Caseware UK (AP4) 2022.0.179 2022.0.179 2022-12-312022-12-312022-12-3100Amounts owed by group undertakings are unsecured, interest free and repayable on demand. 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. 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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


Directors
Jeffrey Ian Sargeant 
Carol Elizabeth Sargeant 
Charles Jeffrey Sargeant 




Registered number
08080101



Registered office
The Atrium
Whittlebury Park

Whittlebury

Towcester

Northamptonshire

NN12 8WP




Independent auditor
Mazars LLP
Chartered Accountants & Statutory Auditor

The Pinnacle

160 Midsummer Boulevard

Milton Keynes

MK9 1FF





 
WHITTLEBURY PARK ENTERPRISES LIMITED
 

CONTENTS



Pages
Group Strategic Report
 
1 - 3
Directors' Report
 
4 - 9
Independent Auditor's Report
 
10 - 13
Consolidated Statement of Comprehensive Income
 
14
Consolidated Statement of Financial Position
 
15
Company Statement of Financial Position
 
16
Consolidated Statement of Changes in Equity
 
17
Company Statement of Changes in Equity
 
18
Consolidated Statement of Cash Flows
 
19 - 20
Notes to the financial statements
 
21 - 42


 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022

Introduction
 
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.

Principal activities
 
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.

Page 1

 
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.
 
Page 2

 
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

Date: 13 October 2023

Page 3

 
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.

Directors

The Directors who served during the year and up to the date of this report were:

Jeffrey Ian Sargeant 
Carol Elizabeth Sargeant 
Charles Jeffrey Sargeant 

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 2006They 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.

Results and dividends

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.

Page 4

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022


Stakeholder impact

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.

Going concern

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.
 
Page 5

 
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.

Page 6

 
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


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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.
 
Page 7

 
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. 

Page 8

 
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.

Independent auditor

The auditor, Mazars LLPwill 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

Date: 13 October 2023
Page 9

 
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.

Page 10

 
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.
Page 11

 
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.
Page 12

 
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
Page 13

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022

2022
2021
Note
£000
£000

  

Turnover
 4 
17,572
9,597

Cost of sales
  
(8,558)
(5,378)

Gross profit
  
9,014
4,219

Administrative expenses
  
(7,515)
(5,441)

Other operating income
 5 
-
1,009

Operating profit/(loss)
 6 
1,499
(213)

Interest payable and similar expenses
 10 
(1,800)
(1,253)

Loss before taxation
  
(301)
(1,466)

Tax on loss
 11 
(111)
127

Loss for the financial year
  
(412)
(1,339)

(Loss) for the year attributable to:
  

Owners of the parent Company
  
(412)
(1,339)

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.

Page 14

 
WHITTLEBURY PARK ENTERPRISES LIMITED
REGISTERED NUMBER: 08080101

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022

2022
2021
Note
£000
£000

Fixed assets
  

Intangible fixed assets
 13 
56
28

Tangible fixed assets
 14 
42,133
42,639

  
42,189
42,667

Current assets
  

Stocks
 16 
195
170

Debtors: amounts falling due within one year
 17 
787
574

Cash and cash equivalents
 18 
823
1,658

  
1,805
2,402

Creditors: amounts falling due within one year
 19 
(6,270)
(6,233)

Net current liabilities
  
 
 
(4,465)
 
 
(3,831)

Total assets less current liabilities
  
37,724
38,836

Creditors: amounts falling due after more than one year
 20 
(32,037)
(32,859)

Provisions for liabilities
  

Deferred taxation
 24 
(408)
(286)

  
 
 
(408)
 
 
(286)

Net assets
  
5,279
5,691


Capital and reserves
  

Called up share capital 
 25 
1,200
1,200

Revaluation reserve
 26 
4,282
4,282

Other reserves
 26 
1,797
1,797

Profit and loss account
 26 
(2,000)
(1,588)

  
5,279
5,691


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 

Charles Jeffrey Sargeant
Director

Date: 13 October 2023

The notes on pages 21 to 42 form part of these financial statements.

