Registered number: 08080101
WHITTLEBURY PARK ENTERPRISES LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
|
WHITTLEBURY PARK ENTERPRISES LIMITED
COMPANY INFORMATION
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Chartered Accountants & Statutory Auditor
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
CONTENTS
|
|
|
|
|
|
Independent Auditor's Report
|
|
Consolidated Statement of Comprehensive Income
|
|
Consolidated Statement of Financial Position
|
|
Company Statement of Financial Position
|
|
Consolidated Statement of Changes in Equity
|
|
Company Statement of Changes in Equity
|
|
Consolidated Statement of Cash Flows
|
|
Notes to the financial statements
|
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
The Directors present their Group Strategic Report for Whittlebury Park Enterprises Limited and of its subsidiaries (collectively "the Group") for the year ended 31 December 2022.
Whittlebury Hall & Spa Limited operates a hotel, conference centre, spa, golf course and wedding venue. More information can be obtained through the Group website at www.whittlebury.com.
Revenue Performance
2022 took time to gain traction due to the concern of a resurgence of the virus over Christmas 2021. Despite restrictions still being in place in January and February the business was cash generative from the start of the year, and continued to show recovery following the 2 years of depressed performance due to government restrictions.
Q2 started to pick up significantly leading to July being the best month in the history of the business both from revenue performance and conversion to EBITDA with a conversion rate of 36%.
2022 turnover recovered to £17.57m for the year, up from £9.6m in 2021 but still slightly short of 2019 levels. This was a good result given the ongoing COVID position in January and February.
Business review and future developments
|
The Group (being Whittlebury Park Enterprises Limited and its subsidiary Whittlebury Hall & Spa Limited) halted construction of its leisure apartments to focus on the recovery of the core business. The show apartment was completed, enabling people to register their interest. The Group plans to start selling apartments from October 2023 with a view to having guests from summer 2024.
The enforced shutdowns and consequent impacts on the economy were without question costly for the business, but it demonstrated the advantage of the diverse range of activities and incomes the Park offers.
Opportunities were identified, and the business has placed more focus on our leisure business as demand for UK staycations was high. We have invested in and repositioned our golf facilities which included a fully refurbished driving range and food and beverages revenue source. Driving range revenue growth for 2023 is expected to be significant and as at July 2023 is +377% vs the same period last year. The driving range is now fully automated by robotics and is the businesses first more towards automation.
The spa continued to perform well coming out of the pandemic and was voted the most popular UK Spa by “SpaBreaks.com”. On the back of this Whittlebury entered discussions with The Hut Group (owners of ESPA), and negotiated an exclusive deal with the brand that will lead to significant investment in the facilities over 2023. All of the above gives people more reasons to choose us as a destination.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
Principal risks and uncertainties
Management continually monitor the key risks facing the Group together with assessing the controls used for managing these risks on a daily basis. The Board of Directors formally reviews and documents principal risks facing the business at least quarterly.
The principal risks and uncertainties facing the Group are as follows:
Government imposed restrictions
Should lockdowns reoccur in the future the Group will be in a much better position to handle such events. This includes minimising the cost of opening, closing and being closed. It has also worked on de-risking its revenue by emphasising more focus on growing alternative markets.
Energy risk
The war in the Ukraine has seen energy prices increase by over 550%. The business had unfortunate timing with the renewal of its Utilities contracts and these were up for renewal in October 2022 when the price was at its highest. In order to benefit from the government price cap (which reduced the increase to a year on year increase of 270%), the government stipulated that businesses must be in a contract with their suppler. The Directors envisaged prices to come down so only renewed their contracts for 6 months, which proved to be the right thing to do. Despite this, over Q4 the business had to endure a significant increase in the price of energy. The directors see energy price security as a key part of recovery and are expediting their desire to put renewables in place. The business anticipates the first phase of their renewable journey coming online in 2023 and commissioned a specialist to prepare a detailed report on how best to achieve its objetives.
Price risk
Price is influenced by market activity, which is benchmarked to ensure the Group remains competitive, but there will always be increased pressure on margins due to cost increases beyond our control. Forecasting and gap analysis to budget is reviewed by management on a weekly basis. The sales and marketing management team optimise revenue per available room considering competitor promotional activity and business demand from all sectors impacts yield management.
Credit risk
Credit risk is managed by the finance team to minimise risk. When credit is not agreed, pre-payment plans are used as the alternative and contracted within the booking terms. The finance team works closely with the board on this and any aged debt.
Liquidity risk
Cash flows are reported weekly to ensure funds are available to run the business effectively and adjusted through business forecasts.
Staffing
There is a continuing labour shortage across many sectors in the UK.
The combined effects of government imposed restrictions on hospitality and Brexit during the middle of a global lockdown have led to significant shortages in our sector.
