Company registration number 02797766 (England and Wales)
PREMIER FOREST PRODUCTS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2023
PREMIER FOREST PRODUCTS LIMITED
COMPANY INFORMATION
Directors
T E A Edgell
A R Francis
D J Howells
J T D Pickford
J M Walker
N J Williams
V R Williams
N Davies
(Appointed 15 August 2022)
R H Morgan
(Appointed 18 October 2022)
Secretary
V R Williams
Company number
02797766
Registered office
West Way Road
Alexandra Dock
Newport
NP20 2PQ
Auditor
Azets Audit Services
Charter Court
Phoenix Way Enterprise Park
Swansea
United Kingdom
SA7 9FS
Bankers
HSBC UK Bank Plc
1st Floor
1 Callaghan Square
Cardiff
CF10 5BT
PREMIER FOREST PRODUCTS LIMITED
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5 - 7
Directors' responsibilities statement
8
Independent auditor's report
9 - 11
Profit and loss account
12
Statement of comprehensive income
13
Balance sheet
14
Statement of changes in equity
15
Notes to the financial statements
16 - 39
PREMIER FOREST PRODUCTS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 APRIL 2023
- 1 -

The directors present the strategic report for the year ended 30 April 2023.

BUSINESS REVIEW AND FINANCIAL KEY PERFORMANCE INDICATORS

Premier Forest Products Limited (‘Premier’ and/or the ‘Company’) is engaged in the importation, processing, merchanting and wholesale distribution of timber and timber-based products. Premier was established in 1993 and is headquartered in Newport (South Wales) with an extensive branch and operational network around the UK.

The directors are pleased to report the Company has continued to make excellent progress in the year. The previous trading year (to April 2022) reflected unprecedented financial results where strong demand and some supply shortages in the market contributed to significant product price inflation, particularly in the 1st half but falling back somewhat in the 2nd half as supply came more into line with demand. The trading year ended 30 April 2023 saw more normal market conditions return with supply chains becoming less strained and more general stability in market prices, although the latter are still at higher levels than those achieved before the Covid-19 pandemic.

Analysis of company performance is undertaken monthly. The directors observe the usual financial indicators of performance – turnover, gross margin, net margin, debtor days and stock turn – and compare these measures against budgets. In addition, the directors produce management information that analyses customer performance, sales performance, product performance, stock ageing, market segments, supplier analysis and supplier performance.

Gross margin, the company’s key measurement of performance was 21.8% (2022: 31.1%). Sales in the year were £97.7m (2022: £119.3m), a decrease of 18.1%, which contributed to a 42.6% decrease in gross profit. Operating profit was also reduced to £4.8m (2022: £20.5m) and profit before tax was £4.5m (2022: £20.4m). The company continued to strengthen its balance sheet and net assets increased to £18.5m (2022: £17.2m). The easing of the supply shortages experienced in the prior year, allowed the Company to draw down inventory levels to £14.7m (2022: £19.9m) supporting strong cash flow generation from operating activities. There are no non-financial measures considered as KPI’s by management.

Progressive thinking, quality, integrity and value combine to make Premier a highly competitive force in the market. Alongside the prerequisite requirements of a competitive price and a fast and efficient service, the directors firmly believe that Premier, in addition to having a leading brand, offers a level of expertise, trust and understanding that goes beyond that of its competitors.

The Company has continued progress with its ambitious growth plans through a combination of organic growth and strategic acquisitions, the latter including

 

 

The approach on transactions is to ‘hive up’ trade and assets of acquired businesses into Premier as soon as reasonably practical. Mon Timber was transferred to Premier on 1 November 2022 with Décor post year end on 1 June 2023. For the period of ownership from acquisition to hive up these businesses operated as separate legal entities. On a consolidated basis Premier Forest (plus its subsidiaries) delivered sales of £106.2m in the year to 30 April 2023.

 

The Company also successfully completed an agreement to sell the assets of its sawmill (based at Croespenmaen, South Wales) to SDL Sawmills Limited in April 2023.The asset sale agreement including an offtake agreement with Premier continuing to then supply the finished sawn products from the mill to its existing diverse customer base.

 

PREMIER FOREST PRODUCTS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
- 2 -
PRINCIPAL RISKS AND UNCERTAINTIES

General Market Conditions: The company's main markets are dependent on general economic conditions (including interest rates, inflation and general cost of living pressures). The situation remains uncertain and it remains to be seen the impact of persistently higher inflation levels and the geopolitical backdrop on the economy. At this point, it is not possible to predict the full extent of any potential future market changes and impact if any on revenues. The company continues to have a strong balance sheet position at year end. To best protect the company, the directors continue to manage stringently all costs and all elements of working capital to enhance operating cash inflows during this period.

 

People: A strong and experienced management team, and committed, knowledgeable staff at every level of the business constitute the primary raw ingredient for Premier’s growth and success. Whilst the loss of no one individual would represent a significant long-term threat to the business in its own right, sustained erosion or, transversely, difficulties in continuing to attract new talent to help drive growth could present problems. Fortunately, Premier greatly values its staff as its primary asset. This approach engenders a high degree of loyalty and commitment from staff, meaning staff turnover is extremely low, and Premier is seen as an attractive employer within the industry.

 

Competition: In general, the timber products market remains a crowded and volatile one, and one that is often subject to extremely changeable market conditions. This does lead to both shortages and acute over-supply situations. As some of Premier’s competitors are more dependent on commodity materials for their income, they are more prone to problems resulting from these market swings. When it occurs, oversupply represents a bigger problem, as some of Premier’s competitors are quick to liquidate stock in large volumes, driving down prices and margins sharply. Premier has spent many years building its defences against this recurrent trend; significant diversification in product offering and customer sectors now provides robust insulation against the worst of these fluctuations. Significant capital investment was progressed during the year ended 30 April 2023, in particular focussing on further enhancing the Company's timber processing capabilities. Agile decision-making, fast responses to changing market conditions, and efficient purchasing also further mitigate the risk. Indeed, in a falling market, Premier often benefits.

