The Directors present the Strategic Report, Directors' Report and the financial statements for the year ended 31 December 2024. The comparative period is 31 December 2023. The report contains a fair view of the Company.

Overall the business performance was satisfactory during the year. Management continue to focus on delivery and innovating high quality fertility treatment.

During the year, the Company reassessed the presentation of fees charged by its third‑party finance provider in relation to customer financing arrangements. These fees were previously presented within interest payable; however, as the Company does not recognise a corresponding financial liability and does not obtain financing, they have been reclassified to cost of sales. In addition, the prior‑year comparatives have been restated to reclassify an intercompany receivable from Create Health Holding Limited from current receivables to non‑current receivables to reflect more appropriately its expected settlement profile. These restatements increase cost of sales and reduce gross profit, but have no impact on operating profit, profit before tax, net assets or cash flows, and do not affect the overall assessment of the Company’s financial performance.

The results for the Company, set out in the Statement of comprehensive income on page 12, show an operating profit of £427,834 (2023 as restated: £3,412,114), profit for the year of £501,372 (2023: £2,552,157) and turnover of £39,971,474 (2023: £39,610,849). The reduction in operating profit for the year ended 31 December 2024 was primarily driven by costs associated with the KKR acquisition, including related advisory expenses.

As reported in the Statement of Financial Position the Company had a net current liability position of £2,825,710 (2023 as restated: £3,600,918) and a net asset position of £11,253,119 (2023 as restated: £10,751,747). Cash at bank and in hand as at the balance sheet date totalled £1,359,014 (2023: £1,012,596). The decrease in net current liabilities is driven by higher debtor balances and additional cash generated from day‑to‑day trading activities.

The Company did not pay any dividends and no dividends were declared to the shareholders in the current year (2023: none).

The Directors understand that the Company’s relationships with both internal and external stakeholders are dynamic, and that its stakeholders’ interests may change over time. During the year the Directors considered the impact of the Company’s activities on its key stakeholders (where relevant). By considering the Company’s purpose and values together with its strategic priorities and having a process in place for decision making, the Directors aim to balance those different perspectives.

The likely consequences of any decision in the long term

The Company maintains a 5-year plan comprising long-term financial goals and strategic initiatives. The Directors regularly meet with parent company management to discuss progress towards these goals and decision-making is geared towards service of these overall plans. Major decisions – including the long-term consequences of those decisions – are discussed with parent company management and approval sought where necessary.

The need to foster the Company’s business relationships with suppliers, customers and others

Customers: The Company always strives to provide the best service possible for its patients by offering a wide range of services tailored to meet the specific needs of patients, maintaining flexibility and high standards of care. The Directors regularly review patient feedback and monitor service quality to ensure the Company continues to meet expectations and foster long-term relationships with its patient base. See further details in the Directors' Report on page 5.

Suppliers: the Company uses its good relationships already established with suppliers to ensure continuity of supply, competitive pricing and high-quality standards. The Directors maintain regular dialogue with key suppliers, working collaboratively to build long-term partnerships based on trust, transparency and mutual benefit, ensuring resilience in the Company's supply chain. See further details in the Directors' Report on page 5.

The interests of the Company’s employees

Employees are fundamental to the success of the business and delivery of the Company's strategic ambitions. The Company considers itself to be a responsible employer focused on providing an attractive and diverse workplace for all employees and supporting them in their pay and benefits aspirations and ensuring an environment compliant with best-in-class health and safety standards. Also, employee involvement is key to the Company, see Directors' Report on page 4.

The impact of the Company’s operations on the community and the environment

The Directors are mindful of the Company's impact on the wider community and the environment. The Company takes steps to minimise its environmental footprint through efficient resource usage and waste reduction initiatives. Where possible, the Company supports community-based programmes and contributes positively to the local areas in which it operates. The Board promotes a culture of upholding the highest standards of business conduct and regulatory conduct. The Board ensures these core values are communicated to the Company's employees and are embedded in the Company's policies and procedures, employee induction and training programmes and its risk control and oversight framework. The Board recognises that building strong and lasting relationships with our stakeholders will help us to deliver our strategy in line with our long-term values and operate a sustainable business.