Despite this the business three pronged approach (Retention, Reputation and Recruitment), has been working and it has managed to reduce vacancies significantly.
Whittlebury is fortunate that it is a family business with exceptional employee retention.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
Staffing (continued)
This means that there is a significant pool of multi-talented, multi-skilled people that are passionate about the business and experienced enough to train new people coming into the industry. All team members want to see the business restored to its former occupancy levels as quickly as possible, and are motivated to train new talent.
Whittlebury has a good reputation in schools, colleges and locally for being an enjoyable place to work, investing in developing its employees, giving back to the community, and supporting its colleagues.
We continue to work directly with all schools and colleges, ensuring that there are no barriers to working for us. We operate an employee referral scheme, along with other desirable employee incentives. Jobs are being advertised widely across all mediums.
Insurance
The board has been in discussions with its insurer for over 18 months, as Whittlebury Park Enterprises Limited had pandemic cover to the value of £250k; This matter has now been resolved and the insurance paid £250k towards the loos of business due to the pandemic.
Financial key performance indicators
|
Revenue is measured as year on year as a percentage. In 2022 due to return to normality, there was an increase of some 83% over the somewhat depressed figure of the previous year (2021 showed a comparative decrease of 70% over 2020).
Gross margin is measured as a percentage of turnover. In 2022 gross margin, excluding direct staff costs, was 88%, back to pre-pandemic levels.
Departmental expenditure is measured as a percentage ratio of turnover. These have been kept in line with 2021 achieved levels at 9% of turnover.
EBITDA (Earnings before interest, tax, depreciation and amortisation) is measured as a percentage ratio of last year and budget versus actual results, this is reviewed monthly. EBITDA for 2022 is below directors’ expectations, but show 289% growth vs 2021. Preceding events were somewhat exceptional, unexpected and out of the control of the Board. EBITDA reported for the year was £2.5 million.
Results for the year
The loss for the year, after taxation, amounted to £412,304 (2021 – a loss of £1,339,946).
Engagement with employees
|
Employee involvement remains a key element in the Group's strategy, even more so during these challenging times. We regularly engage with employees via meetings, written communications and electronic media to keep them up to date with business performance.
This report was approved by the board and signed on its behalf.
Charles Jeffrey Sargeant
Director
|
|
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
The Directors present their report and the audited financial statements for the year ended 31 December 2022.
The Directors who served during the year and up to the date of this report were:
Directors' responsibilities statement
|
The Directors are responsible for preparing the Group Strategic Report, the Directors' Report and the Consolidated 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 the Group and of the profit or loss of the Group for that period.
In preparing these financial statements, the Directors are required to:
∙select suitable accounting policies for the Group's financial statements 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 Group 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 the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The loss for the year, after taxation, amounted to £412,304 (2021 – a loss of £1,339,946).
There were no dividends paid during the current and prior year and the Directors do not propose any dividends at the year end.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
In line with section 172 of the Companies Act 2006, the Group has considered all stakeholders in reviewing strategy and policy as follows:
∙The construction of the apartments is seen as underpinning the sustainability of the business for the long term. This project provides additional security of tenure for employees and suppliers.
∙Allied to the construction is a review of the services, including water, electricity and gas for the site.
∙Although there are few long term customer contracts, the business prides itself on its relationship with both larger, corporate customers and the public at large. A significant proportion of transactions are repeat business.
∙Supplier payment terms are set as the end of the month following invoice date and, with the exception of specific outstanding queries, this policy is implemented in full.
∙The Group has a significant headcount from within the local area and is one of the largest privately owned employers in the region.
∙The operation is an AA 4-star rated property and the rating is important for the business as a whole. In order to maintain the quality of operation, exacting standards are implemented and reviewed on a regular basis.
Whittlebury Park is built on a strong foundation of expertise, experience and innovation in the hospitality industry. With the exception of the period during the Covid-19 pandemic, we have demonstrated consistent growth and adaptability to changing market dynamic, positioning us as a leader in the regions hospitality resort sector.
The hospitality industry has witnessed unprecedented challenges, including domestic and global economic shifts, yet despite these obstacles, we have navigated through resilience, hard work and pragmatism. Our ability to quickly adapt to changing circumstances, implement effective protocols and maintain the highest standards of service has been a testament to our unwavering commitment to our guests’ well-being and satisfaction.
Whilst the cost of living crisis (interest rates, utility increases, food increases) puts additional pressure on hospitality businesses, the H2 (2nd half of the year) forecast remains positive and shows good growth against 2022 actual EBITDA, with growth of £600K / +32%, which is down to all months predicting year on year growth.
July was another record breaking month, delivering £3.0m of revenue which generated £1.2m EBITDA (40% conversion).
