporting period
The results are presented for the period 3 September 2024, being the date of incorporation, to 31 December 2025, therefore no comparative information is presented.
1.2
Accounting convention
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all periods presented, unless otherwise stated.
Basis of accounting
The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101), and in accordance with the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the Company. The financial statements have been prepared under the historical cost convention. Monetary amounts in these financial statements are rounded to the nearest £.
Summary of disclosure exemptions
The preparation of financial statements in conformity with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 2.
The following exemptions from the requirements of UK Adopted International Accounting Standards have been applied in the preparation of these financial statements, in accordance with FRS 101:
IFRS 7, ‘Financial instruments' (Disclosures).
Paragraph 38 of IAS 1, ‘Presentation of financial statements’ – comparative information requirements in respect of paragraph 79(a)(iv):
The following paragraphs of IAS 1, ‘Presentation of financial statements’:
-10(d) (statement of cash flows)
-16 (statement of compliance with all IFRS)
-38A (requirement for minimum of two primary statements, including cash flow statements)
-38B-D (additional comparative information)
-111 (cash flow statement information); and
-134-136 (capital management disclosures)
IAS 7, ‘Statement of cash flows’.
Paragraph 17 of IAS 24, ‘Related party disclosures’ (key management compensation).
The requirements in IAS 24, ‘Related party disclosures’ (to disclose related party transactions entered into between two or more members of a group).
Paragraphs 30 and 31 of IAS 8, ‘Accounting Policies, Changes in Accounting estimates and Errors’.
Paragraphs 91 to 99 of IFRS 13, 'Fair Value Measurement Disclosures' (disclosure of valuation techniques and inputs used for fair value measurement of assets and liabilities).
IAS 40, 'Investment property: comparative' (disclosures).
Where relevant, these disclosures have been made in the financial statements of CIM Zenith UK Holdings Limited in which the Company is consolidated, and which are publicly available and can be obtained as set out in note 15. Details of the parent entity are given in note 15 to the financial statements.
CIM LIVERPOOL OPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Material accounting policies information
(Continued)
- 11 -
New and amended accounting standards that have been issued but are not yet effective
At the date of authorisation of these financial statements, the Company has not applied the following new and revised IFRS Accounting Standards that have been issued but are not yet effective:
Amendments to IFRS 9 and IFRS 7 Financial Instruments (effective from 1 January 2026)
IFRS 18 Presentation and Disclosures in Financial Statements (effective from 1 January 2027)
IFRS 19 Subsidiaries without Public Accountability: Disclosures (effective from 1 January 2027)
With the exception of IFRS 18, the effect of which the Directors are currently assessing, it is not expected that the adoption of the standards listed above will have a material impact on the financial statements of the Company in future periods.
1.3
Going concern
The financial statements have been prepared on a going concern basis, which assumes the Company will be able to meet its liabilities as and when they fall due for truethe period to 30 June 2027. As at 31 December 2025, the Company has net current assets of £62,374 and net assets of £62,374.
To conclude on the ability of the Company to continue as a going concern the Directors have prepared a robust forecast of the anticipated operational outgoings of the Company from the date of approval of the financial statements through to 30 June 2027 (the 'going concern period') which considers severe but plausible downside risks. In preparing the cash flow forecast for the Company over the going concern period, the Directors have considered all known operational expenses and capital commitments. The associated commitments from Cl Student Strat 1 LP provides the Company with sufficient callable commitments to meet the financial obligations of the Company through the going concern period. As there is no formal commitment to the Company in terms of equity, a letter of support has been received from CIM Zenith UK Holdings Limited which in turn has received a letter of support from CIM Zenith Master Holdings Limited and which in turn is supported by Cl Student Strat 1 LP. The Directors believe that the letters of support provided to the Company are sufficient to cover all working capital requirements including in the event of severe but plausible circumstances. The letters of support are not a guarantee or formal financial commitment however the Directors believe that the risk that the shareholders will not provide support is remote. For this reason, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the period to 30 June 2027, and therefore considers it appropriate to prepare the financial statements on a going concern basis.
