Company registration number 14951518 (England and Wales)
CIM NOTTINGHAM HOLDINGS 2 LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
CIM NOTTINGHAM HOLDINGS 2 LIMITED
COMPANY INFORMATION
Directors
Mr O P Cummings
Mr J Carter
(Appointed 5 June 2025)
Company number
14951518
Registered office
72 Welbeck Street
London
United Kingdom
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 NOTTINGHAM HOLDINGS 2 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 - 20
CIM NOTTINGHAM HOLDINGS 2 LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The Directors present their annual report and audited financial statements for CIM Nottingham Holdings 2 Limited (the "Company") for the year ended 31 December 202 5.

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 companies exemption.

Principal activities

The principal activity of the Company is the development and operation of purpose-built student accommodation i n Nottingham.

Results and dividends

The results for the year are set out on page 7. The Company made a loss before taxation of £7,071,389 (2024: profit of £625,872), of which £5,037,585 arose from a fair value loss on the revaluation of investment property (2024: g ain of £820,880).

No ordinary dividends were paid. The Directors do not recommend payment of a final dividend.

Business performance

The Company has had a successful year, completing the development of its student accommodation investment property. With construction now finished, the business has shifted its focus to letting the accommodation and building occupancy. Initial interest from students has been encouraging, and the Company is concentrating on effective marketing and property management to maximise rental income in the coming year.

Directors

The Directors who held office during the year and up to the date of approval of the financial statements were as follows:

Mr C N Saverino
(Resigned 6 June 2025)
Mr O P Cummings
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 year. These provisions remain in force at the reporting date.

Charitable donations

During the year the Company made no charitable donations.

Future developments

The Directors are confident the Company will achieve stable revenue once the accommodation is fully leased. 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.

CIM NOTTINGHAM HOLDINGS 2 LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

Going concern

The Directors have conducted an assessment of the Company's ability to continue as a going concern for the financial year ended 31 December 2025, considering the available resources and expected obligations for the period to 30 June 2027, (the “going concern period”). The Directors have prepared a detailed forecast of expected operational outgoings, incorporating severe but plausible downside risks, and has considered projected operational income, expenditure, and financing costs during the going concern period. This assessment reflects the current economic environment and recent geopolitical developments in the Middle East. As at 31 December 2025, the Company has net current liabilities of £1,133,728, (2024: £3,796,875) and net assets of £22,664,845 (2024: £21,094,462). The Company’s activities are funded through a combination of an external financing facility and equity funding from its shareholder, CIM Zenith UK Holdings Limited, which is ultimately funded by CIM Zenith Master Holdings Limited and, in turn, by CI Student Strat 1 LP.

The Directors have determined that a material uncertainty exists relating to the maturity of the loan due on 21 July 2027 and the Company’s ability to satisfy the conditions required to extend the facility for a further seven‑month period. This uncertainty may cast significant doubt over the Company’s ability to continue as a going concern and, consequently, its ability to realise its assets and discharge its liabilities in the normal course of business. Notwithstanding this material uncertainty, the Directors have a reasonable expectation that the Company will be able to meet the conditions necessary to extend the loan facility or, alternatively, secure replacement financing. This expectation is based on ongoing discussions with the lender and other financing counterparties. Accordingly, the Directors have concluded that it remains appropriate to prepare the financial statements on a going concern basis.

Auditor

Ernst & Young LLP were re-appointed as auditor to the Company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Statement of disclosure to auditor

So far as each person who is a D irector 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 D irectors individually have taken all the necessary steps that they ought to have taken as D irectors 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 19.

On behalf of the board
Mr O P Cummings
Director
30 April 2026
CIM NOTTINGHAM HOLDINGS 2 LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR 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 NOTTINGHAM HOLDINGS 2 LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF CIM NOTTINGHAM HOLDINGS 2 LIMITED
- 4 -
Opinion

We have audited the financial statements of CIM Nottingham Holdings 2 Limited (the ‘Company’) for the year 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 19, 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 loss 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.

Material uncertainties relating to going concern

We draw attention to Note 1.2 in the financial statements, which indicates that the Company has a material uncertainty relating to its ability to meet the conditions required to extend the maturity of the loan due on 21 July 2027 for a further seven month period.

