Premium Care Group Limited 13722151 false 2021-11-03 2023-03-31 2023-03-31 2023-03-31 The principal activity of the company is that of the operation of residential care and nursing homes. Digita Accounts Production Advanced 6.30.9574.0 true true true false true false false false false false false false false false false false false false false 13722151 2021-11-03 2023-03-31 13722151 2023-03-31 13722151 bus:Director1 bus:Consolidated 2023-03-31 13722151 bus:Director2 bus:Consolidated 2023-03-31 13722151 bus:OrdinaryShareClass1 bus:Consolidated 2023-03-31 13722151 bus:Consolidated 2023-03-31 13722151 bus:Consolidated 1 2023-03-31 13722151 core:AcceleratedTaxDepreciationDeferredTax bus:Consolidated 2023-03-31 13722151 core:TaxLossesCarry-forwardsDeferredTax bus:Consolidated 2023-03-31 13722151 core:RetainedEarningsAccumulatedLosses 2023-03-31 13722151 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2023-03-31 13722151 core:ShareCapital 2023-03-31 13722151 core:ShareCapital bus:Consolidated 2023-03-31 13722151 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2023-03-31 13722151 core:CurrentFinancialInstruments 2023-03-31 13722151 core:CurrentFinancialInstruments bus:Consolidated 2023-03-31 13722151 core:CurrentFinancialInstruments core:WithinOneYear 2023-03-31 13722151 core:CurrentFinancialInstruments core:WithinOneYear bus:Consolidated 2023-03-31 13722151 core:Non-currentFinancialInstruments 2023-03-31 13722151 core:Non-currentFinancialInstruments bus:Consolidated 2023-03-31 13722151 core:Non-currentFinancialInstruments core:AfterOneYear 2023-03-31 13722151 core:Non-currentFinancialInstruments core:AfterOneYear bus:Consolidated 2023-03-31 13722151 core:Goodwill bus:Consolidated 2023-03-31 13722151 core:PatentsTrademarksLicencesConcessionsSimilar bus:Consolidated 2023-03-31 13722151 core:AdditionsToInvestments 2023-03-31 13722151 core:BetweenOneFiveYears bus:Consolidated 2023-03-31 13722151 core:MoreThanFiveYears bus:Consolidated 2023-03-31 13722151 core:WithinOneYear bus:Consolidated 2023-03-31 13722151 core:ConstructionInProgressAssetsUnderConstruction bus:Consolidated 2023-03-31 13722151 core:FurnitureFittingsToolsEquipment bus:Consolidated 2023-03-31 13722151 core:LandBuildings bus:Consolidated 2023-03-31 13722151 core:MotorVehicles bus:Consolidated 2023-03-31 13722151 core:OtherPropertyPlantEquipment bus:Consolidated 2023-03-31 13722151 bus:FRS102 bus:Consolidated 2021-11-03 2023-03-31 13722151 bus:Audited bus:Consolidated 2021-11-03 2023-03-31 13722151 bus:FullAccounts bus:Consolidated 2021-11-03 2023-03-31 13722151 bus:RegisteredOffice bus:Consolidated 2021-11-03 2023-03-31 13722151 bus:Director1 2021-11-03 2023-03-31 13722151 bus:Director1 bus:Consolidated 2021-11-03 2023-03-31 13722151 bus:Director2 bus:Consolidated 2021-11-03 2023-03-31 13722151 bus:OrdinaryShareClass1 bus:Consolidated 2021-11-03 2023-03-31 13722151 bus:Consolidated 2021-11-03 2023-03-31 13722151 bus:Consolidated 1 2021-11-03 2023-03-31 13722151 bus:Consolidated 2 2021-11-03 2023-03-31 13722151 bus:Consolidated 1 2021-11-03 2023-03-31 13722151 bus:PrivateLimitedCompanyLtd bus:Consolidated 2021-11-03 2023-03-31 13722151 bus:ConsolidatedGroupCompanyAccounts 2021-11-03 2023-03-31 13722151 core:RetainedEarningsAccumulatedLosses 2021-11-03 2023-03-31 13722151 