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REGISTERED NUMBER: 12010093 (England and Wales)















GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2023

FOR

JERRY'S BERRIES LIMITED

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023










Page

Company Information 1

Group Strategic Report 2

Report of the Directors 4

Report of the Independent Auditors 8

Consolidated Income Statement 11

Consolidated Other Comprehensive Income 12

Consolidated Statement of Financial Position 13

Company Statement of Financial Position 14

Consolidated Statement of Changes in Equity 15

Company Statement of Changes in Equity 16

Consolidated Statement of Cash Flows 17

Notes to the Consolidated Financial Statements 18


JERRY'S BERRIES LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 31 OCTOBER 2023







DIRECTORS: J Alun-Jones
J Silm





REGISTERED OFFICE: 4 Sloane Terrace
London
SW1X 9DQ





REGISTERED NUMBER: 12010093 (England and Wales)





AUDITORS: Saffery LLP
St Catherine's Court
Berkeley Place
Clifton
Bristol
BS8 1BQ

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 OCTOBER 2023


The directors present their strategic report of the company and the group for the year ended 31 October 2023.

REVIEW OF BUSINESS
The group is a leading grower of strawberries, raspberries, blueberries and blackberries across the UK and Portugal, operating through its subsidiaries The Summer Berry Company UK (TSBC UK) and The Summer Berry Company Portugal SA (TSBC Portugal). The business incorporates glasshouse and field production sites.

PRINCIPAL RISKS AND UNCERTAINTIES
The process of risk management is addressed through a framework of policies, procedures, internal controls and a risk register. All policies are subject to Board approval and ongoing review by management. Compliance with relevant regulations, legal and ethical standards is a high priority for the company and the finance department takes on an important oversight role in this regard. The Board is responsible for satisfying itself that a proper internal control framework exists to manage financial risks and that controls operate effectively.

SECTION 172(1) STATEMENT
The statement below describes how the directors have had regard to the matters set out in section 172(1) of the Companies Act:

Stakeholders
The company acknowledges the importance of acting responsibly in fulfilling its mission and fostering its vision. Stakeholders are pivotal for the success of the company and are important co-creators of value. For that reason, every decision the company makes takes stakeholders' expectations and the resulting impact of those decisions will have on them into account.

Customers
Our mission is to delight our customers with high quality soft fruit produced in an ethical and environmentally friendly way. Our vision is to be recognised as one of the world's leading year-round fruit suppliers that promotes healthy living and makes people smile.

Our agronomists follow an integrated pest management plan program, which introduces a balanced approach to growing fruit sustainably, rigorously reviewing the need to use any chemicals and incorporating biological and biodiversity pest controls. The fruit we produce is subject to rigorous quality control procedures.

Colleagues
With operations in both the UK and Portugal, the group employs over 600 staff permanently and over 1,500 staff during peak season. Temporary housing is made available with facilities that include staff canteens, gyms, football pitches, volleyball and basketball courts. Our welfare initiatives include collective transports for staff, workshops and training provided by local health and safety authorities. Training programs, continuous learning, apprenticeship schemes and developmental courses are offered to our colleagues. At the same time, we foster employee use of voice via forums, surveys, focus group sessions and other two-way communication channels.

Suppliers
We collaborate with our suppliers to promote a continuous improvement and modernisation of agriculture practices, including the protection of human rights, the commitment to ethical partnerships, the investment in innovation and the continuous search for ever more sustainable solutions to our operations and production needs. We are visited by and visit our suppliers to constantly assess the validation of our partnership and adjust our collaboration, so it meets expectations from both sides. We are constantly looking for potential suppliers to help us fulfil our mission, working towards establishing relationships with individuals and companies that share the same values.

Communities
We are committed to creating long-lasting positive relationships with the communities around us, engaging with governmental institutions, local enterprises, and individuals. We have an open door policy and are always willing to debate our business practices with the local authorities, political parties and social interest groups. We share our best practices with other local farmers and provide regular fruit donations to local associations, hospitals, nursery homes and schools. Our colleagues are encouraged to enrol in corporate volunteering opportunities.


JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 OCTOBER 2023

Environment
We develop agronomic practices that boost biodiversity and allow for farming in resilient ecosystems. This integrated production system allows us to be less dependent on the use of chemical pesticides and fertilisers. We have developed an ESG (Environmental, Social & Governance) program that sets goals and targets for increasing efficiency in water management, reducing energy consumption, increasing the percentage of recycled waste, fighting fruit waste and boosting farm biodiversity and aiming to achieve carbon net zero. Social responsibility is one of the key focuses of our ESG program as we work towards being an employer of choice.

RESULTS AND PERFORMANCE
The results of the company for the year show an operating loss of £2,996k (2022: operating loss of £10,576k). Losses after tax were £7,157k (2022: £12,293k).

Following years of top line growth, the main focus from 2023 is on sustainable profit delivery. The economic environment remains challenging for consumers and retailers resulting in difficulty in recovering inflation in selling prices. Despite this, a realignment in strategic direction has put the company in a good place for future growth and profit generation.

While the year ending October 2023 remained challenging, losses were reduced. The outlook for 2024 looks more positive with the negative net assets being addressed by a debt for equity swap in December 2023 and a 3 year refinancing with HSBC being completed in June 2024.

BUSINESS ENVIRONMENT
2023 proved to be a challenging year with global inflationary pressures and the war in Ukraine having a particular impact on energy prices. Consumer demand has also been tempered by the impact of changes to the cost of living. The group continues to evaluate new berry varieties to seek a point of difference and add value to its offerings.