 

Health & Safety: For a company which operates multiple sites with many risk factors (including heavy vehicles and lifting equipment, storage and stacking risks, complex and hazardous wood-processing machinery etc), the potential danger to staff, customers and the wider public is a perennial concern. Failure by the company to execute the lawful obligations to protect all parties from harm represents a threat which cannot be underestimated. Considerable resource and management time is allocated to ensuring risk mitigation is of paramount concern. External consultation is employed to provide impartial observation and critique and a robust process exists to provide a framework for Health & Safety management in the business. It is an ongoing process, which seeks continuous improvement. If at any point Health & Safety concerns regarding any operation, site or function are deemed too great to be overcome to the required standard, the company will not hesitate to call a halt to that activity in order to remove the risk entirely.

 

UKTR: UK Timber Regulation rules exist to heavily penalise any UK importer found to have imported timber deemed to be from an illegal source/supply chain. The law is robust enough to result in criminal prosecutions and substantial fines. The damage to the business and its reputation, should it be found to be in breach, could be significant. Risk mitigation and extremely detailed and forensic supply chain examination is therefore carried out independently by an expert supply chain auditing company, Track Record. This provides Premier with highly accurate and transparent scoring of every single supplier and contract enabling forward-facing assessment of risk and removal of supplier which could constitute a threat.

PREMIER FOREST PRODUCTS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
- 3 -
SECTION 172 (1) STATEMENT

Stakeholder engagement

The directors of Premier have executed their duties in full accordance with section 172 (1) Companies Act 2006, ensuring all relevant decisions during the course of the year were taken explicitly in order to safeguard and further the success of the business, in good faith and meeting all legal obligations.

Structural changes made to the business during the last year were made following considerable scrutiny and careful consideration by the board of directors, as part of a medium and long-term strategy to strengthen Premier’s position within the UK as a diverse, service-orientated, and market-leading supplier of timber products.

Key stakeholder groups essential to the success of the business are an integral consideration in the decision making processes, and the impact of any such decisions upon those groups is carefully assessed to ensure that the nett effects are positive. Those key stakeholder groups include:

Employees                                                      

Premier has always recognised that the key to the successful implementation of our plans and strategies are down to the willing and efficient participation of our staff.

Professional, loyal and committed staff and management are at the heart of everything we do, so it is essential for the business to recruit, train and retain the very best. Premier’s proportion of long-service staff and our low turnover bear testament to the value we place upon our people and the investments we make in them.

Our management culture places the physical and mental well-being of our staff at the core of its values. A rigorous and well-managed Health & Safety regime is enforced across all sites, with structured, regular and active participation by the relevant management teams and representatives. Mental Health is a subject dear to our hearts; we take the mental well-being of our staff very seriously and we invest heavily in both time and effort to compassionately support any staff members experiencing difficulties in their lives.

We are proud to be able to demonstrate an excellent record of professional development within our management team and beyond. We make full use of the opportunities created by the dynamic and ambitious growth of our company to further the development and careers of those staff with the desire and aptitude for progression. Overall, the business culture within Premier makes it an easy, enjoyable and, above all, fair environment for all our staff to thrive in, where success and commitment is rewarded.

The company conducts regular board and senior management meetings in a correct, structured and recorded fashion. Strategies and directives resulting from these meetings are immediately communicated to relevant management parties and staff via clear internal communications. Staff meetings are organised and held wherever and whenever significant changes within the operations of the business (or external circumstances) are likely to directly impact staff, and reciprocal engagement is both encouraged and listened to.

Customers                                                      

Of equal value to our staff are our customers. Retention, growth and diversification of our customer-base in key target areas are at the very centre of our strategic objectives. Attentive, knowledgeable and professional representation and customer service is a key strength of Premier. Our performance in these areas is constantly measured through data and anecdotal evidence, and every effort is made to continually surpass our customers’ expectations. Training and investment to ensure we maintain a keenly competitive edge in these areas is prioritised. Premier operates in a largely commodity-driven marketplace, which is highly susceptible to market fluctuations caused by global trends. In order to ride out the resultant peaks and troughs, Premier enhances its value to its customers beyond competitive pricing wherever possible, and it is that extra dimension which enables our business to form long-lasting and mutually beneficial partnerships with our clients.

Funders and financial institutions

Premier enjoys strong and enduring support from its chosen financial partners. That support is constantly fortified by strong and transparent relationships which benefit from accurate, reliable and prompt financial management reporting. This enables our financial partners to monitor our financial headroom and performance with significant assuredness. The relationship with our banker HSBC stretches back to the inception of Premier and has been mutually beneficial to both parties over this time.

PREMIER FOREST PRODUCTS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
- 4 -

Suppliers                                                        

Maintaining a competitive edge in a constantly changing market is essential to our continuing success. That is dependent on the strength of relationships we develop with strategic long-term supply partners. Premier’s senior purchasing and commercial management team facilitate excellent relationships with our key supply infrastructure. These relationships ensure maximum exposure to market opportunities, the best financial and product delivery agreements, and collaborative agendas for mutually beneficial growth.

Shareholders

Premier’s board of directors includes the shareholders of the ultimate holding company Premier Forest UK Group Holdings Ltd. Non-shareholding directors on the board diligently fulfil their obligations to the shareholders and the business to ensure success beneficial to both entities.