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2021-11-03 2023-03-31 13722151 core:ShareCapital 2021-11-03 2023-03-31 13722151 core:ShareCapital bus:Consolidated 2021-11-03 2023-03-31 13722151 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Goodwill bus:Consolidated 2021-11-03 2023-03-31 13722151 core:PatentsTrademarksLicencesConcessionsSimilar bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Buildings bus:Consolidated 2021-11-03 2023-03-31 13722151 core:ConstructionInProgressAssetsUnderConstruction bus:Consolidated 2021-11-03 2023-03-31 13722151 core:FurnitureFittings bus:Consolidated 2021-11-03 2023-03-31 13722151 core:FurnitureFittingsToolsEquipment bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Land bus:Consolidated 2021-11-03 2023-03-31 13722151 core:LandBuildings bus:Consolidated 2021-11-03 2023-03-31 13722151 core:LeaseholdImprovements bus:Consolidated 2021-11-03 2023-03-31 13722151 core:MotorCars bus:Consolidated 2021-11-03 2023-03-31 13722151 core:MotorVehicles bus:Consolidated 2021-11-03 2023-03-31 13722151 core:OtherPropertyPlantEquipment bus:Consolidated 2021-11-03 2023-03-31 13722151 core:PlantMachinery bus:Consolidated 2021-11-03 2023-03-31 13722151 core:OtherRelatedParties bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Subsidiary1 bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Subsidiary1 bus:Consolidated 1 2021-11-03 2023-03-31 13722151 core:Subsidiary1 countries:AllCountries bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Subsidiary2 bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Subsidiary2 bus:Consolidated 1 2021-11-03 2023-03-31 13722151 core:Subsidiary2 countries:AllCountries bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Subsidiary3 bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Subsidiary3 bus:Consolidated 1 2021-11-03 2023-03-31 13722151 core:Subsidiary3 countries:AllCountries bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Subsidiary4 bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Subsidiary4 bus:Consolidated 1 2021-11-03 2023-03-31 13722151 core:Subsidiary4 countries:AllCountries bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Subsidiary5 bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Subsidiary5 bus:Consolidated 1 2021-11-03 2023-03-31 13722151 core:Subsidiary5 countries:AllCountries bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Subsidiary6 bus:Consolidated 2021-11-03 2023-03-31 13722151 core:Subsidiary6 bus:Consolidated 1 2021-11-03 2023-03-31 13722151 core:Subsidiary6 countries:AllCountries bus:Consolidated 2021-11-03 2023-03-31 13722151 core:UKTax bus:Consolidated 2021-11-03 2023-03-31 13722151 countries:EnglandWales bus:Consolidated 2021-11-03 2023-03-31 13722151 2021-11-02 13722151 bus:Consolidated 2021-11-02 13722151 core:Goodwill bus:Consolidated 2021-11-02 13722151 core:PatentsTrademarksLicencesConcessionsSimilar bus:Consolidated 2021-11-02 13722151 core:ConstructionInProgressAssetsUnderConstruction bus:Consolidated 2021-11-02 13722151 core:FurnitureFittingsToolsEquipment bus:Consolidated 2021-11-02 13722151 core:LandBuildings bus:Consolidated 2021-11-02 13722151 core:MotorVehicles bus:Consolidated 2021-11-02 13722151 core:OtherPropertyPlantEquipment bus:Consolidated 2021-11-02 iso4217:GBP xbrli:pure xbrli:shares