STRATEGY
The following seven strategic drivers have been identified:

- Offering year-round supply
- Developing long term customer relationships
- Creating a roadmap for genetics
- Digital transformation
- Geographical expansion
- Labour strategy to ensure we are the employer of choice
- Sustainability initiatives

The group will continue to put product quality and consistency at the top of its agenda, ensuring continued focus on farming operational expertise. To maintain a skilled and experienced team, the company continues to develop new talent through graduate and industry schemes as well as inhouse training programs. This is supported by a focus on attracting a talented workforce as well as building key customer and supplier partnerships.

KEY PERFORMANCE INDICATORS ('KPI')
Whilst many KPIs are monitored as part of daily and weekly operations, the Board reviews the following KPIs on a monthly basis: profitability (EBITDA), cashflow, employee turnover and returnee rates, levels of waste and CO2, complaints (CPMU) and health and safety incidents (AIR).

ON BEHALF OF THE BOARD:





J Alun-Jones - Director


26 July 2024

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 OCTOBER 2023


The directors present their report with the financial statements of the company and the group for the year ended 31 October 2023.

PRINCIPAL ACTIVITY
The principal activity of the group for the period under review was that of growing berry crops.

DIVIDENDS
No dividends will be distributed for the year ended 31 October 2023.

FUTURE DEVELOPMENTS
Future developments are discussed within the strategy for the group in the strategic report.

EVENTS SINCE THE END OF THE YEAR
Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 November 2022 to the date of this report.

J Alun-Jones
J Silm

STREAMLINED ENERGY AND CARBON REPORTING
Below is a table detailing the Streamline Energy and Carbon reporting figures for 2023:

SECR Review. (Scope 1 and 2 emissions). conversion
factor*
Combustion
(Scope 1)
Electricity
(Scope 2)
Ltrs-kgs kWh kgCO2e /
kWh
kgCO2e tCO2e tCO2e tCO2e
Gas 5,576,695 0.18256 1,018,081 1,018 1,018 -

Electricity 3,894,989 0.20496 798,317 798 - 798

Gasoil (Lts x
10.88)
255,732 2,782,364 2.72417 696,657 697 697 -

White Diesel (Lts
x 10.88)
71,266 775,374 2.47887 176,659 177 177 -

Propane (Kgs x
13.6)
44,441 604,398 2.99340 133,030 133 133 -

Bulk Calor (Lts x
7.09)
235,625 1,670,581 1.74296 410,685 411 411
-

15,304,401 3,233 2,435 798

Energy use has decreased significantly in 2022/23 due to a change in the growing strategy.

* Conversion figures from UK Government GHG Conversion Factors 2023

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 OCTOBER 2023


Kgs Tonnes kWh/Kg Fruit tCO2/Tn Fruit
All crop yield 2019/20 6,765,089 6,765 7.41 1.693
All crop yield 2020/21 7,338,714 7,339 4.56 0.917
All crop yield 2021/22 7,123,150 7,123 4.69 0.944
All crop yield 2022/23 6,004,127 6,004 2.55 0.539

Below is a table detailing the Streamline Energy and Carbon reporting figures for 2022:

SECR Review. (Scope 1 and 2 emissions). conversion
factor*
Combustion
(Scope 1)
Electricity
(Scope 2)
Ltrs-kgs kWh kgCO2e /
kWh
kgCO2e tCO2e tCO2e tCO2e
Gas 19,039,065 0.18316 3,487,195 3,487 3,487 -

Electricity ** 5,480,756 0.19338** 1,059,869 1,060 - 1,060

Gasoil (Lts x
10.88)
466,256 5,072,865 2.72417* 1,270,161 1,270 1,270 -

White Diesel (Lts
x 10.88)
106,376 1,157,371 2.52058* 268,129 268 268 -

Propane (Kgs x
13.6)
56,732 771,555 2.9975* 170,054 170 170 -

Bulk Calor (Lts x
7.09)
269,084 1,907,806 1.75* 470,897 471 471
-

Refrigerant loss
(Kgs R404a)

-

-

3,922*

-

-

-

-

Refrigerant loss
(Kgs R407f)

-

-

1,825*

-

-

-

-
33,429,418 6,726 5,666 1,060

Energy use has decreased significantly in 2021/22 due to war in Ukraine and subsequent change in growing strategy.

* Conversion figures from SECR BEIS 2022 doc. Conversion figures have changed in 2021/22. KgCO2e calculated
from litres/Kgs not from kWh, as previously for liquid fuels.
** Electricity conversion factor change due to more wind/solar and less coal.

The Group is complying with the requirements of the Streamlines Energy and Carbon Reporting (SECR) by reporting UK energy use and Greenhouse Gas emissions under the guidelines published by HM Government in 2019.

The Scope 1 emissions of the Streamlined Energy and Carbon Reporting requirement considered here are from direct combustion energy sources.

Scope 2 is for the electricity used on the UK sites of The Summer Berry Company.

Scope 3 emissions covering other energy uses (e.g. packaging and waste), capital investment and upstream/downstream consumption have not been included due to the complexity of capturing this information.

The energy use is heavily influenced by the glasshouse sites at Donaldsons and Leythorne nurseries.

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 OCTOBER 2023


The energy used overall is influenced by the following principal causes;

- Market prices
- Weather
- Cropping and growing strategies
- Expansion of operations

The following points should be considered, when looking at yield metrics;

- Energy figures include on-site staff accommodation.
- Energy used in the packhouse includes repackaged imported fruit.

