Company registration number 11172593 (England and Wales)
CVI INVESTMENT HOLDINGS LIMITED
ANNUAL REPORT AND UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
CVI INVESTMENT HOLDINGS LIMITED
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Profit and loss account
3
Balance sheet
4
Statement of changes in equity
5
Notes to the financial statements
6 - 13
CVI INVESTMENT HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Paul Bothamley
Clifford Bottomley
Asim Chohan
Secretary
CSC CLS (UK) Limited
Company number
11172593
Registered office
C/O CSC CLS (UK) Limited
5 Churchill Place
10th Floor
London
United Kingdom
E14 5HU
CVI INVESTMENT HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The directors present their annual report on the affairs of CVI Investment Holdings Limited, together with the unaudited financial statements for the year ended 31 December 2025.

Principal activities

The principal activity of the company continued to be that of an investment holding company.

Dividends

No dividends were paid or declared for the financial year (2024- nil) and up to the date of signing of the report.

Directors

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

Paul Bothamley
Clifford Bottomley
Asim Chohan
Qualifying third party indemnity provisions

The Company has granted the directors with qualifying third-party indemnity provisions within the meaning given to the term by section 234 and 235 of the Companies Act 2006. This is in respect of liabilities to which they may become liable in their capacity as director of the company. Such indemnities were in force throughout the financial period and will remain in force at the date of this report.

Going concern

After making appropriate enquiries, the directors have a reasonable expectation that the Company h as adequate resources to continue in operational existence for the foreseeable future. For this reason, they have chosen to adopt the going concern basis in preparing the Company’s financial statements.

Principal risks and uncertainties

The Company has not identified any significant risks or uncertainties that would adversely impact its financial position. The Company will continue to monitor this situation on an ongoing basis.

Small companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

No strategic report has been prepared as the directors have opted to apply the exemption available to small companies as per Section 414B of the Companies Act 2006.

On behalf of the board
Clifford Bottomley
Director
13 August 2026
CVI INVESTMENT HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

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). 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; 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.

CVI INVESTMENT HOLDINGS LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
2025
2024
as restated
Notes
$
$
Administrative expenses
3
(19,826)
(16,977)
Interest receivable and similar income
5
1,667,381
1,529,428
Interest payable and similar expenses
-
0
(21,634)
Amounts written off investments
(887,909)
(833,802)
Profit before taxation
759,646
657,015
Tax on profit
6
(299,267)
(280,295)
Profit for the financial year
460,379
376,720

There were no components of 'other comprehensive income' which are required to be separately disclosed during the current year; nor for the prior year.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

The notes on pages 6 to 13 form part of these financial statements.

CVI INVESTMENT HOLDINGS LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 4 -
2025
2024
as restated
Notes
$
$
$
$
Fixed assets
Investments
7
11,017,179
18,765,462
Current assets
Debtors
8
10,647,347
3,082,164
Cash at bank and in hand
88,433
1,796
10,735,780
3,083,960
Creditors: amounts falling due within one year
9
(299,851)
(856,693)
Net current assets
10,435,929
2,227,267
Net assets
21,453,108
20,992,729
Capital and reserves
Called up share capital
10
1
1
Profit and loss reserves
11
21,453,107
20,992,728
Total equity
21,453,108
20,992,729

The notes on pages 6 to 13 form part of these financial statements.

For the financial year ended 31 December 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

T he members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

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

The financial statements were approved by the board of directors and authorised for issue on 13 August 2026 and are signed on its behalf by:
Clifford Bottomley
Director
Company registration number 11172593 (England and Wales)
CVI INVESTMENT HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -
Share capital
Profit and loss reserves
Total
$
$
$
As restated for the period ended 31 December 2024:
Balance at 1 January 2024
1
20,616,008
20,616,009
Year ended 31 December 2024:
Profit and total comprehensive income
-
376,720
376,720
Balance at 31 December 2024
1
20,992,728
20,992,729
Year ended 31 December 2025:
Profit and total comprehensive income
-
460,379
460,379
Balance at 31 December 2025
1
21,453,107
21,453,108

The notes on pages 6 to 13 form part of these financial statements.

CVI INVESTMENT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -
1
Accounting policies
Company information

CVI Investment Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is C/O CSC CLS (UK) Limited, 5 Churchill Place, 10th Floor, London, United Kingdom, E14 5HU.

1.1
Accounting convention

A summary of the principal accounting policies, all of which have been applied consistently throughout the year, as set out below.