Our enduring partnerships with our established corporate customers, regional and national travel agencies/online travel agencies and local businesses have proven vital in expanding our reach and generated solid levels of business-on-the-books despite the shortening of the booking window the sector has experienced in 2023.
We cherish and embrace these alliances and will continue to foster collaborative relationships for the betterment of the industry and our business.
Our business-on-the-books for the second half of the year has growth of £837K / +16% versus the same period last year, echoing the previous statement.
Business-on-the-books for 2024 continues the strong position at £1,122K for the full year, which is +160% versus the same period last year, and Q1 is pacing +1370% versus the same period last year with £633K on-the-books.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
Going concern (continued)
Forecast performance
Forecasts for the 2023 calendar year have been based on:
∙Demand from 2021 and 2022 bearing in mind the appetite of the customer base to return to the sector.
∙No further government restrictions
∙Returning confidence in conference and events sectors
2023 enquiries are tracking ahead of of with the average enquiry value being greater
∙Good levels of enquiry, and that these continue
∙Strong pricing in the sector reflecting demand.
Based on this, the Board of Directors are confident to project turnover of £19million, albeit at slightly lower margins due to inflation and ongoing supply chain issues.
Funding
Cash management remains a challenge but projections indicate reserves will be sufficient provided there are no further significant interruptions to trade as we experienced during pandemic years.
The Group borrowing facilities are due for refinancing in May 2024, which is after 12 months from the balance sheet date, but within 12 months following the date of this report. Projections prepared and approved by the Board show that the Group will keep within terms of its current borrowing facility until May 2024, when refinancing will take place.
As refinancing is due within 12 months, from a financial reporting perspective this is categorised as a material uncertainty, however in reality, most businesses cannot guarantee their refinancing status 8 months before the refinancing is due to complete.
The Directors consider it extremely unlikely that the Group will not secure refinancing by May 2024 and that the full repayment of the loan will be demanded by the issuer.
The refinance process is well underway, discussions with alternate lenders are ongoing and current indications are that we will have multiple offers to consider before we approach the renewal decision. The Directors expect it to take place comfortably before the end of the existing term.
Having considered these circumstances, the Directors are confident that the Group will refinance successfully. The Directors have a reasonable expectation that refinancing will be approved as planned and continue to prepare the financial statements on a going concern basis.
Summary
The Directors have reviewed all the evidence and consider there is every reason to be confident that the Company will be able to continue its return to profitability and fully recover in the foreseeable future.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
Matters covered in the Strategic Report
|
As permitted by paragraph 1A of schedule 7 to the Large and Medium-sized Companies and Groups (Accountsand reports) Regulations 2008 certain matters which are required to be disclosed in the Directors' Report have been omitted as they are included in the Strategic Report.
These matters relate to Principal activities and business review, Financial position at the reporting date, Future developments, Principal risks and uncertainties, Financial key performance indicators and Engagement with employees.
Greenhouse gas emissions, energy consumption and energy efficiency action
|
Methodology statement
Our methodology used to report states the annual quantity of emissions in kg’s of carbon dioxide equivalent (CO2e) resulting from the total UK energy use from electricity, gas and transport using the annually released Government Conversion Factors for company reporting to measure energy consumption in common units under Scope 1, 2 and 3.
Intensity measurement
The chosen intensity measurement ratio is total gross emissions in kg CO2e per staff member. Employee numbers are a consistent value applicable to Whittlebury Hall & Spa Ltd.
Source of emissions
The source of emissions in this report covers our UK energy use and the associated GHG emissions, which relate to: Activities for which we are responsible involving the combustion of gas, consumption of fuel for the purposes of transport and the purchase of electricity by the company for its own use, including for the purposes of transport. The report discloses figures, in kWh, of the annual quantity of energy consumed by Whittlebury Hall & Spa Ltd.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
Greenhouse gas emissions, energy consumption and energy efficiency action (contined)
Our Intensity Ratio Performance
Scope 1 – This is our second year of reporting, but first complete year operating without government restrictions, meaning that the YoY comparison is not like for like. Our intensity ratio per staff member is 5.6 Tonnes of CO2e. Average CO2e per person in the UK is currently 12.7 Tonnes, it is difficult to research CO2e of comparable businesses.
A policy change which now includes Electric Vehicles should provide a reduction in emissions going forward.
Our Carbon Emissions - Aggregated Footprint for Period
Our aggregated footprint for this period is 1,393,462 kg co2e.