Improved energy efficiency

- Following trials that took place in 2021 to assess the suitability of replacing high-intensity sodium lighting with hybrid
LED lighting, a large scale project will be undertaken in 2024 to install 1.8ha of LED lighting.
- Solar panels and new energy screens were installed in the year.
- Plans are progressing to install a gas-powered Combined Heat and Power unit (CHP) to generate electricity and utilise
the heat and CO2 generated as a byproduct, to boost our glasshouse crops.
- Two industrial scale heat pumps will be installed, totalling 2.5MW. This will efficiently use electricity from the CHP
generators to generate heat for 16ha of the glasshouse site.
- A hot water storage tank with a capacity of 2 million litres will be built to further boost the carbon efficiency of our
heat and electricity generation.
- The total combined effect of the points above is a predicted carbon saving of 1300 tonnes.

EMPLOYMENT AND DISABILITY POLICY
The Group is an equal opportunity employer. Our business values of Integrity & Respect, Collaborative & Inclusive and Brave & Innovative ensure focus on our drive to provide equality, diversity, and inclusion at the heart of good employment practices and the efficient use of our most valuable asset, our employees. Every manager and employee have personal ownership for the implementation of employment policies.

The Group does not discriminate of grounds of sex, trans-gender, status, sexual orientation, religion or belief, marital status, civil partnership status, race, ethnic origin, colour, nationality, national origins, disability, age or perceived age.

DISCLOSURE IN THE STRATEGIC REPORT
Engagement with employees, customers and suppliers has been covered as part of the section 172 statement disclosed within the strategic report.

DIRECTORS' RESPONSIBILITIES STATEMENT
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors 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 the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- state whether applicable accounting standards have been followed, subject to any material departures disclosed and
explained in the financial statements;
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.


JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 OCTOBER 2023

DIRECTORS' RESPONSIBILITIES STATEMENT - continued
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS
The auditors will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





J Alun-Jones - Director


26 July 2024

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
JERRY'S BERRIES LIMITED


Opinion
We have audited the financial statements of Jerry's Berries Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 October 2023 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows 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 of the parent company affairs as at 31 October 2023 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 Auditors' 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 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 group's and the parent 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 directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
JERRY'S BERRIES LIMITED


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

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 Directors' Responsibilities Statement set out on pages six and seven, 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 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.

Auditors' 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 a Report of the Auditors 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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.

Identifying and assessing risks related to irregularities:
We assessed the susceptibility of the company's financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the company by discussions with directors and updating our understanding of the sector in which the company operates.

Laws and regulations of direct significance in the context of the company include The Companies Act 2006, Food Hygiene regulations and UK Tax legislation.

Audit response to risks identified:
We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of financial statement disclosures. We reviewed the company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.


REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
JERRY'S BERRIES LIMITED


During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner's review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.

As group auditors, our assessment of matters relating to non-compliance with laws or regulations and fraud differed at group and component level according to their particular circumstances. Our communications with component auditors included a request to identify instances of non-compliance with laws and regulations and fraud that could give rise to a material misstatement of the group financial statements in addition to our risk assessment

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, 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 by, for example, forgery or intentional misrepresentations, or through collusion.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

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 a Report of the Auditors 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.




Neil Davies (Senior Statutory Auditor)
for and on behalf of Saffery LLP
St Catherine's Court
Berkeley Place
Clifton
Bristol
BS8 1BQ

29 July 2024

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

CONSOLIDATED
INCOME STATEMENT
FOR THE YEAR ENDED 31 OCTOBER 2023

Period
25/10/21
Year Ended to
31/10/23 31/10/22
Notes £'000 £'000

TURNOVER 3 58,778 64,319

Cost of sales 46,892 56,821
GROSS PROFIT 11,886 7,498

Administrative expenses 18,125 21,087
(6,239 ) (13,589 )

Other operating income 4 3,243 3,013
OPERATING LOSS 6 (2,996 ) (10,576 )


Interest payable and similar expenses 8 3,676 2,517
LOSS BEFORE TAXATION (6,672 ) (13,093 )

Tax on loss 9 485 (800 )
LOSS FOR THE FINANCIAL YEAR (7,157 ) (12,293 )
Loss attributable to:
Owners of the parent (7,157 ) (12,293 )

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

CONSOLIDATED
OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 OCTOBER 2023

Period
25/10/21
Year Ended to
31/10/23 31/10/22
Notes £'000 £'000

LOSS FOR THE YEAR (7,157 ) (12,293 )


OTHER COMPREHENSIVE INCOME
Translation differences 366 432
Income tax relating to other comprehensive
income

-

-

OTHER COMPREHENSIVE INCOME FOR
THE YEAR, NET OF INCOME TAX

366

432
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

(6,791

)

(11,861

)

Total comprehensive income attributable to:
Owners of the parent (6,791 ) (11,861 )

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
31 OCTOBER 2023

2023 2022
Notes £'000 £'000 £'000 £'000
FIXED ASSETS
Intangible assets 11 6,299 7,441
Tangible assets 12 40,495 38,582
Investments 13 - -
46,794 46,023

CURRENT ASSETS
Stocks 14 5,073 8,415
Debtors 15 9,634 8,384
Cash at bank 367 44
15,074 16,843
CREDITORS
Amounts falling due within one year 16 38,402 33,918
NET CURRENT LIABILITIES (23,328 ) (17,075 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

23,466

28,948

CREDITORS
Amounts falling due after more than one year 17 25,690 24,381
NET (LIABILITIES)/ASSETS (2,224 ) 4,567

CAPITAL AND RESERVES
Called up share capital 21 250 250
Share premium 22 24,769 24,769
Translation reserve 22 139 (227 )
Retained earnings 22 (27,382 ) (20,225 )
SHAREHOLDERS' FUNDS (2,224 ) 4,567

The financial statements were approved by the Board of Directors and authorised for issue on 26 July 2024 and were signed on its behalf by:





