Directors and Officers

For the year ended 31 December 2024

Directors

Sky Group Finance Limited's ("the Company") present Directors and those who served for the year and up to the reporting date are as follows:

Secretary
Sky Corporate Secretary Limited

Registered office

Grant Way

Isleworth

Middlesex

United Kingdom

TW7 5QD

Auditor

Deloitte LLP

London

United Kingdom

Strategic and Directors' Report

Strategic Report for the year ended 31 December 2024

The Directors present their Strategic Report on the affairs of the Company, together with the Directors' Report, audited financial statements and Auditor's Report for the year ended 31 December 2024, with comparatives for the year to 31 December 2023.

The purpose of the Strategic Report is to inform members of the Company and to help them assess how the Directors have performed their duty to promote the success of the Company for the benefit of its members as a whole under Section 172(1) of the Companies Act 2006 (duty to promote the success of the Company).

Business review and principal activities

The Company operates, together with Comcast Corporation ("Comcast") and its other subsidiaries, as a part of the Comcast Group.

The Company is a wholly-owned subsidiary of Sky Limited (the immediate parent company) and operates together with its subsidiaries (the "Sky Group" or "Group"). The Company is ultimately controlled by Comcast.

The Company's principal activity is to assist in financing the operations of the Sky Group. The Directors are not aware, at the date of this report, of any likely major changes in the Company's activities in the next year.

Financial Review and Dividends

The audited financial statements for the year ended 31 December 2024 are set out on pages 13 to 31. The profit before tax for the year was £48,244,000 (2023: £40,068,000). No dividends were paid to the shareholder during the year (2023: £nil). The Directors do not recommend the payment of a final dividend.

During the year the Company had investment income of £62,843,000 (2023: £55,205,000) and finance costs of £14,599,000 (2023: £15,137,000).

The foreign exchange exposure is mitigated by an intercompany loan receivable with Comcast Sky Holdings Inc. The increase in investment income during the year is due to changes to the relevant interest rates on intercompany loans.

The Balance Sheet shows that the Company's shareholder's position at the end of the year was a surplus of £606,264,000 (2023: £560,542,000).

Key performance indicators (KPIs)

Comcast and the Company manage their operations on a divisional basis. For this reason, the Directors believe that an analysis using KPIs for the Company is not necessary or appropriate for an understanding of the development, performance or position of the Company. The results of the Company are included in the KPIs of Comcast, the ultimate controlling party. More information is included in Comcast's filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended 31 December 2024 and subsequent filings.

Principal risks and uncertainties

The Company's activities expose it to financial risks, namely interest rate risk, foreign exchange risk, credit risk, liquidity risk and investment performance risk. The Directors do not believe the Company is exposed to significant cash flow risk or price risk.

Approved by the Board and signed on its behalf,

Strategic and Directors' Report (continued)

Directors' Report for the year ended 31 December 2024

The Directors present their report and the audited financial statements of Sky Group Finance Limited for the year ended 31 December 2024.

Directors

The Directors who served during the year are shown on page 1.

The Directors do not recommend the payment of a final dividend in the current year (2023: £nil).

The Company has chosen, in accordance with section 414C(11) of Companies Act 2006, to include such matters of strategic importance to the Company in the Strategic Report which otherwise would be required to be disclosed in the Director's report.

Going concern

The Company's business activities together with the factors likely to affect its future development and performance are set out in the Business Review. The Strategic Report details the financial position of the Company, as well as the Company's objectives and policies, and details of its exposures to risk.

The Company is in a net current liability position. However, the Company has received confirmation that Comcast intends to support the Company for a period of at least 12-months from the date of signing of these financial statements.

As a result, after making enquiries, the Directors have formed a judgement at the time of approving the financial statements that the Company will have access to adequate resources to continue for at least 12 months from the date of signing of the financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Auditor

Deloitte LLP have expressed their willingness to continue as auditor and a resolution to reappoint them was approved by the Board of Directors on 18 June 2025.

Financial risk management objectives and policies

The use of financial derivatives is governed by the Sky Group's Treasury policy approved by Comcast's Audit Committee and Board of Directors, which provide written principles on the use of financial derivatives to manage risk. The Company does not use derivative financial instruments for speculative purposes.

The primary risks of the Company relate to other financial instruments. The Company previously transacted in derivative financial instruments for risk management purposes only. It is the Company's policy that all hedging is to cover known risks and that no speculative trading in financial instruments is undertaken. Following evaluation of those market risks, the Company had selectively entered into derivative financial instruments to manage these exposures. The principal instruments previously used were interest rate swaps to hedge interest rate risks, and cross-currency swaps to hedge exposures on long-term foreign currency debt. Currently there are no derivatives. See note 12 for further details.