1.4
Revenue
Revenue from student accommodation represents rental income arising from tenancy agreements for rooms and related facilities. These arrangements are classified as operating leases, as the Company retains substantially all risks and rewards incidental to ownership of the underlying properties.
Rental income is recognised on a straight‑line basis over the term of the tenancy agreement, reflecting the continuous right granted to the tenant to use and occupy the accommodation throughout the lease period. Revenue recognition commences when the accommodation is made available for occupation in accordance with the terms of the tenancy agreement.
Revenue is measured at the contractual amount’s receivable under the tenancy agreements, representing the fair value of consideration to which the Company expects to be entitled.
Any lease incentives offered to students, including rent discounts or promotional offers, are recognised as a reduction of rental income and allocated on a straight‑line basis over the term of the relevant tenancy agreement.
Lease rentals do not include any non‑lease components, such as cleaning services, Wi‑Fi or other student amenities, as these are not considered part of the lease arrangement.
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, which are readily convertible to known amounts of cash and which are subject to insignificant risk of changes in value.
CIM LIVERPOOL OPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Material accounting policies information
(Continued)
- 12 -
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 or 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 or loss are initially measured at fair value plus transaction costs.
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.
Impairment of financial assets
Financial assets carried at amortised cost and FVOCI are assessed for indicators of impairment at each reporting end date.
The Company applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which permits the use of the lifetime expected loss provision. 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.
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 recognises financial liabilities 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.
Financial liabilities at fair value through profit or loss
Financial liabilities are classified as measured at fair value through profit or loss when the financial liability is held for trading. A financial liability is classified as held for trading if:
it has been incurred principally for the purpose of selling or repurchasing it in the near term, or
on initial recognition it is part of a portfolio of identified financial instruments that the Company manages together and
has a recent actual pattern of short-term profit taking, or
it is a derivative that is not a financial guarantee contract or a designated and effective hedging instrument.
Financial liabilities at fair value through profit or loss are stated at fair value with any gains or losses arising on remeasurement recognised in profit or loss.
Other financial liabilities
Other financial liabilities, including borrowings, trade 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.
CIM LIVERPOOL OPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
1
Material accounting policies information
(Continued)
- 13 -
Derecognition of financial liabilities
Financial liabilities are derecognised when, and only when, the Company’s obligations are discharged, cancelled, or they expire.
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
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted, or substantively enacted, at the reporting date in the countries where the Company operates and generates taxable income.
Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation are subject to interpretation and establishes provisions where appropriate.
Deferred tax
Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary 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.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the Company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.10
Leases
Variable lease payments that are dependent on the Company's future performance are not included in the measurement of lease expenditure or payables. Such expenditure is recognised in the income statement in the period in which the condition that triggers those payments occurs. The variable rent component is a percentage of Net Income of the Company. This condition is designed to align the rental cost with the performance of the Company's business at the leased location.
2
Critical accounting estimates and judgements
The key assumptions concerning the future, and other key sources of estimation uncertainty at the reporting period end that may have a significant risk of causing a material misstatement to the carrying amounts of assets and liabilities within the next financial period, are discussed below:
In the application of the Company's accounting policies that are set out in note 1, the Directors are required to make
judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The Directors have also made judgements about the going concern of the Company as described in note 1.3.
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.
CIM LIVERPOOL OPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
2
Critical accounting estimates and judgements
(Continued)
- 14 -
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 and future periods if the revision affects both current and future periods.
The Directors are of the opinion that there are no significant judgements or estimates impacting these financial statements.
3
Revenue
Period 3 September 2024 to
31 December
2025
£
Rental income
1,054,621
Rental income represents amounts receivable from students under tenancy agreements for occupation of rooms during the period.
All revenue arose within the United Kingdom.
