Year Ended
Registration number:
Global Reach UK Holdings Limited
Contents
Company Information |
|
Strategic Report |
|
Directors' Report |
|
Statement of Directors' Responsibilities |
|
Independent Auditor's Report |
|
Consolidated Profit and Loss Account |
|
Consolidated Statement of Comprehensive Income |
|
Consolidated Balance Sheet |
|
Balance Sheet |
|
Consolidated Statement of Changes in Equity |
|
Consolidated Statement of Cash Flows |
|
Notes to the Financial Statements |
Global Reach UK Holdings Limited
Company Information
Directors |
Mr R M Capraro Mr W J Visser |
Registered office |
|
Auditors |
|
Global Reach UK Holdings Limited
Strategic Report
Year Ended 31 December 2022
The directors present their strategic report for the year ended 31 December 2022.
Principal activity
The principal activity of the group is that of a holding company.
Fair review of the business
Global Reach UK Holdings is a holding company, ultimately exposed to the hospitality market within the UK. The Group is one of the leading privately owned luxury lifestyle hotel groups in the UK offering guests an unparalleled experience of consistent quality with premium spa and pool facilities, fine dining options, open terraces and attractive function spaces. The Group's principal operating activities during the year continued to be to own and operate hotels and restaurants.
As the first full year of uninterrupted trading since the COVID pandemic, 2022 could loosely be described as a return to “business as usual”. The figures make for positive reading and show significant year on year improvement in sales activity. In reality it is unlikely “business as usual” will return in the near future. The challenges faced by the hospitality sector appear relentless and ensure the Group needs to remain agile in an ever-changing environment. Shifts in consumer behaviour, workforce shortages and supply chain disruptions represent just some of the issues faced, notwithstanding the instability witnessed in the UK economy over the past twelve months. Coupled with the removal of UK Government led support, the Group has seen a marked rise in costs that will need to be managed even more closely.
Despite the challenges faced in the past year, the Group has successfully navigated its way through to achieve commendable results. The Group’s strategic focus on luxury lifestyle hotels in both coastal and city locations, coupled with its adaptability to changing consumer preferences has been key to its success. Looking ahead the Group will continue to prioritise the delivery of exceptional guest experiences to maintain its competitive position in the market.
This strategic report serves as a foundation for future decision-making and reinforces the commitment of the Group to deliver value to its stakeholders in the coming years.
Principal risks and uncertainties
The UK is currently in a period of well understood economic uncertainty with the recent departure from the European Union, the COVID-19 pandemic and significant regulatory and other inflationary cost pressures.
While the current economic conditions give rise to risk within the business, the Group’s continued solid trading performance and the well regarded reputation amongst its peers put it in a good position to mitigate such risks that may arise.
The Group operates in a competitive marketplace, however the Directors believe the ongoing investment in the hotel facilities, standards and service and the proactive approach taken by management, mitigate this risk, helping to attract both new and returning customers.
The main financial risks arising from the Group's activities are broadly grouped as credit risk, interest rate risk and liquidity risk, these are monitored by the Board of Directors continuously. Financial risk management objectives and policies are detailed in the directors’ report.
Global Reach UK Holdings Limited
Strategic Report
Year Ended 31 December 2022
Key performance indicators
The Group uses a wide range of performance measures to manage and monitor the business. The most significant of these are the key performance indicators, which for the Group are turnover, operating profit and occupancy, as they are the most effective measure of performance against the Group ’s objectives.
2022 |
2021 |
|
Turnover |
£90.3m |
£62.9m |
Operating profit |
£3.9m |
£10.0m |
Occupancy |
73% |
70% |
Going Concern
In accordance with the requirements of the Companies Act 2006, this strategic report aims to provide a comprehensive overview of the Group's performance, financial position, and prospects. As part of this report, we consider the concept of going concern, which is fundamental to assessing the Group's ability to continue operating in the foreseeable future.
The Directors have carried out a thorough assessment of the Group’s financial position and performance, taking into account various factors, including current and projected cash flows, financial obligations, and available resources including an unconditional guarantee. Based on this assessment, the Directors have formed the opinion that the Group has adequate financial resources to meet its obligations and continue operating for the foreseeable future, at least for the next 12 months from the date of this report.
In making this assessment, the Directors have considered both internal and external factors that may impact the Group's ability to continue as a going concern. These factors include market conditions, competitive landscape, regulatory changes, and potential risks and uncertainties. The Directors have also considered the Group's current and future liquidity position, including its ability to generate sufficient cash flows, access additional funding if required, and manage its working capital requirements.
It is important to note that the assessment of going concern is based on various assumptions, estimates, and judgments, which are inherently uncertain and subject to change. The Directors will continue to monitor the Group's financial performance and position, regularly reviewing its ability to operate as a going concern and taking appropriate actions if circumstances change.
In conclusion, based on the Directors' assessment, the Group is considered to be a going concern, as it has adequate financial resources, liquidity, and operational plans in place to support its ongoing operations for the foreseeable future.
For more information regarding the basis of preparation see note 1 to the financial statements.
Global Reach UK Holdings Limited
Strategic Report
Year Ended 31 December 2022
Section 172(1) statement - Promoting the success of the company
Dealing with the recovery to a successful trading position following the pandemic has been the main focus of the Board’s decision making in the past twelve months. The Directors have guided, supported and challenged management, giving them, where appropriate, a clear mandate to take short-term decisions at pace whilst still maintaining a focus on the long term strategic impact, helping to weigh competing priorities, and ensuring that all factors and stakeholders were taken into consideration.