Strategic and Directors' Report (continued)

Directors Report for the year ended 31 December 2024 (continued)

Interest rate risk

The Company is exposed to interest rate risk in relation to its intercompany receivables which receive interest based on floating interest rates (as disclosed in note 9). The Comcast Group's Treasury function monitors the Company's exposure to fluctuations in interest rates.

Foreign exchange risk

The Company's activities expose it to the financial risks of changes in foreign currency exchange rates. The Sky Group uses foreign exchange forward contracts and cross currency swaps to hedge these exposures and mitigates exposures by matching foreign currency assets and liabilities as far as is possible. See note 13 of the accompanying financial statement for more details.

Credit risk

The Balance Sheet of the Company includes intercompany balances and the Company is therefore exposed to credit risk on these balances. The Company has no significant concentration of credit risk, with exposure spread over a large number of intercompany counterparties. The intercompany balances are detailed in notes 9 and 10 of the accompanying financial statements.

Given the amount and nature of the receivables balance, no allowance account has been made under IFRS 9, and there has been no write-off during the year.

Liquidity risk

The Company relies on the Comcast Group Treasury function to manage its liquidity and ensure that sufficient funds are available for ongoing operations and future developments. The Company currently has access to the £6 billion revolving credit facility with Comcast Corporation which is due to expire in 2027. The Company benefits from this liquidity through intra-group facilities and loans.

Investment performance risk

The principal risk facing the Company relates to the recoverability of the Company's investment in subsidiaries. Recovery of these assets is dependent upon the generation of sufficient profits to pay dividends or from the proceeds of sale of such investments, in the event of their disposal. The Company reviews the carrying amount of its investments at balance sheet date to determine whether there is any indication of impairment.

Approved by the Board and signed on its behalf by,

Directors' responsibilities statement

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), including FRS 101 "Reduced Disclosure Framework". 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 the 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 directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKY GROUP FINANCE LIMITED

Report on the audit of the financial statements

1.

Opinion

We have audited the financial statements which comprise:

• the income statement;

• the statement of comprehensive income;

• the balance sheet;

• the statement of changes in equity; and

• the related notes 1 to 17.

The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 "Reduced Disclosure Framework" (United Kingdom Generally Accepted Accounting Practice).

2.	Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor's responsibilities for the audit of the financial statements section of our report.

We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council's (the 'FRC's') Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKY GROUP FINANCE LIMITED (continued)

3.	Summary of our audit approach

Materiality	The materiality that we used in the current year was £19.5m which was determined on the basis of 1.25% of total assets.
Scoping	Audit work to respond to the risks of material misstatement was performed directly by the audit engagement team
Significant changes in our approach	For the year ended 31 December 2024, there are no significant changes in our approach

4.	Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Our evaluation of the directors' assessment of the company's ability to continue to adopt the going concern basis of accounting included:

• obtaining an understanding of management's process for monitoring cash requirements for the company and its fellow Sky undertakings ("Sky Group"), as the entity assists in financing the operations of the Sky Group;

• making inquiries of management about how cash requirements are met, internally by Sky Group or by using the facilities provided by the Sky Group's ultimate parent company, Comcast Corporation;

• inspecting the letter of support obtained by management from Comcast Corporation which covers a period of at least 12 months from the approval of the financial statements, and evaluating the intent and ability to provide that support; and

• considering contradictory evidence for the appropriateness of the basis of preparation.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKY GROUP FINANCE LIMITED (continued)

5.1.	Valuation and disclosure of the quoted external borrowings

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKY GROUP FINANCE LIMITED (continued)

6.	Our application of materiality

6.1.	Materiality

We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope of our audit work and in evaluating the results of our work.

Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:

We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and undetected misstatements exceed the materiality for the financial statements as a whole. Performance materiality was set at 70% of materiality for the 2024 audit (2023: 70%). In determining performance materiality, we considered the following factors:

a.       The risk assessment, including our assessment of the company's overall control environment; and

b.       Our past experience of the audit, which has indicated a low number of corrected and uncorrected misstatements identified        in prior periods.

We agreed with the directors that we would report to the directors, all audit differences in excess of £0.98m (2023: £0.94m), as well as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We also report to the directors on disclosure matters that we identified when assessing the overall presentation of the financial statements.

7.	An overview of the scope of our audit

Our audit was scoped by obtaining an understanding of the entity and its environment, including internal control, and assessing the risks of material misstatement. Audit work to respond to the risks of material misstatement was performed directly by the audit engagement team. We did not rely on internal controls as part of our audit strategy.

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKY GROUP FINANCE LIMITED (continued)

8.	Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated.

If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

9.	Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

10.	Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located on the FRC's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKY GROUP FINANCE LIMITED (continued)

11.	Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

As a result of performing the above, we did not identify any key audit matters related to the potential risk of fraud or non-compliance with laws and regulations.