Local community                                                         

As a diverse, multi-site operation, we recognise and fulfil our obligations to be considerate of the impact we have upon our neighbours, our local communities, and the wider environment. Premier’s plans for development, as well as our day-to-day operations, take full consideration of our social and legal responsibilities and actively aim to minimise our environmental impact.

Our management teams are well advised and trained, and are supported by additional external consultation where required, to ensure we operate to the highest professional standards of conduct and governance in respect of environmental legislation. Our investments in on-site renewable energy generation further offset our carbon footprint.

We strive to be sensitive to any concerns from local communities that may arise regarding our operations at any point, and always seek to resolve any concerns through active engagement and dialogue. Premier continues to support many local community projects and youth groups when approached, through donation and sponsorship, and we hope that such involvement and consideration helps maintain Premier’s standing within our local communities, so many members of whom we employ.

 

FUTURE DEVELOPMENTS

The directors believe that future-year results will continue to show a solid financial performance following actions undertaken in the current year.

Approved by the Board of Directors and on behalf of the Board

V R Williams
Director
20 December 2023
PREMIER FOREST PRODUCTS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 APRIL 2023
- 5 -

The directors present their annual report and financial statements for the year ended 30 April 2023.

Principal activities

The principal activity of the company continued to be that of importing and distributing timber and timber-based products.

Results and dividends

The results for the year are set out on page 12.

Interim dividends were paid amounting to £2,055,000 (2022: £6,400,000) on the voting ordinary £1 shares. The directors do not recommend payment of a final dividend in respect of these shares. No interim or final dividend has been declared or paid in respect of the non-voting ordinary shares of £1 each (2022: £nil).

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

T E A Edgell
A R Francis
D J Howells
J T D Pickford
J M Walker
N J Williams
V R Williams
P W J Morgan
(Resigned 31 December 2022)
N Davies
(Appointed 15 August 2022)
R H Morgan
(Appointed 18 October 2022)
Research and development

The company is committed to significant investment in research and development (R&D) with the general aim to improve performance in an ethical and ecologically sustainable manner.

 

The major objectives of the R&D programme are as follows:

 

i) To ensure the sustainability of timber suppliers

ii) The sustainability of the company's energy requirements

iii) To lead the sector through CHP waste management and a reduced energy requirement

iv) To achieve zero waste to landfill

v) To increase and improve the sustainability of forestry assets: a) by ethical sourcing; b) advanced production with reduced wastage; c) environmentally clean processes and waste minimisation to reduce the carbon footprint.

Future developments

Strategy, likely future developments and post balance sheet events in the business of the company are discussed in the strategic report.

Energy and carbon report

No disclosure has been made of energy use and carbon emissions of this company as it is a subsidiary undertaking. Disclosure is made within the group energy report included in the consolidated financial statements of Premier Forest UK Group Holdings Limited.

PREMIER FOREST PRODUCTS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
- 6 -
Going concern

 

In preparing the financial statements, the directors have considered the current financial position of the company and the likely future cash flows. At the date of signing the financial statements, the directors have concluded that it is appropriate to prepare them on a going concern basis. In forming this conclusion, the directors have considered the company’s strong financial performance in the current financial year and prospects for the subsequent financial periods. The directors have reviewed projected cash flows of the company and have considered different market scenarios within this based on sensitivities if market demand changes. The company’s costs and working capital requirements are managed rigorously. The company’s trading activities are forecast to generate positive future cash flows for at least 12 months from the date the financial statements are signed, thus enabling the company to meet its obligations as they fall due.

 

The company has an import line facility and an invoice finance facility to assist with the financing of the business together with a fixed term loan. The company has met all capital and interest payments as they have fallen due in respect of financing arrangements, up to the date of approving the financial statements, and the forecasts indicate that the company can continue to meet such payments as they fall due. There have been no covenant breaches and the forecasts indicate that this will continue into the foreseeable future.

 

The company’s banking facilities were formally reviewed and renewed in April 2023 and the directors are confident that these will be renewed by HSBC when they fall for renewal in April 2024.

 

The directors have also received confirmation that the group will not recall payment of inter-company debt balances if it causes financial difficulty to any of the companies in the group.

 

Accordingly, the directors continue to adopt the going concern basis in preparing the financial statements.

Financial risk management objectives and policies

The company’s principal financial instruments comprise bank overdrafts, bank loans, trade creditors, trade debtors, forward contracts and invoice discounting facilities. The main purpose of these instruments is to raise funds for the company’s operations and to finance the company’s operations.

Due to the nature of the financial instruments used by the company, there is limited exposure to price risk. The company’s approach to managing other risks applicable to the financial instruments concerned is shown below. The company enters into forward contracts to hedge against foreign currency fluctuations (note 17).

In respect of bank overdrafts, the liquidity risk is managed by maintaining a balance between the continuity of funding and flexibility through the use of overdrafts and factoring facilities.

In respect of loans, these comprise loans from financial institutions. The interest rate on the loans is variable but the monthly repayments are fixed. The company manages the liquidity risk by ensuring there are sufficient funds to meet the payments.

Trade debtors are managed in respect of credit and cash flow risk by managing advances from the factor. Customer balances are regularly monitored by reference to amounts outstanding for time and credit limits.

Trade creditor liquidity risk is managed by ensuring sufficient funds are available to meet amounts due.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Auditor

In accordance with the company's articles, a resolution proposing that Azets Audit Services be reappointed as auditor of the company will be put at a General Meeting.

PREMIER FOREST PRODUCTS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
- 7 -
On behalf of the board
V R Williams
Director
20 December 2023
PREMIER FOREST PRODUCTS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 APRIL 2023
- 8 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

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

PREMIER FOREST PRODUCTS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF PREMIER FOREST PRODUCTS LIMITED
- 9 -
Opinion

We have audited the financial statements of Premier Forest Products Limited (the 'company') for the year ended 30 April 2023 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including 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:

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.