Section 172 of the Companies Act 2006 requires a director of a company to act in the way he or she considers, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole. In doing this, Section 172 requires directors to have regard, amongst other matters to: the likely consequences of any decision in the longer term; the interests of the company’s employees; the need to foster the company’s business relationships with suppliers, customers and others; the impact of the company’s operations on the community and the environment; the desirability of the company maintaining a reputation for high standards of business conduct; and the need to act fairly between members of the company.
The Directors give careful consideration to the factors set out above in discharging their duties under Section 172 including in taking decisions of strategic importance to the Group. The information set out below describes the importance of each factor set out in Section 172(1)(a) - (f) to the group and gives examples of how the Directors have had regard to each of those factors in certain decisions taken during the year.
The likely consequences of any decisions in the long-term
There are a number of key decisions and matters the Board is responsible for, including the Group’s overall business and commercial strategy, annual operating and capital expenditure budget and financial plans. The Board focuses on strategic and operational matters, corporate governance, investor relations and risk management. Board reports and presentations are structured to include relevant stakeholder considerations and the likely consequences of each decision for the long term success of the Group.
The Board, in the face of the challenges outlined previously in this report and their impact on the business, took decisions throughout the year to ensure the Group could take advantage of opportunities that would generate a positive outcome. In taking these decisions, the Board considered both the short and long term impact on its people, owners and investors.
Global Reach UK Holdings Limited
Strategic Report
Year Ended 31 December 2022
The interests of the company’s employees
The Group’s workforce is made up of employees working across corporate offices, reservation centre and hotels. The Board acknowledges that their key concerns include continued employment, remuneration and career development. The designated Executive Committee member with responsibility for workforce engagement provides a key link for the Board to hear employee views and receive their feedback, alongside regular Board and Executive Committee agenda items relating to employee matters. In addition, wherever and whenever possible all Directors directly engage with employees.
During the year, the Board made decisions and supported management to ensure employee retention and recruitment strategies were prioritised in order to protect a key resource of the business. Regular internal communications are in place to make sure employees are kept up to date on business performance and developments.
The Board continuously monitors rates of pay in key locations to ensure businesses remain competitive in a challenging labour market. The Board keeps all measures under regular review, and is able to react quickly to ensure it can strike a balance between increased rates of pay and sufficient labour resource to operate the business in a cost-effective manner.
The need to foster the company’s business relationships with suppliers, customers and others
Building and maintaining relationships with critical suppliers and others within our supply chain, and focusing on guest experiences and loyalty are vital to our continued success. We also recognise the importance of environmental sustainability and the impact of our operations on society. We are dedicated to minimising our environmental footprint by implementing sustainable practices, reducing waste, and promoting responsible resource management. We strive to contribute positively to the communities in which we operate through various initiatives, such as philanthropic programs and supporting local businesses and organisations.
In conclusion, the Group has given due regard to the factors outlined in Section 172(1)(a) to (f) of the Companies Act 2006 during the financial year ended 31 December 2022. We remain committed to promoting the long-term success of the Group while considering the interests of our stakeholders and the wider society. By adopting responsible business practices, we aim to create value, sustain growth, and contribute positively to the economy and the communities we serve.
Approved by the
......................................... |
Global Reach UK Holdings Limited
Directors' Report
Year Ended 31 December 2022
The directors present their report and the for the year ended 31 December 2022.
Directors of the group
The directors who held office during the year were as follows:
The following director was appointed after the year end:
Directors' Insurance
The group maintains policies on behalf of all the Directors against liability arising from negligence, breach of duty and breach of trust in relation to the Group.
Financial Instruments
The business's principal financial instruments comprise bank balances, bank overdrafts, trade debtors, trade creditors and loans to the business from shareholders. The main purpose of these instruments is to finance the business's operations.
Trade debtors are managed in respoct of credit and cash flow risk by policies concerning the credit offered to customers and the regular monitoring of amounts outstanding for both time and credit limits. The amounts presented in the balance sheet are net of allowances for doubtful debtors.
Trade creditors liquidity is managed by ensuring sufficient funds are available to meet amounts due.
Loans comprise borrowings from both shareholders and third party institutions. Budgets are being used to ensure that sufficient funds continue to be available in the future and repayments can be met in the long term. Cash flow risk is reviewed and the loans are repaid on dates as set out in the facility documents, with support continuing when required to meet liquidity needs as they arise.
Employment of disabled persons
The Group employed an average of 1,629 people in FY 2022 (FY 2021 1,572). Through its diversity policy, the Company seeks to ensure that every employee, without exception, is treated equally and fairly and that all employees are aware of their responsibilities.
Our policies and procedures fully support our disabled colleagues. We take active measures to do so via:
• an Equality, Diversity & Inclusion policy;
• disability-specific online resources (accessible via the Group’s online recruitment system); and
• processes to ensure colleagues are fully supported.
The Group is responsive to the needs of its employees. As such, should any employee of the Group become disabled during their time with us, we will actively retrain that employee and make reasonable adjustments to their working environment where possible, in order to keep the employee with the Group. It is the policy of the Group that the recruitment, training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.