J Alun-Jones - Director


JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

COMPANY STATEMENT OF FINANCIAL POSITION
31 OCTOBER 2023

2023 2022
Notes £'000 £'000 £'000 £'000
FIXED ASSETS
Intangible assets 11 - -
Tangible assets 12 - -
Investments 13 25,538 25,538
25,538 25,538

CURRENT ASSETS
Debtors 15 35,478 30,714

CREDITORS
Amounts falling due within one year 16 10,245 6,769
NET CURRENT ASSETS 25,233 23,945
TOTAL ASSETS LESS CURRENT
LIABILITIES

50,771

49,483

CREDITORS
Amounts falling due after more than one year 17 25,688 24,375
NET ASSETS 25,083 25,108

CAPITAL AND RESERVES
Called up share capital 21 250 250
Share premium 22 24,769 24,769
Retained earnings 22 64 89
SHAREHOLDERS' FUNDS 25,083 25,108

Company's (loss)/profit for the financial year (25 ) 62

The financial statements were approved by the Board of Directors and authorised for issue on 26 July 2024 and were signed on its behalf by:





J Alun-Jones - Director


JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 OCTOBER 2023

Called up
share Retained Share Translation Total
capital earnings premium reserve equity
£'000 £'000 £'000 £'000 £'000
Balance at 25 October 2021 250 (7,932 ) 24,769 (659 ) 16,428

Changes in equity
Total comprehensive income - (12,293 ) - 432 (11,861 )
Balance at 31 October 2022 250 (20,225 ) 24,769 (227 ) 4,567

Changes in equity
Total comprehensive income - (7,157 ) - 366 (6,791 )
Balance at 31 October 2023 250 (27,382 ) 24,769 139 (2,224 )

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 OCTOBER 2023

Called up
share Retained Share Total
capital earnings premium equity
£'000 £'000 £'000 £'000
Balance at 25 October 2021 250 27 24,769 25,046

Changes in equity
Total comprehensive income - 62 - 62
Balance at 31 October 2022 250 89 24,769 25,108

Changes in equity
Total comprehensive income - (25 ) - (25 )
Balance at 31 October 2023 250 64 24,769 25,083

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 OCTOBER 2023

Period
25/10/21
Year Ended to
31/10/23 31/10/22
Notes £'000 £'000
Cash flows from operating activities
Cash generated from operations 27 3,992 (448 )
Interest paid (1,888 ) (1,085 )
Tax paid (75 ) -
Tax received - 237
Net cash from operating activities 2,029 (1,296 )

Cash flows from investing activities
Purchase of tangible assets (6,269 ) (3,403 )
Sale of tangible fixed assets 5 143
Purchase of intangible fixed assets (54 ) (57 )
Net cash from investing activities (6,318 ) (3,317 )

Cash flows from financing activities
New loans in year 3,000 3,000
New bank loans 750 2,150
Repayment of bank loans (1,403 ) (2,031 )
Net cash from financing activities 2,347 3,119

Decrease in cash and cash equivalents (1,942 ) (1,494 )
Cash and cash equivalents at beginning
of year

28

(4,509

)

(2,980

)
Effect of foreign exchange rate changes 38 (35 )
Cash and cash equivalents at end of year 28 (6,413 ) (4,509 )

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2023


1. STATUTORY INFORMATION

Jerry's Berries Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

The presentation currency of the financial statements is the Pound Sterling (£).


2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Basis of consolidation
In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measure reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investment in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Foreign subsidiaries are translated, on consolidation, using the average rate for the period for the profit and loss. The spot rate is used for translation of the balance sheet. Any differences arsing as a result of the translation on consolidation are recognised within the translation reserve.

The consolidated financial statements incorporate those of Jerry's Berries Limited and all of its
subsidiaries (i.e. entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes.

Subsidiaries that are considered to be immaterial to the group are not consolidated in the financial statements.

Significant judgements and estimates
In the process of applying the company's accounting policies, management have made the following judgements that have the most significant effect of the amounts recognised in the Financial Statements.

Impairment of tangible fixed assets
Management have considered whether there are any indications that Property, Plant and Equipment may have suffered an impairment at the reporting date as required by FRS 102. Management believe that there are factors which indicate that such tangible assets may have been impaired. As such, the Directors have considered it necessary to estimate the recoverable amount of such assets. Where the recoverable amount is lower than the carry amount, an impairment loss is recognised in the profit and loss.

Impairment of goodwill
At each reporting date, management consider whether there are any indications that goodwill may have been impaired at the reporting date. Where the directors believe there may be an impairment in the value of goodwill, the recoverable amount is calculated and compared to the carrying amount of the goodwill. If the recoverable amount is lower than the carrying amount, an impairment loss is recognised within the profit and loss. The calculation of the recoverable amount by the directors involves estimation uncertainty.

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


2. ACCOUNTING POLICIES - continued

Recoverability of intercompany debts
At each reporting date, management consider the recoverability of intercompany debts. Where there is uncertainty over intercompany debts being recovered at their carrying amount, following the balance sheet date, the recoverable amount is calculated. If the recoverable amount is estimated to be lower than the carrying amount, then the relevant impairment is recognised in the profit and loss.

Impairment of investments
At each reporting date, management consider whether there are any indications that investments may have been impaired at the reporting date. Where the directors believe there may be an impairment in the value of investments, the recoverable amount is calculated and compared to the carrying amount of the investments. If the recoverable amount is lower than the carrying amount, an impairment loss is recognised within the profit and loss. The calculation of the recoverable amount by the directors involves estimation uncertainty.

