REGISTERED NUMBER: 12999280 (England and Wales)

Financial Statements for the Year Ended 31 December 2025

for

Chicago I Bidco Limited

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTOR:

Mr J King

REGISTERED OFFICE:

C/O Wilson Partners Limited

TOR, Saint-Cloud Way

Maidenhead

Berkshire

SL6 8 BN

REGISTERED NUMBER:

12999280 (England and Wales)

AUDITORS:

DKR Chartered Accountants & Tax Consultants

36 Lichfield Street

Walsall

West Midlands

WS1 1TJ

FIXED ASSETS

Investments

5

59,604,110

59,604,110

CURRENT ASSETS

Debtors

6

-

67,382

CREDITORS

Amounts falling due within one year

7

(1,725,061

)

(1,787,310

)

NET CURRENT LIABILITIES

(1,725,061

)

(1,719,928

)

TOTAL ASSETS LESS CURRENT LIABILITIES

57,879,049

57,884,182

CREDITORS

Amounts falling due after more than one year

8

(90,132,877

)

(83,793,355

)

NET LIABILITIES

(32,253,828

)

(25,909,173

)

CAPITAL AND RESERVES

Called up share capital

9

2

2

Share premium

11,179,025

11,179,025

Retained earnings

(43,432,855

)

(37,088,200

)

SHAREHOLDERS' FUNDS

(32,253,828

)

(25,909,173

)

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the director and authorised for issue on 4 June 2026 and were signed by:

Mr J King - Director

1.	STATUTORY INFORMATION

Chicago I Bidco Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared under the historical cost convention.

Going concern

The directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future, notwithstanding a loss of £6,344,655 (2024: £17,275,828) and net liabilities of £32,253,828 (2024: £25,909,173). The directors have reached this conclusion giving due consideration to the projected future performance of the company, any potential risk that might impact the company's ability to meet its required solvency levels, the position with regard to financing and the continued support of group companies, upon which this company relies. For this reason, they continue to adopt the going concern basis in preparing the financial statements.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Preparation of consolidated financial statements

The financial statements contain information about Chicago I Bidco Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 401 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertakings are included by full consolidation in the consolidated financial statements of its parent, Garden & House International GmbH, Bahrenfelder Chaussee 49, 22761 Hamburg, Germany.

Significant judgements and 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 revision only affects that period, or in the period of the revision and future periods if the revision affects both current and future periods.

The recoverable amount of the Fixed Asset Investment in Rebo UK Limited and its subsidiary is a source of significant estimation uncertainty. The recoverable amount was determined using a fair value calculation which required the use of assumptions. The calculations use future projections based on financial budgets approved by the directors covering a four-year period, applying the same valuation method used by the company when it acquired the subsidiary in the prior year. If actual results are not in line with budgets additional impairment (or reversal of impairment) may result.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Financial assets

Basic financial assets, including trade debtors, cash and bank balances and amounts owed by group undertakings, are initially recognised at transaction price, 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.

Such assets are subsequently carried at amortised cost using the effective interest method.

At the end of each reporting period, financial assets measured at amortised cost are assessed for objective evidence of impairment. 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 the income statement.

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 the income statement.

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party, or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

Financial liabilities

Basic financial liabilities, including trade creditors and amounts owed to group undertakings, 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 receipts discounted at a market rate of interest. Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors 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 liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was NIL (2024 - NIL).

5.	FIXED ASSET INVESTMENTS

Other

investments

£

COST

At 1 January 2025

and 31 December 2025

59,604,110

NET BOOK VALUE

At 31 December 2025

59,604,110

At 31 December 2024

59,604,110

The company's investments at the Balance Sheet date in the share capital of companies include the following:

Rebo UK Limited

Registered office: C/O Wilson Partners, TOR, Saint-Cloud Way, Maidenhead, Berkshire, England, SL6 8BN

Nature of business: Retail toy company

%

Class of shares:

holding

Ordinary

100.00

31.12.25

31.12.24

£

£

Aggregate capital and reserves

8,535,964

8,517,054

Profit for the year

18,560

636,959

6.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

£

Other debtors

-

67,382

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.25

31.12.24

£

£

Amounts owed to group undertakings

1,715,381

1,778,076

Other creditors

9,680

9,234

1,725,061

1,787,310

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

31.12.25

31.12.24

£

£

Amounts owed to group undertakings

90,132,877

83,793,355

9.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.25

31.12.24

value:

£

£

2

Ordinary

£1

2

2

10.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Stephen Gray (Senior Statutory Auditor)

for and on behalf of DKR Chartered Accountants & Tax Consultants

11.	ULTIMATE PARENT COMPANY AND CONTROLLING PARTY

The company's ultimate and controlling parent company is Garden & House International GmbH, incorporated in Germany. Garden & House International GmbH. is the only company that prepares consolidated group financial statements that include the results of this company. Copies of the group financial statements may be publicly obtained from Garden & House International GmbH, Bahrhenfelder Chaussee 49, 22761 Hamburg, Germany.