As stated in Note 1.2, these events or conditions indicate that material uncertainties exist that may cast significant doubt on the Company's ability to continue as a 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. Our opinion is not modified in respect of this matter.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant section 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.

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 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' r eport for the financial year 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 NOTTINGHAM HOLDINGS 2 LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF CIM NOTTINGHAM HOLDINGS 2 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 identifie d material misstatements in 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; 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.

- We understood how the Company is complying with those frameworks by making enquiries of management and those responsible for legal and compliance procedures. We corroborated our enquiries through our review of minutes of board meetings of the Company as well as validating how policies and procedures in these areas are communicated and monitored. We also reviewed any correspondence with relevant authorities.

CIM NOTTINGHAM HOLDINGS 2 LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF CIM NOTTINGHAM HOLDINGS 2 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 valuation of investment properties (including the involvement of specialists). 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.

- Based on this understanding we designed our audit procedures to identify noncompliance with such laws and regulations. Our procedures involved supplementing our enquiries of management and those charged with governance as well as review of board meeting minutes of the Company.

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.

Use of our report

This report is made solely to the Company’s member, 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, 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, Statutory Auditor
Jersey, Channel Islands
30 April 2026
CIM NOTTINGHAM HOLDINGS 2 LIMITED
INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 7 -
2025
2024
Notes
£
£
Revenue
3
254,210
-
Administrative expenses
(803,557)
(213,788)
Fair value (loss)/gain on investment property
(5,037,585)
820,880
Operating (loss)/profit
4
(5,586,932)
607,092
Finance income
6
2,547
18,780
Finance costs
7
(1,487,004)
-
(Loss)/profit before taxation
(7,071,389)
625,872
Tax on (loss)/profit
8
755,254
(497,351)
Total (loss)/profit for the year
16
(6,316,135)
128,521

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 year 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 - 20.

CIM NOTTINGHAM HOLDINGS 2 LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025
- 8 -
2025
2024
Notes
£
£
£
£
Non-current assets
Investment property
9
68,800,000
59,600,000
Current assets
Trade and other receivables
10
171,030
19,805
Cash and cash equivalents
52,853
45,442
223,883
65,247
Current liabilities
Trade and other payables
11
1,357,611
3,862,122
Net current liabilities
(1,133,728)
(3,796,875)
Total assets less current liabilities
67,666,272
55,803,125
Non-current liabilities
Borrowings
12
45,001,427
33,953,409
(45,001,427)
(33,953,409)
Provisions for liabilities
Deferred tax liabilities
13
-
0
(755,254)
Net assets
22,664,845
21,094,462
Equity
Called up share capital
14
7,643,569
7,643,565
Share premium account
15
20,478,740
12,592,226
Retained earnings
16
(5,457,464)
858,671
Total equity
22,664,845
21,094,462

These financial statements include the notes presented on pages 10 - 20.

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 - 20 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 14951518 (England and Wales)
CIM NOTTINGHAM HOLDINGS 2 LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
Share capital
Share
premium
account
Retained earnings
Total
Notes
£
£
£
£
Balance at 1 January 2024
7,643,562
2,047,638
730,150
10,421,350
Year ended 31 December 2024:
Profit for the year
-
-
128,521
128,521
Issue of share capital
14
3
10,544,588
-
10,544,591
Balance at 31 December 2024
7,643,565
12,592,226
858,671
21,094,462
Year ended 31 December 2025:
Loss for the year
-
-
(6,316,135)
(6,316,135)
Issue of share capital
14
4
7,886,514
-
7,886,518
Balance at 31 December 2025
7,643,569
20,478,740
(5,457,464)
22,664,845
These financial statements include the notes presented on pages 10 - 20.
CIM NOTTINGHAM HOLDINGS 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
1
Material accounting policies information
Company information

CIM Nottingham Holdings 2 Limited is a private Company limited by shares registered in England and Wales and incorporated on 21 June 2023, in the United Kingdom under the Companies Act 2006. The principal activity of the Company is the development and operation of student accommodation. The immediate parent company is CIM Zenith UK Holdings Limited, the ultimate parent undertaking is CI Student Strat 1 LP, an entity registered in Jersey.

