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Registered number: 04648681










FIRMDALE HOLDINGS LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JANUARY 2024

 
FIRMDALE HOLDINGS LIMITED
 
 
COMPANY INFORMATION


Directors
T J R Kemp 
C M Aberle 
C K B Brotchie 
J P Gray 
R C Perlhagen 




Company secretary
M T Soden



Registered number
04648681



Registered office
18 Thurloe Place

London

SW7 2SP




Independent auditors
MHA
Statutory Auditor

6th Floor

2 London Wall Place

London

EC2Y 5AU





 
FIRMDALE HOLDINGS LIMITED
 

CONTENTS



Page
Group strategic report
1 - 4
Directors' report
5 - 8
Independent auditors' report
9 - 12
Consolidated statement of comprehensive income
13
Consolidated statement of financial position
14 - 15
Company statement of financial position
16
Consolidated statement of changes in equity
17 - 19
Company statement of changes in equity
20 - 21
Consolidated statement of cash flows
22 - 23
Consolidated analysis of net debt
24
Notes to the financial statements
25 - 58


 
FIRMDALE HOLDINGS LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 JANUARY 2024

Introduction
 
The directors have pleasure in presenting their report and the financial statements of the Group for the year ended 31 January 2024.

Principal activities and business review
 
The principal activity of the Group is that of luxury hotel developer and operator in central London and New York. The properties it owns and operates in London are the Covent Garden Hotel, the Charlotte Street Hotel, the Soho Hotel, the Haymarket Hotel and the Ham Yard Hotel in the West End, the Number 16 Hotel in South Kensington, the Dorset Square Hotel in Marylebone and the Knightsbridge Hotel in Knightsbridge. In New York it owns and operates the Crosby Street Hotel and the Whitby Hotel in the downtown SoHo and Midtown districts of Manhattan respectively. In February 2024 a third hotel property was opened in the Tribeca area of New York close to the World Trade Centre. 
The group was very pleased to receive the King’s Award for Enterprise 2024 in recognition of its outstanding contribution to International Trade. The company has previously been a recipient of the Queen’s Award on four occasions. These awards are the most prestigious UK accolades for business.
Other recent accolades are inclusion in the Sunday Times list of Best Places to Work 2024, and the Crosby Street and The Whitby hotels being listed as two out of only four hotels in New Your to receive the maximum Three Michelin Keys. This was Michelin’s first ever list of hotels in the US offering the “world’s most remarkable and extraordinary stays”. Despite only having recently opened, the Warren Street hotel received one Michelin key, and has also been included in the Conde Nast Traveller and Travel & Leisure magazine lists of best new hotels in the world.    
The principal activity of the Company is a holding company. 
Revenue Performance
The UK economy in 2023/24 was characterised by stagnant growth with significant rises in the cost of living putting pressure on disposable incomes and corporate budgets alike. Continuing high interest rates provided a further drag on activity. However, international visitor numbers and spend continue to rise and hospitality remains one of the UK’s fastest growing sectors.    
Against this background, total combined 2023/24 revenues for the eight London hotels were a new record £120.4m, a 3.4% increase on prior year with growth in both rooms and food & beverage activity.  
In New York the two hotels produced combined total revenues of £72.8m, which is a 1.6% increase on the prior year. The Crosby Street Hotel remains one of the highest yielding hotels in Manhattan.
In both London and New York the extended strikes by both writers and actors significantly curtailed new product promotional activity by the entertainment industry. This normally provides a steady flow of high value business, and is expected to recover substantially during 2024.    
Group Turnover was £198m, a 2.9% increase on prior year, and a new record for the Group.