Conclusions relating to going concern

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

 

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

 

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

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 our audit:

PREMIER FOREST PRODUCTS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PREMIER FOREST PRODUCTS LIMITED
- 10 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report. 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:

 

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

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

PREMIER FOREST PRODUCTS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PREMIER FOREST PRODUCTS LIMITED
- 11 -

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

 

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

 

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

 

 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.  This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.  The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

 

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.

Paul Bowden (Senior Statutory Auditor)
For and on behalf of Azets Audit Services
22 December 2023
Chartered Accountants
Statutory Auditor
Charter Court
Phoenix Way Enterprise Park
Swansea
United Kingdom
SA7 9FS
PREMIER FOREST PRODUCTS LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 APRIL 2023
- 12 -
2023
2022
Notes
£
£
Turnover
3
97,693,161
119,331,967
Cost of sales
(76,416,033)
(82,270,830)
Gross profit
21,277,128
37,061,137
Distribution costs
(11,183,244)
(11,516,062)
Administrative expenses
(5,391,816)
(5,108,459)
Other operating income
70,946
102,660
Operating profit
4
4,773,014
20,539,276
Interest receivable and similar income
7
666
10,513
Interest payable and similar expenses
9
(247,593)
(117,830)
Amounts written off investments
8
-
(80,704)
Profit before taxation
4,526,087
20,351,255
Tax on profit
10
(1,167,779)
(4,649,255)
Profit for the financial year
3,358,308
15,702,000

The profit and loss account has been prepared on the basis that all operations are continuing operations.

PREMIER FOREST PRODUCTS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 APRIL 2023
- 13 -
2023
2022
£
£
Profit for the year
3,358,308
15,702,000
Other comprehensive income
-
-
Total comprehensive income for the year
3,358,308
15,702,000
PREMIER FOREST PRODUCTS LIMITED
BALANCE SHEET
AS AT
30 APRIL 2023
30 April 2023
- 14 -
2023
2022
Notes
£
£
£
£
Fixed assets
Goodwill
13
3,621,272
2,166,233
Tangible assets
14
5,599,742
3,301,492
Investments
15
9,874,295
-
0
19,095,309
5,467,725
Current assets
Stocks
18
14,713,260
19,907,300
Debtors
19
18,892,967
19,264,116
Cash at bank and in hand
2,835,047
2,563,860
36,441,274
41,735,276
Creditors: amounts falling due within one year
20
(29,099,794)
(26,179,215)
Net current assets
7,341,480
15,556,061
Total assets less current liabilities
26,436,789
21,023,786
Creditors: amounts falling due after more than one year
21
(7,045,339)
(3,513,806)
Provisions for liabilities
Deferred tax liability
24
833,364
255,202
(833,364)
(255,202)
Net assets
18,558,086
17,254,778
Capital and reserves
Called up share capital
27
349,998
349,998
Profit and loss reserves
18,208,088
16,904,780
Total equity
18,558,086
17,254,778
The financial statements were approved by the board of directors and authorised for issue on 20 December 2023 and are signed on its behalf by:
T E A Edgell
Director
Company Registration No. 02797766
PREMIER FOREST PRODUCTS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2023
- 15 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 May 2021
349,998
7,602,780
7,952,778
Year ended 30 April 2022:
Profit and total comprehensive income for the year
-
15,702,000
15,702,000
Dividends
12
-
(6,400,000)
(6,400,000)
Balance at 30 April 2022
349,998
16,904,780
17,254,778
Year ended 30 April 2023:
Profit and total comprehensive income for the year
-
3,358,308
3,358,308
Dividends
12
-
(2,055,000)
(2,055,000)
Balance at 30 April 2023
349,998
18,208,088
18,558,086
PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2023
- 16 -
1
Accounting policies
Company information

Premier Forest Products Limited is a private company limited by shares incorporated in England and Wales. The registered office is West Way Road, Alexandra Dock, Newport, NP20 2PQ.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the certain financial instruments at fair value. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The company has also taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

 

Premier Forest Products Limited is a wholly owned subsidiary in a group headed by Premier Forest UK Group Holdings Limited and the results of Premier Forest Products Limited are included in the consolidated financial statements of Premier Forest UK Group Holdings Limited which are available from West Way Road, Alexandra Dock, Newport, United Kingdom, NP20 2PQ.

PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
1
Accounting policies
(Continued)
- 17 -
1.2
Going concern

In preparing the financial statements, the directors have considered the current financial position of the company and the likely future cash flows. At the date of signing the financial statements, the directors have concluded that it is appropriate to prepare them on a going concern basis. In forming this conclusion, the directors have considered the company’s strong financial performance in the current financial year and prospects for the truesubsequent financial periods. The directors have reviewed projected cash flows of the company and have considered different market scenarios within this based on sensitivities if market demand changes. The company’s costs and working capital requirements are managed rigorously. The company’s trading activities are forecast to generate positive future cash flows for at least 12 months from the date the financial statements are signed, thus enabling the company to meet its obligations as they fall due.

 

The company has an import line facility and an invoice finance facility to assist with the financing of the business together with a fixed term loan. The company has met all capital and interest payments as they have fallen due in respect of financing arrangements, up to the date of approving the financial statements, and the forecasts indicate that the company can continue to meet such payments as they fall due. There have been no covenant breaches and the forecasts indicate that this will continue into the foreseeable future.

 

The company’s banking facilities were formally reviewed and renewed in April 2023 and the directors are confident that these will be renewed by HSBC when they fall for renewal in April 2024.