Page 15

 
WHITTLEBURY PARK ENTERPRISES LIMITED
REGISTERED NUMBER: 08080101

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2022

2022
2021
Note
£000
£000

Fixed assets
  

Tangible fixed assets
 14 
40,421
40,683

Investments
 15 
4,883
4,883

  
45,304
45,566

Current assets
  

Debtors: amounts falling due within one year
 17 
-
940

Cash and cash equivalents
 18 
37
216

  
37
1,156

Creditors: amounts falling due within one year
 19 
(4,687)
(3,019)

Net current liabilities
  
 
 
(4,650)
 
 
(1,863)

Total assets less current liabilities
  
40,654
43,703

  

Creditors: amounts falling due after more than one year
 20 
(31,948)
(32,778)

Provisions for liabilities
  

Deferred taxation
 24 
(1,111)
(1,486)

  
 
 
(1,111)
 
 
(1,486)

Net assets
  
7,595
9,439


Capital and reserves
  

Called up share capital 
 25 
1,200
1,200

Revaluation reserve
 26 
9,056
9,056

Other reserves
 26 
1,797
1,797

Profit and loss account
 26 
(4,458)
(2,614)

  
7,595
9,439


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


Charles Jeffrey Sargeant
Director

Date: 13 October 2023

The notes on pages 21 to 42 form part of these financial statements.

Page 16

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Revaluation reserve
Other reserves
Profit and loss account
Total equity

£000
£000
£000
£000
£000


At 1 January 2021
1,200
4,282
1,797
(249)
7,030


Comprehensive income for the year

Loss for the year
-
-
-
(1,339)
(1,339)
Total comprehensive income for the year
-
-
-
(1,339)
(1,339)



At 1 January 2022
1,200
4,282
1,797
(1,588)
5,691


Comprehensive income for the year

Loss for the year
-
-
-
(412)
(412)
Total comprehensive income for the year
-
-
-
(412)
(412)


At 31 December 2022
1,200
4,282
1,797
(2,000)
5,279


The notes on pages 21 to 42 form part of these financial statements.

Page 17

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


Called up share capital
Revaluation reserve
Other reserves
Profit and loss account
Total equity

£000
£000
£000
£000
£000


At 1 January 2021
1,200
9,056
1,797
(802)
11,251


Comprehensive income for the year

Loss for the year
-
-
-
(1,812)
(1,812)



At 1 January 2022
1,200
9,056
1,797
(2,614)
9,439


Comprehensive income for the year

Loss for the year
-
-
-
(1,844)
(1,844)
Total comprehensive income for the year
-
-
-
(1,844)
(1,844)


At 31 December 2022
1,200
9,056
1,797
(4,458)
7,595


The notes on pages 21 to 42 form part of these financial statements.



Page 18

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2022

2022
2021
£000
£000

Cash flows from operating activities

Loss for the financial year
(412)
(1,339)

Adjustments for:

Amortisation of intangible fixed assets
23
44

Depreciation of tangible fixed assets
983
1,044

Interest paid
1,457
1,254

Taxation charge
122
(127)

(Increase) in stocks
(25)
(7)

(Increase) in debtors
(215)
(94)

Increase in creditors
830
435

Net cash generated from operating activities

2,763
1,210


Cash flows from investing activities

Purchase of intangible fixed assets
(51)
(8)

Purchase of tangible fixed assets
(349)
(292)

HP interest paid
(12)
(7)

Net cash from investing activities

(412)
(307)

Cash flows from financing activities

Repayment of loans
(1,471)
(663)

Repayment of other loans
(174)
-

Repayment of finance leases
(96)
(72)

Interest paid
(1,445)
(1,247)

Net cash used in financing activities
(3,186)
(1,982)
Page 19

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022


2022
2021

£000
£000



Net (decrease) in cash and cash equivalents
(835)
(1,079)

Cash and cash equivalents at beginning of year
1,658
2,737

Cash and cash equivalents at the end of year
823
1,658


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
823
1,658


The notes on pages 21 to 42 form part of these financial statements.

Page 20

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

1.


General information

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

 
2.1

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:

 
2.2

Basis of consolidation

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.

Page 21

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.3

Going concern

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.

Page 22

 
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.

Page 23

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.4

Revenue

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.

Page 24

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.5

Intangible assets

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:

Website
-
3 - 5 years
Other
-
2 years

The amortisation expense is charged to administrative expenses in the Consolidated Statement of Comprehensive Income.

 
2.6

Tangible fixed assets

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:

Plant and machinery
-
over 2 - 15 years
Motor vehicles
-
over 2 - 10 years
Fixtures and fittings
-
over 2 - 10 years
Land and Buildings
-
over 50 years

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.
Page 25

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)


2.6
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.

  
2.7

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.  

 
2.8

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.9

Stocks

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.

 
2.10

Debtors

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.

  
2.11

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.

Page 26

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.12

Financial instruments

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.

 
2.13

Creditors

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.

 
2.14

Government grants

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.

 
2.15

Finance costs

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. 