Page 1

 
FIRMDALE HOLDINGS LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024

Principal risks and uncertainties
 
The principal financial risks faced by the Group, and the Group's objectives and policies in relation to those risks, are as follows;
Cash flow risk
The finance department closely manages the Group's cashflow. Detailed cashflow forecasts are regularly prepared with the objective of alerting the directors to potential future risks. It is the Group's policy to ensure that forecast funding requirements can be met with available committed facilities. Please also refer to going concern section below which further details liquidity requirements and the directors’ consideration of this position at the reporting date. 
Credit risk
Credit risk is the financial exposure generated by the potential default of third parties in fulfilling their obligations. Credit risk arises for the Group if it is unable to recover sums due from clients and is mitigated by setting maximum levels of credit tolerance for more significant clients. For Firmdale this risk is very small as the value of Trade Debtors was less than 0.5% of Net Assets.
Currency risk
The Group faces currency risk on translation of its overseas net assets and earnings.
Interest rate risk
The Group has fixed its interest payment obligations on borrowings of £99m from Standard Life Investments Ltd at 4.233%, and £120m plus £17.5m from Hermes Investment Management Ltd at 3.0% and 5.5% respectively. A further £34.5m loan from Coutts & Co is fixed at 6.551%. These represent 59% of total group borrowings. The balance of £189m includes £150m from Wells Fargo with the benefit of an interest rate cap giving protection if SOFR exceeds 4.5%. As a result, just 8.5% of group borrowings are exposed to floating interest rates.     

Financial key performance indicators
 
Earnings before tax and depreciation showed a profit of £18.4m (2023 – £20.8m).
Combined average room rate across the eight London properties was £562 (2022/23 - £568) a decline of 1.0% year on year as occupancy became the key focus for growth. 
Combined average occupancy across the eight London properties was 75% (2022/23 – 72%) a 3% points increase year on year. 
The resultant average rooms yield (RevPAR) growth across the eight London properties was 3.2%. 
In New York, the Crosby Street Hotel and the Whitby Hotel delivered average room rates of $1,423 and $1,306 respectively, although total combined room revenues showed a 1.4% decline on prior year. 
Food & Beverage Revenues in London increased 3.9% over prior year. In New York Food & Beverage Revenues increased by 7.4% over prior year.
Income from Private Events contributed 10.3% (2023 – 9.7%) of total revenues in London and 12.6% (2023 – 11.4%) in New York.
Conversion of Group Hotel Revenues to Gross Operating Profit declined year on year from 45.0% to 42.8% as a result of significant cost inflation across the industry as a whole.

Page 2

 
FIRMDALE HOLDINGS LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024

Going concern

The directors view the cashflows and liabilities of Firmdale Holdings Ltd and its subsidiaries (“the Group”) as a whole in making assessments of the group’s ability to meet its liabilities as they fall due. Therefore, as part of their assessment of going concern, the directors of the company have considered the funding and liquidity position of the Group to determine the appropriateness of preparing the financial statements on a going concern basis. 
Following the elimination of all material Covid related travel restrictions in mid 2021, international and domestic demand for both accommodation and food & beverage including events recovered very quickly. By March 2022 both Revenues and Earnings started to exceed those achieved in pre-Covid financial year 2020, and continuing growth led to record profitability for the Group in the financial year to January 2023. The financial year to January 2024 delivered further growth in profitability, and the current financial year is expected to do likewise. Excellent room rate growth, whilst maintaining substantial occupancies, has helped offset the effects of high cost base inflation. 
Rising interest rates have not had a significant impact on the Group given that in excess of 90% of group debt is either fixed or has the benefit of an interest rate cap.
The net current liabilities of £370,287 thousand at January 2024 are driven by three sizable long term loans maturing in November 2024, a total of £386,391 thousand. Heads of Terms for the two maturing UK loans have been agreed with two major high street banks, and the option to extend the US loan for a further twelve months will be exercised. 
In light of the cash reserves, positive trading projections, supportive banks and well progressed plans for the loan refinancing in November, the Board has a high degree of confidence that the company will be able to meet its liabilities as they fall due and meet its covenant obligations for a period of at least twelve months. The Directors have therefore concluded that the company can continue to adopt the going concern basis in preparing the annual report and accounts. The Board will continue to monitor developments closely and adjust their forecasting assumptions as required. 

