The notes on pages 3 to 10 form part of these financial statements.

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

The notes on pages 3 to 10 form part of these financial statements.

Axle Bidco Limited is a private company limited by shares and is incorporated in England and Wales under the Companies Act 2006. The address of the registered office is Suite 11, Stone Cross Place, Stone Cross Lane North, Lowton, Warrington, WA3 2SH. The nature of the Company's operations and its principal activity are set out in the Strategic Report.

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.

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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Reporting of Ireland":

• 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 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

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

The financial statements of the company are consolidated in the financial statements of Axle Topco Limited as at 31 December 2025. These consolidated financial statements may be obtained from Axle Topco Limited registered office Suite 11, Stone Cross Place Stone Cross Lane North, Lowton, Warrington, England, WA3 2SH.

Axle Bidco Limited is a non-trading company within the Axle Topco group, There is group support provided to Axle Bidco and therefore the below matters have been included at a group level. true

The group reported a strong trading result during the year, with operating profits remaining in line with the prior year.

The directors have prepared these financial statements on a going concern basis.

The directors have considered the current economic environment and have prepared trading and cash flow projections until 30 June 2026. These forecasts demonstrate that the Company is able to generate sufficient cash flows to service its ongoing debt and business requirements as they become due.

The directors are confident that the development of close working relationships with customers, suppliers and employees, put the business in a strong position to continue its growth aspirations along with being able to respond to changing market conditions, along with the opportunities for growth as part of the wider Sitra group.

After careful consideration, the directors have concluded that they have a reasonable expectation that the Company has adequate resources to continue in operational existence for at least 12 months from signing the financial statements, Therefore, the directors continue to adopt the going concern basis in preparing the financial statements.

Investments in subsidiaries are measured at cost less accumulated impairment.

All borrowing costs are recognised in the profit or loss in the period in which they are incurred.

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.

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

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.

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.

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount changed is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

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.

Determining whether the Company's investments in subsidiaries have been impaired required estimations of the investment value in use. The value in use calculations require the Company to estimate the returns that will arise from the investment by direct reference to the historic profitability and then forming an assessment of the expected future growth. Based upon this assessment, no impairment loss is recognised in the year to 31 December 2025 (31 December 2024: £Nil) and therefore the carrying amount of investments in subsidiaries is £30,562,901 (31 December 2024: £30,562,901). See note 7 for more detail.

The Company has nil employees other than the directors. Director's remuneration of £209,157 (2024: £232,882) has been recharged from another group company. Staff salaries have also been recharged £44,540 (2024: £39,624).

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

Registered office addresses (all UK unless otherwise indicated):

Subsidiary undertakings have not been consolidated by Axle Bidco Limited as permitted by s.400 of the Companies Act 2006 as they are consolidated in the financial statements of Axle Topco Limited.

In the current period Abbey Logistics Group Limited made a profit before tax of £1,306,775 (2024: £4,444,982) and have a profit and loss reserve surplus of £8,234,206 (2024: £6,285,892).

Financing costs directly attributable to the issue of financial liabilities are deducted from the initial amount recognised and amortised over the financial liabilities expected useful life.

Amounts owed to group undertaking are unsecured, do not bear interest and are repayable on demand.

The Sitra loan is £35,656,688 and is not repayable until December 2030 at the earliest. This loan incurs interest at 6% compounded per year.

Includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.

Includes all current and prior periods retained profits and losses.

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 2025 and of its loss 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 directors have confirmed that there are no contingent liabilities at 31 December 2025 (31 December 2024: None).

As at reporting date, the immediate parent company was Axle Topco Limited.

Axle Topco Limited is the smallest group in which the results of the Company are consolidated. Copies of the consolidated financial statements can be obtained from Companies House. The registered office of Axle Topco Limited is Suite 11, Stone Cross Place Stone Cross Lane North, Lowton, Warrington, England, WA3 2SH.

The ultimate parent company is Syracuse Holding BV, a company registered in Belgium. The consolidated financial statements can be obtained by Syracuse Holding BV registered office, Pilkemsewed 113, Leper, 8900, Belgium. Syracuse Holding BV is the largest group in which the results of the Company are consolidated.

There are no significant events affecting the Company post year end.