 

The directors have also received confirmation that the group will not recall payment of inter-company debt balances if it causes financial difficulty to any of the companies in the group.

 

Accordingly, the directors continue to adopt the going concern basis in preparing the financial statements.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (considered to be on the dispatch of the goods to the customer), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Interest income is recognised when it is probable that the economic benefits will flow to the company and the amount of revenue can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset’s net carrying amount on initial recognition.

PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
1
Accounting policies
(Continued)
- 18 -
1.4
Business Combinations and Intangible fixed assets - goodwill

Business combinations are accounted for by applying the purchase method.

The cost of a business combination is the fair value of the consideration given, liabilities incurred or assumed and of equity instruments issued plus the costs directly attributable to the business combination. Where control is achieved in stages the cost is the consideration at the date of each transaction.

Contingent consideration is initially recognised at an estimated amount where the consideration is probable and can be measured reliably. Where (i) the contingent consideration is not considered probable or cannot be reliably measured but subsequently becomes probable and measurable or (ii) contingent consideration previously measured is adjusted, the amounts are recognised as an adjustment to the cost of the business combination.

On acquisition of a business, fair values are attributed to the identifiable assets, liabilities and contingent liabilities unless the fair value cannot be measured reliably, in which case the value is incorporated in goodwill. Where the fair value of contingent liabilities cannot be reliably measured it is disclosed on the same basis as other contingent liabilities.

Goodwill recognised represents the excess of the fair value and directly attributable costs of the purchase consideration over the fair values to the company’s interest in the identifiable net assets, liabilities and contingent liabilities acquired. On acquisition, goodwill is allocated to cash-generating units (‘CGUs’) that are expected to benefit from the combination.

The company has chosen not to apply Section 19 of FRS102, Business Combinations, retrospectively, and will recognise and measure all assets and liabilities acquired or assumed in a past business combination at the date of transition to FRS102, except for goodwill and intangible assets presumed in goodwill.

Goodwill is amortised over its expected useful life, which is determined to be 20 years, which represents management’s best assessment of the useful life of the asset on the basis of anticipated future demand for the product. Goodwill is assessed for impairment when there are indicators of impairment, and any impairment is charged to the statement of comprehensive income. Reversals of impairment are recognised when the reasons for the impairment no longer apply.

1.5
Tangible fixed assets

Tangible fixed assets are stated at cost less accumulated depreciation and accumulated provision for impairment. Cost includes the original purchase price and costs incurred which are 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.

The company adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when the cost is incurred; if the replacement part is expected to provide incremental future benefits to the company the carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.

Freehold land and buildings used by the company are, subsequent to initial recognition, valued at fair value. Any change in the fair value is recognised in a revaluation reserve as appropriate.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land and buildings
Freehold land: 0%, Freehold buildings: 2% reducing balance
Improvements to property
6% - 20% straight line
Plant and machinery
5% - 20% straight line and 20% - 25% on reducing balance
Office equipment
15% on reducing balance and 20% straight line
Motor vehicles
25% on reducing balance
PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
1
Accounting policies
(Continued)
- 19 -

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.

 

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.6
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.7
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
1
Accounting policies
(Continued)
- 20 -
1.8
Stocks

Stocks are stated at the lower of cost and net realisable value based on weighted average cost, after making due allowance for obsolete and slow-moving items. Stocks are recognised as an expense in the period in which the related revenue is recognised. Cost includes the purchase price, including taxes and duties and transport and handling directly attributable to bringing the inventory to its present location and condition. The cost of finished goods includes raw materials, direct labour and other direct costs and related production overheads (based on normal operating capacity).

At the end of each reporting period inventories are assessed for impairment. If an item of inventory is impaired, the identified inventory is reduced to its selling price less costs to complete and sell and an impairment charge is recognised in the statement of comprehensive income. Where a reversal of the impairment is recognised the impairment charge is reversed, up to the original impairment loss, and is recognised as a credit in the statement of comprehensive income.

1.9
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.10
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
1
Accounting policies
(Continued)
- 21 -
Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
1
Accounting policies
(Continued)
- 22 -
Factoring and invoice discounting

Gross debts are shown in the statement of financial position as trade debtors and advance payments from the factor are included within creditors as a liability. All interest and charges are written off to the statement of comprehensive income as and when they arise.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.12
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. Contributions payable for the year are charged to the statement of comprehensive income.

PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
1
Accounting policies
(Continued)
- 23 -
1.15
Leases

Finance leased assets

Assets held under finance leases, hire purchase contracts and other similar arrangements, which confer rights and obligations similar to those attached to owned assets, are capitalised as tangible fixed assets at the fair value of the leased asset (or, if lower, the present value of the minimum lease payments as determined at the inception of the lease) and are depreciated over the shorter of the lease terms and their useful lives.

Operating leased assets

Leases that do not transfer all the risks and rewards of ownership are classified as operating leases. Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term. The company has taken advantage of the exemption in respect of lease incentives on leases in existence on the date of transition to FRS102 (1 May 2014) and continues to credit such lease incentives to the statement of comprehensive income over the period to the first review date on which the rent is adjusted to market rates.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

1.16
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1.17

Research and development

Research expenditure is written off as incurred.  Development expenditure is also written off, except where the directors are satisfied as to the technical, commercial and financial viability of individual projects.  In such cases, the identifiable expenditure is capitalised as an intangible asset and amortised over the period during which the Group is expected to benefit.

1.18

Borrowing costs

Borrowing costs are recognised in profit or loss in the period in which they are incurred.

PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
- 24 -
2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Useful life of goodwill

Goodwill is amortised over its expected useful life. The actual lives of the assets are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as a change in the business, technological advancement and changes in market prices are taken into account.