The registered office of the Company is 72 Welbeck Street, London, United Kingdom, W1G 0AY.

1.1
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, with the exception of investment property, which is measured at fair value through profit or loss. 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' (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 CI M Zenith UK Holdings Limited in which the Company is consolidated, and which are publicly available and can be obtained as set out in note 1 7. Details of the parent entity are given in note 17 to the financial statements.

CIM NOTTINGHAM HOLDINGS 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR 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.
1.2
Going concern

The Directors have conducted an assessment of the Company's ability to continue as a going concern for the financial year ended 31 December 2025, considering the available resources and expected obligations for the period to 30 June 2027, (the “going concern period”). The Directors have prepared a detailed forecast of expected operational outgoings, incorporating severe but plausible downside risks, and has considered projected operational income, expenditure, and financing costs during the going concern period. This assessment reflects the current economic environment and recent geopolitical developments in the Middle East. As at 31 December 2025, the Company has net current liabilities of £1,133,728, (2024: £3,796,875) and net assets of £22,664,845 (2024: £21,094,462). The Company’s activities are funded through a combination of an external financing facility and equity funding from its shareholder, CIM Zenith true UK Holdings Limited, which is ultimately funded by CIM Zenith Master Holdings Limited and, in turn, by CI Student Strat 1 LP.

The Directors have determined that a material uncertainty exists relating to the maturity of the loan due on 21 July 2027 and the Company’s ability to satisfy the conditions required to extend the facility for a further seven‑month period. This uncertainty may cast significant doubt over the Company’s ability to continue as a going concern and, consequently, its ability to realise its assets and discharge its liabilities in the normal course of business. Notwithstanding this material uncertainty, the Directors have a reasonable expectation that the Company will be able to meet the conditions necessary to extend the loan facility or, alternatively, secure replacement financing. This expectation is based on ongoing discussions with the lender and other financing counterparties. Accordingly, the Directors have concluded that it remains appropriate to prepare the financial statements on a going concern basis.

1.3
Revenue

Revenue represents variable lease income arising from property leased to a fellow group undertaking. Variable lease income that is dependent on the future performance of the lessee is excluded from the initial measurement of lease income. Such income is recognised in the income statement in the period in which the relevant performance conditions are met and the Company’s right to receive the consideration is established.

The Company’s property lease includes clauses for variable rent components, typically calculated as a percentage of the lessee’s net income. These clauses are designed to align rental payments with the financial performance of the lessee’s business at the leased location.

Transactions with the fellow group undertaking are conducted on terms agreed between the parties and are eliminated on consolidation in the Group financial statements.

CIM NOTTINGHAM HOLDINGS 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Material accounting policies information
(Continued)
- 12 -
1.4
Investment property

Investment property comprises property that is held, to earn rental income or for capital appreciation or both.

Investment property comprises principally student accommodation substantially for use by, or in the operations of, the Company, nor for sale in the ordinary course of business, but are held primarily to earn rental income and capital appreciation.

Investment property is measured initially at cost, including transaction costs. Transaction costs include transfer taxes and professional fees for legal services to bring the property to the condition necessary for it to be capable of operating.

Subsequent to initial recognition, investment property is stated at fair value, which reflects market conditions at the reporting date. Gains or losses arising from changes in the fair values of investment property are included in the profit or loss in the period in which they arise.

1.5
Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

1.6
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.

1.7
Financial assets

Financial assets are recognised in the C ompany's statement of financial position when the C ompany 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. Subsequent measurement depends on the classification and is discussed below.

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.

CIM NOTTINGHAM HOLDINGS 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Material accounting policies information
(Continued)
- 13 -
1.8
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, t rade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the Company’s obligations are discharged, cancelled, or they expire.

1.9
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 regulations 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.

CIM NOTTINGHAM HOLDINGS 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Material accounting policies information
(Continued)
- 14 -

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 year 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 C ompany 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
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.

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 1.2. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period and future periods if the revision affects both current and future periods.

The following are the Company's key sources of estimation uncertainty:

Key sources of estimation uncertainty
Fair value of Investment property

The Company's investment property held is initially measured at cost and subsequently at fair value through profit or loss at the end of the reporting period. Any unreali s ed gains or losses on this investment are recognised immediately in the income statement.