4
Operating profit
Period 3 September 2024 to
31 December
2025
Operating profit for the period is stated after charging:
£
Fees in relation to auditor remuneration
41,600
Fee for marketing services
44,474
Fee for lease payment (see note 5)
321,366
Fee for property management
109,111
Fee for taxation advisory services
7,000
Fee for utilities
279,982
Fee for site management costs
151,850
5
Other leasing information
Lessee
Amounts recognised in profit or loss as an expense during the period in respect of lease arrangements are as follows:
2025
£
Fees for lease payment
321,366
CIM LIVERPOOL OPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
5
Other leasing information
(Continued)
- 15 -
During the period, the Company made £321,366 of variable lease payments, arising from a lease arrangement with a fellow group undertaking for the leasing of property. Under the terms of the agreement, rental income is linked to the financial performance of the lessee and is calculated as 95% of the lessee’s net income. In accordance with the accounting policy set out in note 1.10, this expense is recognised in the period in which the relevant performance conditions are met and the Company’s entitlement to the consideration is established.
6
Employees
The Company had no employees and incurred no staff costs. There were £nil Directors' emoluments in the period.
7
Finance income
Period 3 September 2024 to
31 December
2025
£
Finance income
Interest on bank deposits
1,826
8
Taxation
The charge for the period can be reconciled to the profit per the income statement as follows:
Period
3 September 2024 to
31 December 2025
£
Profit before taxation
16,914
Expected tax charge based on a corporation tax rate of 25.00%
4,228
Group relief surrendered (claimed)
(4,228)
Taxation charge for the period
-
CIM LIVERPOOL OPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
- 16 -
9
Trade and other receivables
2025
£
Trade debtors - rental income
295,937
Amount owed by related party
402,368
Other receivables
283,841
Prepayments
48,302
1,030,448
Other receivables represents amounts held by the Company’s property managers on behalf of the Company, including funds for operational expenditures and rental collections.
Amount owed by related party in 2025, is unsecured, interest-free and repayable on demand.
Management has assessed the recoverability of these balances and concluded that all amounts are considered fully recoverable. A bad debt has been recognised separately in respect of any rental income deemed non-recoverable from students.
10
Trade and other payables
2025
£
Trade payables
600
Accruals
312,977
Rental deposits
27,750
341,327
Rental deposits represent refundable amounts received from students in advance of the 2026/27 academic year.
11
Deferred income
2025
£
Deferred income
626,792
Deferred income represents amounts received in advance from students for accommodation services relating to future periods.
12
Share capital
2025
2025
Ordinary share capital
Number
£
Authorised
Ordinary share of £1 each
101
101
Issued and fully paid
Ordinary share of £1 each
101
101
CIM LIVERPOOL OPCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
12
Share capital
(Continued)
- 17 -
On incorporation the Company issued 100 Ordinary Shares of £1 each at par.
On 16 December 2025, the Company issued 1 Ordinary Share of £1 at a price of £45,360 creating share premium of £45,359.
13
Share premium account
2025
£
At the beginning of the period
-
Issued during the period
45,359
At the end of the period
45,359
During the period 3 September 2024 to 31 December 2025, CIM Zenith UK Holdings Limited provided the Company with funding amounts totalling £45,460 which were unsecured, interest free and repayable on demand. During the period the amounts were converted to equity consisting of a total of 101 equity shares of £1 each issued at a total premium of £45,359.
14
Retained earnings
2025
£
At the beginning of the period
-
Profit for the period
16,914
At the end of the period
16,914
The accumulated retained reserves represents cumulative profits and losses net of dividends paid and other adjustments. These are shown in the statement of changes in equity (page 9).
15
Controlling party
As at 31 December 2025, the only parent undertaking that consolidates the results of the Company and whose financial
statements are publicly available is CIM Zenith UK Holdings Limited, an entity incorporated in the United Kingdom.
CIM Zenith UK Holdings Limited is 100% owned by CIM Zenith Master Holdings Limited, a company incorporated in Jersey. CIM Zenith Master Holdings Limited is 100% owned by CI Student Strat 1 LP. There are three limited partners of CI Student Strat 1 LP, sharing control of the Partnership and the Company and the Directors consider there to be no single ultimate controlling party of either CI Student Strat 1 LP or the Company.
16
Related party transactions
In accordance with FRS 101, the Company has taken advantage of the exemption from disclosing related party transactions with entities owned wholly by the Group.
17
Subsequent events
On 30 March 2026, the Company issued 1 Ordinary Share of £1 at a price of £1,500 creating share premium of £1,499.
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