Our Energy Saving Initiatives
In this reporting period we have put actions in place to significantly reduce our C02e over the next 5 years. The rate at which we can reduce our CO2e will heavily depend on the pace at which the local authority grant permissions to enable us to install renewable energy sources, and the pace at which the national grid is upgraded to allow us to connect. Our solar renewable energy project is split into 2 phases and Planning consent and DNO connection approval have been obtained in 2023 for both:
Phase 1 – Installation of panels on roof space
This will reduce our CO2e by 60 tonnes per annum, and should be completed in 2022
Phase 2 – Installation of panels on hotel car park
This will reduce our CO2e by 250 tonnes per annum, and should be delivered in 2023
Our Continuous Improvement Plan
Our commitment which is detailed in our energy policy is to; reduce our footprint by 30% in 3 years against a 2021 base year. (SECR Compliance Year 1), annually review consumption, carbon footprint. Switch to renewable energy and use green initiatives where financially viable. With a goal of becoming carbon neutral by 2030. We are incorporating energy efficient technologies into our standard procurement policy and promote energy efficiency within our supply chain.
Our Energy & Environmental Mission Statement
Our mission is to become a Net Zero Organisation by 2030 through a program of energy efficiency, procurement of green energy from certified renewable sources and offsetting the balance of our emissions through recognised international carbon off-setting initiatives.
It is worth noting that the work that we do maintaining the 700 acres of natural parkland is not currently being used to calculate any off set to emissions.
The Directors are working hard to achieve renewable energy self-sufficiency within 2-3 years and carbon neutrality before then end of the decade, ahead of Government targets.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
Disclosure of information to auditor
|
Each of the persons who are Directors at the time when this Directors' Report is approved has confirmed that:
∙so far as the Directors are aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and
∙the Directors have taken all the steps that ought to have been taken as Directors in order to be aware of any relevant audit information and to establish that the Company and the Group's auditor is aware of that information.
The auditor, Mazars LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
Charles Jeffrey Sargeant
Director
|
|
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WHITTLEBURY PARK ENTERPRISES LIMITED
Opinion
We have audited the financial statements of Whittlebury Park Enterprises Limited ("the Parent Company") and its subsidiaries (the "Group") for the year ended 31 December 2022 which comprise the Consolidated Statement of Comprehensive Income, Consolidated and Company Statement of Financial Position, Consolidated and Company Statement of Changes in Equity, Consolidated Statement of Cash Flows, and Notes to the Financial Statements, 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 FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).
In our opinion, the financial statements:
∙give a true and fair view of the state of the Group and the Parent Company’s affairs as at 31 December 2022 and of the Group's loss for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.
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 FRC’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.
Material uncertainty related to going concern
The Directors’ report on pages 5 and 6 and note 2.3 of the financial statements, discloses that the Group's borrowing facilities are due for refinancing in May 2024, which is after 12 months from the year end date, but within 12 months of the approval of these financial statements.
As stated on pages 5 and 6 and note 2.3, in a scenario that the Group could not secure refinancing by May 2024, then the full repayment of the loan could be demanded by the issuer. A material uncertainty therefore exists that may cast doubt on the Group's ability to continue as a going concern should refinancing be unsuccessful. Our opinion is not modified in respect of this matter.
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 responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WHITTLEBURY PARK ENTERPRISES LIMITED
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.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In light of the knowledge and understanding of the Group and Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
∙the Parent Company financial statements are not in agreement with the accounting records and returns; or;
∙certain disclosures of Directors' remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WHITTLEBURY PARK ENTERPRISES LIMITED
Responsibilities of Directors
As explained more fully in the Directors' Responsibilities Statement set out on page 4, 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 Group’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 intend either to liquidate the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.
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.
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
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.
Based on our understanding of the Group and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: employment regulation, health and safety regulation, anti-money laundering regulation.
To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to:
∙Inquiring of management and, where appropriate, those charged with governance, as to whether the Group or Parent Company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations;
∙Inspecting correspondence, if any, with relevant licensing or regulatory authorities;
∙Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and
∙Considering the risk of acts by the Group and Parent Company which were contrary to applicable laws and regulations, including fraud.
We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation, the Companies Act 2006.
In addition, we evaluated the Directors' and 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 manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, in particular in relation to, revenue recognition (which we pinpointed to the cut-off assertion), and significant one-off or unusual transactions.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF WHITTLEBURY PARK ENTERPRISES LIMITED
Our audit procedures in relation to fraud included but were not limited to:
∙Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;
∙Gaining an understanding of the internal controls established to mitigate risks related to fraud;
∙Discussing amongst the engagement team the risks of fraud; and
∙Addressing the risks of fraud through management override of controls by performing journal entry testing; and
∙Assessing management’s revenue recognition policy; and
∙Agreeing a sample of revenue transactions pre and post year end to ensure they have been recognised in
the appropriate period.
Auditor's responsibilities for the audit of the financial statements (continued)
There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.
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.
Use of the audit 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.