Useful economic lives and tangible assets

Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.

Impairment of investments

The company considers whether investments are impaired. This requires consideration of the financial position and financial performance of the subsidiary companies and the estimation of future revenues and future cash flows from the companies as well as the selection of appropriate discount rates in order to calculate the net present value of the cash flows.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Stock provisioning

Provision is made for those items of stock which are obsolete and where the net realisable value is estimated to be lower than cost. Net realisable value is based on both historic experience and assumptions regarding future selling values, and is consequently a source of estimation uncertainty.

3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by class of business
Sale of goods
97,693,161
119,331,967
PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
3
Turnover and other revenue
(Continued)
- 25 -
2023
2022
£
£
Turnover analysed by geographical market
United Kingdom
97,663,012
118,864,620
Republic of Ireland
30,149
467,347
97,693,161
119,331,967
2023
2022
£
£
Other revenue
Interest income
666
10,513
4
Operating profit
2023
2022
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses
48,684
104,830
Fees payable to the company's auditor for the audit of the company's financial statements
44,250
34,500
Depreciation of owned tangible fixed assets
791,459
619,891
Depreciation of tangible fixed assets held under finance leases
118,418
104,087
Profit on disposal of fixed assets
(747,581)
(24,016)
Amortisation of intangible assets
243,357
171,113
Operating lease charges
1,043,339
1,448,055
5
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2023
2022
Number
Number
Production
70
69
Administration and distribution
161
138
Total
231
207
PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
5
Employees
(Continued)
- 26 -

Their aggregate remuneration comprised:

2023
2022
£
£
Wages and salaries
7,981,652
7,669,169
Social security costs
881,856
750,410
Pension costs
320,395
391,354
9,183,903
8,810,933
6
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
961,605
1,777,844
Company pension contributions to defined contribution schemes
33,112
130,667
994,717
1,908,511

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 7 (2022 - 7).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
144,917
630,099
Company pension contributions to defined contribution schemes
6,798
31,953
7
Interest receivable and similar income
2023
2022
£
£
Other income from investments
Gains on financial instruments measured at fair value through profit or loss
666
10,513
8
Amounts written off investments
2023
2022
£
£
Other gains and losses
-
(80,704)
PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
- 27 -
9
Interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
221,146
58,195
Other finance costs:
Interest on finance leases and hire purchase contracts
26,447
15,555
Other interest
-
0
44,080
247,593
117,830
10
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
676,162
3,709,025
Adjustments in respect of prior periods
(3,120)
804,899
Total current tax
673,042
4,513,924
Deferred tax
Origination and reversal of timing differences
503,061
596,693
Adjustment in respect of prior periods
(8,324)
(461,362)
Total deferred tax
494,737
135,331
Total tax charge
1,167,779
4,649,255

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
Profit before taxation
4,526,087
20,351,255
Expected tax charge based on the standard rate of corporation tax in the UK of 19.49% (2022: 19.00%)
881,953
3,866,738
Tax effect of expenses that are not deductible in determining taxable profit
66,658
65,360
Adjustments in respect of prior years
(11,444)
659,039
Effect of change in corporation tax rate
110,812
61,249
Group relief
(102,093)
-
0
Other
-
0
(3,131)
Chargeable gain
221,893
-
0
Taxation charge for the year
1,167,779
4,649,255
PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
10
Taxation
(Continued)
- 28 -

UK tax rates

Deferred tax (assets)/liabilities have been accounted for at the applicable tax rates enacted or substantively enacted.

In its Budget held in March 2021, the UK Government announced that the UK rate of corporation tax would increase from 19% to 25% from 1 April 2023.

These legislative changes have been enacted within the current year, and these rates have therefore been considered when calculating the closing deferred tax balances at the reporting date.

 

11
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in the profit and loss account.

2023
2022
Notes
£
£
In respect of:
Fixed asset investments
15
-
80,704
Recognised in:
Amounts written off investments
-
80,704

The impairment losses in respect of financial assets are recognised in other gains and losses in the profit and loss account.

12
Dividends
2023
2022
2023
2022
Per share
Per share
Total
Total
Pence
Pence
£
£
Voting ordinary shares
Interim paid
587.14
1,828.60
2,055,000
6,400,000
PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
- 29 -
13
Intangible fixed assets
Goodwill
£
Cost
At 1 May 2022
3,422,258
Additions
3,361,533
Disposals
(2,892,395)
At 30 April 2023
3,891,396
Amortisation and impairment
At 1 May 2022
1,256,025
Amortisation charged for the year
243,357
Disposals
(1,229,258)
At 30 April 2023
270,124
Carrying amount
At 30 April 2023
3,621,272
At 30 April 2022
2,166,233

The goodwill has arisen from the acquisition of subsidiary companies and subsequent hive-up of the related trade and assets into the company.

PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
- 30 -
14
Tangible fixed assets
Freehold land and buildings
Improvements to property
Plant and machinery
Office equipment
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 May 2022
-
0
1,702,257
4,440,460
899,099
849,274
7,891,090
Additions
385,462
376,403
1,972,611
102,604
582,618
3,419,698
Disposals
-
0
(195,414)
(1,084,351)
(10,218)
(80,769)
(1,370,752)
Transfers
-
0
-
0
70,335
-
0
(70,335)
-
0
At 30 April 2023
385,462
1,883,246
5,399,055
991,485
1,280,788
9,940,036
Depreciation and impairment
At 1 May 2022
-
0
1,033,180
2,497,198
733,879
325,341
4,589,598
Depreciation charged in the year
-
0
120,651
538,594
44,079
206,553
909,877
Eliminated in respect of disposals
-
0
(122,505)
(975,656)
(7,796)
(53,224)
(1,159,181)
Transfers
-
0
-
0
16,666
-
0
(16,666)
-
0
At 30 April 2023
-
0
1,031,326
2,076,802
770,162
462,004
4,340,294
Carrying amount
At 30 April 2023
385,462
851,920
3,322,253
221,323
818,784
5,599,742
At 30 April 2022
-
0
669,077
1,943,262
165,220
523,933
3,301,492

