The directors present their strategic report for Protect Midco 2 Limited (the "Company") for the year ended 31 December 2025 and in preparing their report have complied with s414C of the Companies Act.

The principal activity of the Company continued to be that of an intermediate holding company of Protect Bidco Limited, part of the Avantia Group Limited group of companies (‘Group’). The principal subsidiary, Avantia Insurance Limited, is authorised and regulated by the Financial Conduct Authority.

Through its Homeprotect brand, the Group offers UK homeowners and occupiers an on-line journey through which to buy quality home insurance no matter how complex their circumstances. The Group achieves this through the application of a decisioning platform that constantly fuels and improves the Group’s risk and retail pricing engines, using leading edge technology such as machine learning models, proprietary retail pricing tools that intelligently adapt to enable a range of pricing strategies, and to create a smart digital experience.

The profit after tax for the year amounted to £19.76m (2024: 8.65m).

At the balance sheet date the Company had net assets of £2.85m (2024: £2.85m).

Ordinary dividends were paid amounting to £19.76m (2024: 8.65m). The directors do not recommend payment of a further dividend. Preference share dividends of £10.25m (2024 restated: £4.74m) were paid in the year (see note 10 for the movement in preference shares.

The Company is a holding company of the Avantia Group and the performance of the Company is monitored as part of the wider Group. Key performance indicators for the Group as a whole, which includes the Company, are discussed in the consolidated accounts of Avantia Group Limited.

The Company does not generate income and the credit risk associated with the interest payments is managed through close monitoring of the cash flows of Avantia Insurance Limited, another group company trading as Homeprotect in the home insurance market.

The principal risks facing the Company relate to the UK home insurance market. Price remains a principal consideration for customers, particularly given adverse macro-economic conditions such as interest rates and inflation, as well as climate change impacts on property and their values. The Company manages this risk using its technology and its ability to price competitively at a risk and retail level.

The Company is expected to continue to act as a holding company within the Group. There have been no significant events affecting the Company since the end of the financial year that require adjustment or disclosure in these financial statements.

Approved by the Board and signed on its behalf by:

The directors present their annual report and unaudited financial statements for the year ended 31 December 2025.

Going concern

The financial statements have been prepared on the going concern basis which the directors believe to be appropriate for the following reason. The Company has received an undertaking from the parent company, Avantia Group Limited, that it is their present intention, for at least 12 months from the date of the approval of these financial statements, to provide the necessary support to ensure the Company has received sufficient funding to cover such eventualities. This should enable the Company to continue in operational existence for the foreseeable future by meeting its liabilities as they fall due for payment. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.

Further details regarding the adoption of the going concern basis can be found in note 1, significant accounting policies, on pages 7 - 9.

Results and dividends are disclosed in the Strategic report.

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

The Company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Principal risks are disclosed in the Strategic report in page 1.

The Company is expected to continue to act as a holding company within the Group. There have been no significant events affecting the Company since the end of the financial year that require adjustment or disclosure in these financial statements.

The Company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of financial risk and future developments.

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;

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

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

There are no recognised gains or losses other than the gain in the current year, accordingly, a statement of comprehensive income has not been prepared.

The notes on pages 7 to 17 form part of these financial statements.

For the financial year ended 31 December 2025 the company was entitled to exemption from audit under section 479A of the Companies Act 2006 relating to subsidiary companies.

The member has 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.

Protect Midco 2 Limited is a private company limited by shares incorporated in England and Wales. The address of the registered office is 14th Floor, CI Tower, St. Georges Square, New Malden, England, KT23 4HG.

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.

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 £'000.

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 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

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

The financial statements of the Company are consolidated in the financial statements of Avantia Group Limited. These consolidated financial statements are available from its registered office, 14th Floor, CI Tower, St Georges Square, New Malden, KT3 4HG.

The Company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

Protect Midco 2 Limited is a wholly owned indirect subsidiary of Avantia Group Limited and the results of Protect Midco 2 Limited are included in the consolidated financial statements of Avantia Group Limited. These financial statements therefore present information about the Company as an individual entity alone.

The financial statements have been prepared on the going concern basis, notwithstanding a profit for the year of £true19.76m (2024: £8.65m) and net assets of £2.85m (2024: £2,85m), which the directors believe to be appropriate for the following reason. The Company has received an undertaking from the parent company, Avantia Group Limited, that it is their present intention, for at least 12 months from the date of the approval of these financial statements, to provide the necessary support to ensure the Company has received sufficient funding to cover such eventualities. This should enable the Company to continue in operational existence for the foreseeable future by meeting its liabilities as they fall due for payment. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainly that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the Company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

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 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.

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 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 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 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.