Gareth Jones (Senior statutory auditor)
for and on behalf of
Mazars LLP
Chartered Accountants and Statutory Auditor
The Pinnacle
160 Midsummer Boulevard
Milton Keynes
MK9 1FF
13 October 2023
|
WHITTLEBURY PARK ENTERPRISES LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest payable and similar expenses
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the financial year
|
|
|
|
(Loss) for the year attributable to:
|
|
|
|
Owners of the parent Company
|
|
|
|
There were no recognised gains and losses for 2022 or 2021 other than those included in the Consolidated Statement of Comprehensive Income.
|
There was no other comprehensive income for 2022 (2021 - £Nil).
All operations are classified as continuing.
|
The notes on pages 21 to 42 form part of these financial statements.
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
REGISTERED NUMBER: 08080101
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debtors: amounts falling due within one year
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
|
|
Creditors: amounts falling due within one year
|
|
|
|
|
|
|
|
|
|
|
|
Total assets less current liabilities
|
|
|
|
|
|
Creditors: amounts falling due after more than one year
|
|
|
|
|
|
Provisions for liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 21 to 42 form part of these financial statements.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
REGISTERED NUMBER: 08080101
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debtors: amounts falling due within one year
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
|
|
Creditors: amounts falling due within one year
|
|
|
|
|
|
|
|
|
|
|
|
Total assets less current liabilities
|
|
|
|
|
|
|
|
|
|
|
|
Creditors: amounts falling due after more than one year
|
|
|
|
|
|
Provisions for liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 21 to 42 form part of these financial statements.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income for the year
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income for the year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income for the year
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income for the year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The notes on pages 21 to 42 form part of these financial statements.
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income for the year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income for the year
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income for the year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The notes on pages 21 to 42 form part of these financial statements.
|
|
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022
Cash flows from operating activities
|
|
|
Loss for the financial year
|
|
|
|
|
|
Amortisation of intangible fixed assets
|
|
|
Depreciation of tangible fixed assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash generated from operating activities
|
|
|
|
|
|
Cash flows from investing activities
|
|
|
Purchase of intangible fixed assets
|
|
|
Purchase of tangible fixed assets
|
|
|
|
|
|
Net cash from investing activities
|
|
|
Cash flows from financing activities
|
|
|
|
|
|
|
|
|
Repayment of finance leases
|
|
|
|
|
|
Net cash used in financing activities
|
|
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
|
|
|
Net (decrease) in cash and cash equivalents
|
|
|
Cash and cash equivalents at beginning of year
|
|
|
Cash and cash equivalents at the end of year
|
|
|
|
|
|
Cash and cash equivalents at the end of year comprise:
|
|
|
|
|
|
|
|
|
The notes on pages 21 to 42 form part of these financial statements.
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
Whittlebury Park Enterprises Limited ("the Company") is a private company limited by shares, registered and incorporated in England and Wales. The address of its registered office and principal place of business is The Atrium, Whittlebury Park, Whittlebury, Towcester, Northamptonshire, NN12 8WP. The Company's registered number is 08080101.
The principal activity of the Company is that of a holding company. The principal activity of the Group is the provision of hotel and spa, leisure, conference, wedding and golf facilities.
The functional currency of the Group is Pounds Sterling (£), this being the currency of the primary economic environment in which the Group operates.
Monetary amounts included in these financial statements are roundest to the nearest £'000.
2.Accounting policies
|
|
Basis of preparation of financial statements
|
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 Group's accounting policies (see note 3).
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.
The following principal accounting policies have been applied consistently in both the current and
prior year, unless otherwise stated:
The Consolidated financial statements present the results of the Company and its own subsidiaries (collectively "the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The Consolidated financial statements incorporate the results of business combinations using the acquisition method. In the Consolidated Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Whittlebury Park is built on a strong foundation of expertise, experience and innovation in the hospitality industry. With the exception of the period during the Covid-19 pandemic, we have demonstrated consistent growth and adaptability to changing market dynamic, positioning us as a leader in the regions hospitality resort sector.
The hospitality industry has witnessed unprecedented challenges, including domestic and global economic shifts, yet despite these obstacles, we have navigated through resilience, hard work and pragmatism. Our ability to quickly adapt to changing circumstances, implement effective protocols and maintain the highest standards of service has been a testament to our unwavering commitment to our guests’ well-being and satisfaction.
Whilst the cost of living crisis (interest rates, utility increases, food increases) puts additional pressure on hospitality businesses, the H2 (2nd half of the year) forecast remains positive and shows good growth against 2022 actual EBITDA, with growth of £750K / +7.5%, which is down to all months predicting year on year growth.
July was another record breaking month, delivering £3.0m of revenue which generating £1.2m EBITDA (40% conversion).