Global Reach UK Holdings Limited
Directors' Report
Year Ended 31 December 2022
Employee Involvement
During the year, the policy of providing employees with information about the Group has been continued through internal media methods in which employees have also been encouraged to present their suggestions and views on the Group's performance. Regular meetings are held between local management and employees to allow a free flow of information and ideas.
Future Developments
The Directors propose to continue their strategy of investing in the physical resources of the Group through maintaining and upgrading the facilities, and investing in the human resources of the Group by ensuring the business remains a workplace our teams are proud to be assoiated with. Doing this will ensure the standards delivered meet the expectations of our guests.
Energy and Carbon Report
The 2018 Regulations introduced requirements under Part 15 of the Companies Act 2006 for large unquoted companies to disclose their annual energy use and greenhouse gas emissions, and related information. However, the group has applied the option permitted to exclude any energy and carbon information relating to its subsidiaries as they qualify as medium or small sized entities and this applies to all subsidiaries within the Group. Therefore it is not required to make the detailed disclosures of energy and carbon information.
As the Company has not consumed more than 40,000kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.
Information included in the Strategic Report
The Group has chosen in accordance with Companies Act 2006, S.414C(11) to set out the Group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch 7 to be contained in the directors' report. It has done so in respoct of the business review and the principal risks and uncertainties.
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.
Reappointment of auditors
Fiander Tovell Limited were appointed as auditor to the Group and in accordance with section 485 of the companies Act 2006, a resolution proposing that they be re-appointed will be put at the General Meeting.
Approved by the
......................................... |
Global Reach UK Holdings 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.
Global Reach UK Holdings Limited
Independent Auditor's Report to the Members of Global Reach UK Holdings Limited
Opinion
We have audited the financial statements of Global Reach UK Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2022, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Income and Retained Earnings, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Consolidated Statement of Cash Flows, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including 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 December 2022 and of the group's loss for the year then ended; |
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
• | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor 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 and parent company'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.
Global Reach UK Holdings Limited
Independent Auditor's Report to the Members of Global Reach UK Holdings Limited
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.
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 year 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 8, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the group’s and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.
Global Reach UK Holdings Limited
Independent Auditor's Report to the Members of Global Reach UK Holdings Limited
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.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
• the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations.
• we identified the laws and regulations applicable to the Company through discussions with Di rectors and other management, and from our commercial knowledge and experience.
• we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Company, i ncluding the Companies Act 2006, taxation legislation, data protection, employment, environmental and health and safety legislation.
• we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management.
We assessed the susceptibility of the Company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
• making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud.
• considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
To address the risk of fraud through management bias and override of controls, we:
• performed analytical procedures to identify any unusual or unexpected relationships.
• tested journal entries to identify unusual transactions.
• tested a sample of BACS payments to identify payments being made to unexpected bank accounts.
• performed testing on payroll costs in respect of those employees with responsibility or authority in connection with the payroll function.
• assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias.
• investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
• agreeing financial statement disclosures to underlying supporting documentation.
• enquiring of management as to actual and potential litigation and claims.
Global Reach UK Holdings Limited
Independent Auditor's Report to the Members of Global Reach UK Holdings Limited
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. This risk increases the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements as we are less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment, collusion, omission or misrepresentation.
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.
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Stag Gates House
63 - 64 The Avenue
SO17 1XS
Global Reach UK Holdings Limited
Consolidated Profit and Loss Account
Year Ended 31 December 2022
Note |
2022 |
(As restated) |
|
Turnover |
|
|
|
Cost of sales |
( |
( |
|
Gross profit |
|
|
|
Administrative expenses |
( |
( |
|
Other operating income |
|
|
|
Operating profit |
|
|
|
Other interest receivable and similar income |
|
- |
|
Amounts written off investments |
( |
( |
|
Interest payable and similar expenses |
( |
( |
|
(20,642,146) |
(18,535,178) |
||
Loss before tax |
( |
( |
|
Tax on loss |
( |
( |
|
Loss for the financial year |
( |
( |
|
Profit/(loss) attributable to: |
|||
Owners of the company |
( |
( |
|
Minority interests |
( |
( |
|
( |
( |
The group has no recognised gains or losses for the year other than the results above.
Global Reach UK Holdings Limited
Consolidated Statement of Comprehensive Income
Year Ended 31 December 2022
2022 |
(As restated) |
|
Loss for the year |
( |
( |
Deficit on revaluation of other assets |
- |
( |
Total comprehensive income for the year |
( |
( |
Total comprehensive income attributable to: |
||
Owners of the company |
( |
( |
Minority interests |
( |
( |
( |
( |
Global Reach UK Holdings Limited
Consolidated Balance Sheet
31 December 2022
Note |
2022 |
(As restated) |
|
Fixed assets |
|||
Intangible assets |
|
|
|
Tangible assets |
|
|
|
Investment property |
|
- |
|
|
|
||
Current assets |
|||
Stocks |
|
|
|
Debtors |
|
|
|
Cash at bank and in hand |
|
|
|
|
|
||
Creditors: Amounts falling due within one year |
( |
( |
|
Net current liabilities |
( |
( |
|
Total assets less current liabilities |
|
|
|
Creditors: Amounts falling due after more than one year |
( |
( |
|
Provisions for liabilities |
( |
( |
|
Net liabilities |
( |
( |
|
Capital and reserves |
|||
Called up share capital |
|
|
|
Profit and loss account |
( |
( |
|
Equity attributable to owners of the company |
( |
( |
|
minority interests |
|
|
|
Shareholders' deficit |
( |
( |
Approved and authorised by the
......................................... |
Company Registration Number: 12134743
Global Reach UK Holdings Limited
Balance Sheet
31 December 2022
Note |
2022 |
(As restated) |
|
Fixed assets |
|||
Investments |
|
|
|
Current assets |
|||
Cash at bank and in hand |
|
|
|
Creditors: Amounts falling due within one year |
( |
( |
|
Net current liabilities |
( |
( |
|
Total assets less current liabilities |
( |
( |
|
Creditors: Amounts falling due after more than one year |
( |
( |
|
Net liabilities |
( |
( |
|
Capital and reserves |
|||
Called up share capital |
|
|
|
Profit and loss account |
( |
( |
|
Shareholders' deficit |
( |
( |
The company made a loss after tax for the financial year of £1,167,665 (2021 - loss of £2,542,458).