Directors' statement of compliance with duty to promote the success of the Group
 
The directors consider the successful running of the Group in terms of achieving its long-term growth strategy which centres around building a sustainable, profitable business which has brand reputation at its heart. The success of the Group centres around positive and effective dealings with all the stakeholders of the Group and the directors were mindful of the long-term consequences of key commercial decisions made during the year, and determined that these were in the interest of the Group's employees, suppliers, customers and other stakeholders, as they were all aligned to the Group's growth strategy.
The Group's success depends on maintaining a reputation for high standards of business conduct with customers and other stakeholders, whether in relation to specific community issues or with regard to environmental issues such as minimising the production of waste.
The directors confirm that throughout the year they have acted in the way that they consider, in good faith, to be most likely to promote the success of the company for the benefit of its members as a whole.

Page 3

 
FIRMDALE HOLDINGS LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024


This report was approved by the board and signed on its behalf.



T J R Kemp
Director

Date: 25 July 2024

Page 4

 
FIRMDALE HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JANUARY 2024

The directors present their report and the financial statements for the year ended 31 January 2024.

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

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

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

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

Results and dividends

The loss for the year, after taxation, amounted to £10,714 thousand (2023 - loss £2,586 thousand).

The directors do not recommend the payment of a dividend (2023 - £Nil).

Directors

The directors who served during the year were:

T J R Kemp 
C M Aberle 
C K B Brotchie 
J P Gray 
R C Perlhagen 

Page 5

 
FIRMDALE HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024

Future developments

The Group is actively seeking further development opportunities in London. 
A long leasehold interest in three adjacent buildings in the Bloomsbury area was acquired in April 2022 by a fellow Group company. 
Plans for converting these to a first class hotel as part of the Firmdale Town House collection are well advanced. 
This hotel will then be developed and managed by an entity within the Group.

Financial instruments

The company has established a risk and financial management framework whose primary objectives are to protect the company from events that hinder the achievement of the company's performance objectives.
The objectives aim to limit undue counterparty exposure, ensure sufficient working capital exists and monitor the management of risk at a business unit level. 
Further detail in respect to the company's exposure to risks such as cash flow and liquidity risk has been provided in the strategic report on pages 1 - 4. 

Engagement with employees

The Group recognises that its employees are fundamental to the success of their service driven business. It is therefore committed to maximising workforce potential by supporting the learning and development needs of each individual member of staff. Good communication with employees is also considered essential. As a matter of principle the Group actively promotes from within wherever possible and provides competitive rates of pay and benefits.

Engagement with suppliers, customers and others

The Group consciously looks for suppliers who echo its ethos, be it in environmental awareness or social consideration. The Group’s purchasing philosophy is to meet the demands and expectations of a global clientele by sourcing from quality, local and diverse suppliers. This is implemented by forming long term partnerships with suppliers, working closely in partnership with them. 
The Group's supplier relationships are based on lawful, efficient and fair practices. We expect our suppliers to demonstrate they treat workers fairly and provide a safe and healthy work environment, way beyond the basic statutory regulations concerning forced labour or human trafficking. 
Customer relations are paramount in the company’s belief system. The company actively encourage customer comments and feedback and every form of correspondence, both positive and negative, is answered by a senior manager. A rigorous Mystery Guest programme is run across the Group with stringent guidelines on what service standards to test and what guests should expect. This has proven successful in highlighting areas that require improvement or indeed that are working well. Every employee of the company is encouraged to see service and experiences through the eyes of the customer. As a result of our long term pursuit of service excellence, more than 50% of the company’s business continues to be generated from returning guests.

Page 6

 
FIRMDALE HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024

Disabled employees

The company gives full consideration to applications for employment from disabled persons where the requirements of the job can be adequately fulfilled by a handicapped or disabled person. Where existing employees become disabled, it is the company's policy wherever practicable to provide continuing employment under normal terms and conditions and to provide training, career development and promotion to disabled employees wherever appropriate.