Our procedures to respond to risks identified included the following:

• reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

• enquiring of management, the directors and in-house legal counsel concerning actual and potential litigation and claims;

• performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

• reading minutes of meetings of those charged with governance; and

• in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members including internal specialists, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SKY GROUP FINANCE LIMITED (continued)

Report on other legal and regulatory requirements

12.	Opinions on other matters prescribed by the Companies Act 2006

13.	Matters on which we are required to report by exception

We have nothing to report in respect of these matters.

13.2.

Directors' remuneration

Under the Companies Act 2006 we are also required to report if in our opinion, certain disclosures of directors' remuneration have not been made.

We have nothing to report in respect of this matter.

14.	Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Income Statement

For the year ended 31 December 2024

	Notes	2024	2023
		£’000	£’000
Investment income	3	62,843	55,205
Finance costs	4	(14,599)	(15,137)
		───────	───────
Profit before tax	5	48,244	40,068
Tax	6	-	-
		───────	───────
Profit for the year attributable to equity shareholder		48,244	40,068
		═══════	═══════

The accompanying notes are an integral part of this Income Statement.

All results relate to continuing operations.

Statement of Comprehensive Income

For the year ended 31 December 2024

		2024	2023
		£’000	£’000
Profit for the year attributable to equity shareholder		48,244	40,068
Other comprehensive income
Amounts recognised directly in equity that may subsequently be recycled to the income statement
Tax on cash flow hedges		-	50
		───────	───────
		-	50
Amounts reclassified and reported in the income statement
Gain on cash flow hedges		(3,363)	(3,354)
Tax on cash flow hedges		841	788
		───────	───────
		(2,522)	(2,566)
Other comprehensive loss for the year (net of tax)		(2,522)	(2,516)
		───────	───────
Total comprehensive income for the year attributable to equity shareholder		45,722	37,552
		═══════	═══════

The accompanying notes are an integral part of this Statement of Comprehensive Income.

All results relate to continuing operations.

Balance Sheet

As at 31 December 2024

	Notes	2024	2023
		£’000	£’000
Non-current assets
Investment in subsidiaries	7	225,825	225,825
Trade and other receivables	9	1,341,082	1,278,207
		───────	───────
Total non-current assets		1,566,907	1,504,032
		───────	───────
Total assets		1,566,907	1,504,032
		═══════	═══════
Current liabilities
Trade and other payables	10	674,018	661,116
		───────	───────
Total current liabilities		674,018	661,116
		───────	───────
Non-current liabilities
Borrowings	11	276,403	271,311
Deferred tax liabilities	8	10,222	11,063
		───────	───────
Total non-current liabilities		286,625	282,374
		───────	───────
Total liabilities		960,643	943,490
		───────	───────
Share capital	14	50	50
Reserves	15	606,214	560,492
		───────	───────
Total equity attributable to equity shareholder		606,264	560,542
		───────	───────
Total liabilities and shareholder's equity		1,566,907	1,504,032
		═══════	═══════

The accompanying notes are an integral part of this Balance Sheet.

The financial statements of Sky Group Finance Limited, registered number 05576975, were approved by the Board of Directors on 18 June 2025 and were signed on its behalf by:

Statement of Changes in Equity

For the year ended 31 December 2024

	Share capital	Hedging Reserve	Retained earnings	Total shareholder's equity
	£’000	£’000	£’000	£’000
At 1 January 2023	50	32,194	490,746	522,990
Profit for the year	-	-	40,068	40,068
Recognition and transfer of cash flow hedges:
-In income statement	-	(3,354)	-	(3,354)
Tax on items taken directly to equity	-	838	-	838
	───────	───────	───────	───────
Total comprehensive income for the year	-	(2,516)	40,068	37,552
	───────	───────	───────	───────
At 31 December 2023	50	29,678	530,814	560,542
	═══════	═══════	═══════	═══════
Profit for the year	-	-	48,244	48,244
Recognition and transfer of cash flow hedges:
-In income statement	-	(3,363)	-	(3,363)
Tax on items taken directly to equity	-	841	-	841
	───────	───────	───────	───────
Total comprehensive income for the year	-	(2,522)	48,244	45,722
	───────	───────	───────	───────
At 31 December 2024	50	27,156	579,058	606,264
	═══════	═══════	═══════	═══════

The accompanying notes are an integral part of this Statement of Changes in Equity.

For a description of the nature and purpose of the hedging reserve, see note 15.

Notes to the financial statements

1.	Company information

Sky Group Finance Limited (the ''Company'') is a limited liability Company, limited by shares, incorporated in the United Kingdom, and registered in England and Wales. The address of the registered office is Grant Way, Isleworth, Middlesex, TW7 5QD, United Kingdom and registered number is 05576975.

The Company's principal activities are set out in the Strategic report.

These financial statements are presented in pounds sterling because that is the currency of the primary economic environment in which the Company operates.

2	Material accounting policies

a)	Statement of compliance

The financial statements of the Company have been prepared in accordance with Financial Reporting Standard 101, 'Reduced Disclosure Framework' ("FRS 101"), in conformity with the requirements of the Companies Act 2006.