Basis of preparation

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.

Functional and presentation currency

The financial statements are prepared in US dollars, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest $.

Basis of consolidation

The financial statements contain information about CVI Investment Holdings Limited as an individual company and do not contain consolidated financial information as the parent of a group.

The Company has availed itself an exemption in accordance with FRS 102 paragraph 9.9C(a) and with sections s402 and s405(3)(c) of the Companies Act 2006 from the requirement to prepare consolidated financial statements. The Company is held as part of an investment portfolio with investments being classified at cost less impairment.

Companies Act – reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by the Companies Act 2006.

- the requirements to prepare a Statement of Cash Flows;

- the requirements of Related Party Disclosures.

1.2
Going concern

The financial statements have been prepared on the going concern basis for the reason set out in the director’s report under the heading “Going Concern”.true

1.3
Fixed asset investments

Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.

1.4
Cash and cash equivalents

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.

CVI INVESTMENT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 7 -
1.5
Financial instruments

The Company classifies its financial assets in the following categories: loans and receivables and available-for-sale financial assets. The classification depends on the purpose for which the financial assets were acquired. The director determines the classification of the financial assets at initial recognition.

Basic financial assets

Basic financial assets, including trade and other debtors, cash and bank balances, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction. In this case, the transaction is measured at the present value of the future receipts discounted at a market rate of interest for a similar instrument.

Basic financial assets are subsequently measured at amortised cost using the effective interest method.

Basic financial liabilities

Basic financial liabilities, including trade and other creditors, bank loans and loans from fellow group companies, are initially recognised at transaction price, unless the arrangement constituted a financing transaction. In this case, the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest for a similar instrument. Basic financial liabilities are subsequently measured at amortised cost, using the effective interest rate method.

Financial assets and liabilities that are classified as payable or receivable within one year on initial recognition are measured at the undiscounted amounts of the cash or other consideration expected to be paid or received, net of impairment.

1.6
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account 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

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. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

CVI INVESTMENT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 8 -
1.7
Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing at the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the initial transaction dates. Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

1.8

Creditors

Basic financial liabilities, including trade and other creditors, loans from third parties and loans from related parties, 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. Such instruments are subsequently carried at amortised cost using the effective interest method, less any impairment.

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 the Company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

1.9

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

2
Judgements and key sources of estimation uncertainty

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.

3
Administrative expenses
2025
2024
$
$
Travelling expenses
3,529
1,385
Legal and professional fees
16,327
15,589
Bank charges
7
3
(Profit) or loss on foreign exchange
(37)
-
19,826
16,977
4
Employees

There were no employees within the Company for the year ending 31 December 2025; nor for the prior year.

CVI INVESTMENT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
5
Interest receivable and similar income
2025
2024
$
$
Interest receivable and similar income includes the following:
Interest on shareholder loan
432,195
462,164
Interest on loan to ACV LLP
134,481
124,414
Interest on loan to Supercanal
839,925
815,021
Interest on loan to Centrocard
260,780
127,829
1,667,381
1,529,428
6
Taxation
2025
2024
$
$
Current tax
UK corporation tax on profits for the current period
299,267
280,295

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:

2025
2024
$
$
Profit before taxation
759,646
657,015
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
189,912
164,253
Tax effect of expenses that are not deductible in determining taxable profit
259,516
246,465
Double tax relief
(150,161)
(130,423)
Taxation charge for the year
299,267
280,295
7
Non current assets
2025
2024
$
$
Loans to Supercanal
-
0
6,525,559
Interest due from loan to Supercanal
-
0
953,121
Loans to Shareholders
11,017,179
11,286,782
11,017,179
18,765,462
CVI INVESTMENT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
7
Non current assets
(Continued)
- 10 -

3.75% loan issued to shareholders-$11,017,179

The Company was restructured in February 2022 and a new Delaware based parent entity (Lyndale Investment Holdings LP) was formed as 100% owner of both CVI Investment Holdings and Lyndale Holdings. Subsequent to the Company restructure, a capital reduction was executed in order to reduce the internal loan. Share capital of the company was reduced by $131,953,749 with the internal loan balance being reduced accordingly.

During the year ended 31 December 2025, there were further drawdowns on the loan, increasing the total balance. However, during the current year, the Company has netted off other borrowings against the outstanding shareholder loan. As at 31 December 2025, the net receivable from shareholders stood at $11 million after the offset.