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

2023
2022
£
£
Plant and machinery
659,120
551,688
Motor vehicles
241,341
174,246
900,461
725,934
15
Fixed asset investments
2023
2022
Notes
£
£
Investments in subsidiaries
16
9,874,295
-
0
PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
15
Fixed asset investments
(Continued)
- 31 -
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 May 2022
80,705
Additions
13,235,828
Transfer to goodwill upon hive up
(3,361,533)
Disposals
(80,705)
At 30 April 2023
9,874,295
Impairment
At 1 May 2022
80,705
Disposals
(80,705)
At 30 April 2023
-
Carrying amount
At 30 April 2023
9,874,295
At 30 April 2022
-
16
Subsidiaries

On 23 May 2022 the company acquired the entire share capital of Monmouthshire Timber Supplies Ltd, and on 3 February 2023 the company acquired the entire share capital of Decor Panel Limited. The total consideration capitalised in respect of these acquisitions was £13,235,828. On 6 September 2022 Jeffrey Walker Limited, a dormant subsidiary company at 30 April 2022, was dissolved. The related investment balance was written off upon dissolution.

Details of the company's subsidiaries at 30 April 2023 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Monmouthshire Timber Supplies Limited
United Kingdom
Dormant
Ordinary
100.00
Decor Panel Limited
United Kingdom
Specialist distributors and converters of wood based products
Ordinary
100.00

The subsidiaries are incorporated in the United Kingdom and the registered office is West Way Road, Alexandra Dock, Newport, NP20 2PQ.

The directors believe that the carrying values of the investments are supported by their underlying net assets at the end of the period.

 

Under s479A of the Companies Act 2006, Monmouthshire Timber Supplies Limited (registered number 05035832) is exempt from the requirements of the Act relating to the audit of individual accounts. Premier Forest UK Group Holdings Limited has guaranteed the liabilities of Monmouthshire Timber Supplies Limited.

PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
- 32 -
17
Financial instruments
2023
2022
£
£
Carrying amount of financial assets
Instruments measured at fair value through profit or loss
16,059,676
18,384,605
Carrying amount of financial liabilities
Measured at fair value through profit or loss
- Other financial liabilities
2,261
1,265
Measured at amortised cost
34,818,506
27,620,456

The company enters into forward contracts to hedge against foreign currency fluctuations. At 30 April 2023, the company was contracted to sell US dollars to the value of $500,000 (2022: sell $545,766) and the purchase of euros to the value of €300,000 (2022: €nil). The company does not hold derivatives for speculative purposes.

The forward currency contracts and hedges are measured at fair value, which is determined by using valuation techniques that utilise observable inputs. The key assumptions used in valuing the derivatives are the forward exchange rates for the relevant currencies. As at 30 April 2023, the fair value is a gain of £2,261 (2022: loss £1,265) and the change in value included in the statement of comprehensive income is a gain of £666 (2022: gain £10,513). The expiry dates of all forward contracts are within 12 months of the balance sheet date.

18
Stocks
2023
2022
£
£
Stocks held for production and resale
14,713,260
19,907,300

The directors are of the opinion that there are no material differences between the replacement cost of stock and the statement of financial position amounts. A provision of £212,625 (2022: £85,000) was made against impairment of stocks due to slow moving and obsolete stock.

19
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
15,443,385
18,281,461
Amounts owed by group undertakings
2,368
52
Other debtors
613,653
103,092
Prepayments and accrued income
753,161
879,511
16,812,567
19,264,116
PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
19
Debtors
(Continued)
- 33 -
2023
2022
Amounts falling due after more than one year:
£
£
Other debtors
2,080,400
-
0
Total debtors
18,892,967
19,264,116

Trade debtors are stated after provisions for impairment of £252,769 (2022: £204,635).

Included within other debtors within one year (2023: £532,788; 2022: £nil) and after one year (2023: £2,080,400; 2022: £nil) is a loan receivable over 60 months that commenced on 30 April 2023. Interest is charged at a rate of 10% per annum on this balance. This loan is secured by way of a fixed charge over the assets transferred.

20
Creditors: amounts falling due within one year
2023
2022
Notes
£
£
Bank loans
22
4,040,741
3,437,098
Obligations under finance leases
23
404,179
248,720
Trade creditors
12,032,707
12,278,700
Amounts owed to group undertakings
5,630,315
707,918
Corporation tax
304,147
964,908
Other taxation and social security
1,020,219
1,106,392
Other creditors
3,193,733
5,594,602
Accruals and deferred income
2,473,753
1,840,877
29,099,794
26,179,215

Amounts owed to group undertakings are unsecured, interest-free, have no fixed date of repayment and are repayable on demand.

Included in other creditors is £2,822,072 (2022: £5,593,336) advanced in respect of the company's invoice discounting facility, which are secured against the trade debtors to which they relate. Secured balances are considered further in note 25.

21
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Bank loans and overdrafts
22
4,946,375
3,194,444
Obligations under finance leases
23
437,887
319,362
Accruals and deferred income
1,661,077
-
0
7,045,339
3,513,806
PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
- 34 -
22
Loans and overdrafts
2023
2022
£
£
Bank loans
8,987,116
6,631,542
Payable within one year
4,040,741
3,437,098
Payable after one year
4,946,375
3,194,444

Secured balances are considered in note 25.