Our enduring partnerships with our established corporate customers, regional and national travel agencies/online travel agencies and local businesses have proven vital in expanding our reach and generated solid levels of business-on-the-books despite the shortening of the booking window the sector has experienced in 2023.
We cherish and embrace these alliances and will continue to foster collaborative relationships for the betterment of the industry and our business.
Our business-on-the-books for the second half of the year has growth of £837K / +16% versus th same period last year, echoing the previous statement.
Business-on-the-books for 2024 continues the strong position at £1,122K for the full year, which is +160% versus the same period last year, and Q1 is pacing +1370% versus the same period last year with £633K on-the-books.
Forecast performance
Forecasts for the 2023 calendar year have been based on:
∙Demand from 2021 and 2022 bearing in mind the appetite of the customer base to return to the sector
∙No further government restrictions
∙Returning confidence in conference and events sectors
2023 enquiries are tracking ahead of of with the average enquiry value being greater
∙Good levels of enquiry, and that these continue
∙Strong pricing in the sector reflecting demand.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
2.3 Going concern (continued)
Based on this, the Board of Directors are confident to project turnover of £19million, albeit at slightly lower margins due to inflation and ongoing supply chain issues.
Funding
Cash management remains a challenge but projections indicate reserves will be sufficient provided there are no further significant interruptions to trade as we experienced during pandemic years.
The Group borrowing facilities are due for refinancing in May 2024, which is after 12 months from the balance sheet date, but within 12 months following the date of this report. Projections prepared and approved by the Board show that the Group will keep within terms of its current borrowing facility until May 2024, when refinancing will take place.
As refinancing is due within 12 months, from a financial reporting perspective this is categorised as a material uncertainty, however in reality, most businesses cannot guarantee their refinancing status 8 months before the refinancing is due to complete.
The Directors consider it extremely unlikely that the Group will not secure refinancing by May 2024 and that the full repayment of the loan will be demanded by the issuer.
The refinance process is well underway, discussions with alternate lenders are ongoing and current indications are that we will have multiple offers to consider before we approach the renewal decision. The Directors expect it to take place comfortably before the end of the existing term.
Having considered these circumstances, the Directors are confident that the Group will refinance successfully. The Directors have a reasonable expectation that refinancing will be approved as planned and continue to prepare the financial statements on a going concern basis.
Summary
The Directors have reviewed all the evidence and consider there is every reason to be confident that the Group will be able to continue its return to profitability and fully recover in the foreseeable future.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:
Sale of goods
Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
∙the Group has transferred the significant risks and rewards of ownership to the buyer;
∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Group will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Rendering of services
Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
∙the amount of revenue can be measured reliably;
∙it is probable that the Group will receive the consideration due under the contract;
∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and
∙the costs incurred and the costs to complete the contract can be measured reliably.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Negative goodwill
Negative goodwill arises if the fair value of purchase consideration of a business combination is less than the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, negative goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Negative goodwill is amortised on a straight line basis to the Consolidated Statement of Comprehensive Income over its useful economic life.
Other intangible assets
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
The estimated useful lives range as follows:
The amortisation expense is charged to administrative expenses in the Consolidated Statement of Comprehensive Income.
Tangible fixed assets (other than land and buildings (see 2.7)) under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
At each reporting date the Group 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, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
|
|
Tangible fixed assets (continued)
|
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Consolidated Statement of Comprehensive Income.
The depreciation expense is charged to administrative expenses in the Statement of Comprehensive Income.
|
|
Revaluation of land and buildings
|
Individual freehold properties are carried at fair value at the date of the revaluation less any subsequent accumulated impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the date of the Statement of Financial Position.
Fair values are determined from market based evidence normally undertaken by professionally qualified valuers.
Revaluation gains are recognised in other comprehensive income and accumulated equity. However, the increase shall be recognised in the Consolidated Statement of Comprehensive Income to the extent that it reverses a revaluation decrease of the same asset, previously recognised in the Consolidated Statement of Comprehensive Income.
Investments in subsidiaries are measured at cost less accumulated impairment.
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis.
At each the date of each Statement of Financial Position, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the Consolidated Statement of Comprehensive Income.
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
|
|
Cash and cash equivalents
|
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Consolidated Statement of Comprehensive Income.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position when there is an 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.
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
Government grants relating to the COVID-19 pandemic have been received during the year. The grants have been recognised as income of the Company based on an accruals model. Grants related to income are presented as part of the Statement of Comprehensive Income as 'Other operating income'. Any accrued elements of grants receivable are recongised within Other debtors.
Finance costs are charged to the Statement of Comprehensive Income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
|
|
Operating leases: the Group as lessee
|
Rentals paid under operating leases are charged to the Statement of Comprehensive Income on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
Defined contribution pension plan
The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.