Page 27

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)

 
2.16

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.

 
2.17

Pensions

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. 

 
2.18

Interest income

Interest income is recognised in the Statement of Comprehensive Income using the effective interest method.

 
2.19

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.

Page 28

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

2.Accounting policies (continued)


2.19
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. 


3.


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.

Page 29

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

4.


Turnover

An analysis of turnover by class of business is as follows:


2022
2021
£000
£000

Provision of services
12,670
6,671

Sale goods
4,902
2,926

17,572
9,597


All turnover arose within the United Kingdom.


5.


Other operating income

2022
2021
£000
£000

Furlough income (CJRS)
-
1,009



6.


Operating profit/(loss)

The operating profit/(loss) is stated after charging:

2022
2021
£000
£000

Depreciation of tangible fixed assets
983
1,044

Amortisation of intangible fixed assets
22
45


7.


Auditor's remuneration

2022
2021
£000
£000



Fees payable to the Group's Auditor in respect of the audit of the Group's annual financial statements
41
38

2022
2021
£000
£000

Fees payable to the Group's Auditor in respect of:


All other services
3
2

Page 30

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

8.


Employees

Staff costs, including Directors' remuneration, were as follows:


Group
Group
Company
Company
2022
2021
2022
2021
£000
£000
£000
£000


Wages and salaries
6,201
5,698
-
-

Social security costs
498
375
-
-

Cost of defined contribution scheme
172
143
-
-

6,871
6,216
-
-


The average monthly number of employees, including the Directors, during the year was as follows:


        2022
        2021
            No.
            No.







Hotel operations
305
273



Administration
20
19



Spa operations
14
6



Sales
27
25

366
323


9.


Directors' remuneration and key management personnel

2022
2021
      £000
      £000

Directors' emoluments

105

112

Company contributions to defined contribution pension schemes

15

13


120

125


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.

Page 31

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

10.


Interest payable and similar expenses

2022
2021
£000
£000


Bank interest payable
1,445
906

Other loan interest payable
343
340

Finance leases and hire purchase contracts
12
7

1,800
1,253

Bank interest payable includes the amortisation of bank financing costs over the period of the loan.

11.


Tax on loss


2022
2021
£000
£000



Total current tax
-
-

Deferred tax


Origination and reversal of timing differences
111
(127)


Taxation on loss on ordinary activities
111
(127)

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:
2022
2021
£000
£000


Loss on ordinary activities before tax
(301)
(1,467)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2021 - 19%)
(57)
(279)

Effects of:


Capital allowances for year in excess of depreciation
122
75

Remeasuremnt of deferred tax for changes in tax rates
-
24

Utilisation of tax losses
25
(41)

Unallowable interest
(21)
61

Other differences leading to an increase (decrease) in the tax charge
42
33

Total tax charge for the year
111
(127)

Page 32

 
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.


12.


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 - loss of £1,812k).


13.


Intangible fixed assets

Group





Website
Other
Negative goodwill
Total

£000
£000
£000
£000



Cost


At 1 January 2022
301
127
(5,200)
(4,772)


Additions
51
-
-
51



At 31 December 2022

352
127
(5,200)
(4,721)



Amortisation


At 1 January 2022
274
127
(5,200)
(4,799)


Charge for the year
22
-
-
22



At 31 December 2022

296
127
(5,200)
(4,777)



Net book value



At 31 December 2022
56
-
-
56



At 31 December 2021
27
-
-
27

Page 33

 
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.




14.


Tangible fixed assets

Group






Land and buildings
Plant and machinery
Motor vehicles
Fixtures and fittings
Total

£000
£000
£000
£000
£000



Cost or valuation


At 1 January 2022
42,006
1,191
326
5,942
49,465


Additions
180
154
-
143
477



At 31 December 2022

42,186
1,345
326
6,085
49,942



Depreciation


At 1 January 2022
1,323
965
217
4,321
6,826


Charge for the year
442
70
29
442
983



At 31 December 2022

1,765
1,035
246
4,763
7,809



Net book value



At 31 December 2022
40,421
310
80
1,322
42,133



At 31 December 2021
40,683
226
109
1,621
42,639

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).

Page 34

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

           14.Tangible fixed assets (continued)


Company






Land and Buildings

£000

Cost or valuation


At 1 January 2022
42,006


Additions
180



At 31 December 2022

42,186



Depreciation


At 1 January 2022
1,323


Charge for the year
442



At 31 December 2022

1,765



Net book value



At 31 December 2022
40,421



At 31 December 2021
40,683

The historical cost of land and buildings is £35,540k (2021 - £35,540k).