 

Included within loans payable within one year are short-term loans against imported goods of £707,407 (2022: £1,770,432). The loans attract interest of 1.4% above base rate.

 

Included within loans payable within one year and after one year is a loan repayable over 36 months of £3,279,708 (2022: £4,861,111) that commenced on 3 March 2022. Interest is charged at a rate of 1.99% above the Bank of England Base rate.

 

Also included within loans payable within one year and after one year is a loan repayable over 36 months of £5,000,000 (2022: £nil) that commenced on 1 April 2023. Interest is charged at a rate of 2.25% above the Bank of England Base rate.

23
Finance lease obligations
2023
2022
Future minimum lease payments due under finance leases:
£
£
Within one year
404,179
248,720
In two to five years
437,887
319,362
842,066
568,082

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3-4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
- 35 -
24
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
2023
2022
Balances:
£
£
Accelerated capital allowances
900,570
330,692
Tax losses
(54,706)
(58,740)
Other short term trading differences
(12,500)
(16,750)
833,364
255,202
2023
Movements in the year:
£
Liability at 1 May 2022
255,202
Charge to profit or loss
578,162
Liability at 30 April 2023
833,364

The deferred tax liability set out above is expected to reverse over the course of the life of the assets and relates to accelerated capital allowances that are expected to mature within the same period.

25
Secured debts
The following secured debts are included within creditors:
2023
2022
£
£
Bank loans
8,987,115
6,631,542
Hire purchase contracts
842,066
568,082
Invoice discounting
2,822,072
5,593,336
Total
12,651,253
12,792,960

The bank loans are secured by fixed and floating charges over the assets of the company. The hire purchase contracts are secured over the assets to which they relate. The invoice discounting account is secured by assignment of trade debtors.

 

PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
- 36 -
26
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
320,395
391,354

The company operates a defined contribution pension scheme on behalf of its employees. The assets of the scheme are held separately from those of the company in an independently administered fund. There were no amounts outstanding at 30 April 2023 (2022: £nil).

 

27
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Voting ordinary shares of £1 each
349,995
349,995
349,995
349,995
Non-voting ordinary shares of £1 each
3
3
3
3
349,998
349,998
349,998
349,998

No shares have been issued which are not fully paid.

The company has two classes of ordinary shares which carry no right to fixed income.

The profit and loss reserve represents cumulative profits or losses, net of dividends paid.

 

28
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2023
2022
£
£
Within one year
1,630,847
1,644,265
Between one and five years
2,647,768
3,523,749
In over five years
2,749,645
3,185,383
7,028,260
8,353,397

Included within the above are amounts of £1,054,000 (2022: £1,054,000) due within one year, £3,009,088 (2022: £3,009,088) due between one and five years and £2,131,383 (2022: £3,185,383) due after five years relating to minimum lease payments on land and buildings.

PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
- 37 -
29
Events after the reporting date

On 1 June 2023, the company hived up the trade and assets of Decor Panel Limited (a 100% subsidiary acquired in February 2023).

 

On 31 October 2023, the company announced the acquisition of PWDIF Limited, a company that specialises in the manufacturing of technical fire door sets as well as a comprehensive supplier of door furniture, for total consideration of £1.5m.

 

On 10 November 2023 the company announced the acquisition of Northeast Sheets and Panels Limited, a specialist manufacturer and supplier of made-to-measure doors, panels, cabinets and worktops to trade customers and retailers in the fitted kitchen, bathroom and bedroom sector, for total consideration of £100k.

30
Related party transactions
Transactions with related parties

Transactions with other companies within the group have not been disclosed in these financial statements as the company has taken advantage of the exemption outlined in FRS102 on Related Party Disclosures, which exempts wholly-owned subsidiaries from disclosing related party transactions in their statutory financial statements.

 

During the year the company entered into the following transactions with associate companies:

Sales
Sales
Purchases
Purchases
2023
2022
2023
2022
£
£
£
£
Penllyn Castle
26,467
49,299
-
-
Howells 2020 Limited
4,474
7,345
-
-
Brooks Timber & Building Supplies Limited
-
190,019
-
-
Ankur Scientific UK Limited
-
-
21,000
28,000
Piercefield
-
-
-
303
30,941
246,663
21,000
28,303
2023
2022
Amounts due to related parties
£
£
Ankur Scientific UK Limited
16,800
-
Brooks Timber & Building Supplies Ltd
-
1,136
16,800
1,136
PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
30
Related party transactions
(Continued)
- 38 -

The following amounts were outstanding at the reporting end date:

2023
2023
2023
Balance
Provision
Net
Amounts due from related parties
£
£
£
Penllyn Castle
8,706
8,706
8,706
-
8,706
There were no amounts owed in the previous period.
PREMIER FOREST PRODUCTS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2023
30
Related party transactions
(Continued)
- 39 -
Other information

Ankur Scientific UK Limited and Piercefield Limited are associate companies in which a family member of a director of the company has an interest. Two directors of the company have separate interests in Penllyn Castle, Howells Farm Limited and Howells 2020 Limited.

Brooks Timber & Building Supplies Limited and The Dublin Plywood & Veneer Company Limited became associates on 1 March 2021 following the demerger of the Irish businesses of Premier Forest Group Limited. At this time, the exemption outlined in FRS 102 on related parties noted above ceased to apply.

31
Ultimate controlling party

Premier Forest Group Limited, which is incorporated in the United Kingdom, is the immediate parent company and is itself the subsidiary of Premier Forest UK Group Holdings Limited the ultimate parent company. Copies of the financial statements can be obtained from the company’s registered office of West Way Road, Alexandra Dock, Newport, NP20 2PQ.

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