The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.
Interest income is recognised in the Statement of Comprehensive Income using the effective interest method.
|
|
Current and deferred taxation
|
The tax expense for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
−The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
−Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
−Where they relate to timing differences in respect of interests in subsidiaries the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
|
|
Current and deferred taxation (continued)
|
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
|
Judgements in applying accounting policies and key sources of estimation uncertainty
|
In applying the Group's accounting policies, the Directors are required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The Directors' judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of revision and future periods, if the revision affects both current and future periods.
The key assumptions concerning the future, and other key sources of estimation uncertainty, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.
Determining residual values and useful economic lives of property, plant and equipment
The Group depreciates tangible assets over their estimated useful lives. The estimation of the useful lives of assets is based on historic performance as well as expectations about future use and therefore requires estimates and assumptions to be applied by management. The actual lives of these assets can vary depending on a variety of factors, including technological innovation, product life cycles and maintenance programmes.
Judgement is applied by management when determining the residual values for plant, machinery and equipment. When determining the residual value management aim to assess the amount that the Group would currently obtain for the disposal of the asset, if it were already of the condition expected at the end of its useful economic life. Where possible this is done with reference to external market prices.
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
|
|
|
An analysis of turnover by class of business is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
All turnover arose within the United Kingdom.
|
|
|
|
The operating profit/(loss) is stated after charging:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation of tangible fixed assets
|
|
|
|
Amortisation of intangible fixed assets
|
|
|
|
|
|
|
|
Fees payable to the Group's Auditor in respect of the audit of the Group's annual financial statements
|
|
|
|
Fees payable to the Group's Auditor in respect of:
|
|
|
|
|
|
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
|
|
|
Staff costs, including Directors' remuneration, were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of defined contribution scheme
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The average monthly number of employees, including the Directors, during the year was as follows:
|
|
Directors' remuneration and key management personnel
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company contributions to defined contribution pension schemes
|
|
|
|
|
|
|
|
During the year retirement benefits were accruing to 1 Directors (2021 - 2) in respect of defined contribution pension schemes.
The Directors are considered to be the only Key Management Personnel of the Company.
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
|
Interest payable and similar expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other loan interest payable
|
|
|
|
Finance leases and hire purchase contracts
|
|
|
|
|
|
|
|
Bank interest payable includes the amortisation of bank financing costs over the period of the loan.
|
|
|
|
|
|
Origination and reversal of timing differences
|
|
|
|
|
|
|
|
Taxation on loss on ordinary activities
|
|
|
|
Factors affecting tax charge for the year
|
|
The tax assessed for the year is higher than (2021 - higher than) the standard rate of corporation tax in the UK of19% (2021 - 19%). The differences are explained below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss on ordinary activities before tax
|
|
|
|
Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%)
|
|
|
|
|
|
|
|
Capital allowances for year in excess of depreciation
|
|
|
|
Remeasuremnt of deferred tax for changes in tax rates
|
|
|
|
Utilisation of tax losses
|
|
|
|
|
|
|
|
Other differences leading to an increase (decrease) in the tax charge
|
|
|
|
Total tax charge for the year
|
|
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
11.Tax on loss (continued)
|
Factors that may affect future tax charges
|
The UK Government announced in the 2021 budget that from 1 April 2023, the rate of corporation tax in the United Kingdom will increase from 19% to 25%. Companies with profits of £50,000 or less will continue to be taxed at 19%, which is a new small profits rate. Where taxable profits are between £50,000 and £250,000, the higher 25% rate will apply but with a marginal relief applying as profits increase.
|
Parent company profit for the year
|
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements. The loss after tax of the Parent Company for the year was £1,844k (2021 - a loss of £1,812k).
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
13.Intangible fixed assets (continued)
|
The amortisation expense is charged to administrative expenses in the Statement of Comprehensive Income.
The Company does not have any intangible fixed assets.
|
|
The net book value of assets held under finance leases in 2022 was £203k (2021 - £150k) and the depreciation relating to assets held under finance leases in 2022 totalled £75k (2021 - £78k).
The historical cost of land and buildings is £35,540k (2021 - £35,540k).
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
14.Tangible fixed assets (continued)
|
The historical cost of land and buildings is £35,540k (2021 - £35,540k).
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
|
|
Investments in subsidiary companies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following were subsidiary undertakings of the Company:
|
|
|
|
|
|
|
Whittlebury Hall & Spa Limited
|
|
|
|
|
Whittlebury Estate Limited *
|
|
|
|
|
Whittlebury Hall Limited *
|
|
|
|
|
The registered address of all the subsidiary companies is The Atrium, Whittlebury Park, Whittlebury, Towcester, Northamptonshire, NN12 8WP.