Approved and authorised by the
|
Company Registration Number: 12134743
Global Reach UK Holdings Limited
Consolidated Statement of Changes in Equity
Year Ended 31 December 2022
Share capital |
Profit and loss account |
Total |
Non- controlling interests |
Total equity |
|
At 1 January 2022 |
1 |
(32,012,507) |
(32,012,506) |
12,671,782 |
(19,340,724) |
Prior period adjustment |
- |
1,406,538 |
1,406,538 |
- |
1,406,538 |
At 1 January 2022 (As restated) |
|
( |
( |
|
( |
Loss for the year |
- |
( |
( |
( |
( |
At 31 December 2022 |
|
( |
( |
|
( |
Share capital |
Revaluation reserve |
Profit and loss account |
Total |
Non- controlling interests |
Total equity |
|
At 1 January 2021 |
|
( |
( |
( |
|
( |
Prior period adjustment |
- |
- |
|
|
- |
|
At 1 January 2021 (As restated) |
|
( |
( |
( |
|
( |
Loss for the year |
- |
- |
( |
( |
( |
( |
Other comprehensive income |
- |
- |
( |
( |
( |
( |
Total comprehensive income |
- |
- |
( |
( |
( |
( |
Transfers |
- |
2,287,594 |
(2,287,594) |
- |
- |
- |
At 31 December 2021 (As restated) |
|
- |
( |
( |
|
( |
Global Reach UK Holdings Limited
Consolidated Statement of Cash Flows
Year Ended 31 December 2022
Note |
2022 |
(As restated) |
|
Cash flows from operating activities |
|||
Loss for the year |
( |
( |
|
Adjustments to cash flows from non-cash items |
|||
Depreciation and amortisation |
|
|
|
Changes in fair value of investment property |
( |
( |
|
Loss/(profit) on disposal of tangible assets |
|
( |
|
Finance income |
( |
- |
|
Interest charges |
|
|
|
Income tax expense |
|
|
|
Foreign exchange gains/losses |
( |
- |
|
|
|
||
Working capital adjustments |
|||
Increase in stocks |
( |
( |
|
Decrease in trade debtors |
|
|
|
(Decrease)/increase in trade creditors |
( |
|
|
Decrease in deferred income, including government grants |
( |
( |
|
Cash generated from operations |
( |
|
|
Income taxes received |
|
|
|
Net cash flow from operating activities |
( |
|
|
Cash flows from investing activities |
|||
Interest received |
|
- |
|
Acquisitions of tangible assets |
( |
( |
|
Proceeds from sale of tangible assets |
|
|
|
Acquisition of intangible assets |
( |
- |
|
Acquisition of investment properties |
( |
- |
|
Net cash flows from investing activities |
( |
( |
|
Cash flows from financing activities |
|||
Interest paid |
( |
( |
|
Proceeds from bank borrowing draw downs |
|
|
|
Proceeds from other borrowing draw downs |
|
|
|
Repayment of other borrowing |
|
( |
|
Payments to finance lease creditors |
( |
( |
|
Net cash flows from financing activities |
|
|
Global Reach UK Holdings Limited
Consolidated Statement of Cash Flows
Year Ended 31 December 2022
Note |
2022 |
(As restated) |
|
Net (decrease)/increase in cash and cash equivalents |
( |
|
|
Cash and cash equivalents at 1 January |
|
|
|
Cash and cash equivalents at 31 December |
13,241,768 |
17,455,420 |
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
General information |
The company is a private company limited by share capital, incorporated in England and Wales.
The address of its registered office is:
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 to all the years presented, 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 UK and Republic of Ireland'.
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 financial statements are prepared in sterling which is the functional currently of the company. Monetary amounts in these financial statements are rounded to the nearest £.
Summary of disclosure exemptions
This company is a qualifying entity for the purposes of FRS102, 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:
Section 7 'Statement of Cash Flows': Presentation of a statement of cash flow and related notes and disclosures.
Section 11 'Basic Financial Instruments' and Section 12 'Other Financial instruments': The disclosure requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)iii, 11.48(a)iv, 11.48(b), 11.48(c), 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A.
Section 33 'Related Party Disclosures': The disclosure requirements of paragraphs 33.1A and 33.7..
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2022.
As a consolidated profit and loss account is published, a separate profit and loss account for the parent company is omitted from the group financial statements by virtue of section 408 of the Companies Act 2006.
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.
Going concern
At the year end date, the company had net liabilities of £4,080,539.