The desirability of the Company maintaining a reputation for high standards of business conduct

The Company runs annual business conduct compliance training for staff and remains committed to statutory compliance responsibilities. The Directors remain in close contact with group legal and compliance representatives to ensure continued compliance as regulations change.

The need to act fairly as between members of the Company

The Company’s immediate parent undertaking is Create Health Holdings Limited, a non‑trading holding company. The Company’s intermediate parent undertaking is IVI RMA Global, S.L.U., and the ultimate parent undertaking and controlling party is Inception Topco S.à r.l.

The Directors remain in regular communication with the leadership of the wider group, ensuring that the needs and expectations of the ultimate shareholders are appropriately considered in the Company’s strategic and operational decision‑making.

Key Performance Indicators

The Key Performance Indicators used to measure and monitor performance consist of a number of financial and clinical measures. The financial KPIs include turnover and operating profit. The clinical measures include success rates, the latest rates are available to view on the Human Fertilisation and Embryology Authority (the HFEA, the UK regulator of Fertility treatment) website.

The turnover in 2024 was in line with the previous year. The reduction in operating profit for the year ended 31 December 2024 primarily reflects increased investment in operational efficiency initiatives undertaken during the year, together with transactional fees incurred in connection with acquisition and associated advisory costs. The reclassification of finance charges from interest payable to cost of sales, together with the restatement of comparative figures, ensures consistent presentation across periods. This change is presentational and does not affect the Company’s underlying financial performance or the interpretation of its key performance indicators.

Create Health Limited continues to set high standards as we treat more women and couples with more physiological approaches to fertility treatment. Inspection reports are publicly available on the HFEA website. The Directors are satisfied that the KPIs are being met.

Principal risks and uncertainties

The Company is one of the largest providers of fertility treatment in the UK and employs a leading team of fertility specialists. The Company is largely insulated from the risk of government funding cuts to fertility treatments through strong private patient income. The service consistently delivers excellent quality and safe treatment and has a strong reputation which helps to limit risks to trading.

The Company has a robust multi-disciplinary programme to minimise clinical risk. Our mild and natural IVF treatments reduce the risk of Ovarian Hyperstimulation Syndrome (OHSS) and complications related to over stimulation such as bleeding and infection following egg collection. The Company has adequate insurance to protect against malpractice risk. The Company's sites are registered with the HFEA and inspected regularly. The Inspection reports are available on the HFEA website and demonstrate the high quality service provided by the Company.

Approved by the Board and signed on its behalf by:

The Directors present their report and the audited financial statements for the year ended 31 December 2024.

Create Health Limited is principally engaged in the provision of specialist fertility services, operating from 16 sites (6 full clinics including IVF laboratories and 10 satellite locations). The Company trades under two brands, Create Fertility and Create Lite. There are plans to continue to expand to more locations over the next 3 years.

The Company did not pay any dividends and no dividends were declared to the shareholders in the current year (2023: none).

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

The Company did not provide qualifying third-party indemnity provisions to its Directors during the 12 month period and up to date of this report.

Exchange risk

The Company charges patients and pays for the majority of its goods in GBP. Therefore, the exposure to exchange risk is immaterial.

During the 12-month period ended 31 December 2024, the Company made a profit of £501,372 (2023: £2,552,157), and as at the Balance Sheet date had a net current liability position of £2,825,710 (2023 as restated: £3,600,918) and a net asset position of £11,253,119 (2023: £10,751,747). Cash at bank and in hand as at the Balance Sheet date totalled £1,359,014 (2023: £1,012,596). The Company has no external debt. In determining whether it is appropriate to adopt the going concern basis for the foreseeable future, consideration needs to be given towards the Company's performance during the year and in the future. The Company maintains robust cash flow management processes to ensure that sufficient liquidity is available to meet its obligations as they fall due, including active monitoring of daily and weekly cash flows, forecasting of short‑term and long‑term liquidity requirements, and maintaining ongoing dialogue with key suppliers to align payment terms with operational cash generation. Despite the shift to a net current liability position, management has concluded that the Company continues to have adequate resources to meet its liabilities as they fall due.