Registration number: 13722151

Premium Care Group Limited

Annual Report and Consolidated Financial Statements

for the Period from 3 November 2021 to 31 March 2023

 

Premium Care Group Limited

Contents

Company Information

1

Strategic Report

2 to 3

Directors' Report

4 to 5

Statement of Directors' Responsibilities

6

Independent Auditor's Report

7 to 9

Consolidated Profit and Loss Account

10

Consolidated Statement of Comprehensive Income

11

Consolidated Balance Sheet

12

Balance Sheet

13

Consolidated Statement of Changes in Equity

14

Statement of Changes in Equity

15

Consolidated Statement of Cash Flows

16

Statement of Cash Flows

17

Notes to the Financial Statements

18 to 33

 

Premium Care Group Limited

Company Information

Directors

R Sideras

R B Adams

Registered office

1st Floor Woodgate Studios
2-8 Games Road
Cockfosters
Barnet
Hertfordshire
EN4 9HN

Auditors

NA Associates LLP
Woodgate Studios
2-8 Games Road
Cockfosters
Hertfordshire
EN4 9HN

 

Premium Care Group Limited

Strategic Report for the period from 3 November 2021 to 31 March 2023

The directors present their strategic report for the period from 3 November 2021 to 31 March 2023.

Principal activity

The principal activity of the group is that of the operation of residential care and nursing homes.

Fair review of the business

The company was incorporated on 8 November 2021 and has two subsidiaries Premium Care Homes Limited and Premium Care Properties Limited. In March 2022 Premium Care Homes Limited acquired two subsidiaries, Churchfields Care Home Limited, and GJR (Healthcare) Limited who in turn holds a subsidiary, Rosebank Nursing Homes Limited. The subsidiaries both own and operate care homes.

In June 2022 Premium Care Properties Limited acquired JK Healthcare Limited, which operated a single care home. JK Healthcare Limited acquired the business of two additional homes in June 2023 and a further two in December 2023.

In addition Rosebank Nursing Home Limited acquired the business of two additional care homes in October 2022.

Premium Care Group is a new venture, started by award winning healthcare professional Renos Sideras and luxury residential property virtuoso Robert Adams.

At the time of writing, the group has been trading for 22 months and now operates 9 homes in the the South East with a current run rate of consolidated normalised operating profit of c.£5m.

The objective of Premium Care Group is to provide exceptional care in high quality surroundings.

The first acquisition was two outstanding homes in Oxfordshire, the profits from both homes being reinvested back into the homes, adding bedrooms, significant refurbishments to communal areas, bedrooms and gardens, improving the technology infrastructure and IT systems, and investing in training, staff and services offered.

The second acquisition in Essex required fundamental refurbishment. At the time of purchase the home was rated as “Requires Improvements” with special conditions and low occupancy. Within weeks restrictions were lifted and the Care Quality Commission rated the home as good. The home is now full with a waiting list, as indeed are both Oxfordshire homes.

The performance in this year’s group accounts reflects the significant cost of refurbishment made in the care homes within the group and our commitment to improve the quality of the homes and the services provided.

The group's key financial and other performance indicators during the period were as follows:

Financial KPIs

Unit

2023

Turnover

£

6,165,758

Gross Margin

%

33

Loss before tax

£

(2,003,113)

Net liabilities

£

(1,779,143)

EBITDA Loss

£

(737,404)

Whilst the Group reported a loss in the period, this was anticipated and reflects the investment made in achieving its strategy of upgrading its homes.

 

Premium Care Group Limited

Strategic Report for the period from 3 November 2021 to 31 March 2023

Principal risks and uncertainties

Covid-19 remains a significant risk due to the implications of any outbreaks within the homes which can lead to restrictions on admissions and staff shortages. Although occupancy levels have now recovered to pre-pandemic levels.

Fee levels:-
As the level of funding from the local authorities is low, the group looks to clients who can top up or personally fund their care where possible.

Labour shortages and increased wage demand:-
There remains a shortage of available labour that is given emphasis by the reduction of Non-EU labour being allowed to enter the market and EU citizens now requiring visas to work in the United Kingdom. There also continues to be increased cost associated with the National Living Wage.

The company's principal risks and uncertainties which affect the business and financial performance are regularly reviewed.

The company's principal financial instruments comprise loans and other finance facilities. The main purpose of these financial instruments is to fund the company's operations as well as to manage working capital and liquidity.

The directors continue to assess the risks facing the company and its subsidiaries in both securing new business and maintaining existing relationships key to the groups future.

Approved and authorised by the Board on 8 February 2024 and signed on its behalf by:
 

.........................................
R Sideras
Director

 

Premium Care Group Limited

Directors' Report for the Period from 3 November 2021 to 31 March 2023

The directors present their report and the for the period from 3 November 2021 to 31 March 2023.

Directors of the group

The directors who held office during the period were as follows:

R Sideras (appointed 3 November 2021)

R B Adams (appointed 3 November 2021)

Financial instruments

Objectives and policies

Price risk, credit risk, liquidity risk and cash flow risk

The main financial risks, to which the company and its subsidiaries have exposure, are interest rates, liquidity, credit risks and competition. The company and its subsidiaries senior management oversees the management of these risks.