The directors believe, with the support of the parent company and the directors, the company has sufficient working capital to continue to trade for the foreseeable future.
Therefore the directors continue to adopt a going concern basis in preparing the financial statements.
The financial statements do not include any adjustments that would result from any change in the company's circumstances such that the going concern basis would no longer be appropriate.
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Prior period errors
Company
An Intercompany debtor balance has been amended to reflect amounts written off in the prior year. The profit and loss reserve has been amended for these adjustments.
Relating to the current period disclosed in these financial statements |
Relating to the prior period disclosed in these financial statements |
Relating to periods before the prior period disclosed in these financial statements |
|
Amounts written off |
- |
(1,574,770) |
- |
Debtors |
- |
1,574,770 |
- |
P&L reserve |
(1,574,770) |
- |
- |
Group
In addition to the error above the following adjustments have been made in the subsidiary accounts:
The group owns 49% of the shares in Harbour International Limited and this has previously been accounted for as an associate. It has now been determined that the group has control of the investment and we have made a prior year adjustment to account for this as a subsidiary.
The table below illustrates the increase/(decrease) in each financial statement line.
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Relating to the current period disclosed in these financial statements |
Relating to the prior period disclosed in these financial statements |
Relating to periods before the prior period disclosed in these financial statements |
|
Share of loss in P&L |
- |
1,125,059 |
1,653,891 |
Share of loss in OCI |
- |
1,828,150 |
- |
Investment |
(4,607,100) |
(4,607,100) |
(1,653,891) |
P&L Reserve |
4,607,100 |
1,653,891 |
- |
Loans with debtor and creditor balances have been amended to reflect a correction in interest charged on loans recieved and extended. The profit and loss reserve has been amended for these adjustments.
The table below illustrates the increase/(decrease) in each financial statement line.
Relating to the current period disclosed in these financial statements |
Relating to the prior period disclosed in these financial statements |
Relating to periods before the prior period disclosed in these financial statements |
|
Turnover |
- |
(645,174) |
(388,678) |
Administrative expenses |
- |
99,082 |
(691,022) |
Debtors |
- |
(9,923,016) |
(3,094,689) |
Creditors: amounts falling due within one year |
- |
11,548,809 |
4,174,389 |
P&L reserve |
(1,625,793) |
(1,079,701) |
- |
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Judgements and key sources of estimation uncertainty
In the application of the group's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not really 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.
Judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements. |
Determine whether leases entered into by the group either as a lessor or a lessee are operating leases or finance leases. These decisions depend on an assessment of whether the risks and rewards of ownership have been transferred from the lessor to the lessee on a lease by lease basis. |
Determine whether there are indicators of impairment of the group's tangible and intangible asssets, including goodwill. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the asset and where it is a component of a larger cash-generating unit, the viability and expected future performance of that unit. |
The calculation of the group's tax charge involves a degree of estimation and judgement in respect of certain items, including the differences between the accounting and tax base; which assets qualify for capital allowances; the level of disallowable expenditure; the extent of rollover gains; indexation thereon and the tax base into which they are rolled; the amount of deferred tax assets which can be recognised, based upon the likely timing and level of future taxable profits together with an assessment of future tax planning. |
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying value of assets and liabilities are as follows.
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 such as future economic viability, utilisation and continued relevance of the asset.
Leasehold property is revalued by an independent valuation expert on a regular basis such that the carrying value is in line with the prevailing market rates. The valuation uses the profit method which is based on the company's estimates and assumptions concerning its future revenue growth, trading and cash flows.
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
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 value added tax, returns, rebates and discounts and after eliminating sales within the company.
The group recognises revenue:
For hotel stays, each night that the customer stays, and;
for other services, when the service is provided.
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
Tax
Taxation for the year comprises current and deferred tax. Current or deferred taxation assets and liabilities are not discounted.
Current tax is recognised as the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
Deferred tax is recognised in respect of all timing differenced that have originated but not reversed at the balance sheet date.
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
Tangible assets
Tangible fixed assets, with the exception of land and buildings and fixtures and fittings, are measured using the cost model. These assets are stated at historical cost less accumulated depreciation and any accumulated impairment losses.
Land and buildings and fixtures and fittings, are measured using the revaluation model. These assets are stated at fair value on the date of the latest revaluation less subsequent accumulated depreciation and any impairment losses, where applicable.
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Depreciation
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
The directors consider that no depreciation should be provided on certain freehold land and buildings. This is on the basis that any possible depreciation charge would be expected to be immaterial as the residual values are considered to be materially equivalent to their carrying value.
Asset class |
Depreciation method and rate |
Land and buildings |
Between 0% and 2% on cost |
Plant and machinery |
6% on cost |
Fixtures and Fittings |
15% on cost |
Computer equipment |
25% on cost |
Motor Vehicles |
20% on cost |
Finance leased assets |
not depreciated |
Investment property
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 represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life.
Intangible assets
Separately acquired trademarks and licences are shown at historical cost.
Amortisation
Intangible assets other than goodwill are not amortised as the directors are of the view that these assets will hold their value.
Asset class |
Amortisation method and rate |
Goodwill |
10% on cost |
Investments
Investments in subsidary undertakings are recognised at cost.
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Stocks
Stocks are stated at the lower of cost and net realisable value.
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.
Lease payments are apportioned between finance costs in the profit and loss account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.
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.