11% Loan issued to Supercanal $6,525,559

The company entered into a refinancing consolidated loan agreement with Supercanal on the 11 November 2023 at 11% applicable interest per annum. The loan had a fair market value of $6,525,559 as 31 December 2024.

On 30th December 2025, the Company entered into a participation agreement with Lyndale Investment Holdings LP, pursuant to which it irrevocably transferred a 100% participation interest in its Supercanal loan portfolio. Under the agreement, all economic rights, risks, and obligations associated with the underlying assets are passed through to the parent, and the transaction is structured as a non-recourse sale. The total loan receivable from Lyndale Investment Holdings LP is $9,699,271.

8
Current assets
2025
2024
$
$
Loan to Centrocard
946,928
946,928
Loan to ACV LLP
-
1,500,000
Interest due from shareholder loan
1,148
1,176
Interest due from loan to ACV LLP
-
634,060
Loan to Lyndale Investment Holdings LP
9,699,271
-
10,647,347
3,082,164
CVI INVESTMENT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
8
Current assets
(Continued)
- 11 -

18% loan issued to Centrocard- $946,928

18% loan issued to Centrocard on 4 June 2019 with a stated maturity date in 2022. $0.9m remains outstanding on the loan as of 31 December 2025 and no formal maturity extension has been executed as of filing. Centro Card management has made consistent principal payments on the loan throughout 202 5 and is in regular communication with Lender regarding repayment on the loan. Lender expects remaining loan balance to be paid in full during 202 6.

7% loan issued to ACV LLP-$0

The company entered into loan agreement with ACV LLP on 23 July 2020 due 2022. $1.5m remains outstanding on the loan as of 31 December 2024.

6% loan issued to CVI Austral LLP-$0

The company entered into a revolving loan agreement with CVI Austral LLP on 17 July 2018 due 2020, to a maximum assigned value of $12,000,000 with 6% applicable interest per an n um. As of 31 December 2025, $10,000,000 is drawn on the facility and the loan has a FMV at 31 December 2025 of $0 as the lender no longer expects to collect principal and interest on the loan.

Loan to Lyndale Investment Holdings LP - $9,6 9 9,271

On 30th December 2025, the Company entered into a participation agreement with Lyndale Investment Holdings LP, pursuant to which it irrevocably transferred a 100% participation interest in its Supercanal loan portfolio. Under the agreement, all economic rights, risks, and obligations associated with the underlying assets are passed through to the parent, and the transaction is structured as a non-recourse sale. The total loan receivable from Lyndale Investment Holdings LP is $9,699,2 71.

9
Creditors: amounts falling due within one year
2025
2024
$
$
Trade creditors
584
376
Corporation tax
299,267
810,963
Other creditors
-
0
45,354
299,851
856,693
10
Called up share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
$
$
Issued and fully paid
Ordinary shares of $1 each
1
1
1
1

Ordinary shares carry one vote at general meetings and have no restrictions.

CVI INVESTMENT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
11
Profit and loss reserves
2025
2024
as restated
$
$
At the beginning of the year
20,992,724
20,616,008
Prior year adjustment
4
-
As restated
20,992,728
20,616,008
Profit for the year
460,379
376,720
At the end of the year
21,453,107
20,992,728
12
Related party transactions

The Company has used the exemption not to disclose transactions within the group.

13
Parent company

The immediate parent undertaking of the company is Lyndale Investment Holdings LP.

14
Prior period adjustment
Changes to the balance sheet
As previously reported
Adjustment
As restated at 31 Dec 2024
$
$
$
Net assets
20,992,729
-
20,992,729
Capital and reserves
Share capital
5
(4)
1
Profit and loss reserves
20,992,724
4
20,992,728
Changes to the profit and loss account
As previously reported
Adjustment
As restated
Period ended 31 December 2024
$
$
$
Administrative expenses
(16,981)
4
(16,977)
Profit for the financial period
376,716
4
376,720
CVI INVESTMENT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
14
Prior period adjustment
(Continued)
- 13 -
Notes to reconciliation

During the current year, the Company identified a prior period error relating to the recording of a historical transaction. Following a review of the supporting documentation, management concluded that the comparative figures required restatement.

Accordingly, the comparative figures as at and for the year ended 31 December 2024 have been restated. Share capital has been reduced by $4, with a corresponding reduction in administrative expenses of $4. As a result of the restatement, the profit for the year ended 31 December 2024 increased by $4.

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