Preference shares

The issue of the preference are recorded at their transaction price for initial recognition and recorded as debt within the financial statements. Finance charges are accounted using the effective interest rate method and charged to the profit and loss each year.

FRS102 requires management to undertake an annual test for impairment for assets with finite lives, to test for impairment of events change or changes in circumstances indicate that the carrying amount of the asset may not be recoverable.

Impairment testing is an area involving management judgment, requiring assessment as to whether the carrying value of assets can be supported by the fair value less costs or net present value of estimated future cash flows derived from the assets using cash flow projections which have been discounted at an appropriate rate. In calculating the net present value of the future cash flows, certain assumptions have been made in respect of highly uncertain matters including management’s expectations of cancellation and discount rates. Changing the assumptions selected by management could significantly affect the Company’s impairment evaluation and hence results. The Company’s review includes the key assumptions related to sensitivity in the cash flow projections.

There is management judgement only based upon reference to the group review of impairment of assets and no estimation on the recoverability in the investment and related intercompany receivables.

During the year the Company received non-cash dividend of £19.76m (2024: £8.65m) from its investment in Protect Bidco Limited.

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:

Details of the Company's subsidiaries at 31 December 2025 are as follows:

Registered office addresses (all UK unless otherwise indicated):

Amounts owed by Group undertakings are unsecured, repayable on demand and attract an interest rate of 10%

Amounts owed to Group undertakings are non-interest bearing, unsecured and have no set repayments terms.

The preference shares attract an interest rate of 10%, do not have any voting rights and are repayable, unless agreed otherwise, at the earlier of a sale or listing of the Company’s shares. These shares are held by the immediate parent Company.

During the year accrued dividends of £10.24m were paid on the accrued coupon of preference shares classified as debt.

No preference shares were issued during 2025. On 3 November 2023 the Company issued 101,284,549 unsecured, redeemable preference shares with a par value of £0.01 per share for £1. The preference shares attract an interest rate of 10%, do not have any voting rights and are repayable, unless agreed otherwise, at the earlier of a sale or listing of the Company’s shares. These shares are held by the immediate parent company.

The preference shares attract an interest rate of 10%, do not have any voting rights and are repayable, unless agreed otherwise, at the earlier of a sale or listing of the Company's shares. These shares are held by the immediate parent company.

No preference shares were issued in 2024. On 3 November 2023 the Company issued 101,284,549 unsecured, redeemable preference shares with a par value of £0.01 per share for £1. The preference shares attract an interest rate of 10%, do not have any voting rights and are repayable, unless agreed otherwise, at the earlier of sale or listing of the Company's shares. These shares are held by the immediate parent company. As part of a refinancing exercise in April 2024 the Company undertook a capital reduction program and £80m of Preference share premium was transferred into distributable reserves.

The rights of the shares are as follows:

• The ordinary shares entitle the holders to receive dividends and other distributions.

• The ordinary shares shall rank equally upon any return of capital or winding up of the Company.

• The ordinary shares shall carry one voting right per share.

• The ordinary shares are not redeemable.

The Company has taken advantage of the exemption in FRS 102 Section 33.1(A), which exempts the disclosure of transactions between group companies in the financial statements of companies that are wholly-owned within the group. Transactions with group companies relate to payments or receipts for treasury transfers between fellow group companies.

The fees associated with the issued of the loan notes have been included in the compensation paid. This has been capitalised and will be amortised in accordance with our company policy.

The Company, Limited by shares, is a subsidiary of Protect Midco 1 Limited, a company incorporated in the United Kingdom. Protect Midco 1 Limited is owned by ECI 11 Nominees Ltd and management backed by ECI Partners LLP through three private equity funds, ECI11 LP, ECI11D LP and ECI Co-Investment Partnership LP, which it manages and is therefore the controlling party.

The smallest and largest Group into which the results of the Company are consolidated is Avantia Group Limited (Registered office: CI Tower, New Malden, UK). The group consolidated financial statements can be obtained from Companies House.

The financial statements for the year ended 31 December 2025 have been restated to correct an error identified for the 2024 £80m preference share capital reduction. The £80m preference share capital reduction was accounted for as a reclassification of, or reduction in the financial liability and a conversion to equity.

The liability should have remained unchanged in relation to the capital reduction. The capital reduction was just a legal process of generating legal distributable reserves from which dividend or reductions could be made. Therefore, for the year ended 31 December 2024, long term debt was understated by £80m and retained reserves overstated by £80m.

Analysis in the restatement in profit and loss reserves is illustrated in note 13.

As a result of this error:

• the opening consolidated shareholders' funds as at 1 January 2025 have been restated by £80.00m.

• Preference share debt as at 31 December 2024 has been restated from £28.09m to £108.09m.

There were no events after the reporting period that require adjustment or disclosure.