Since the Balance Sheet date, the Company has continued to trade satisfactorily and has continued to deliver positive cashflows. The Directors have considered the impact of macro-economic factors impacting the UK (such as inflation and labour shortages) and have performed a detailed review of the Company's projected cash flows over a period which extends beyond 12 months from the date of approval of these financial statements, including considering severe but plausible downside scenarios.

The Company is part of a wider group owned by KKR Inception Bidco S.L.U. ("KKR Group"). Whilst never utilised, funding is available from IVI RMA Global S.L.U., an intermediary parent company, should it be required for future investments.

Therefore, the Directors consider it appropriate to adopt the going concern basis of accounting in preparing the financial statements.

There have been no significant events since the reporting date that would require adjustment to, or disclosure in, the financial statements.

The Directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".

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;

• 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.

Each of the persons who is a director at the date of approval of this report confirms that:

• So far as the director is aware, there is no relevant audit information of which the Company’s auditors are unaware: and

• The director has taken all the steps that he/she ought to have taken as a director in order to make himself/herself aware of any relevant audit information and to establish that the Company’s auditors are aware of that information.

This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.

During the year Deloitte LLP were appointed as the Company's auditor. Deloitte LLP have expressed their willingness to continue in office as auditors and appropriate arrangements have been put in place for them to be deemed reappointed as auditors in the absence of an Annual General Meeting.

In our opinion the financial statements of Create Health Limited (the 'Company'):

• give a true and fair view of the state of the Company's affairs as at 31 December 2024 and of its profit for the year then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland"; and

• have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements which comprise:

• the statement of comprehensive income;

• the statement of financial position

• the statement of changes in equity; and

• the related notes 1 to 25

The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

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 Financial Reporting Council’s (the ‘FRC’s’) Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The Directors are responsible for the other information contained within the annual report.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

As explained more fully in the statement of Directors’ responsibilities, 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.

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.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

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

We considered the nature of the Company’s industry and its control environment, and reviewed the Company’s documentation of its policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management and the Directors about their own identification and assessment of the risks of irregularities, including those that are specific to the Company’s business sector.

We obtained an understanding of the legal and regulatory frameworks that the Company operates in, and identified the key laws and regulations that:

• had a direct effect on the determination of material amounts and disclosures in the financial statements. These included UK Companies Act, pensions legislation, tax legislation; and

• did not have a direct effect on the financial statements but compliance with which may be fundamental to the Company’s ability to operate or to avoid a material penalty. These included Human Fertilisation and Embryology Authority (HFEA), General Data Protection Regulation (GDPR), Care Quality Commission (CQC), Medicines and Healthcare products Regulatory Agency (MHRA), Equality Act, Consumer Protection and the Financial Conduct Authority.

We discussed among the audit engagement team, including relevant internal specialists such as IT regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

As a result of performing the above, we identified the greatest potential for fraud in the below area and our procedures performed to address it are described below:

• We presume a significant risk of material misstatement due to fraud related to revenue recognition, specifically in relation to the accuracy and cut-off of the revenue population that is also recognised as deferred revenue on the statement of financial position, which has the associated risks of valuation and rights & obligations.

• We performed substantive procedures to test this revenue and associated deferred income population, which involved assessing management’s assumptions on recognition through inspecting the treatment letter, sales invoices, and confirmation of revenue recognised in the operational customer system based on treatment received; and in year and post year end invoicing and payments to reassess the amount recognised as at the financial period end.