Page 35

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

15.


Fixed asset investments

Company





Investments in subsidiary companies

£000



Cost or valuation


At 1 January 2022
4,883



At 31 December 2022
4,883





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Holding



Whittlebury Hall & Spa Limited
Ordinary
100%
Whittlebury Estate Limited *
Ordinary
100%
Whittlebury Hall Limited *
Ordinary
100%

The registered address of all the subsidiary companies is The Atrium, Whittlebury Park, Whittlebury, Towcester, Northamptonshire, NN12 8WP.
* dormant subsidiaries


16.


Stocks

Group
Group
2022
2021
£000
£000

Finished goods and goods for resale
195
170




Page 36

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

17.


Debtors

Group
Group
Company
Company
2022
2021
2022
2021
£000
£000
£000
£000

Due within one year

Trade debtors
467
332
-
-

Amounts owed by group undertakings
-
-
-
940

Other debtors
2
1
-
-

Prepayments and accrued income
318
241
-
-

787
574
-
940


Amounts owed by group undertakings are unsecured, interest free and repayable on demand.


18.


Cash and cash equivalents

Group
Group
Company
Company
2022
2021
2022
2021
£000
£000
£000
£000

Cash at bank and in hand
823
1,658
37
216


The Group holds a right to offset with the bank.


19.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2022
2021
2022
2021
£000
£000
£000
£000

Bank loans
1,125
1,826
1,125
1,826

Trade creditors
1,060
381
-
-

Amounts owed to group undertakings
-
-
2,110
-

Other taxation and social security
349
332
-
-

Obligations under finance lease and hire purchase contracts
94
70
-
-

Other creditors
685
670
-
-

Accruals and deferred income
2,957
2,954
1,452
1,193

6,270
6,233
4,687
3,019


Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

Page 37

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

20.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2022
2021
2022
2021
£000
£000
£000
£000

Bank loans
29,874
30,530
29,874
30,530

Net obligations under finance leases and hire purchase contracts
89
81
-
-

Shareholders loans
2,074
2,248
2,074
2,248

32,037
32,859
31,948
32,778


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.




21.


Loans



Group
Group
Company
Company
2022
2021
2022
2021
£000
£000
£000
£000

Amounts falling due within one year

Bank loans
1,125
1,826
1,125
1,826

Amounts falling due after one year

Bank loans
29,874
30,530
29,874
30,530


30,999
32,356
30,999
32,356


Page 38

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

22.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2022
2021
£000
£000

Within one year
94
70

Between 1-5 years
89
81

183
151

The amounts due to finance leases are secured on the assets to which they relate. 


23.


Financial instruments

Group
Group
Company
Company
2022
2021
2022
2021
£000
£000
£000
£000

Financial assets

Financial assets measured at fair value through profit or loss
823
1,658
37
216

Financial assets that are debt instruments measured at amortised cost
469
332
-
5,822

1,292
1,990
37
6,038


Financial liabilities

Financial liabilities measured at amortised cost
(36,997)
(38,719)
(36,997)
(35,795)


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. 

Page 39

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

24.


Deferred taxation


Group



2022
2021


£000

£000






At beginning of year
(286)
(413)


Credited to the Consolidated Statement of Comprehensive Income
375
248


Charged to the Consolidated Statement of Comprehensive Income
(497)
(121)



At end of year
(408)
(286)

Company


2022
2021


£000

£000






At beginning of year
(1,486)
(1,365)


Credited to the Statement of Comprehensive Income
375
-


Charged to the Statement of Comprehensive Income
-
(121)



(1,111)
(1,486)

The provision for deferred taxation is made up as follows:

Group
Group
Company
Company
2022
2021
2022
2021
£000
£000
£000
£000

Fixed asset differences
184
280
(101)
(93)

Tax losses carried forward
1,549
1,659
1,131
832

On revaluation of property
(2,525)
(2,525)
(2,525)
(2,525)

Other timing differences
384
300
384
300

(408)
(286)
(1,111)
(1,486)

Page 40

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

25.


Called up share capital

2022
2021
£000
£000
Allotted, called up and fully paid



1,200,000 (2021 - 1,200,000) Ordinary shares of £1.00 each
1,200
1,200

Ordinary shares carry with them voting rights, but no right to any fixed income.



26.


Reserves

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.


27.


Pension commitments

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.


28.


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).

Page 41

 
WHITTLEBURY PARK ENTERPRISES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022

29.


Controlling party

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.

Page 42