Interest rate risk
The company's borrowings include loans which have interest rates that vary with the base rate. The company and its subsidiaries have taken the decision to accept the risk of increased interest charges on these loans resulting from an increase to interest rates and does not intend to change this policy in the immediate future.

Liquidity risk
Whilst ensuring sufficient liquid resources to meet its business operating needs the company and its subsidiaries manages its cash flow and borrowing requirements in the best way possible so as to minimise interest expenditure.

Credit risk
The company and its subsidiaries trade debtors are reviewed on a regular basis and provision for doubtful debts is made when necessary.

Price risk
Expenditure made by the company and its subsidiaries is authorised by management prior to it being made so as to ensure the best prices are being paid for the required goods and services.

Changes in legislation
The company and its subsidiaries monitor changes in legislation that could affect their industry and adapts its policies accordingly.

Competition
The company and its subsidiaries main competitors are other care homes in the local areas.

 

Premium Care Group Limited

Directors' Report for the Period from 3 November 2021 to 31 March 2023

Going concern

The financial statements have been prepared on a going concern basis which is dependent upon the continuing financial support of loan creditors and group companies.

During its first accounting period, the group has made a loss of £1,779,243, and at the period end has net liabilities of £1,779,143. This is because during this period, the subsidiaries acquired care homes in which the group has invested significant sums to upgrade, repair and modernise the homes with the strategy to improve profitability and maximise returns for the group.

As a result of this, since the period end the results have significantly improved with exceptional occupancy levels, increasing revenues and profits which the group expects to continue. Since the period end, the Group has scaled up its operations by the acquisition of an additional four care homes which has significantly increased profitability and economies of scale. It is anticipated that the group will report profits and a positive net asset position in the near future from the profits of the subsidiaries, and based on current trading performance the annual expected group normalised operating profit is c.£5m. The directors therefore consider the going concern basis to be appropriate.

Disclosure of information to the auditor

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

Approved and authorised by the Board on 8 February 2024 and signed on its behalf by:
 

.........................................
R Sideras
Director

 

Premium Care Group Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 group and the company 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 and apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

Premium Care Group Limited

Independent Auditor's Report to the Members of Premium Care Group Limited

Opinion

We have audited the financial statements of Premium Care Group Limited (the 'parent company') and its subsidiaries (the 'group') for the period from 3 November 2021 to 31 March 2023, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, 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 Financial Reporting Standard 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's and the parent company's affairs as at 31 March 2023 and of the group's loss for the period 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 responsibilities for the audit of the financial statements section of our report. We are independent of the group 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.

Conclusions relating to going concern

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

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

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

Other information

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

In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

 

Premium Care Group Limited

Independent Auditor's Report to the Members of Premium Care Group Limited

We have nothing to report in this regard.

Opinion on other matter 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 Strategic Report and Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

adequate accounting records have not been kept by the parent company, 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.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities [set out on page 6], the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Auditor 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:

- Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud; and
- Identifying and testing significant manual journal entries and reviewing assumptions and judgements made by management in making significant accounting estimates.

 

Premium Care Group Limited

Independent Auditor's Report to the Members of Premium Care Group Limited

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Use of our report

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

......................................
Nicholas Antoniou (Senior Statutory Auditor)
For and on behalf of NA Associates LLP
Statutory Auditor
Chartered Certified Accountants

Woodgate Studios
2-8 Games Road
Cockfosters
Hertfordshire
EN4 9HN

8 February 2024

 

Premium Care Group Limited

Consolidated Profit and Loss Account for the Period from 3 November 2021 to 31 March 2023

Note

2023
£

Turnover

3

6,165,758

Cost of sales

 

(4,108,539)

Gross profit

 

2,057,219

Administrative expenses

 

(3,527,172)

Other operating income

4

10,860

Operating loss

5

(1,459,093)

Other interest receivable and similar income

6

3,381

Interest payable and similar expenses

7

(547,401)

Loss before tax

 

(2,003,113)

Tax on loss

11

223,870

Loss for the financial period

 

(1,779,243)

Profit/(loss) attributable to:

 

Owners of the company

 

(1,779,243)

The above results were derived from continuing operations.