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition to the above, our procedures to respond to the risks identified included the following:

• reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

• performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

• enquiring of management concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations; and

• reading minutes of meetings of those charged with governance.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

• the information given in the strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.

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 any material misstatements in the strategic report or the Directors’ report.

Under the Companies Act 2006 we are required to report in respect of the following matters 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.

We have nothing to report in respect of these matters.

Use of our report

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed.

The income statement has been prepared on the basis that all operations are continuing operations.

Create Health Limited is a private company limited by shares incorporated in England and Wales. The registered office is Dunstan House, Lower Ground, 14a St Cross Street, London, EC1N 8XA.

The financial statements of the Company have been prepared in compliance with United Kingdom Accounting Standards including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and the Republic of Ireland' ('FRS 102') and the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the Company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This Company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this Company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The Company has therefore taken advantage of exemptions from the following disclosure requirements:

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 33 ‘Related Party Disclosures’: Compensation for key management personnel;

• Section 11 and Section 12 ‘Financial Instruments’: Certain disclosures relating to basic and other financial instruments, as equivalent disclosures are provided in the consolidated financial statements of Inception TopCo S.a.r.l. ;

• Section 4 / Section 6 ‘Equity’: Reconciliation of the number of shares outstanding at the beginning and end of the period.

Atruet the time of approving the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus the Directors continue to adopt the going concern basis of accounting in preparing the financial statements.

During the 12-month period ended 31 December 2024, the Company made a profit of £501,372 (2023: £2,552,157), and as at the Balance Sheet date had a net current liability position of £2,825,710 (2023 as restated: £3,600,918) and a net asset position of £11,253,119 (2023: £10,751,747). Cash at bank and in hand as at the Balance Sheet date totalled £1,359,014 (2023: £1,012,596). The Company has no external debt. In determining whether it is appropriate to adopt the going concern basis for the foreseeable future, consideration needs to be given towards the Company's performance during the year and in the future. The Company maintains robust cash flow management processes to ensure that sufficient liquidity is available to meet its obligations as they fall due, including active monitoring of daily and weekly cash flows, forecasting of short‑term and long‑term liquidity requirements, and maintaining ongoing dialogue with key suppliers to align payment terms with operational cash generation. Despite the shift to a net current liability position, management has concluded that the Company continues to have adequate resources to meet its liabilities as they fall due.

Since the Balance Sheet date, the Company has continued to trade satisfactorily and has continued to deliver positive cashflows. The Directors have considered the impact of macro-economic factors impacting the UK (such as inflation and labour shortages) and has performed a detailed review of the Company's projected cash flows over a period which extends beyond 12 months from the date of approval of these financial statements, including considering severe but plausible downside scenarios.

Consequently, the Directors are confident that the Company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis. The Company is part of a wider group owned by KKR Inception Bidco S.L.U. ("KKR Group"). Whilst never utilised, funding is available from IVI RMA Global S.L.U., an intermediary parent company, should it be required for future investments.

Therefore, the Directors consider it appropriate to adopt the going concern basis of accounting in preparing the financial statements.

Turnover is derived from the Company's principal activity undertaken in the United Kingdom. Turnover represents the invoiced value of services provided to customers for fertility treatment, including cycles, medication, blood tests and other assisted reproductive technology (ART) services, less the amounts deferred within creditors.

Turnover is recognised where and to the extent that the Company is entitled to it under the terms of its contracts with customers. Drugs are recognised at the point of invoice as that is when they are dispensed to the patient. Invoices raised in advance of egg collection are recognised within deferred income and are released to the profit and loss account at egg collection. Where a contract with a customer includes cryostorage, this is recognised at the point of freezing and charged on an annual basis until the gametes or embryo is used or discarded. In some cases, turnover is deferred and the timing of release of that turnover is in the customer's control, based on when they require treatment. In such cases, the deferred income is presented as falling due within one year given the customer has the right to require the treatment(s) in that period.