* dormant subsidiaries
|
|
Finished goods and goods for resale
|
|
|
|
|
|
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts owed by group undertakings
|
|
|
|
|
|
|
|
|
|
|
|
Prepayments and accrued income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts owed by group undertakings are unsecured, interest free and repayable on demand.
|
|
Cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Group holds a right to offset with the bank.
|
|
Creditors: Amounts falling due within one year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts owed to group undertakings
|
|
|
|
|
|
Other taxation and social security
|
|
|
|
|
|
Obligations under finance lease and hire purchase contracts
|
|
|
|
|
|
|
|
|
|
|
|
Accruals and deferred income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts owed by group undertakings are unsecured, interest free and repayable on demand.
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
|
Creditors: Amounts falling due after more than one year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net obligations under finance leases and hire purchase contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bank Loans are made up of the following:
A £30m facility with HSBC Bank. This is disclosed net of arrangement fees of £430,522, which are capitalised as part of the overall loan and unwound via interest payable on a monthly basis. This loan therefore accrues interest at an effective rate of 3.62%. This loan is due to be fully repaid during the year ending 31 December 2024. Security on this loan is held by HSBC Bank by way of a fixed and floating charge over all assets of the group.
Shareholder loans accrue interest at 10% per annum, are unsecured, with no set terms for repayment. The shareholder loans are subordinated to the bank loans. The shareholders have confirmed that their intention is not to recall the loans within one year of the Balance Sheet date. Included within current liabilities is the interest accrued in the year of £1,451k (2021 - £1,191k).
A £3.7m Coronavirus Business Interruption loan was taken out in 2020, with HSBC Bank, for the purpose of working capital. The loan accrued interest at an effective interest rate or 3.00% per annum. This loan was consolidated in the year with the HSBC Bank loan as detailed above.
|
|
Amounts falling due within one year
|
|
|
|
|
|
|
|
|
|
|
|
Amounts falling due after one year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
|
Hire purchase and finance leases
|
|
Minimum lease payments under hire purchase fall due as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The amounts due to finance leases are secured on the assets to which they relate.
|
|
|
|
|
|
|
|
Financial assets measured at fair value through profit or loss
|
|
|
|
|
|
Financial assets that are debt instruments measured at amortised cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial liabilities measured at amortised cost
|
|
|
|
|
|
Financial assets measured at fair value through profit or loss comprise cash and cash equivalents.
|
|
Financial assets that are debt instruments measured at amortised cost comprise trade debtors, other debtors and amounts owed by group undertakings.
|
|
Financial liabilities measured at amortised cost comprise bank loans, shareholder loans, trade creditors, amounts owed to group undertakings, obligations under finance lease and hire purchase contracts and accruals.
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credited to the Consolidated Statement of Comprehensive Income
|
|
|
|
Charged to the Consolidated Statement of Comprehensive Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Credited to the Statement of Comprehensive Income
|
|
|
|
Charged to the Statement of Comprehensive Income
|
|
|
|
|
|
|
|
The provision for deferred taxation is made up as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax losses carried forward
|
|
|
|
|
|
On revaluation of property
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
|
|
Allotted, called up and fully paid
|
|
|
|
|
|
|
|
|
|
1,200,000 (2021 - 1,200,000) Ordinary shares of £1.00 each
|
|
|
|
Ordinary shares carry with them voting rights, but no right to any fixed income.
|
Revaluation reserve
The Revaluation reserve relates to the net surplus arising from the revaluation of the land and buildings over their original cost.
Other reserves
Other reserves represent the excess of fair value received on the business combination between the J&C Partnership and the Company, over and above the nominal share capital issued.
Profit and loss account
The Profit and loss account represents the cumulative profits and losses, after the payment of dividends.
The Group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £172k (2021 - £143k). Contributions totalling £32k (2021 - £28k) were payable to the fund at the reporting date and are included on the Statement of Financial Position within creditors.
|
Related party transactions
|
|
The Company and Group has taken advantage of the exemption available in accordance within Section 33 'Related party disclosure' of FRS 102 not to disclose transactions entered into between two or more members of a group that are wholly owned.
Transactions between Group companies have not been disclosed as the Company has taken advantage of the exemption conferred by FRS102 section 33.1A, not to disclose transactions with entities wholly owned by the Group.
Rent was also paid to Jeffrey and Carol Sargeant, Directors, of £18k (2021 - £38k). £Nil was outstanding in respect of this rent at the year-end (2021 - £Nil).
|
|
WHITTLEBURY PARK ENTERPRISES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
Jeffrey Ian Sargeant and Carol Elizabeth Sargeant are considered to be the ultimate controlling parties by virtue of their ownership of Whittlebury Park Enterprises Limited.
|