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Financial instruments
Classification
• Short term trade and other debtors and creditors;
• Bank loans; and
• Cash and bank balances.
All financial instruments are classified as basic.
Recognition and measurement
Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the company’s obligations are discharged, expire or are cancelled.
Except for bank loans, such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of the cash or other consideration expected to be paid or received, after taking account of impairment adjustments.
Bank loans are initially measured at transaction price, including transaction costs, and are subsequently carried at amortised cost using the effective interest method.
Impairment
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 reversal 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.
Turnover |
The analysis of the group's Turnover for the year by class of business is as follows:
2022 |
2021 |
|
Provision of hotel services |
|
|
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Other operating income |
The analysis of the group's other operating income for the year is as follows:
2022 |
2021 |
|
Government grants |
|
|
Sub lease rental income |
|
|
Miscellaneous other operating income |
|
|
|
|
Operating profit |
Arrived at after charging/(crediting)
2022 |
(As restated) |
|
Foreign exchange losses |
|
|
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
2022 |
2021 |
|
Wages and salaries |
|
|
Social security costs |
|
|
Pension costs, defined contribution scheme |
|
|
|
|
The average number of persons employed by the group (including directors) during the year was as follows:
2022 |
2021 |
|
Average staff numbers |
|
|
|
|
Other interest receivable and similar income |
2022 |
2021 |
|
Interest income on bank deposits |
|
- |
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Interest payable and similar expenses |
2022 |
(As restated) |
|
Interest on bank overdrafts and borrowings |
|
|
Taxation |
Tax charged/(credited) in the profit and loss account
2022 |
2021 |
|
Current taxation |
||
UK corporation tax |
- |
|
UK corporation tax adjustment to prior periods |
( |
|
(29,965) |
525,338 |
|
Deferred taxation |
||
Arising from origination and reversal of timing differences |
|
|
Tax expense in the income statement |
|
|
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
The tax on profit before tax for the year is the same as the standard rate of corporation tax in the UK (2021 - the same as the standard rate of corporation tax in the UK) of
The differences are reconciled below:
2022 |
(As restated) |
|
Loss before tax |
( |
( |
Corporation tax at standard rate |
( |
( |
Effect of expense not deductible in determining taxable profit (tax loss) |
|
|
UK deferred tax expense/(credit) relating to changes in tax rates or laws |
|
( |
Increase from tax losses for which no deferred tax asset was recognised |
- |
|
Deferred tax credit from unrecognised temporary difference from a prior period |
( |
( |
Tax increase from effect of capital allowances and depreciation |
|
|
Other tax effects for reconciliation between accounting profit and tax expense (income) |
|
|
Total tax charge |
|
|
Deferred tax
Group
There are £25,154,347 of unused tax losses (2021 - £27,187,982) for which no deferred tax asset is recognised in the balance sheet.
Tax relating to items recognised in other comprehensive income or equity - group
2022 |
2021 |
|
Deferred tax related to items recognised as items of other comprehensive income |
- |
|
The main rate of UK corporation tax remained at 19% throughout 2022. The corporation tax main rate will rise to 25% with effect from 1 April 2023.
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Intangible assets |
Group
Goodwill |
Trademarks, patents and licenses |
Total |
|
Cost or valuation |
|||
At 1 January 2022 |
|
- |
|
Additions acquired separately |
|
|
|
At 31 December 2022 |
|
|
|
Amortisation |
|||
At 1 January 2022 |
|
- |
|
Amortisation charge |
|
- |
|
At 31 December 2022 |
|
- |
|
Carrying amount |
|||
At 31 December 2022 |
|
|
|
At 31 December 2021 |
|
- |
|
The Company had no intangible fixed assets at 31 December 2022 or 31 December 2021.
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Tangible assets |
Group
Land and buildings |
Furniture, fittings and equipment |
Motor vehicles |
Plant and machinery |
Total |
|
Cost or valuation |
|||||
At 1 January 2022 |
|
|
|
|
|
Additions |
|
|
|
|
|
Disposals |
- |
( |
- |
( |
( |
At 31 December 2022 |
|
|
|
|
|
Depreciation |
|||||
At 1 January 2022 |
|
|
|
|
|
Charge for the year |
|
|
|
|
|
Eliminated on disposal |
- |
( |
- |
( |
( |
At 31 December 2022 |
|
|
|
|
|
Carrying amount |
|||||
At 31 December 2022 |
|
|
|
|
|
At 31 December 2021 |
|
|
|
|
|
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Included within the net book value of land and buildings above is £22,788,929 (2021 - £19,785,275) in respect of freehold land and buildings, £260,625,695 (2021 - £263,350,376) in respect of long leasehold land and buildings.
The Company had no tangible fixed assets at 31 December 2022 or 31 December 2021.
Revaluation
The freehold and leasehold property along with the fixtures, fittings and equipment, was valued by Cushman & Wakefield and Avison Young (UK) Limited, independent chartered surveyors with experience in the hotel property market, on
Had this class of asset been measured on a historical cost basis, the carrying amount at the 31 December 2022 would have been £
Investment properties |
Group
2022 |
|
Additions |
|
At 31 December |
|
Investment property was valued on an open market basis on 30th September 2022.
The Company had no investment properties at 31 December 2022 or 31 December 2021.
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Investments |
Group
The Group had no unconsolidated investments at 31 December 2022 or 31 December 2021.