Qualifying third party indemnity provisions

Third party qualifying directors' and officers’ insurance has been maintained throughout the financial year and to the date of this report, which extends to all subsidiaries within the wider group under Firmdale Holdings Limited.

Greenhouse gas emissions, energy consumption and energy efficiency action

The Group takes very seriously its responsibilities to improve its energy efficiency and reduce its carbon footprint. Firmdale Hotels meets the requirements of CEMARSTM certification having measured its greenhouse gas emissions in compliance with the requirements of ISO 14064-1:2006 and is committed to managing and reducing its emissions in respect of the operational activities of its organisation, which has been closely monitored since 2008. 

We have already made significant reductions in the level of energy consumed, since our base year of 2010 showing a 20% reduction. Year on year we show a slight increase displayed below in our GHG emissions and energy used inventory chart. However important to note rooms occupied across the group increased by 4% sitting at 136054 against last year of 130430, therefore showing our room intensity at a par year on year, and still showing a reduction from 2010.  


01 February 2022 to 31 January 2023
01 February 2023 to 31 January 2024
Energy consumption used to calculate emissions (kWh)

24,348,697.00

24,706,904.00

- Gas (kWh)

14,576,879.00

14,863,772.00

- Electricity (kWh)

9,771,818.00

9,843,132.00

- Transport fuels (kWh)

N/A

N/A

Emissions from combustion of gas tCO2e (Scope 1)

2,660.86

2,719.01

Emissions from combustion of fuel for transport purposes tCO2e (Scope 1)

N/A

N/A

Emissions from business travel in rental cars or employee-owned vehicles where company is responsible for purchasing of the fuel tCO2e (Scope 3)

N/A

N/A

Emissions from purchased electricity tCO2e (Scope 2, location-based)

1,889.67

2,038.26

Total gross emissions tCO2e based on the above

4,550.54

4,757.27

Total gross emissions from above by UK unit turnover/revenue (tCO2e/£M)

37.56

37.97


Page 7

 
FIRMDALE HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024

The above information was prepared in accordance with ISO14064 Part 1 2018 and Carbon Reduce and verified to ISO14064 Part 1 2018 and Carbon Reduce. 
Initiatives across the group include the upgrade of the kitchens at Haymarket Hotel and Covent Garden thus moving from gas to electric introducing convection ovens, reducing oven time and pressure on the cooling system. Haymarket Hotel has also had an upgrade across 2 floors of their airconditioning units ensuring these are up to date and efficient. In addition we have started the movement to electric vehicles within our Laundry operation, now sitting at 75% of the fleet being electric, aim next year to have this at 100%. Next year we plan to upgrade the Knightbridge Hotel kitchen and the boilers at Charlotte Street Hotel. 

Matters covered in the Group strategic report

As permitted by paragraph 1A of schedule 7 of the Large and Medium Sized Companies and Groups (Accounts and Reports) Regulation 2008, certain matters which are required to be disclosed in the directors' report have been omitted as they are included in the strategic report on pages 1 - 4.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Group since the year end.

Auditors

The auditorsMHAwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





T J R Kemp
Director

Date: 25 July 2024

Page 8

 
FIRMDALE HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FIRMDALE HOLDINGS LIMITED
 

Opinion


We have audited the financial statements of Firmdale Holdings Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 January 2024, which comprise the Consolidated statement of comprehensive income, the Consolidated statement of financial position, the Company statement of financial position, the Consolidated statement of cash flows, the Consolidated statement of changes in equity, the Company statement of changes in equity and the related notes, including a summary of significant accounting policiesThe 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's affairs as at 31 January 2024 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 United Kingdom, including the Financial Reporting Council'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 or 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.


Page 9

 
FIRMDALE HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FIRMDALE HOLDINGS LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual ReportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the Group strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In 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 Directors' report.


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


adequate accounting records have not been kept 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.