Prices for treatment are agreed with the customer in advance of any treatment taking place. Contracts with customers do not allow for refunds once services are performed. If a patient is entitled to a refund on services not yet performed, this is recognised when there is an agreement to issue the refund.

Goodwill is stated at cost less any accumulated amortisation and accumulated impairment losses. Goodwill is allocated to cash-generating units or group of cash-generating units that are expected to benefit from the synergies of the business combination from which it arose.

Goodwill is amortised on a straight line basis over its useful life. Goodwill has no residual value. The finite useful life of goodwill is estimated to be 10 years, which is the Directors' best estimate.

Goodwill and other intangible assets are tested for impairment in accordance with Section 27 of FRS 102 Impairment of assets.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

The Company reviews the amortisation period and method when events and circumstances indicate that the useful life may have changed since the last reporting date and amended prospectively to reflect the new circumstances. The assets are reviewed annually for impairment if the circumstances indicate that the carrying amount may be impaired.

Amortisation is charged to the profit or loss over the estimated useful lives of intangible assets. Intangible assets are amortised from the date they are available for use.

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

Depreciation is charged to the profit and loss account on a reducing balance basis over the estimated useful lives of each part of an item of tangible fixed assets. The estimated useful lives are as follows:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

At each reporting period end date, the Company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is based on the first in first out principle and includes expenditure incurred in acquiring the stocks, production or conversion costs and other costs in bringing them to their existing location and condition. Stocks are recognised as an expense in the period in which the related turnover is recognised.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The Company is taking exemption from the requirements Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 relating to financial‑instrument disclosures because the Company is a subsidiary whose results are included in the consolidated financial statements of its parent undertaking, which are publicly available.

Financial instruments are recognised in the Company's statement of financial position when the Company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

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

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

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

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

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

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

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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

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

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

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

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

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

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. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. 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.

Provisions are recognised when the Company has a legal or constructive present obligation as a result of a past event, it is probable that the Company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the Company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

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

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

Ordinary shares are classified as equity. When applicable, incremental costs directly attributable to the issue of new ordinary shares or option are shown in equity as a deduction from the proceeds.

In the application of the Company’s accounting policies, the Directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

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

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

The Company exercises judgement in determining the timing of revenue recognition for cycle support packages, with deferred income recognised based on the expected pattern of service delivery.

Revenue relating to treatment cycles is recognised at the point the egg collection occurs, as this represents the stage at which the primary service obligation is fulfilled. Where customers purchase multi‑cycle packages, revenue is released proportionately as each egg collection takes place; for example, where three cycles are purchased, one‑third of the associated revenue is recognised upon completion of each egg collection. Cycle support packages are offered in one‑, two‑ or three‑cycle formats, and revenue is allocated over the period in which the related support services are expected to be provided.

For a one‑cycle support package, revenue is recognised in the following month. For a two‑cycle support package, revenue is recognised in two equal instalments in the first and second months following the invoice. For a three‑cycle support package, revenue is recognised evenly over three months, with one‑third recognised in each of the first, second and third months following the invoice.

The Company exercises judgement in determining the level and timing of recognition of its credit note provision. This provision reflects expected future credit notes issued to customers in respect of treatment outcomes, service issues or contractual refund entitlements. The assessment requires management to evaluate historical patterns of credit note issuance.

Credit notes are typically issued where treatment outcomes fall within defined refund criteria or where customers do not proceed with certain elements of their treatment package.

The provision is reassessed at each reporting date. Where actual credit note claims differ from previous estimates, adjustments are recognised in the period in which the revised information becomes available. Given the inherent uncertainty in predicting future customer outcomes and behaviour, the credit note provision represents a significant area of judgement.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

In assessing the recoverability of trade receivables arising from the annual storage of eggs, management applies judgement based on the ageing of outstanding balances, historical collection patterns, and current customer circumstances. The Company applies a provisioning approach based on the aging of balances. These percentages reflect management’s best estimate of expected credit losses considering both historical experiences.