The Company meets the definition of a qualifying entity under FRS 100 'Application of Financial Reporting Requirements' issued by the Financial Reporting Council.

In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements of IFRS, but makes amendments where necessary in order to comply with the Companies Act 2006 and to take advantage of FRS 101 disclosure exemptions. These exemptions are listed in accounting policy 2(i).

These exemptions are listed in accounting policy 2(i).

b)	Basis of preparation

The financial statements have been prepared on a going concern basis and on an historical cost basis, except for the remeasurement to fair value of certain financial assets and liabilities as described in the accounting policies below.

The Company's business activities together with the factors likely to affect its future development and performance are set out in the Business Review. The Strategic Report details the financial position of the Company, as well as the Company's objectives and policies, and assessment of risk.

Given the integrated nature of the Group's financial planning and treasury functions, funding requirements have been assessed at the Group level. The Directors believe that the cash flow from operating activities generated by the businesses, together with the Company's existing cash, cash equivalents, investments and available borrowings under its existing credit facilities, including the £6 billion revolving credit facility with Comcast, will be sufficient for the Company to meet its current and long-term liquidity and capital requirements.

The Company is in a net current liability position. However, the Company has received confirmation that Comcast intends to support the Company for a period of at least 12 months from the date of signing of these financial statements.

As a result, after making enquiries, the Directors have formed a judgement at the time of approving the financial statements that the Company will have access to adequate resources to continue for at least 12 months from the date of signing of the financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

The Company has classified assets and liabilities as current when they are expected to be realised in, or intended for sale or consumption in, the normal operating cycle of the Company.

The Company has taken advantage of the exemption from preparing consolidated financial statements afforded by section 401 of the Companies Act 2006, because it is a wholly-owned subsidiary of Comcast Corporation ("Comcast") which prepares consolidated financial statements which are publicly available (see note 17).

The entity has adopted the amendments to IAS 12 which clarify that the Standard applies to income taxes arising from tax law enacted or substantively enacted to implement the Pillar Two model rules published by the OECD, including tax law that implements qualified domestic minimum top-up taxes described in those rules. The amendments introduce a temporary exception to the accounting requirements for deferred taxes in IAS 12, so that an entity would neither recognise nor disclose information about deferred tax assets and liabilities related to Pillar Two income taxes. Following the amendments, the entity is required to disclose that it has applied the exception and to disclose separately its current tax expense or income related to Pillar Two income taxes.

In the current year, the Company has applied a number of amendments to IFRS Accounting Standards issued by the International Accounting Standards Board (IASB) that are mandatorily effective for the current year accounting period. Their adoption has not had any material impact on the disclosures or on the amounts reported in these financial statements.

Notes to the financial statements (continued)

2.	Material accounting policies (continued)

c)	Derivative financial instruments and hedging activities

The Company used derivative financial instruments to hedge its exposure to fluctuations in interest and foreign exchange rates.

Derivatives were held at fair value from the date on which a derivative contract is entered into. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under IFRS 13 "Fair Value Measurement". The Company calculates a separate credit valuation adjustment ('CVA') or debit valuation adjustment ('DVA') for each derivative based upon the net position for each counter party relationship.

The Company calculates the CVA where it has a net asset position using a quoted credit default swap curve for the counter party and calculates the DVA where it has a net liability position using an industry proxy credit default swap curve for the Company. The fair value of derivative financial instruments is calculated by discounting future cash flows with reference to the benchmark Alternative Reference Rate (ARR) curve, adjusted by the relevant credit default swap curve.

Certain other derivatives held by the Company do not meet the qualifying criteria for recognition for accounting purposes as hedges, despite this being their economic function. Changes in the fair values of these derivatives are recognised immediately in the Income Statement / Statement of Comprehensive Income. The Company does not hold or issue derivatives for speculative purposes.

s.

1. Derivatives that qualify for cash flow hedge accounting

1. Embedded derivatives

Derivatives embedded in other financial instruments or other host contracts are treated as separate derivatives when their risks and characteristics are not closely related to those of the host contracts and the host contracts are not carried at fair value, with unrealised gains or losses reported in the Income Statement/Statement of Comprehensive Income. Embedded derivatives are carried on the balance sheet at fair value from the inception of the host contract. Changes in fair value are recognised within the Income Statement/Statement of Comprehensive Income during the year in which they arise.

Notes to the financial statements (continued)

2.	Material accounting policies (continued)

d)	Financial assets and liabilities

Directly attributable transaction costs are included in the initial measurement of financial assets and liabilities only with respect to those assets and liabilities that are not subsequently measured at fair value through profit and loss. At each balance sheet date, the Company assesses whether there is any objective evidence that any financial asset is impaired.