Page 10

 
FIRMDALE HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FIRMDALE HOLDINGS LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 5, 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.


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 an Auditors' 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 Group 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:
enquiry of management, those charged with governance and Company legal advisors around actual and potential litigation and claims;
 
performing audit work over the risk and management override of controls, including testing of journal entries and other adjustment for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;
 
reviewing minutes of meetings of those charged with governance; and
 
reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
 


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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 Auditors' report.


Page 11

 
FIRMDALE HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF FIRMDALE HOLDINGS LIMITED (CONTINUED)


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 2006Our 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 Auditors' 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.





Rajeev Shaunak BSc FCA (Senior Statutory Auditor)
  
for and on behalf of
MHA
 
Statutory Auditor
  
London, United Kingdom
 

31 July 2024
MHA is the trading name of Macintyre Hudson LLP, a limited liability partnership in England and Wales (registered number OC312313).
Page 12

 
FIRMDALE HOLDINGS LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JANUARY 2024

As restated
2024
2023
Note
£000
£000

  

Turnover
 4 
198,158
192,581

Cost of sales
  
(101,562)
(89,502)

Gross profit
  
96,596
103,079

Administrative expenses
  
(74,443)
(75,456)

Other operating income
 5 
-
283

Fair value movements and revaluation decreases in excess of revaluation gains
  
(4,391)
(11,965)

Operating profit
 6 
17,762
15,941

Profit on disposal of investment in subsidiaries
  
662
-

Interest receivable and similar income
 10 
237
3

Interest payable and similar expenses
 11 
(21,549)
(18,424)

Loss before taxation
  
(2,888)
(2,480)

Tax on loss
 12 
(7,826)
612

Loss for the financial year
  
(10,714)
(1,868)

  

Unrealised surplus on revaluation of leasehold property
  
3,528
124,514

Unrealised surplus on revaluation of freehold property
  
24,184
1,580

Currency translation differences
  
(2,490)
11,068

Deferred tax charge on revalued leasehold property
  
(1,379)
(8,184)

Deferred tax charge on revalued freehold property
  
(5,551)
-

Total comprehensive income for the year
  
7,578
127,110

(Loss) for the year attributable to:
  

Non-controlling interests
  
-
718

Owners of the parent Company
  
(10,714)
(2,586)

  
(10,714)
(1,868)

The notes on pages 25 to 58 form part of these financial statements.

Page 13

 
FIRMDALE HOLDINGS LIMITED
REGISTERED NUMBER: 04648681

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 JANUARY 2024

As restated
2024
2023
Note
£000
£000

Fixed assets
  

Tangible assets
 13 
1,233,105
1,109,009

Investment property
 14 
51,678
51,455

  
1,284,783
1,160,464

Current assets
  

Stocks
 16 
4,490
2,793

Debtors: amounts falling due within one year
 17 
14,458
20,147

Cash at bank and in hand
 18 
27,917
44,758

  
46,865
67,698

Creditors: amounts falling due within one year
 20 
(417,152)
(154,912)

Net current liabilities
  
 
 
(370,287)
 
 
(87,214)

Total assets less current liabilities
  
914,496
1,073,250

Creditors: amounts falling due after more than one year
 21 
(120,781)
(298,379)

Provisions for liabilities
  

Deferred taxation
 23 
(170,566)
(155,384)

Net assets
  
623,149
619,487


Capital and reserves
  

Called up share capital 
 24 
1,977
1,977

Share premium account
 25 
54,262
54,262

Revaluation reserve
 25 
642,483
619,114

Profit and loss account
 25 
(75,573)
(59,782)

Equity attributable to owners of the parent Company
  
623,149
615,571

Non-controlling interests
  
-
3,916

  
623,149
619,487


Page 14

 
FIRMDALE HOLDINGS LIMITED
REGISTERED NUMBER: 04648681
    
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 JANUARY 2024

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




T J R Kemp
Director

Date: 25 July 2024

The notes on pages 25 to 58 form part of these financial statements.