The group has no recognised gains or losses for the period other than the results above.

 

Premium Care Group Limited

Consolidated Statement of Comprehensive Income for the Period from 3 November 2021 to 31 March 2023

2023
£

Loss for the period

(1,779,243)

Total comprehensive income for the period

(1,779,243)

Total comprehensive income attributable to:

Owners of the company

(1,779,243)

 

Premium Care Group Limited

(Registration number: 13722151)
Consolidated Balance Sheet as at 31 March 2023

Note

2023
£

Fixed assets

 

Intangible assets

12

4,799,327

Tangible assets

13

4,149,799

 

8,949,126

Current assets

 

Stocks

15

15,388

Debtors

16

449,721

Cash at bank and in hand

 

355,927

 

821,036

Creditors: Amounts falling due within one year

18

(1,309,538)

Net current liabilities

 

(488,502)

Total assets less current liabilities

 

8,460,624

Creditors: Amounts falling due after more than one year

18

(10,239,767)

Net liabilities

 

(1,779,143)

Capital and reserves

 

Called up share capital

20

100

Retained earnings

(1,779,243)

Equity attributable to owners of the company

 

(1,779,143)

Shareholders' deficit

 

(1,779,143)

Approved and authorised by the Board on 8 February 2024 and signed on its behalf by:
 

.........................................
R Sideras
Director

 

Premium Care Group Limited

(Registration number: 13722151)
Balance Sheet as at 31 March 2023

Note

2023
£

Fixed assets

 

Investments

14

200

Current assets

 

Debtors

16

3,165,204

Cash at bank and in hand

 

76,935

 

3,242,139

Creditors: Amounts falling due within one year

18

(28,347)

Net current assets

 

3,213,792

Total assets less current liabilities

 

3,213,992

Creditors: Amounts falling due after more than one year

18

(3,413,025)

Net liabilities

 

(199,033)

Capital and reserves

 

Called up share capital

20

100

Retained earnings

(199,133)

Shareholders' deficit

 

(199,033)

The company made a loss after tax for the financial period of £199,133.

Approved and authorised by the Board on 8 February 2024 and signed on its behalf by:
 

.........................................
R Sideras
Director

 

Premium Care Group Limited

Consolidated Statement of Changes in Equity for the Period from 3 November 2021 to 31 March 2023
Equity attributable to the parent company

Share capital
£

Retained earnings
£

Total
£

Total equity
£

Loss for the period

-

(1,779,243)

(1,779,243)

(1,779,243)

New share capital subscribed

100

-

100

100

At 31 March 2023

100

(1,779,243)

(1,779,143)

(1,779,143)

 

Premium Care Group Limited

Statement of Changes in Equity for the Period from 3 November 2021 to 31 March 2023

Share capital
£

Retained earnings
£

Total
£

Loss for the period

-

(199,133)

(199,133)

New share capital subscribed

100

-

100

At 31 March 2023

100

(199,133)

(199,033)

 

Premium Care Group Limited

Consolidated Statement of Cash Flows for the Period from 3 November 2021 to 31 March 2023

Note

2023
£

Cash flows from operating activities

Loss for the period

 

(1,779,243)

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

5

721,689

Finance income

6

(3,381)

Finance costs

7

547,401

Income tax expense

11

(223,870)

 

(737,404)

Working capital adjustments

 

Increase in stocks

15

(5,734)

Decrease in trade debtors

16

3,978,633

Decrease in trade creditors

18

(5,106,395)

Cash generated from operations

 

(1,870,900)

Income taxes paid

11

(65,127)

Net cash flow from operating activities

 

(1,936,027)

Cash flows from investing activities

 

Interest received

3,381

Acquisitions of tangible assets

(1,073,783)

Acquisition of intangible assets

12

(300,000)

Cash acquired with subsidiaries

 

352,747

Acquisition of subsidiaries

(6,382,857)

Net cash flows from investing activities

 

(7,400,512)

Cash flows from financing activities

 

Interest paid

7

(547,401)

Proceeds from issue of ordinary shares, net of issue costs

 