Financial assets and liabilities are initially recognised at fair value plus any directly attributable transaction costs. Financial assets and liabilities are recognised on the Company's Balance Sheet when the Company becomes a party to the contractual provisions of the financial asset or liability. Financial assets are derecognised from the Balance Sheet when the Company's contractual rights to the cash flows expire or the Company transfers substantially all the risks and rewards of the financial asset. Financial liabilities are derecognised from the Company's Balance Sheet when the obligation specified in the contract is discharged, cancelled or expires. Financial assets are determined to be current or non-current based on expected settlement, whilst financial liabilities are determined to be current or non-current based on their contractual settlement date.

Financial assets and liabilities are offset and the net amount reported in the statement of financial position where there is a currently enforceable legal right to set off the recognised amounts and there is the ability and intention to settle on a net basis, or realise the asset and settle the liability simultaneously.

1. Trade and other receivables

1. Trade and other payables

Trade and other payables  are non-derivative financial liabilities and are measured at amortised cost using the effective interest method. Trade and other payables with no stated interest rate are measured at the original invoice amount if the effect of discounting is immaterial.

1. Borrowings

Borrowings are recorded as the proceeds received, net of direct issue costs. Finance charges, including any premium payable on settlement or redemption and direct issue costs, are accounted for on an accruals basis in the Income Statement using the effective interest method and are added to the carrying amount of the underlying instrument to which they relate, to the extent that they are not settled in the year in which they arise.

e)	Investment in subsidiaries

An investment in a subsidiary is recognised at cost less any accumulated impairment. Cost is considered to be the aggregate of the nominal value of the relevant number of the Company's shares and the fair value of any other consideration given to acquire the share capital of the subsidiary undertakings.

f)	Impairment

At each balance sheet date, in accordance with IAS 36 "Impairment of Assets", the Company reviews the carrying amounts of all its assets excluding inventories, assets classified as held-for-sale, financial assets (see accounting policy d) and deferred taxation (see accounting policy g) to determine whether there is any indication that any of those assets have suffered an impairment loss.

An impairment is recognised in the Income Statement/Statement of Comprehensive Income whenever the carrying amount of an asset or its cash generating unit exceeds its recoverable amount. The recoverable amount is the greater of net selling price, defined as the fair value less costs to sell, and value-in-use. In assessing value-in-use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and risks specific to the asset.

Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash generating unit to which the asset belongs. Impairment losses recognised in respect of cash generating units are allocated first to reduce the carrying amount of any goodwill allocated to those units, and then to reduce the carrying amount of other assets in the unit on a pro-rata basis.

An impairment loss for an individual asset or cash generating unit shall be reversed if there has been a change in estimates used to determine the recoverable amount since the last impairment loss was recognised and is only reversed to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised. Impairment of goodwill is not reversed.

Notes to the financial statements (continued)

2.	Material accounting policies (continued)

f)	Impairment (continued)

Determining whether the carrying amount of these assets has any indication of impairment also requires judgement. If an indication of impairment is identified, further judgement is required to assess whether the carrying amount can be supported by, for example, the net present value of future cash flows forecast to be derived from the asset. This forecast involves cash flow projections and selecting the appropriate discount rate, where applicable.

g)	Tax, including deferred tax

The Company's liability for current tax is based on taxable profits for the year, and is calculated using tax rates that have been enacted or substantively enacted at the Balance Sheet date.

The Company's liability for current tax is based on taxable profits for the year and is calculated using tax rates that have been enacted or substantively enacted at the balance sheet date. Tax losses are surrendered as far as possible to other group entities with taxable profits.

The Company's tax charge is the sum of the total current and deferred tax charges. The calculation of the Company's total tax charge necessarily involves a degree of estimation and judgement in respect of certain items whose tax treatment cannot be finally determined until resolution has been reached with the relevant tax authority or, as appropriate, through a formal legal process.

Provisions for tax contingencies require management to make judgements and estimates in relation to tax audit issues and exposures. Amounts accrued are based on management's interpretation of country-specific tax law and the likelihood of settlement. Tax benefits are not recognised unless it is probable that the tax positions will be sustained. Once considered to be probable, management reviews each material tax benefit to assess whether a provision should be taken against full recognition of the benefit on the basis of the likely resolution of the issue through negotiation and/or litigation. The amounts recognised in the financial statements in respect of each matter are derived from the Company's best estimation and judgement, as described above. However, the inherent uncertainty regarding the outcome of these items means the eventual resolution could differ from the provision and in such event the Company would be required to make an adjustment in a subsequent year which could have a material impact on the Company's profit and loss and/or cash position.

The key area of judgement in respect of deferred tax accounting is the assessment of the expected timing and manner of realisation or settlement of the carrying amounts of assets and liabilities held at the balance sheet date. In particular, assessment is required of whether it is probable that there will be suitable future taxable profits against which any deferred tax assets can be utilised.

h)	Foreign currency translation

The Company's functional currency and presentational currency is pounds sterling. Trading activities denominated in foreign currencies are recorded in pounds sterling at the applicable monthly exchange rates. Monetary assets, liabilities and commitments denominated in foreign currencies at the Balance Sheet date are recorded at the rates of exchange at that date. Non-monetary assets and liabilities denominated in foreign currencies are translated to pounds sterling at the exchange rate prevailing at the date of the initial transaction. Gains and losses from the retranslation of assets and liabilities are included net in profit for the year, except for exchange differences arising on non-monetary assets and liabilities where the changes in fair value are recognised directly in equity.

For presentation purposes, assets and liabilities are translated at the exchange rate prevailing on the balance sheet date. Income and expense items are translated at the applicable monthly average exchange rates. Any exchange differences arising are classified as equity within the foreign currency translation reserve.

Notes to the financial statements (continued)

2.	Material accounting policies (continued)

i)	FRS 101 exemptions

The following exemptions from the requirements of IFRS have been applied in the preparation of these financial statements, in accordance with FRS 101:

• The requirements of IAS 1 'Presentation of financial statements' and IAS 7 'Statement of cash flows' to present a statement of cash flows and related notes;

• The requirements of IAS 8 'Accounting policies, changes in accounting estimates and errors' to disclose information in relation to accounting standards which are issued but not yet effective;

• The requirements of IAS 24 'Related party disclosures' relating to key management compensation; and

• The requirements of IAS 24 'Related party disclosures' to disclose related party transactions between two or more members of a group.

Where relevant, equivalent disclosures have been given in the consolidated accounts of Comcast Corporation.

j)	Critical judgements and key sources of estimation uncertainty

The application of the Company's accounting policies may require the use of estimation or judgement in a manner which may affect the Company's financial position or results.

There are not considered to be any critical accounting judgements (or key sources of estimation uncertainty) applied in the preparation of the financial statements.

Additional areas where estimation or judgement is applied have been discussed in the related accounting policies sections above.

Notes to the financial statements (continued)

3.	Investment income

Intercompany interest is receivable on balances of £951 million (2023: £895 million) and £56 million (2023: £57 million) both with Sky UK Limited. These loans are repayable on demand and bear interest at SONIA plus 1.1193%.

In July 2020, the Company entered into a loan agreement with Comcast Bidco Holdings Limited for USD350 million (which was novated to Comcast Sky Holdings Inc. during the year). The loan note is repayable on 15 October 2035 and bears interest at a rate of 1.17%.

4.	Finance costs

In October 2005, the Company issued Guaranteed Notes consisting of US$350 million aggregate principal amount of notes paying 6.500% interest and maturing on 15 October 2035.

5.	Profit before tax

Employee Services

There were no employee costs during the year, as the Company had no employees, other than the Directors. Services are provided by employees of other companies within the Sky Group with no charge being made for their services. The Directors did not receive any remuneration during the year in respect of their services to the Company.

Audit fees

Amounts paid to the auditor for the audit of the Company’s annual financial statements of £70,580 (2023: £68,500) were borne by another Sky Group Company in both the current and prior year. No amounts for other services have been paid to the auditor.

Notes to the financial statements (continued)

6.

Tax

1. Tax recognised in the income statement

1. Tax recognised directly in equity

1. Reconciliation of effective tax rate

The tax charge for the year is less than (2023: less than) the charge that would have been calculated using the rate of corporation tax in the UK applied to the profit before tax. The differences are explained below:

All tax relates to UK corporation tax. The entity has applied the temporary exception, introduced in May 2023, from the accounting requirements for deferred taxes in IAS 12, so that the entity neither recognises nor discloses information about deferred tax assets and liabilities related to Pillar Two income taxes. There is not expected to be any material impact of Pillar Two income taxes reporting legislation, which is applicable to the financial statements for the year ended 31 December 2024.

7.	Investment in subsidiaries

The investment in subsidiaries shown above represents the cost of the shares of the wholly-owned subsidiary undertakings less provisions made for any impairment in value.

Notes to the financial statements (continued)

7.	Investment in subsidiaries (continued)

Details of the investments of the Company are as follows:

8.	Deferred tax liability

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the years in which they reverse. The rate enacted for the relevant year of reversal is 25% (2023: 25%).

9.	Trade and other receivables

The Company is exposed to credit risk on its trade and other receivables, which are primarily with other members of the Group and represents a concentration of risk. No allowances have been recorded against amounts receivable from group companies as the expected credit loss on these balances is considered to be immaterial.

Notes to the financial statements (continued)

9.	Trade and other receivables (continued)

Amounts receivable from other group companies

Amounts due from other group companies as at 31 December 2024 are £1,341,082,000 (as at 2023: £1,278,207,000) of which £51,817,000 (2023: £51,816,000) represent trade receivables, which are unsecured, non-interest bearing and are repayable on demand. The balance of £1,289,265,000 (2023: £1,226,391,000) are loans as detailed below:

On 16 September 2008, the Company entered into a loan agreement of £42,080,000 with Sky UK Limited whereby the Company was lender and Sky UK Limited was borrower. This was extended to £150,000,000 in July 2022. This is an interest-bearing loan incurring interest at a rate of SONIA plus 1.1193% and is repayable on demand. The amount outstanding on this loan (including interest and exposure to credit risk) as at 31 December 2024 was £55,549,000 (2023: £57,182,000).

On 16 October 2009, the Company entered into a loan agreement of £610,700,000 with Sky UK Limited whereby the Company was lender and Sky UK Limited was borrower. This was an interest-bearing loan incurring interest at a rate of SONIA plus 1.1193% and is repayable on demand. The amount outstanding on this loan (including interest and exposure to credit risk) as at 31 December 2024 was £950,884,000 (2023: £894,560,000).

On 23 July 2020, the Company entered into a loan agreement of $350,000,000 whereby the Company was the lender and Comcast Bidco Holdings Limited was the borrower. This is an interest bearing loan incurring interest at a rate of 1.17% and was novated to Comcast Sky Holdings Inc. during the year. The amount outstanding on this loan including interest as at 31 December 2024 was £282,832,000 (2023: £274,650,000).

10.	Trade and other payables

The Directors consider that the carrying amount of trade and other payables approximates to their fair values.

Amounts payable to the parent company

The Company has trade payable balances with Sky Limited of £39,950,000 (2023: £31,264,000), these balances are unsecured, non-interest bearing and are repayable on demand.

Amounts payable to other group companies

Amounts payable to other group companies totalling £630,233,000 (2023: £626,085,000) represent payable which are unsecured, non-interest bearing and payable on demand.

Notes to the financial statements (continued)

11.	Borrowings

Guaranteed notes

At 31 December 2024 the Company had in issue the following publicly traded Guaranteed Notes:

At 31 December 2023 the Company had in issue the following publicly traded Guaranteed Notes:

Six other Comcast Group companies (2023: Six), Sky Limited, Sky UK Limited, Sky Subscribers Services Limited, Sky Telecommunications Services Limited, Sky CP Limited and Comcast Corporation have given joint and several guarantees in relation to the above mentioned notes.

Notes to the financial statements (continued)

12.	Derivatives and other financial instruments

Hedge accounting classification and impact

The Company designated its fixed rate cross-currency swaps, which were terminated in July 2020, as cash flow hedges. As such, the effective portion of the gain or loss on these contracts was reported as a separate component of the hedging reserve, and was then reclassified to the Income Statement in the same years that the forecast transactions affected the Income Statement. During the current year, gains of £3,363,000 were removed from the hedging reserve and credited to finance costs in the Income Statement to amortise the remaining balance in the hedging reserve over the life of the bond (2023: gains of £3,354,000 removed, principally to offset the currency translation movements in the underlying hedged debt).

Hedge effectiveness testing was performed quarterly using the dollar-offset approach. The actual movement in the hedging items was compared with the movement in the valuation of the hypothetically perfect hedge of the underlying risk at inception, and any ineffectiveness was recognised directly in the Income Statement. There was no ineffectiveness recognised in the Income Statement during the current year (2023: £nil).

A hedge relationship is deemed to be effective if the ratio of changes in valuation of the underlying hedged item and the hedging instrument is within the range of 80% to 125%. Any relationship which has a ratio outside this range is deemed to be ineffective, at which point hedge accounting is suspended. During the year ended 31 December 2024, there were no instances in which the hedge relationship was not highly effective (2023: no instances).

(a)	Carrying value and fair value

The Company's principal financial instruments comprise quoted bond debt. The Company has financial assets such as intercompany trade and other receivables.

The accounting classification of each class of the Company's financial assets and financial liabilities is as follows:

The fair values of financial assets and financial liabilities are determined as follows:

• The fair value of financial assets and financial liabilities with standard terms and conditions and which are traded on active liquid markets is determined with reference to quoted market prices.

• The fair value of other financial assets and financial liabilities (excluding derivative instruments) is determined in accordance with generally accepted pricing models based on discounted cash flow analysis using prices from observable current market transactions and dealer quotes for similar instruments.

The differences between carrying values and fair values reflect unrealised gains or losses inherent in the financial instruments, based on valuations as at 31 December 2024 and 31 December 2023. The volatile nature of the markets means that values at any subsequent date could be significantly different from the values reported above.

Notes to the financial statements (continued)

12.	Derivatives and other financial instruments (continued)

b)	Fair value hierarchy

All of the Company's financial instruments which are held at fair value are classified as Level 2 assets (2023: All) with the exception of the quoted bond debt which is held at amortised cost however the fair value disclosed in note 12 is classified as level 1 in the fair value hierarchy. The fair value hierarchy reflects the degree to which observable inputs are used in determining their fair values:

Level 1

Fair values measured using quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2

Fair values measured using inputs, other than quoted prices included within Level 1, that are observable for the asset or liability either directly or indirectly. Derivative financial instrument fair values are present values determined from future cash flows discounted at rates derived from market source data.

Level 3

Fair values measured using inputs for the asset or liability that are not based on observable market data.

13.	Financial risk management objectives and policies

Treasury activity

Changes in assets and liabilities arising from financing activities

1. Includes Borrowings £276,403,000 (2023: £271,311,000), and related Interest £3,835,000 (2023: £3,767,000).
2. Includes interest expense from borrowings, fee amortisation, fair value and foreign exchange which impact the Income statement or other comprehensive income.

Notes to the financial statements (continued)

13.	Financial risk management objectives and policies (continued)

Market risk

The following table represents the corresponding carrying values and nominal amounts of derivatives in a continued hedge relationship as at 31 December 2024:

Interest rate risk

Debt proceeds are loaned on to other Sky Group companies at fixed interest rates and terms linked to the principal amount, currency and maturity of the underlying debt instrument, thereby offsetting the interest rate risk that the Company would otherwise be subject to. Debt is issued in the form of fixed rate notes. At 31 December 2024, 100% of borrowings are held at fixed rates (2023: 100%).

The Company has loaned Comcast Sky Holdings Inc. USD 350 million at a rate of 1.17%.

Interest rate sensitivity

Foreign exchange risk

At 31 December 2024, the split of the Company's aggregate borrowings into their core currencies was US dollar 100% (2023: US dollar 100%). At 31 December 2024, 100% of the Company's long-term borrowings are denominated in US Dollars, but this exposure is mitigated by an intercompany loan receivable balance for the same notional amount.

Notes to the financial statements (continued)

13.	Financial risk management objectives and policies (continued)

Credit risk

The Company is exposed to credit risk amounting to trade receivables. The Company's maximum exposure to credit risk on trade receivables is the carrying amounts disclosed in note 9. Given the amount and nature of receivables balance, no allowance account has been made under IFRS 9, and there has been no write-off during the year.

Liquidity risk

The Company's principal source of liquidity is cash from intercompany loan agreements, combined with access to the £6 billion revolving credit facility with its ultimate parent, Comcast which is due to expire in 2027. The Company benefits from this liquidity through intra-group facilities and loans.

The Company's financial liabilities are shown in notes 10 and 11.

The following table analyses the Company's financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows. The amounts disclosed may not reconcile to the amounts disclosed on the Balance Sheet for borrowings, derivatives and trade and other payables.

	Less than 12 months	Between one and two years	Between two and five years	More than five years
	£’000	£’000	£’000	£’000
At 31 December 2024
Non-derivative financial liabilities
Bonds - USD	18,165	18,165	54,495	388,454
Trade and other payables	674,018	-	-	-
	═══════	═══════	═══════	═══════
At 31 December 2023
Bonds - USD	17,846	17,846	53,538	399,474
Trade and other payables	661,116	-	-	-
	═══════	═══════	═══════	═══════

Capital Risk Management

The capital structure of the Company consists of equity attributable to equity holders of the parent company, comprising issued capital, reserves and retained earnings. Risk and treasury management is governed by Comcast Corporation's policies approved by the Comcast Board of Directors.

Notes to the financial statements (continued)

14.	Share capital

The Company has one class of ordinary shares which carries equal voting rights and no contractual right to receive payment.

15.	Shareholder's equity

Hedging reserve

Changes in the fair values of derivatives that are designated as cash flow hedges are initially recognised in the hedging reserve, and subsequently recognised in the Income Statement when the related hedged items are recognised in the Income Statement. In addition, deferred tax relating to these derivatives is also initially recognised in the hedging reserve prior to transfer to the Income Statement.

16.	Contracted commitments, contingencies and guarantees

The following guarantee is in place relating to the Sky Group's borrowings: the Company, together with Sky UK Limited, Sky Telecommunications Services Limited, Sky CP Limited, Sky Subscribers Services Limited and Comcast Corporation have given joint and several guarantees in relation to the outstanding Guaranteed Notes issued by Sky Limited.

17.	Ultimate parent undertaking

The Company is a wholly-owned subsidiary undertaking of Sky Limited, (the immediate parent company), a company incorporated in the United Kingdom and registered in England and Wales. The Company's ultimate parent company and the smallest and largest group in which the results of the company are consolidated is Comcast Corporation, a company incorporated in the United States of America and registered in Pennsylvania.

The Company is ultimately controlled by Comcast and operates together with Comcast's other subsidiaries, as part of the Comcast Group. The only group in which the results of the Company are consolidated is that headed by Comcast.

The consolidated financial statements of the Comcast Group are available to the public and may be obtained from the Company Investor Relations, Comcast Corporation, One Comcast Center, Philadelphia, PA 19103, USA (registered office), or at: https://www.cmcsa.com/investors.