Page 15

 
FIRMDALE HOLDINGS LIMITED
REGISTERED NUMBER: 04648681

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 JANUARY 2024

2024
2023
Note
£000
£000

Fixed assets
  

Investments
 15 
14,977
14,977

Current assets
  

Debtors: amounts falling due within one year
 17 
54,299
54,299

Creditors: amounts falling due within one year
 20 
(2)
(2)

Net current assets
  
 
 
54,297
 
 
54,297

Total assets less current liabilities
  
69,274
69,274

Net assets
  
69,274
69,274


Capital and reserves
  

Called up share capital 
 24 
1,978
1,978

Share premium account
 25 
49,670
49,670

Profit and loss account brought forward
  
17,626
2,552

Profit for the year
  
-
15,074

Profit and loss account carried forward
  
17,626
17,626

  
69,274
69,274


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





T J R Kemp
Director

Date: 25 July 2024

The notes on pages 25 to 58 form part of these financial statements.

Page 16

 

 
FIRMDALE HOLDINGS LIMITED


 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2024



Called up share capital
Share premium account
Revaluation reserve
Profit and loss account
Equity attributable to owners of parent Company
Non-controlling interests
Total equity


£000
£000
£000
£000
£000
£000
£000


At 1 February 2023 (as previously stated)
1,977
54,262
623,539
(44,554)
635,224
3,916
639,140


Prior year adjustment - correction of error
-
-
(4,425)
(15,228)
(19,653)
-
(19,653)


At 1 February 2023 (as restated)
1,977
54,262
619,114
(59,782)
615,571
3,916
619,487



Comprehensive income for the year


Loss for the year

-
-
-
(10,714)
(10,714)
-
(10,714)


Currency translation differences
-
-
-
(2,490)
(2,490)
-
(2,490)


Surplus on revaluation of freehold property
-
-
24,184
-
24,184
-
24,184


Surplus on revaluation of leasehold property
-
-
3,528
-
3,528
-
3,528


Deferred tax charged on revalued leasehold property
-
-
(1,379)
-
(1,379)
-
(1,379)


Deferred tax charged on revalued freehold property
-
-
(5,551)
-
(5,551)
-
(5,551)



Other comprehensive income for the year
-
-
20,782
(2,490)
18,292
-
18,292



Total comprehensive income for the year
-
-
20,782
(13,204)
7,578
-
7,578



Contributions by and distributions to owners


Transfer to/from profit and loss account
-
-
2,587
(2,587)
-
-
-


Disposal of subsidiary and associated non-controlling interest
-
-
-
-
-
(3,916)
(3,916)



Total transactions with owners
-
-
2,587
(2,587)
-
(3,916)
(3,916)
Page 17

 

 
FIRMDALE HOLDINGS LIMITED


 


CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024




At 31 January 2024
1,977
54,262
642,483
(75,573)
623,149
-
623,149



The notes on pages 25 to 58 form part of these financial statements.

Page 18

 

 
FIRMDALE HOLDINGS LIMITED


 

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



Called up share capital
Share premium account
Revaluation reserve
Profit and loss account
Equity attributable to owners of parent Company
Non-controlling interests
Total equity


£000
£000
£000
£000
£000
£000
£000


At 1 February 2022
1,977
54,262
508,411
(83,275)
481,375
3,198
484,573



Comprehensive income for the year


Loss for the year

-
-
-
(2,586)
(2,586)
718
(1,868)


Currency translation differences
-
-
-
11,068
11,068
-
11,068


Surplus on revaluation of freehold property
-
-
1,580
-
1,580
-
1,580


Surplus on revaluation of leasehold property
-
-
130,843
-
130,843
-
130,843


Deferred tax charged on revalued leasehold property
-
-
(6,709)
-
(6,709)
-
(6,709)



Other comprehensive income for the year
-
-
125,714
11,068
136,782
-
136,782



Total comprehensive income for the year
-
-
125,714
8,482
134,196
718
134,914


Transfer to/from profit and loss account
-
-
(15,011)
15,011
-
-
-



Total transactions with owners
-
-
(15,011)
15,011
-
-
-



At 31 January 2023
1,977
54,262
619,114
(59,782)
615,571
3,916
619,487



The notes on pages 25 to 58 form part of these financial statements.