Fair value is the amount for which an asset could be exchanged, a liability settled, or an equity instrument granted could be exchanged, between knowledgeable, willing parties in an arm's length transaction.

The fair valuation of the property was carried out by an external third-party valuation expert for inclusion in the audited financial statements as part of quantifying the investment property held by the C ompany. Investment property is measured based on estimates except where such values cannot be reliably determined. The significant methods and assumptions used by valuers in estimating fair value of investment property are set out in note 9. Investment property is measured based on estimates prepared by independent real estate valuation experts.

3
Revenue
2025
2024
£
£
Lease income
254,210
-
CIM NOTTINGHAM HOLDINGS 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
3
Revenue
(Continued)
- 15 -

During the year, the Company recognised variable lease income of £254,210 (2024: nil) within revenue, arising from a lease agreement which stipulates payments based on 95% of the tenant’s net income, in accordance with the accounting policy described in note 1.3.

All revenue arose in the United Kingdom.

4
Operating (loss)/profit
2025
2024
Operating (loss)/profit for the year is stated after charging
£
£
Fee in relation to auditor remuneration
39,100
47,140
Fee for taxation advisory services
15,567
1,000
Fee for property management
343,385
3,767
Fee for insurance services
43,097
-
0
Fee for marketing services
307,085
112,078
5
Employees

The Company had no employees and incurred no staff costs. There were £nil Directors' emoluments in 202 5 (202 4: £nil).

6
Finance income
2025
2024
£
£
Interest income
Interest on bank deposits
2,547
18,780
7
Finance costs
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
1,443,653
-
Amortisation of finance costs
43,351
-
0
1,487,004
-

Borrowing costs excluded from interest expense and included in the cost of investment property during the year at a capitalisation rate of 4.3% plus the daily SONIA rate are £2,319,980 (2024: £2,699,636)

CIM NOTTINGHAM HOLDINGS 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 16 -
8
Taxation
2025
2024
£
£
Deferred tax
Origination and (reversal) of temporary differences
(755,254)
497,351

The charge for the year can be reconciled to the profit per the income statement as follows:

2025
2024
£
£
(Loss)/profit before taxation
(7,071,389)
625,872
Expected tax charge based on a corporation tax rate of 25% (2024: 25.00%)
(1,767,847)
156,468
Non-deductible expenses
188,004
18,274
Group relief claimed
(3,001)
-
0
Adjustment in respect to prior years
104,938
292,132
Deferred tax asset not recognised
722,652
30,477
Taxation (credit)/charge for the year
(755,254)
497,351

The Company has unutilised carried forward tax losses and temporary differences of £6,166,139 as at 31 December 2025 (2024: £850,246). No deferred tax asset has been recognised on this amount as the Company cannot be certain that there will be taxable profits arising within its residual business from which the future reversal of the deferred tax asset could be deducted.

9
Investment property
2025
£
Fair value
At 1 January 2025
59,600,000
Addition of capitalised other costs
123,199
Net loss from fair value adjustment
(5,037,585)
Addition of capitalised borrowing costs
2,319,980
Development costs
11,794,406
At 31 December 2025
68,800,000

The total cost incurred on the investment property as at 31 December 202 5, based on the historical cost basis is £71,985,092 (202 4: £57,747,507).

The addition of other capitalised costs includes professional fees.

The illustrative calculations of a valuation considered to be compliant with the principles of RICS Valuation - Professional Standards 2022, were carried out by CBRE Limited. The valuers have prepared the calculations using the basis of fair value as at the valuation date pursuant to IFRS 13 - Fair Value Measurement. Key accounting estimates used in arriving at the value include, weekly rental income of between £145 - £279 (2024: £145 - £279) per bedspace and a student net initial yield of 5.45% (2024: 5.25%), adjusting for purchaser's costs of 6.79% (2024: 6.79%).

CIM NOTTINGHAM HOLDINGS 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 17 -
10
Trade and other receivables
2025
2024
£
£
VAT recoverable
84,926
19,805
Other receivables
665
-
Prepayments
85,439
-
0
171,030
19,805

VAT Receivable was recovered in full post period end.