100

Proceeds from bank borrowing draw downs

 

4,000,000

Proceeds from other borrowing draw downs

 

6,239,767

Net cash flows from financing activities

 

9,692,466

Net increase in cash and cash equivalents

 

355,927

Cash and cash equivalents at 3 November

 

-

Cash and cash equivalents at 31 March

 

355,927

 

Premium Care Group Limited

Statement of Cash Flows for the Period from 3 November 2021 to 31 March 2023

Note

2023
£

Cash flows from operating activities

Loss for the period

 

(199,133)

Adjustments to cash flows from non-cash items

 

Finance costs

182,212

 

(16,921)

Working capital adjustments

 

Increase in trade debtors

16

(3,165,204)

Increase in trade creditors

18

3,441,372

Net cash flow from operating activities

 

259,247

Cash flows from investing activities

 

Acquisition of subsidiaries

14

(200)

Cash flows from financing activities

 

Interest paid

(182,212)

Proceeds from issue of ordinary shares, net of issue costs

 

100

Net cash flows from financing activities

 

(182,112)

Net increase in cash and cash equivalents

 

76,935

Cash and cash equivalents at 3 November

 

-

Cash and cash equivalents at 31 March

 

76,935

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
1st Floor Woodgate Studios
2-8 Games Road
Cockfosters
Barnet
Hertfordshire
EN4 9HN

These financial statements were authorised for issue by the Board on 8 February 2024.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The accounts are prepared in the company's functional currency of British Pounds (£) and rounded to the nearest £1.

Going concern

The financial statements have been prepared on a going concern basis which is dependent upon the continuing financial support of loan creditors and group companies.

During its first accounting period, the group has made a loss of £1,779,243, and at the period end has net liabilities of £1,779,143. This is because during this period, the subsidiaries acquired care homes in which the group has invested significant sums to upgrade, repair and modernise the homes with the strategy to improve profitability and maximise returns for the group.

As a result of this, since the period end the results have significantly improved with exceptional occupancy levels, increasing revenues and profits which the group expects to continue. Since the period end, the Group has scaled up its operations by the acquisition of an additional four care homes which has significantly increased profitability and economies of scale. It is anticipated that the group will report profits and a positive net asset position in the near future from the profits of the subsidiaries, and based on current trading performance the annual expected group normalised operating profit is c.£5m. The directors therefore consider the going concern basis to be appropriate.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 March 2023.

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill. Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.

Key sources of estimation uncertainty

Preparation of the financial statements requires management to make significant judgements and estimates. The items in the financial statements where these judgements and estimates have been made include the estimated useful life of tangible and intangible fixed assets for the purpose of calculating depreciation and amortisation.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the group’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the group.

The group recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the group's activities.

Government grants

Grants relating to revenue are recognised on a systematic basis over the periods in which the entity recognises the related costs for which the grant is intended to compensate. A grant which becomes receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the entity with no future related costs is recognised as revenue in the period in which it becomes receivable.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

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 group operates and generates taxable income.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the consolidated financial statements.

Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Plant and machinery

15% reducing balance

Furniture and fittings

15% and 8% reducing balance

Motor vehicles

25% reducing balance

Land

Nil

Buildings

1% straight line

Leasehold improvements

Over the length of the lease

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Goodwill

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Goodwill

5 - 10 years

Investments

Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Trade debtors

Debtors with no stated interest rate and receivable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.

The cost of finished goods and work in progress comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.

Trade creditors

Creditors with no stated interest rate and payables within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the group’s shareholders is recognised in the financial statements in the reporting period in which the dividends are paid.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

3

Turnover

The analysis of the group's Turnover for the period from continuing operations is as follows:

2023
£

Fee income

6,165,758

4

Other operating income

The analysis of the group's other operating income for the period is as follows:

2023
£

Government grants

10,860

5

Operating loss

Arrived at after charging/(crediting)

2023
£

Depreciation expense

215,358

Amortisation expense

506,331

6

Other interest receivable and similar income

2023
£

Other finance income

3,381

7

Interest payable and similar expenses

2023
£

Interest on bank borrowings

300,115

Interest on other borrowings

247,286

547,401

8

Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

2023
£

Wages and salaries

3,591,494

Social security costs

263,417

Pension costs, defined contribution scheme

64,551

3,919,462

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

The average number of persons employed by the group (including directors) during the period, analysed by category was as follows:

2023
No.

Management and administration

5

Nursing care and support

146

151

9

Directors' remuneration

The directors' remuneration for the period was as follows:

2023
£

Remuneration

57,895

10

Auditors' remuneration

2023
£

Audit of these financial statements

3,600

Audit of the financial statements of subsidiaries of the company pursuant to legislation

22,680

26,280


 

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

11

Taxation

Tax charged/(credited) in the consolidated profit and loss account

2023
£

Deferred taxation

Arising from origination and reversal of timing differences

(223,870)

The tax on profit before tax for the period is the same as the standard rate of corporation tax in the UK of 19%.

The differences are reconciled below:

2023
£

Loss before tax

(2,003,113)

Corporation tax at standard rate

(380,591)

Effect of expense not deductible in determining taxable profit (tax loss)

2,668

Effect of tax losses

16,985

Tax decrease from effect of capital allowances and depreciation

(23,089)

Tax increase from effect of unrelieved tax losses carried forward

384,027

Other tax effects for reconciliation between accounting profit and tax expense (income)

(223,870)

Total tax credit

(223,870)

Deferred tax

Group

Deferred tax assets and liabilities

2023

Asset
£

Accelerated capital allowances

(308,122)

Available tax losses

400,113

91,991

From 1 April 2023, the main rate of corporation tax has increased from 19% to 25%.

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

12

Intangible assets

Group

Goodwill
 £

Goodwill on acquisition
 £

Total
£

Cost or valuation

Additions

350,000

5,005,658

5,355,658

At 31 March 2023

350,000

5,005,658

5,355,658

Amortisation

On acquisition

50,000

-

50,000

Amortisation charge

25,000

481,331

506,331

At 31 March 2023

75,000

481,331

556,331

Carrying amount

At 31 March 2023

275,000

4,524,327

4,799,327

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

13

Tangible assets

Group

Freehold property
£

Leasehold improvements
 £

Furniture, fittings and equipment
 £

Motor vehicles
 £

Plant and machinery
£

Total
£

Cost or valuation

Additions

2,914,525

369,906

1,477,724

64,675

555,419

5,382,249

At 31 March 2023

2,914,525

369,906

1,477,724

64,675

555,419

5,382,249

Depreciation

On acquisition

287,747

-

489,952

21,895

217,498

1,017,092

Charge for the period

27,244

8,878

114,098

13,038

52,100

215,358

At 31 March 2023

314,991

8,878

604,050

34,933

269,598

1,232,450

Carrying amount

At 31 March 2023

2,599,534

361,028

873,674

29,742

285,821

4,149,799

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

14

Investments

Group

Details of undertakings

Details of the investments in which the group holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2023

Subsidiary undertakings

Premium Care Homes Limited

Ordinary shares

100%

 

England

     

Premium Care Properties Limited

Ordinary shares

100%

 

England

     

GJR (Healthcare) Limited *

Ordinary shares

100%

 

England

     

Rosebank Nursing Homes Limited **

Ordinary shares

100%

 

England

     

Churchfields Care Home Limited **

Ordinary shares

100%

 

England

     

JK Healthcare Limited ***

Ordinary shares

100%

 

England

     

* GJR (Healthcare) Limited is a subsidiary of Premium Care Homes Limited
** Rosebank Nursing Homes Limited and Churchfields Care Home Limited are subsidiaries of GJR (Healthcare) Limited
*** JK Healthcare Limited is a subsidiary of Premium Care Properties Limited

 

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

The net assets and consolidated goodwill that arose on the acquisitions was as follows :

£

Tangible assets

3,291,384

Debtors

4,336,363

Cash at bank

352,747

Creditors

(6,612,949)

Stock

9,654

Net assets acquired

1,377,199

Cost of investment

(6,382,857)

Goodwill on consolidation

5,005,658

Subsidiary undertakings

Premium Care Homes Limited

The principal activity of Premium Care Homes Limited is that of a holding company.

Premium Care Properties Limited

The principal activity of Premium Care Properties Limited is that of a holding company.

GJR (Healthcare) Limited *

The principal activity of GJR (Healthcare) Limited * is that of a holding company.

Rosebank Nursing Homes Limited **

The principal activity of Rosebank Nursing Homes Limited ** is that of operation of residential care and nursing homes.

Churchfields Care Home Limited **

The principal activity of Churchfields Care Home Limited ** is that of operation of residential care and nursing homes.

JK Healthcare Limited ***

The principal activity of JK Healthcare Limited *** is that of operation of residential care and nursing homes.

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

Company

2023
£

Investments in subsidiaries

200

Subsidiaries

£

Cost or valuation

Additions

200

Carrying amount

At 31 March 2023

200

15

Stocks

 

Group

Company

2023
£

2023
£

Other inventories

15,388

-

16

Debtors

   

Group

Company

Current

Note

2023
£

2023
£

Trade debtors

 

254,646

-

Amounts owed by related parties

23

-

3,165,204

Other debtors

 

47,214

-

Accrued income

 

55,870

-

Deferred tax asset

11

91,991

-

   

449,721

3,165,204

17

Cash and cash equivalents

 

Group

Company

2023
£

2023
£

Cash on hand

5,772

-

Cash at bank

350,155

76,935

355,927

76,935

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

18

Creditors

   

Group

Company

Note

2023
£

2023
£

Due within one year

 

Trade creditors

 

557,254

-

Social security and other taxes

 

80,051

9,926

Other creditors

 

289,163

4,189

Accruals

 

93,506

14,232

Corporation tax liability

 

86,016

-

Deferred income

 

203,548

-

 

1,309,538

28,347

Due after one year

 

Bank borrowings

 

4,000,000

-

Other borrowings

 

6,239,767

3,413,025

21

10,239,767

3,413,025

19

Pension and other schemes

Defined contribution pension scheme

The group operates a defined contribution pension scheme. The pension cost charge for the period represents contributions payable by the group to the scheme and amounted to £64,551.

20

Share capital

Allotted, called up and fully paid shares

 

2023

 

No.

£

Ordinary shares of £1 each

100

100

     

New shares allotted

During the period 100 Ordinary shares having an aggregate nominal value of £100 were allotted for an aggregate consideration of £100. They were issued on incorporation.

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

21

Loans and borrowings

 

Group

Company

2023
£

2023
£

Non-current loans and borrowings

Bank borrowings

4,000,000

-

Other borrowings

6,239,767

3,413,025

10,239,767

3,413,025

Group

Bank borrowings

Bank loan is denominated in Pounds (£) with a nominal interest rate of Sterling Over Night Indexed Average (SONIA) rate plus 4.9, and the final instalment is due on 22 March 2025. The carrying amount at period end is £4,000,000.

The bank borrowing is secured by a fixed and floating charge over Premium Care Homes Limited and its subsidiaries assets. In addition there is a fixed charge over the shares owned in Premium Care Homes Limited.

Other borrowings

1st loan is denominated in Pounds (£) with a nominal interest rate of 5%, and the final instalment is due on 21 June 2025. The carrying amount at year end is £898,697.

2nd loan is denominated in Pounds (£) with a nominal interest rate of 5%, and the final instalment is due on 30 October 2025. The carrying amount at year end is £477,440.

3rd loan is denominated in Pounds (£) with a nominal interest rate of 5%, and the final instalment is due on 12 July 2025. The carrying amount at year end is £1,500,000.

4th loan is denominated in Pounds (£) with a nominal interest rate of 5%, and the final instalment is due on 16 March 2025. The carrying amount at year end is £3,363,630.

 

Premium Care Group Limited

Notes to the Financial Statements for the Period from 3 November 2021 to 31 March 2023

22

Obligations under leases and hire purchase contracts

Group

Finance leases

The total of future minimum lease payments is as follows:

2023
£

Not later than one year

338,496

Later than one year and not later than five years

839,234

Later than five years

2,413,047

3,590,777

23

Related party transactions

Group

Summary of transactions with other related parties

Creditors due after more than one year for the group, includes other borrowings of £6,239,767 from a company under common control. The terms of the other borrowings are shown in note 21. The profit and loss account includes interest payable of £247,286 in respect of these loans.