The Company is required to estimate the cost of restoring leased properties to their original condition at the end of each lease term. This involves significant judgement, as the timing and extent of required works can vary depending on the condition of the premises and the interpretation of lease obligations.

Management obtains estimates from external contractors to assess the expected cost of dilapidation works. The actual costs incurred may differ from the amounts provided, and such differences are recognised in the period in which they arise.

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

Their aggregate remuneration comprised:

Create Health Limited operates a defined contribution pension scheme. The cost for the year was £853,578 (2023: £341,007). There was an outstanding creditor balance in respect of pension contributions of £102,156 at the balance sheet date (2023: £26,619).

The aggregate remuneration of the highest paid director was £265,225 (2023 : £255,625) and Company pension contributions of £11,929 (2023 : £1,321) were made to a pension scheme on their behalf.

The interest receivable refers to interest receipt for cash balances held in the Company's bank accounts. The interest on group loan is the interest earned on the receivable balance with IVI RMA Global, S.L.U.

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

Amortisation is recognised within administrative expenses.

The Leasehold Land and Buildings balance does not include any amounts attributable to underlying land held on long‑term or short‑term leasehold tenure. The recognised asset relates solely to leasehold improvements to buildings, and no element of the carrying amount is ascribable to land.

Depreciation is recognised within administrative expenses.

No provision has been recognised against inventories, as management does not consider any stock to be slow‑moving or obsolete at the reporting date.

Amounts owed by group undertakings are trading balances repayable on demand however they are not expected to be recalled within 12 months from year end and are non-interest bearing.

The following are the major deferred tax liabilities and assets recognised by the Company and movements thereon:

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

The holders of all classes of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company.

The Company has the following minimum lease payments under non cancellable operating leases for each of the following periods:

During the year ended 31 December 2024 £1,124,239 was recognised as an expense in the profit and loss account in respect of operating leases (2023: £1,152,133).

The intermediary parent KKR Inception Bidco, S.L.U. is incorporated in Madrid, Spain and has its registered office and tax domicile in Valencia, at Calle Colon no. 1, 4th floor (46004). KKR Inception Bidco, S.L.U. is a sole-shareholder entity and serves as the immediate parent company of IVI RMA Global, S.L.U. acting as the head of the IVI RMA Group.

KKR Inception Bidco, S.L.U. is part of a wider international healthcare group whose majority shareholder is Inception Topco S.a.r.l., a Luxembourg- based entity responsible for the preparation of the consolidated financial statements for the year ended 31 December 2024.

Inception Topco S.a.r.l. is the Company's ultimate parent company and its wholly owned by KKR Inception Aggregator GP LLC, a Canadian-registered entity. The smallest and largest (and only) group of undertakings to include these financial statements in their consolidation is Inception Topco S.a.r.l.. Copies of Inception Topco's consolidated financial statements are available at its registered office located at 2 Rue Edward Steichen, L-2540 Luxembourg.

Following the changes that have occurred in recent years in relation to the ownership of the Company, the Directors have reassessed the accounting treatment of certain balances and transactions and noted that changes to these items for both the year ended 31 December 2023 and 31 December 2024 should be made. The results being prior year balances for the year ended 31 December 2023 are restated within these financial statements.

The restatements are as follows:

1. Reclassification of amount owed by group undertakings from current assets to fixed assets.

This relates to the amount owed to the Company by its immediate parent company, Create Health Holding Limited, of £5,267,108 as at 31 December 2023 and was previously recorded as a current asset with debtors due within one year. This has been reclassified to fixed assets as the balance is not expected to be recalled within 12 months from year end.

1. Reclassification of other finance costs from interest payable and similar expenses to cost of sales.

These charges relate to interest paid by the Company on behalf of the patients funding arrangements and amounted to £490,872 for the year ended 31 December 2023. This has been reclassified from interest payables and similar expenses to cost of sales as the charge relates to costs incurred arranging patient funding rather than direct lending by the Company.

The combined effects of the prior period errors are summarised below: