Registered number:
FOR THE PERIOD ENDED 26 DECEMBER 2021
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RED MIST LEISURE LIMITED
COMPANY INFORMATION
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RED MIST LEISURE LIMITED
CONTENTS
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RED MIST LEISURE LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 26 DECEMBER 2021
The Directors present their report and the financial statement for the year ended 26 December 2021.
Throughout this seven-month period the company operated 10 pubs, 7 freehold and 3 leasehold, in South East England, there were no pub disposals or new acquisitions during this time.
The principal activities of the company in the period under review were those of operating premium food led public houses in Surrey and Hampshire.
During this period, the Country entered lockdown as a result of COVID 19, and also hospitality businesses were only allowed to trade for a number of months with social distancing measures in place, including external eating and drinking at various times, and for much of the year, when internal dining and drinking were permitted, at tables only with set distances and barriers in place which reduced the cover count in each site by c 40%, thereby reducing revenue potential. Aside from managing Covid much of the Directors’ time was spent trying to build revenues and manage costs in an environment when even when restrictions were lifted, many consumers were reluctant to socialise and eat and drink out. The company joined the Red Lion group in January 2021 when its immediate parent company, Red Mist Holdings Limited, was acquired.
Turnover increased by 90% from £4.40m for the seven month period to 27 December 2020 to £8.36m for the year to 26 December 2021. The increase in revenue was as a result of less time closed due to lockdown and COVID 19, although the first four months of 2021 suffered from the restrictions in place to suppress COVID 19.
The operating result for the year was an operating loss of £919k compared to a £396k profit in the previous period. The company reported a loss before tax of £948k for the year compared to a £181k profit before tax in the previous period.
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RED MIST LEISURE LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 26 DECEMBER 2021
There are a number of factors that will affect the performance of the business in the future including competition, increasing costs and consumer confidence.
The departure from the European Union and the Covid-19 pandemic have disrupted the hospitality industry significantly and created a number of risks to our future operations and performance; People Recruitment and retention of key staff was challenging before the pandemic and it is clear a large volume of people left the industry during the last 24 months. This has subsequently resulted in a number of staffing shortages across the industry particularly for kitchen staff and as a result wages have risen sharply. As a group we have strengthened our recruitment and people team providing the necessary focus required to source and retain high quality candidates but the Board considers this a medium and long term risk. It is anticipated that staffing shortages will continue to disrupt the industry and may result in some pubs having to enforce short term closures or part closures until the situation improves. Food Hygiene and health and safety The Board considers all aspects of health and safety and food hygiene of the highest importance. The business benefits from extensive level of operational expertise and support staff as well as external specialist partners who monitor, train and support our onsite teams. Financing and debt The board recognises that securing new debt to grow the business will be challenging on the basis of disrupted performance during lockdown and losses and weaker profits incurred during the period. Summary The Board continues to monitor costs carefully and make reductions where necessary. Trading remains challenging whilst consumer confidence is dented by the pandemic, and the risk of further lockdowns and trading restrictions to safeguard customers remains real. Despite the very uncertain outlook in the short term the directors remain positive and upbeat about the long term success of the business given the quality of the portfolio, the strength of the team and the premium nature of the offer and customer proposition.
This report was approved by the board and signed on its behalf.
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RED MIST LEISURE LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 26 DECEMBER 2021
The directors present their report and the financial statements for the period ended 26 December 2021.
The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙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 to 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 loss for the period, after taxation, amounted to £1,051,470 (2020 - profit £54,983).
The directors who served during the period were:
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RED MIST LEISURE LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 26 DECEMBER 2021
On 1 July 2022, 38.41% of the ordinary share capital in the immediate parent undertaking, Red Mist Holdings Limited ("RMH") was acquired by Red Lion Holdings 2 Limited ("RLH2"), a wholly owned company of the group for consideration of £5,290,978.
This transaction was partly settled by the transfer of the trade and assets of three pub sites from Red Mist Leisure Limited to NDPC Limited (formerly Red Mist Rose and Crown Limited), a fellow group subsidiary up to 1 July 2022. The sites transferred consisted of The Royal Exchange in Lindford, Bordon, The Red Lion in Hook and The Castle Inn in Farnham, Surrey. The consideration paid to the Company for these transfers was £4,025,000 via an interest-free loan, payable on demand, provided by RLH2. On 5 December 2022, the Company sold The Temple Inn in Liss for net sales proceeds of £546,039. On 29 December 2022, the Company sold the Stag on The River in Eashing to Red Lion Operations 1 Limited ("RLO1"), a fellow subsidiary of the group, for consideration of £3.4m satisfied by an intercompany debt of the same amount. On the same day, the Company directed that monies receivable from RLO1 of £3.4m should be directed to RMH in order to satisfy existing debt.
Under section 487(2) of the Companies Act 2006, Haysmacintyre LLP will be deemed to have been reappointed as auditor 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
This report was approved by the board and signed on its behalf.
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RED MIST LEISURE LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF RED MIST LEISURE LIMITED
We have audited the financial statements of Red Mist Leisure Limited (the 'Company') for the period ended 26 December 2021, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
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 United Kingdom, including the Financial Reporting Council's Ethical Standard 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.
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.
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.
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RED MIST LEISURE LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF RED MIST LEISURE LIMITED (CONTINUED)
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.
We have nothing to report in this regard.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.
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RED MIST LEISURE LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF RED MIST LEISURE LIMITED (CONTINUED)
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.
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:
Based on our understanding of the Company and industry, we identified that the principal risks of non-compliance with laws and regulations related to regulatory requirements, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006, income tax and sales tax. We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries, to revenue and management bias in accounting estimates. Audit procedures performed by the engagement team included: - Inspecting correspondence with regulators and tax authorities; - Discussions with management including consideration of known or suspected instances of non-compliance with laws and regulation and fraud; - Evaluating management’s controls designed to prevent and detect irregularities; - Identifying and testing journals, in particular in particular journal entries posted that significantly impact on the result for the year or appear to be unusual or not consistent with our understanding of the operations of the company; and - Challenging assumptions and judgments made by management in their critical accounting estimates.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditor's Report.
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RED MIST LEISURE LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF RED MIST LEISURE LIMITED (CONTINUED)
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.
for and on behalf of
Statutory Auditors
10 Queen Street Place
EC4R 1AG
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RED MIST LEISURE LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 26 DECEMBER 2021
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RED MIST LEISURE LIMITED
REGISTERED NUMBER: 05124400
STATEMENT OF FINANCIAL POSITION
AS AT 26 DECEMBER 2021
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 12 to 33 form part of these financial statements.
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RED MIST LEISURE LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 26 DECEMBER 2021
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
Red Mist Leisure Limited is a private company limited by shares incorporated in England and Wales. The registered office address is The Wool Barn, Peper Harow, Godalming, GU8 6BQ.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
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 Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d).
This information is included in the consolidated financial statements of Red Lion Holdings LLP as at 26 December 2021 and these financial statements may be obtained from Companies House.
At the balance sheet date the Company had net current liabilities of £11,790,997. Included within creditors due in less than one year are amounts owed to group undertakings totalling £11,875,191. The directors have confirmed that repayment of amounts owed will not be required until the Company has the resources to do so.
The directors have prepared cash flow forecasts for the group covering a period extending beyond 12 months from the date of approval of these financial statements that demonstrate the sufficient availability of funds to continue on in business and meeting its liabilities as they fall due. For these reasons, the directors believe it is appropriate to prepare the financial statements on a going concern basis.
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
2.Accounting policies (continued)
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
2.Accounting policies (continued)
Goodwill arises on business acquisitions and represents the excess of the cost of the acquisition over the company’s interest in the net amount of the identifiable assets, liabilities, and contingent liabilities of the acquired business. Goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. It is amortised on a straight-line basis over its useful life. Where a reliable estimate of the useful life of goodwill or intangible assets cannot be made, the life is presumed not to exceed ten years.
The estimated useful lives range as follows:
If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
2.Accounting policies (continued)
At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives.
Depreciation is provided on the following basis:
Fair values are determined from market based evidence normally undertaken by professionally qualified valuers.
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
2.Accounting policies (continued)
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Company's Statement of Financial Position 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
Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.
Impairment of financial assets
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
2.Accounting policies (continued)
Financial assets are assessed for indicators of impairment at each reporting date.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
Financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.
Basic financial liabilities, which include trade and other payables, bank loans and other loans are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
Tangible Fixed Assets - useful economic lives The estimated useful economic lives of tangible fixed assets are based on management's judgement and experience. When management identifies that actual useful economic lives differ materially from the estimates used to calculate depreciation, that charge is adjusted retrospectively. Due to the significance of tangible fixed asset investment to the company, variations between actual and estimated useful economic lives could impact operating results both positively and negatively, although historically few changes to estimated useful economic lives have been required. Adoption of revaluation policy in respect of freehold and leasehold properties and impairment review Management have adopted a policy of revaluation in respect of freehold and leasehold properties as they consider that such a policy enables the accounts to present more relevant information to users of the accounts. In accordance with FRS 102.10.10A, the adoption of the revaluation basis for these assets has been accounted for prospectively. The Company is required to evaluate the carrying values of tangible fixed assets for impairment whenever circumstances indicate, in management's judgement, that the carrying value of such assets may not be recoverable. An impairment review requires management to make subjective judgements and estimates regarding the cash generating units under review. Management have identified each site to be a cash generating unit. Management tested the carrying value of one of the company's sites for impairment in accordance with the requirements of FRS 102 and the company's accounting policy set out in Note 2.16 to these accounts. In carrying out this test the directors have estimated the recoverable amount, being the greater of fair value less costs to sell and the asset's value in use. This estimate of the recoverable amount is based on a market valuation of the site at the balance sheet date. On the basis of this value, management considere it appropriate for this reduction in value of £448,760 to be recognised as an impairment charge in the Statement of Comprehensive Income (see Note 15). This site will continue to be assessed for impairment in future years based on estimates of the recoverable amount of the site and the carrying value of the assets held at each reporting date under the existing revaluation policy. Estimates of the fair value of the company's sites is an area of judgement. While management consider the assumptions applied to be appropriate and reasonable, changes would impact the estimated recoverable amount and consequently the impairment charge recognised, and the carrying value of tangible fixed assets, in these financial statements.
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
13.Taxation (continued)
The corporation tax rate has increased from 19% to 25% from 1 April 2023 for companies making more than £250,000 profit.
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
Management undertook a review of fixed assets and have identified that assets classified as fixtures and fittings with a carrying value of £672,615 at the start of the year should be reclassified as leasehold property. Accordingly these assets have been transferred between classes in order to provide a more true and fair presentation of the company's assets. The freehold properties have been valued as fully equipped operational sites on the basis of their trading potential as at 31 December 2021 by CBRE at £14,675,000, and incorporated into the financial statements at £13,798,025 to allow for the estimated value of those assets held as fixtures, fittings and equipment included within the valuation. In additional there are assets with a carrying value at the balance sheet date of £14,148 where no revaluation has been made as any difference to fair value is considered by management to be immaterial.
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
17.Debtors (continued)
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
Share premium account
Revaluation reserve
Profit and loss account
The company is party to a cross-guarantee and fixed and floating charge in respect of borrowings undertaken by fellow group undertakings.
The company operates a defined contribution pension scheme. The pension cost charge represents contributions payable by the Company to the fund and amounted to £74,765 (2020: £31,069) . Contributions totalling £20,120 (2020: £24,137) were payable to the fund at the reporting date and are included in creditors.
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
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RED MIST LEISURE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 26 DECEMBER 2021
This transaction was partly settled by the transfer of the trade and assets of three pub sites from Red Mist Leisure Limited to NDPC Limited (formerly Red Mist Rose and Crown Limited), a fellow group subsidiary up to 1 July 2022. The sites transferred consisted of The Royal Exchange in Lindford, Bordon, The Red Lion in Hook and The Castle Inn in Farnham, Surrey. The consideration paid to the Company for these transfers was £4,025,000 via an interest-free loan, payable on demand, provided by RLH2. On 2 December 2022, the group sold The Temple Inn in Liss, which had been operated by the Company. On 29 December 2022, the Company sold the Stag on The River in Eashing to Red Lion Operations 1 Limited ("RLO1"), a fellow subsidiary of the group, for consideration of £3.4m satisfied by an intercompany debt of the same amount. On the same day, the Company directed that monies receivable from RLO1 of £3.4m should be directed to RMH in order to satisfy existing debt.
The Company’s immediate parent is Red Mist Holdings Limited and the the ultimate parent entity is Red Lion Holdings LLP, a limited liability partnership incorporated in England and Wales. The registered office address of Red Lion Holdings LLP is The Wool Barn, Peper Harow, Godalming, Surrey, GU8 6BQ. The smallest and largest group of which the Company is a member and for which group accounts are prepared is Red Lion Holdings LLP. Copies of these accounts are available from Companies House.
It is the opinion of the directors that there is no single controlling party of the company.
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