Company
2022 |
2021 |
|
Investments in subsidiaries |
|
|
Subsidiaries |
£ |
Cost or valuation |
|
At 1 January 2022 |
|
Provision |
|
Carrying amount |
|
At 31 December 2022 |
|
At 31 December 2021 |
|
Details of undertakings
Details of the investments (including principal place of business of unincorporated entities) in which the company 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 |
|
2022 |
2021 |
|||
Subsidiary undertakings |
||||
|
see below (1) |
|
|
|
|
see below (1) |
|
|
|
|
see below (1) |
|
|
|
|
see below (1) |
|
|
|
|
see below (1) |
|
|
|
|
see below (1) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (1) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (1) |
|
|
|
|
see below (2) |
|
|
|
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (1) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
|
see below (2) |
|
|
|
Subsidiary undertakings |
Celtic Hotel Holdings Limited The principal activity of Celtic Hotel Holdings Limited is |
Fidem Finance Limited The principal activity of Fidem Finance Limited is |
Global Reach Hospitality Limited The principal activity of Global Reach Hospitality Limited is |
Global Reach Hotels Limited The principal activity of Global Reach Hotels Limited is |
Rothay SPV Limited The principal activity of Rothay SPV Limited is |
UK SPV3 Limited The principal activity of UK SPV3 Limited is |
Alexandra Dock Limited The principal activity of Alexandra Dock Limited is |
Bond Street Estates (Brighton) Limited The principal activity of Bond Street Estates (Brighton) Limited is |
Brighton Harbour Hotel Limited The principal activity of Brighton Harbour Hotel Limited is |
Bristol Harbour Hotel Limited The principal activity of Bristol Harbour Hotel Limited is |
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Bristol Harbour Rooms Limited The principal activity of Bristol Harbour Rooms Limited is |
Chichester Harbour Hotel Limited The principal activity of Chichester Harbour Hotel Limited is |
Christchurch Hotels Limited The principal activity of Christchurch Hotels Limited is |
Christchurch Restaurants Limited The principal activity of Christchurch Restaurants Limited is |
Estuary View Limited The principal activity of Estuary View Limited is |
Fowey Harbour Hotel Limited The principal activity of Fowey Harbour Hotel Limited is |
Froyle Harbour Hotel Limited The principal activity of Froyle Harbour Hotel Limited is |
Harbour Hospitality Group Limited The principal activity of Harbour Hospitality Group Limited is |
Harbour Hotels Group Limited The principal activity of Harbour Hotels Group Limited is |
Harbour Hotels Management Limited The principal activity of Harbour Hotels Management Limited is |
Harbour International Limited The principal activity of Harbour International Limited is |
Kings Harbour Hotel Limited The principal activity of Kings Harbour Hotel Limited is |
Padstow Harbour Hotel Limited The principal activity of Padstow Harbour Hotel Limited is |
Porthminster Hotel Company Limited The principal activity of Porthminster Hotel Company Limited is |
Residence (Guildford) Limited The principal activity of Residence (Guildford) Limited is |
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
RGH (Cumbria) Limited The principal activity of RGH (Cumbria) Limited is |
Richmond Harbour Hotel Limited The principal activity of Richmond Harbour Hotel Limited is |
Richmond Harbour Hotel Management Limited The principal activity of Richmond Harbour Hotel Management Limited is |
RMH (Guildford) Limited The principal activity of RMH (Guildford) Limited is |
RMH (Guildford) LLP The principal activity of RMH (Guildford) LLP is |
RMH (Guildford) Management Limited The principal activity of RMH (Guildford) Management Limited is |
RMH (Guildford) Residential Developments Limited The principal activity of RMH (Guildford) Residential Developments Limited is |
Rothay Garden Hotel Limited The principal activity of Rothay Garden Hotel Limited is |
Salcombe Harbour Hotel Limited The principal activity of Salcombe Harbour Hotel Limited is |
Sands Reach Limited The principal activity of Sands Reach Limited is |
Southampton Harbour Hotel Limited The principal activity of Southampton Harbour Hotel Limited is |
The Celtic Entertainment Centre Limited The principal activity of The Celtic Entertainment Centre Limited is |
The Willow Garden (Fowey) Limited The principal activity of The Willow Garden (Fowey) Limited is |
Westcliff Hall (Sidmouth) Limited The principal activity of Westcliff Hall (Sidmouth) Limited is |
White Truffle Events Limited The principal activity of White Truffle Events Limited is |
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Registerd office addresses for all companies above:
(1)
C/O Zedra Booths Hall
Booths Park 3
Chelford Road
Knutsford
Cheshire
WA16 8GS
(2)
Harbour House
60 Purewell
Christchirch
England
BH23 1ES
* indicates direct investment of the company
On 1 June 2023 the entire interest in subidiary Froyle Harbour Hotel Limited was sold.