11
Trade and other payables
2025
2024
£
£
Trade payables
7,880
3,236,379
Amounts owed to related party
510,912
-
0
Loan interest accrual
667,054
569,478
Accruals
62,765
56,265
Other payables
109,000
-
1,357,611
3,862,122

The loan interest accrual include amounts accrued from 26 October to 31 December for both years in relation to bank loans.

The amount owed to a related party in 2025, is unsecured, interest-free and repayable on demand.

12
Borrowings
Non-current
2025
2024
£
£
Borrowings held at amortised cost:
Bank loans
45,001,427
33,953,409
2025
2024
£
£
Bank loans
45,268,601
34,392,574
Unamortised finance costs
(267,174)
(439,165)
45,001,427
33,953,409
CIM NOTTINGHAM HOLDINGS 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
12
Borrowings
(Continued)
- 18 -

The Company has a finance facility provided by Apollo Global Management Inc. for an initial period to 21 July 2027 with an option to extend for an additional 7 months from that date. The facility is secured against the asset under development. The finance is subject to a 62.5% loan to cost (LTC) until completion at which point it transfers to a 70% loan to value. The Company was compliant with this covenant as at the year end.

As at the period end, there is £667,054 (2024: £569,478) of accrued interest shown as a current liability. Interest is payable quarterly and principal repayable at the end of the term. CIM Zenith UK Holdings Limited, the Parent entity, purchased an interest rate cap for the term of the loan, to hedge the interest rate risk, capping the underlying SONIA rate at 5.75%. As at 31 December 2025 there was £2.02m (2024: £13.10m) undrawn on this facility.

13
Deferred taxation
Liabilities
2025
2024
£
£
Deferred tax balances
-
0
755,254

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period.

£
Balance at 1 January 2024
257,903
Deferred tax movements in prior year
Charge/(credit) to profit or loss
497,351
Balance at 1 January 2025
755,254
Deferred tax movements in current year
Charge/(credit) to profit or loss
(755,254)
Balance at 31 December 2025
-

Deferred tax liabilities have arisen from fair value gains on investment property, offset by the Corporate Interest Restriction and other timing differences.

14
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Authorised
Ordinary share of £1 each
7,643,569
7,643,565
7,643,569
7,643,565
Issued and fully paid
Ordinary share of £1 each
7,643,569
7,643,565
7,643,569
7,643,565
CIM NOTTINGHAM HOLDINGS 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
14
Share capital
(Continued)
- 19 -

On 28 March 2025, the Company issued 1 Ordinary Share of £1 at a price of £3,211,700 creating share premium of £3,211,699.

On 30 June 2025, the Company issued 1 Ordinary Share of £1 at a price of £2,203,712 creating share premium of £2,203,711.

On 30 September 2025, the Company issued 1 Ordinary Share of £1 at a price of £1,411,335 creating share premium of £1,411,334.

On 16 December 2025, the Company issued 1 Ordinary Share of £1 at a price of £1,059,771 creating share premium of £1,059,770.

15
Share premium account
2025
2024
£
£
At the beginning of the year
12,592,226
2,047,638
Issue of new shares
7,886,514
10,544,588
At the end of the year
20,478,740
12,592,226

During the year ended 31 December 2025, CIM Zenith UK Holdings Limited provided the Company with funding amounts totalling £7,886,518 (2024: £10,544,591) which were unsecured, interest free and repayable on demand. During 2025 the amounts were converted to equity consisting of a total of 4 equity shares of £1 each issued at a total premium of £7,886,514 (2024: 3 equity shares of £1 each issued at a total premium of £10,544,588).

16
Retained earnings
2025
2024
£
£
At the beginning of the year
858,671
730,150
(Loss)/profit for the year
(6,316,135)
128,521
At the end of the year
(5,457,464)
858,671

The accumulated profit or loss reserve represents cumulative profit or loss net of dividends paid and other adjustments. These are shown in the statement of changes in equity (page 9).

CIM NOTTINGHAM HOLDINGS 2 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
17
Controlling party

As at 31 December 202 5, 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.

18
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.

19
Post balance sheet events

On 30 March 2026, the Company issued 1 Ordinary Share of £1 at a price of £527,700 creating share premium of £527,699.

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