Turnover
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Goodwill
Goodwill, being the amount paid in connection with the acquisition of a business, is being amortised evenly over its estimated useful life of ten years.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Computer software is being amortised evenly over its estimated useful life of one year.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Freehold property and land-0 - 10% on cost
Leasehold property-period of the lease
Plant and machinery-between 5% and 50% on cost
Fixtures and fittings-20% on cost
Motor vehicles -between 20% and 25% on cost
Biological assets-at varying rates on cost
Office equipment-at varying rates on cost

Biological assets
Biological assets are valued using the historical cost model, rather than the fair value model. Due to the age and size of the plants, there isn't sufficient information available to calculate the fair value of the biological assets.

Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost of raw materials stock is based on the cost of purchase on a first in, first out basis.

Cost of stock, associated with planted fields, is based on the cost of materials (including biological materials), labour and other associated costs incurred during planting and growing phases.

For fields, in producing phase, an estimation of total expected yield is carried out as well as an estimation of remaining crop at balance sheet date.

The ratio of remaining crop vs total expected yield is applied to the total cost of planted field to calculate stock value at the balance sheet date.

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


2. ACCOUNTING POLICIES - continued

Financial instruments
Financial assets and financial liabilities are recognised in the balance sheet when the company becomes a party to the contractual provisions of the instrument.

Trade and other debtors and creditors are classified as basic financial instruments and measured at initial recognition at transaction price. Debtors and creditors are subsequently measured at amortised cost using the effective interest rate method. A provision is established when there is objective evidence that the group will not be able to collect all amounts due.

Cash and cash equivalents are classified as basic financial instruments and comprise cash in hand and at bank, short-term bank deposits with an original maturity of three months or less and bank overdrafts which are an integral part of the company's cash management.

Derivative financial instruments are classified as other financial instruments. They are measured at fair value on initial recognition and at the end of each reporting period, with changes in fair value recognised in profit or loss.

Financial liabilities and equity instruments issued by the company are classified in accordance with the substance of the contractual arrangement entered into and the definitions of a financial liability and an equity instrument. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs.

Interest bearing bank loans, overdrafts and other loans which meet the criteria to be classified as basic financial instruments are initially recorded at the present value of cash payable to the bank, which is ordinarily equal to the proceeds received net of direct issue costs. These liabilities are subsequently measured at amortised cost, using the effective interest rate method.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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.

Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


2. ACCOUNTING POLICIES - continued

Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Hire purchase liabilities are secured over the assets to which they relate.

Pension costs and other post-retirement benefits
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

Levies
Levies are charged as a cost to the income statement, with 4% bank payment of certain sales invoices being withheld by the customer as a charge.

Employee benefits
The costs of short-term employee benefits are recognised as a liability and as an expense.

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 expenses when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Grant income
Grant income, shown in other operating income, relates to revenue and is recognised in income on a systematic basis over the periods in which the entity recognises the related costs for which the grant is intended to compensate.

Going concern
These financial statements have been prepared on a going concern basis.

The directors have undertaken a detailed going concern assessment for the group and anticipate an increase in profitability.

The shareholders have committed to support the group for at least twelve months following the signing of these financial statements.

Disclosure of long or short period
The comparative figures relate to the period 25 October 2021 - 31 October 2022 which is longer than a year. Therefore, the figures are not directly comparable to the current accounting period, being the year ended 31 October 2023.

3. TURNOVER

The turnover and loss before taxation are attributable to the one principal activity of the group.

An analysis of turnover by geographical market is given below:

Period
25/10/21
Year Ended to
31/10/23 31/10/22
£'000 £'000
United Kingdom 49,416 55,904
Europe 9,362 8,415
58,778 64,319

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


4. OTHER OPERATING INCOME
Period
25/10/21
Year Ended to
31/10/23 31/10/22
£'000 £'000
Rent rec'd - incidental 1 39
Other operating income 3,242 2,974
3,243 3,013

5. EMPLOYEES AND DIRECTORS
Period
25/10/21
Year Ended to
31/10/23 31/10/22
£'000 £'000
Wages and salaries 26,113 29,675
Social security costs 1,579 1,757
Other pension costs 221 156
27,913 31,588

The average number of employees during the year was as follows:
Period
25/10/21
Year Ended to
31/10/23 31/10/22

The average number of employees 1,065 1,351

The average number of employees are rounding to the nearest whole one employee.

Period
25/10/21
Year Ended to
31/10/23 31/10/22
£    £   
Directors' remuneration - -

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


6. OPERATING LOSS

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

Period
25/10/21
Year Ended to
31/10/23 31/10/22
£'000 £'000
Hire of plant and machinery 457 410
Other operating leases 59 59
Depreciation - owned assets 4,515 3,149
Loss on disposal of fixed assets 14 108
Goodwill amortisation 1,270 1,683
Computer software amortisation 72 40
Foreign exchange differences (78 ) (61 )
Operating leases - land rent 797 704

7. AUDITORS' REMUNERATION

Period
25/10/21
Year Ended to
31/10/23 31/10/22
£'000 £'000
Fees payable to the group auditors and their associates for the audit of the
company's financial statements

50


50

8. INTEREST PAYABLE AND SIMILAR EXPENSES
Period
25/10/21
Year Ended to
31/10/23 31/10/22
£'000 £'000
Bank loan interest 1,875 1,108
Other interest paid 1,801 1,409
3,676 2,517

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


9. TAXATION

Analysis of the tax charge/(credit)
The tax charge/(credit) on the loss for the year was as follows:
Period
25/10/21
Year Ended to
31/10/23 31/10/22
£'000 £'000
Current tax:
UK corporation tax 234 51

Deferred tax 251 (851 )
Tax on loss 485 (800 )