Debtors |
Group |
Company |
|||
2022 |
2021 |
2022 |
2021 |
|
Trade debtors |
|
|
- |
- |
Other debtors |
|
|
- |
- |
Prepayments |
|
|
- |
- |
|
|
- |
- |
Cash and cash equivalents |
Group |
Company |
|||
2022 |
2021 |
2022 |
2021 |
|
Cash at bank |
|
|
|
|
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Creditors |
Group |
Company |
||||
Note |
2022 |
(As restated) |
2022 |
2021 |
|
Due within one year |
|||||
Loans and borrowings |
|
|
- |
- |
|
Trade creditors |
|
|
- |
- |
|
Corporation tax |
- |
782,315 |
- |
- |
|
Social security and other taxes |
|
|
- |
- |
|
Other creditors |
|
|
- |
- |
|
Accrued expenses |
|
|
|
|
|
Deferred income |
|
|
- |
- |
|
|
|
|
|
||
Due after one year |
|||||
Loans and borrowings |
|
|
|
|
|
Other creditors |
|
|
- |
- |
|
Deferred consideration |
- |
25,000,000 |
- |
- |
|
376,295,995 |
354,281,413 |
3,973,463 |
2,687,056 |
Loans and borrowings |
Group |
Company |
|||
2022 |
(As restated) |
2022 |
2021 |
|
Non-current loans and borrowings |
||||
Bank borrowings |
|
|
- |
- |
Finance lease liabilities |
|
|
- |
- |
Amounts due to group undertakings |
- |
- |
|
|
Loan notes |
138,228,910 |
89,953,382 |
- |
- |
|
|
|
|
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Group |
Company |
|||
2022 |
2021 |
2022 |
2021 |
|
Current loans and borrowings |
||||
Bank borrowings |
|
|
- |
- |
Finance lease liabilities |
- |
|
- |
- |
|
|
- |
- |
Bank loans
Harbour Hotels Group Limited
The bank loans of Harbour Hotels Group Limited are secured by a cross guarantee and a fixed and floating charge debenture over the group’s assets and by fixed and floating charge debentures and cross guarantees provided by the company’s subsidiaries. The bank loan was due to mature on 27 January 2024. In March 2023, the group successfully agreed terms to extend the loan facility currently held with HSBC. This resulted in approximately £7m being repaid in March 2023 leaving a facility of £144m. The facility will expire in March 2027. Interest was being charged at rates between 1.95% and 2.05% over LIBOR, and is now charged at 2.75% over the daily SONIA rate in respect of the issued loans. Scheduled quarterly repayments that cumulatively total £2.25m are due to be made between June and December 2023. Amortisation payments of £4m per annum will be made from 2024 onwards. Included within the above balance are debt issue costs of £0.4m (2021 - £0.9m) that are amortised over the duration of the facility.
Sands Reach Limited
The loan was repayable on 30 September 2022, however the company agreed terms on a replacement loan facility which will expire in April 2028. The bank loan is secured by a fixed and floating charge over the company’s assets. Interest was charged at 4% over the bank base rate, and is now charged at 2.25% over the daily SONIA rate in respect of the issued loan. Scheduled repayments that cumulatively total £0.5m per annum are due to commence in 2024.
Global Reach Hospitality Limited
The bank loan in Global Reach Hospitality Limited is provided by National Westminster Bank PLC, and is secured by way of guarantees from Global Reach Hospitality Limited, RGH (Cumbria) Limited, Rothay SPV Limited, Rothay Garden Hotel Limited, UK SPV3 Limited, Celtic Hotel Holdings Limited and Celtic Entertainment Centre Limited. The annual rate of interest is 2% over base rate and the final repayment is due on 10th December 2024.
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Finance lease liabilities
Historically the group's subsidiary undertakings entered into sale and leaseback arrangements with third parties in respect of an interest in their hotels' freehold land. The leases are mostly for a term of 999 years, with annual payments of £2.7m (2021: £2.4m) per annum increasing with movements in RPI. The arrangements resulted in finance leases. Because the term is so long, measuring the liability at amortised cost using the effective interest method results in no reduction of the liability for the foreseeable future. The land subject to the finance lease arrangement has been shown within fixed assets as a separate class of asset which is not subject to depreciation at a cost equivalent to the proceeds received.
Loan notes
The loan notes are denominated in USD with a nominal interest rate of 10%. The final instalment is due on 22 May 2027.
Pension and other schemes |
Defined contribution pension scheme
The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £
Share capital |
Allotted, called up and fully paid shares
2022 |
2021 |
|||
No. |
£ |
No. |
£ |
|
Share capital of £1 each |
1 |
1 |
1 |
1 |
The shares have attached to them full voting, dividend and capital distribution (including on a winding up) rights. They do not confer any rights of redemption.
Parent and ultimate parent undertaking |
The company's immediate parent is
Global Reach UK Holdings Limited
Notes to the Financial Statements
Year Ended 31 December 2022
Related party transactions |
Group
Key management compensation
2022 |
2021 |
|
Aggregate compensation |
|
|
Summary of transactions with other related parties
Company
The company has taken advantage of the exemption provided by FRS 102 to not disclose transactions entered into between two or more members of a group, provided that any subsidiary which is party to the transaction is wholly owned by the group.
Summary of transactions with other related parties
Analysis of changes in net debt |
Group
At 1 January 2022 |
Financing cash flows |
Other non-cash changes |
At 31 December 2022 |
|
Cash and cash equivalents |
||||
Cash |
17,455,420 |
(4,213,652) |
- |
13,241,768 |
Borrowings |
||||
Long term borrowings |
(248,405,871) |
(57,154,909) |
10,139,655 |
(295,421,125) |
Short term borrowings |
(25,770,913) |
25,770,913 |
(10,139,655) |
(10,139,655) |
Lease liabilities |
(69,238,320) |
9,019 |
- |
(69,229,301) |
(343,415,104) |
(31,374,977) |
- |
(374,790,081) |
|
|
||||
( |
( |
- |
( |