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

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

GV 1 Limited is a private company limited by shares incorporated in England and Wales. The registered office is Suite 2 Walnut Tree Business Centre, Northwich Road, Lower Stretton, Warrington, Cheshire, WA4 4PG.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

Change in functional and presentation currency

With effect from 1 January 2024, the company changed its functional currency from Sterling (£) to Euro (€) reflecting the currency of the primary economic environment in which the company operates following the change in its financing activities. The change in functional currency has been accounted for prospectively in accordance with FRS 102 Section 30.

The company also changed its presentation currency from Sterling to Euro. Comparative amounts, have been translated into Euro for presentational purposes. To align with the change in functional currency, the company changed its:

- Assets and liabilities were translated into Euros (€) at the exchange rate at 31 December 2023;

- Income and expenditure items were translated at average exchange rates for the year ended 31 December 2023;

- Equity items were translated into Euros (€) at the exchange rate at 31 December 2023;

The change in presentation currency has no impact on the company profit and loss or financial position, other than translation differences arising from the retranslation of comparative figures.

The financial statements are prepared in euros, 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.

Atruet the time of approving the financial statements, 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.

Interest income is recognised in the profit and loss account using the effective interest method on financial assets measured at amortised cost, in accordance with FRS 102 Section 11. The effective interest method allocates interest income, including the amortisation of any premiums, discounts, and directly attributable transaction costs, over the expected life of the financial asset to achieve a constant rate of return on the carrying amount.

Accrued interest not yet received in cash is recorded as interest receivable, while cash receipts are credited directly to interest income.

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 has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

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 and cash and bank balances, 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.

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.

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

The company designates certain hedging instruments, including derivatives, embedded derivatives and non-derivatives, as either fair value hedges or cash flow hedges. At the inception of the hedge relationship, the company documents the relationship between the hedging instrument and the hedged item along with risk management objectives and strategy for undertaking various hedge transactions. At the inception of the hedge and on an ongoing basis, the company documents whether the hedging instrument is highly effective in offsetting changes in fair values or cash flows of the hedged item.

For derivatives that are designated and qualify as cash flow hedges, the effective portion of changes in the fair value of the hedge is recognised in other comprehensive income. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss.

Any gain or loss previously recognised in other comprehensive income is reclassified to profit or loss when the hedge relationship ends. This occurs when the hedging instrument expires or no longer meets the hedging criteria, the forecast transaction is no longer highly probable, the hedged debt instrument is derecognised, or the hedging instrument is terminated.

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.

At the year end, as disclosed in Note 7, an amount of €288,587,189 (2023: €Nil) is receivable from group undertakings. Management has reviewed the recoverability of intercompany debtor balances by considering a range of factors, including the financial position, liquidity, and forecasted cash flows of the respective group companies. This assessment also took into account any known or anticipated future trading performance and support available within the group. Based on this review, management considers the amounts due from group undertakings to be fully recoverable, and accordingly, no provision for impairment has been recognised as at the reporting date (2023: €Nil).

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.

The valuation of future cash flows and the recognition of interest-related income and expenses are sensitive to movements in market interest rates, including EURIBOR. Changes in market rates affect the effective interest rate applied to financial assets and therefore the timing and amount of interest income recognised in profit or loss.

The future level of market interest rates is inherently uncertain. Management applies judgement when estimating future interest cash flows for the purposes of determining the effective interest rate, using information available at the reporting date. The estimates adopted are considered reasonable in the context of current market conditions.

Management monitors movements in relevant market interest rates on an ongoing basis and considers whether significant changes give rise to a need to reassess estimates or assumptions used.

During the year, the Company entered into an interest rate swap agreement to manage exposure to the uncertainty for future interest rate on forecasted loan cash flows.

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

On 20 December 2024, the Company entered into an interest rate swap agreement to manage exposure to interest rate fluctuations on forecasted loan cash flows. The instruments comprise two fixed-for-floating swaps and an interest rate floor, each with a notional amount of €42,500,000, effective on 10 April 2025 and maturing on 10 October 2027.

Under the agreement, the Company pays a fixed rate of 2.09% per annum and receives six-month EURIBOR. At 31 December 2024, the swaps had a combined fair value of €12,266, recognised as a financial asset. The hedges are designated as a cash flow hedge, the effective portion of changes in the fair value of the hedge is recognised in other comprehensive income.                        

At the reporting date, the Company held three loan receivables: (i) a €98,000,000 unsecured intragroup loan repayable on 8 October 2027; (ii) a €50,000,000 unsecured intragroup loan repayable on 8 October 2027; and (iii) a €136,000,000 variable funding note, redeemable by 10 October 2027 and subject to increase up to €400,000,000. All loans accrue interest at six-month EURIBOR plus 5.85% per annum.

Interest receivable represents income accrued on intragroup loan receivables outstanding at the reporting date. As at 31 December 2024, interest income of €4,587,189 had been earned but not yet received and is recognised as a current asset.

As at 31 December 2024, accrued interest payable of €3,622,597 relates to accrued interest on the €400,000,000 senior facilities agreement. The facility bears interest at EURIBOR plus a margin starting at 3% in year 1, increasing to 3.25% in year 2 and 3.75% in year 3. Interest is accrued on an effective interest basis and presented within other creditors in the balance sheet.

A commitment fee is payable on the undrawn portion of the revolving credit facility at a rate of 35% of the applicable margin. At 31 December 2024, the undrawn amount was €100m, and the corresponding commitment fee was €331,042 under the accrual and deferred income.

The Company entered into a €400,000,000 senior facilities agreement with a syndicate of international lenders, comprising a term loan and a revolving credit facility. The agreement matures 36 months from the date of drawdown and bears interest at EURIBOR plus a margin of 3.00% in year 1, 3.25% in year 2, and 3.75% in year 3.

The term loan is repayable in full on maturity, 36 months after the initial drawdown date. Interest is accrued using the effective interest rate method and recognised within finance costs in the profit and loss account. Any unpaid interest at the reporting date is recorded as interest payable under current liabilities.

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

In our opinion the financial statements:

• 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; and

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

The Company's other borrowings are guaranteed by the parent company as part of the Group's financing arrangement. The guarantee remain in place for the benefit of the lenders under the relevant financial documents. The guarantee arrangements form part of the wider financing and security structure of the Group.

The company has taken advantage of the exemption conferred by FRS 102 Section 1A from disclosing transactions with wholly owned members of the group headed by Greenvolt Energias Renovaveis, S.A.

The immediate parent company is Greenvolt Energias Renovaveis, S.A, a company incorporated in Portugal. The registered address is Av. José Malhoa 27 3º, 1070-156, Lisboa, Portugal.

The ultimate controlling party is KKR & Co. Inc., a company incorporated in the United States.

The company is included within the consolidated financial statements of Greenvolt Energias Renovaveis, S.A., these financial statements are available at www.greenvolt.com.