Reconciliation of total tax charge/(credit) included in profit and loss
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

Period
25/10/21
Year Ended to
31/10/23 31/10/22
£'000 £'000
Loss before tax (6,672 ) (13,093 )
Loss multiplied by the standard rate of corporation tax in the UK of 19 %
(2022 - 19 %)

(1,268

)

(2,488

)

Effects of:
Expenses not deductible for tax purposes 181 884
Unrelieved tax losses 1,159 773
Group amortisation not subject to tax 206 284
Impact of change in rate of deferred tax - (194 )
Impact of super deduction - (3 )
Overseas tax differences 27 28
Utilisation of losses (73 ) (97 )
Corrections to previous periods 2 13
Adjustments to deferred tax 251 -
Total tax charge/(credit) 485 (800 )

Tax effects relating to effects of other comprehensive income

2023
Gross Tax Net
£'000 £'000 £'000
Translation differences 366 - 366


JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


9. TAXATION - continued
25/10/21 to 31/10/22
Gross Tax Net
£'000 £'000 £'000
Translation differences 432 - 432

Included within 'UK Corporation Tax' is £71k (2022: £51k) of tax charges in relation to a foreign subsidiary within the group.

Factors that may affect the future tax charges
At Budget 2021, the government announced that the Corporation Tax main rate for the years starting 1 April 2023 will increase from 19% to 25%. In addition, the government legislated in Finance Bill 2021 to introduce a small profits rate of 19% for financial year April 2023. The small profits rate will apply to profits of £50k or less.

10. INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.


11. INTANGIBLE FIXED ASSETS

Group
Computer
Goodwill software Totals
£'000 £'000 £'000
COST
At 1 November 2022 15,951 81 16,032
Additions - 54 54
Exchange differences 146 - 146
At 31 October 2023 16,097 135 16,232
AMORTISATION
At 1 November 2022 8,547 44 8,591
Amortisation for year 1,270 72 1,342
At 31 October 2023 9,817 116 9,933
NET BOOK VALUE
At 31 October 2023 6,280 19 6,299
At 31 October 2022 7,404 37 7,441

The goodwill can be split as follows:

£1,031k being the goodwill owned by TSBC UK when the company became a member of the group.
£14,919k being the goodwill created upon the purchase of the group (£15,066k following translation adjustments).

The closing Net Book Value is:

£266k (2022: £453k) being the goodwill owned by TSBC UK.
£6,014k (2022: £6,951k) being the goodwill upon the purchase of the group.

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


12. TANGIBLE FIXED ASSETS

Group
Freehold Leasehold Growing Plant and
property property systems machinery
£'000 £'000 £'000 £'000
COST
At 1 November 2022 34,382 485 231 8,164
Additions 2,347 - - 627
Disposals - - - -
Exchange differences 213 - - 6
At 31 October 2023 36,942 485 231 8,797
DEPRECIATION
At 1 November 2022 2,226 67 231 3,421
Charge for year 1,396 25 - 1,274
Eliminated on disposal - - - -
Exchange differences 46 - - 2
At 31 October 2023 3,668 92 231 4,697
NET BOOK VALUE
At 31 October 2023 33,274 393 - 4,100
At 31 October 2022 32,156 418 - 4,743

Biological
Fixtures assets and
and Motor irrigation
fittings vehicles systems Totals
£'000 £'000 £'000 £'000
COST
At 1 November 2022 137 724 1,664 45,787
Additions 72 73 3,150 6,269
Disposals - (2 ) (39 ) (41 )
Exchange differences 2 (3 ) 1 219
At 31 October 2023 211 792 4,776 52,234
DEPRECIATION
At 1 November 2022 64 230 966 7,205
Charge for year 47 157 1,616 4,515
Eliminated on disposal - - (22 ) (22 )
Exchange differences 2 (9 ) - 41
At 31 October 2023 113 378 2,560 11,739
NET BOOK VALUE
At 31 October 2023 98 414 2,216 40,495
At 31 October 2022 73 494 698 38,582

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


12. TANGIBLE FIXED ASSETS - continued

Group

The net book value of assets held under the finance leases or hire purchase contracts included above is £4k (2022: £24k) and the depreciation charge for the period is £2k (2022: £18k).

At the reporting date, management considered whether the tangible fixed assets presented any indication of impairment. No indications of impairment were identified during the review (2022: £403k).

13. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertakings
£'000
COST
At 1 November 2022
and 31 October 2023 25,538
NET BOOK VALUE
At 31 October 2023 25,538
At 31 October 2022 25,538

The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following:

Subsidiary

The Summer Berry Company Holdings Limited
Registered office: 4 Sloane Terrace, London, England, SW1X 9DQ
Nature of business: Holding company
%
Class of shares: holding
Ordinary 100.00
31/10/23 31/10/22
£'000 £'000
Aggregate capital and reserves 16,574 17,215
Loss for the year/period (641 ) (6,662 )


JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


13. FIXED ASSET INVESTMENTS - continued


On 22 May 2019 the company acquired 100% of the share capital of The Summer Berry Company Holdings Limited. On 13 September 2019 that company in turn purchased 100% of the share capital of The Summer Berry Company UK and TSBC Propagation Limited, and The Summer Berry Company Holdings Limited and The Summer Berry Company UK each purchased 50% of the share capital of The Summer Berry Company Portugal, SA, all on the same date.

The subsidiaries included in the consolidated accounts are therefore:

The Summer Berry Company Holdings Limited
The Summer Berry Company UK
TSBC Propagation Limited
The Summer Berry Company Portugal, SA
AT Berry Farms, Unipessoal LDA

The consolidated figures for the year include those of AT Berry Farms, Unipessoal LDA a 100% subsidiary of The Summer Berry Company Portugal, SA. In the previous accounting period it was considered to be immaterial to the group and therefore was not previously consolidated in the financial statements.

SBAF - Summer Farming LDA is a 100% subsidiary of The Summer Berry Company Portugal, SA. This is considered to be immaterial to the group and therefore, is not consolidated in these financial statements.

14. STOCKS

Group
2023 2022
£'000 £'000
Stocks 4,730 7,943
Raw materials 343 405
Spray stock - 67
5,073 8,415

15. DEBTORS

Group Company
2023 2022 2023 2022
£'000 £'000 £'000 £'000
Amounts falling due within one year:
Trade debtors 5,638 5,251 - -
Amounts owed by group undertakings - - 35,478 30,714
Other debtors 2,079 1,954 - -
R&D tax credit 692 - - -
VAT 568 321 - -
Prepayments and accrued income 657 611 - -
9,634 8,137 35,478 30,714

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


15. DEBTORS - continued

Group Company
2023 2022 2023 2022
£'000 £'000 £'000 £'000
Amounts falling due after more than one year:
Other debtors - 247 - -

Aggregate amounts 9,634 8,384 35,478 30,714

16. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2023 2022 2023 2022
£'000 £'000 £'000 £'000
Bank loans and overdrafts (see note 18) 21,570 19,996 - -
Other loans (see note 18) 10,243 6,769 10,243 6,769
Hire purchase contracts (see note 19) 4 18 - -
Trade creditors 3,172 4,237 2 -
Corporation Tax 49 52 - -
Social security and other taxes 554 547 - -
Other creditors 135 168 - -
Net wages creditor 7 30 - -
Accruals and deferred income 2,668 2,101 - -
38,402 33,918 10,245 6,769

17. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

Group Company
2023 2022 2023 2022
£'000 £'000 £'000 £'000
Other loans (see note 18) 25,688 24,375 25,688 24,375
Hire purchase contracts (see note 19) 2 6 - -
25,690 24,381 25,688 24,375

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


18. LOANS

An analysis of the maturity of loans is given below:

Group Company
2023 2022 2023 2022
£'000 £'000 £'000 £'000
Amounts falling due within one year or on demand:
Bank overdrafts 6,780 4,553 - -
Bank loans 14,790 15,443 - -
Short term loan 10,243 6,769 10,243 6,769
31,813 26,765 10,243 6,769
Amounts falling due in more than five years:
Repayable otherwise than by instalments
Other loans 25,688 24,375 25,688 24,375

The group had the following short term loans at the balance sheet date
£'000
Cibus Fund
6.0% interest, loan repayable on demand £7,941
0% interest, loan repayable on demand £178
Cibus Clara Fund
6.0% interest, loan repayable on demand £2,078
0% interest, loan repayable on demand £46
£10,243


The group also had the following long term loans outstanding at the balance sheet
date

£'000
Cibus Fund
5.5% interest loan due October 2028 £16,858

Cibus Clara Fund
5.5% interest loan due October 2028 £4,411

Co-invest III
5.5% interest loan due October 2028 £4,419
£25,688


JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


19. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Hire purchase contracts
2023 2022
£'000 £'000
Net obligations repayable:
Within one year 4 18
Between one and five years 2 6
6 24

Group
Non-cancellable
operating leases
2023 2022
£'000 £'000
Within one year 973 854
Between one and five years 3,251 3,061
In more than five years 8,195 7,632
12,419 11,547

On 13 September 2019 a new lease agreement was signed between the Church and the group. The lease is for Groves Farm Colworth and the duration of the lease is for 20 years.

20. SECURED DEBTS

The following secured debts are included within creditors:

Group
2023 2022
£'000 £'000
Bank loans 14,790 15,443
Hire purchase contracts 6 24
14,796 15,467

Hire purchase liabilities are secured over the assets to which they relate.

Included within bank loans, is a bank loan of £7,290k (2022: £8,693k) with a maturity date of 28 February 2024. Interest is charged on the loan at a rate of 3.85% + SONIA.

Included within bank loans is £7,500k (2022: £6,750k) relating to revolving loan facilities obtained during the accounting period. Interest is charged on the loan at a rate of 3.85% + SONIA and the rollover date of the facilities is 28 February 2024.

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


At the balance sheet date there was the following security in place as a result of group lending with HSBC:

- Debenture including Fixed Charge over all present freehold and leasehold property; First Fixed Charge over
book and other debts, chattels, goodwill and uncalled capital, both present and future; and First Floating
Charge over all assets and undertaking both present and future dated 21 November 2019.
- Composite Company Unlimited Multilateral Guarantee dated 21 November 2019 given by The Summer Berry
Company Holdings Ltd, The Summer Berry Company UK, Jerry's Berries Limited, TSBC Propagation Limited,
The Summer Berry Company Portugal LDA.
- First Legal Charge dated 21 November 2019 over Freehold Property known as Donaldson & Leythorne
Nurseries, Runcton, Chichester, PO20 1QD.
- First Legal Charge dated 21 November 2019 over Leasehold Property known as Groves Farm, Colworth, North
Bersted, West Sussex, PO20 2DX.

21. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2023 2022
value: £    £   
1 Ordinary 1 1 1
25,018,732 Ordinary shares £0.01 250,187 250,187
250,188 250,188

22. RESERVES

Group
Retained Share Translation
earnings premium reserve Totals
£'000 £'000 £'000 £'000

At 1 November 2022 (20,225 ) 24,769 (227 ) 4,317
Deficit for the year (7,157 ) - - (7,157 )
Translation differences - - 366 366
At 31 October 2023 (27,382 ) 24,769 139 (2,474 )

Company
Retained Share
earnings premium Totals
£'000 £'000 £'000

At 1 November 2022 89 24,769 24,858
Deficit for the year (25 ) - (25 )
At 31 October 2023 64 24,769 24,833

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


22. RESERVES - continued

Within equity there are the following reserves:

Share capital
- This represents the nominal value of issued share capital.
- The holders of Ordinary shares are entitled to receive dividends as declared from time to time and are entitled
to one vote per share at meetings of the company. All Ordinary shares rank equally with regard to the
company's residual assets.

Share premium
- The share premium reserve represents the difference in between the nominal value of the share capital
issued and the issue price received.

Retained earnings
- The retained earnings reserve represents the cumulative profits and losses after dividends since incorporation.

Translation reserve
- The translation reserve represents the cumulative foreign exchange differences from the translation of foreign
subsidiary financial statements on consolidation.

23. PENSION COMMITMENTS

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. The pension cost charge represents contributions payable by the company to the fund and amounted to £225k (2022: £147k). Contributions totalling £15k (2022: £21k) were payable to the fund at the period-end and are included in creditors.

24. RELATED PARTY DISCLOSURES - COMPANY

Jerry's Berries Limited - Parent company
Cibus Co-invest LP - shareholder
Cibus Fund LP - shareholder
Cibus Clara Fund LP - shareholder

During the period, interest amounting to £204k (2022: £224k) was paid to Cibus Co-invest III LP. At the period end £4,419k (2022: £4,222k) was owed to Cibus Co-Invest III LP.

During the period, interest amounting to £1,256k (2022: £958k) was paid to Cibus Fund LP. At the period end £24,977k (2022: £21,339k) was owed to Cibus Fund LP.

During the period, interest amounting to £328k (2022: £250k) was paid to Cibus Clara Fund LP. At the period end £6,535k (2022: £5,583k) was owed to Cibus Clara Fund LP.

The Summer Berry Company UK - Subsidiary company
As at the balance sheet date the company owed £Nil (2022: £21k) and £Nil (2022: £5k) to Cibus Fund LP and Cibus Clara LP respectively.

The Summer Berry Company Portugal - subsidiary company
At the period end the company was owed €5k (2022: €5k) by SBAF - Summer Farming LDA (HH II Farming Portugal). This is a company which is a subsidiary of The Summer Berry Company Portugal.

During the year, a total of key management personnel compensation of £627k (2022: £690k) was paid.

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


25. POST BALANCE SHEET EVENTS

After the balance sheet date, the group borrowed £2,200k from Cibus Fund LP and Cibus Clara Fund LP (£1,744k from Cibus Fund LP and £456k from Cibus Clara Fund LP). The loan agreement was dated 16 November 2023, interest is charged on the loan at 4% and the loan is repayable on demand.

Also on 29 December 2023, 38,487,032 Ordinary shares were issued with a nominal value of £0.01 per share. A conversion of all other shareholder debt for equity took place as consideration for the purchase of the shares, at a price of £1 per Ordinary share.

After the balance sheet date, there was an issue of shares in the parent company. On 29 December 2023, 2,600,000 Ordinary shares were issued with a nominal value of £0.01 per share. The price paid per Ordinary share was £1.

After the balance sheet date, the terms of the bank loans and revolving loan facilities included within creditors were renegotiated. The maturity date and rollover date on the facilities is 30 June 2027, the interest vary from 3.65% + SONIA to 3.85% + SONIA.

26. ULTIMATE CONTROLLING PARTY

The group is 100% owned by Cibus Fund LP, Cibus Clara Fund LP and Cibus Co-Invest LP, whose General Partner is Cibus Investments Limited (all registered in Guernsey).

27. RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS
Period
25/10/21
Year Ended to
31/10/23 31/10/22
£'000 £'000
Loss before taxation (6,672 ) (13,093 )
Depreciation charges 4,565 3,551
Loss on disposal of fixed assets 14 108
Amortisation 1,292 1,723
Transfer of biological assets - 57
Impairments - 3,332
RDEC received post year end (854 ) -
Finance costs 3,676 2,517
2,021 (1,805 )
Decrease in stocks 3,342 1,939
Increase in trade and other debtors (806 ) (145 )
Decrease in trade and other creditors (565 ) (437 )
Cash generated from operations 3,992 (448 )

JERRY'S BERRIES LIMITED (REGISTERED NUMBER: 12010093)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 OCTOBER 2023


28. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 31 October 2023
31/10/23 1/11/22
£'000 £'000
Cash and cash equivalents 367 44
Bank overdrafts (6,780 ) (4,553 )
(6,413 ) (4,509 )
Period ended 31 October 2022
31/10/22 25/10/21
£'000 £'000
Cash and cash equivalents 44 595
Bank overdrafts (4,553 ) (3,575 )
(4,509 ) (2,980 )


29. ANALYSIS OF CHANGES IN NET DEBT

Other
non-cash
At 1/11/22 Cash flow changes At 31/10/23
£'000 £'000 £'000 £'000
Net cash
Cash at bank
and in hand 44 323 367
Bank overdrafts (4,553 ) (2,227 ) (6,780 )
(4,509 ) (1,904 ) (6,413 )
Debt
Finance leases (24 ) 18 - (6 )
Debts falling due
within 1 year (22,212 ) (2,347 ) (474 ) (25,033 )
Debts falling due
after 1 year (24,375 ) - (1,313 ) (25,688 )
(46,611 ) (2,329 ) (1,787 ) (50,727 )
Total (51,120 ) (4,233 ) (1,787 ) (57,140 )