Page 19

 
FIRMDALE HOLDINGS LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2024


Called up share capital
Share premium account
Profit and loss account
Total equity

£000
£000
£000
£000

At 1 February 2023
1,978
49,670
17,626
69,274


At 31 January 2024
1,978
49,670
17,626
69,274


The notes on pages 25 to 58 form part of these financial statements.

Page 20

 
FIRMDALE HOLDINGS LIMITED
 

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


Called up share capital
Share premium account
Profit and loss account
Total equity

£000
£000
£000
£000

At 1 February 2022
1,978
49,670
2,552
54,200


Comprehensive income for the year

Profit for the year
-
-
15,074
15,074


Total transactions with owners
-
-
-
-


At 31 January 2023
1,978
49,670
17,626
69,274


The notes on pages 25 to 58 form part of these financial statements.

Page 21

 
FIRMDALE HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JANUARY 2024

2024
2023
£000
£000

Cash flows from operating activities

Loss for the financial year
(10,714)
(1,868)

Adjustments for:

Depreciation of tangible assets
21,279
23,335

Profit on disposal of investment in subsidiaries
(662)
-

(Profit)/loss on disposal of tangible assets
(10)
53

Interest paid
21,549
18,424

Interest received
(237)
(3)

Taxation charge/(credit)
7,826
(612)

Increase in stocks
(1,697)
(1,019)

Decrease/(increase) in debtors
5,688
(10,312)

Decrease in amounts owed by groups
1
-

Increase in creditors
8,937
7,035

Net fair value losses recognised in P&L
4,391
11,965

Corporation tax paid
(578)
-

Forgiveness of US loans
-
(283)

Foreign exchange differences
1,121
732

Net cash generated from operating activities

56,894
47,447

Cash flows from investing activities

Purchase of tangible fixed assets
(124,800)
(53,517)

Sale of tangible fixed assets
10
21,947

Purchase of investment properties
(647)
-

Interest received
237
3

Net cash from investing activities

(125,200)
(31,567)

Cash flows from financing activities

New secured loans
93,688
20,209

Repayment of other new loans
-
(3,213)

Repayment of loans
(20,589)
(22,565)

Interest paid
(21,549)
(18,424)

Net cash used in financing activities
51,550
(23,993)
Page 22

 
FIRMDALE HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2024


2024
2023

£000
£000



Net (decrease) in cash and cash equivalents
(16,756)
(8,113)

Cash and cash equivalents at beginning of year
44,673
52,786

Cash and cash equivalents at the end of year
27,917
44,673


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
27,917
44,758

Bank overdrafts
-
(85)

27,917
44,673


The notes on pages 25 to 58 form part of these financial statements.

Page 23

 
FIRMDALE HOLDINGS LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 JANUARY 2024





At 1 February 2023
Cash flows
Other non-cash changes
At 31 January 2024
£000

£000

£000

£000

Cash at bank and in hand

44,758

(16,841)

-

27,917

Bank overdrafts

(85)

85

-

-

Debt due after 1 year

(256,990)

(51,975)

236,315

(72,650)

Debt due within 1 year

(129,380)

(21,547)

(236,315)

(387,242)

Liquid investments

1,469

-

(850)

619


(340,228)
(90,278)
(850)
(431,356)

The notes on pages 25 to 58 form part of these financial statements.

Page 24

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

1.


General information

Firmdale Holdings Limited is a private company, limited by shares, incorporated in England and Wales under the Companies Act. The company's registered office is 18 Thurloe Place, London, SW7 2SP.
The principal activity of the Company is a holding company. 
The principal activity of the Group is that of a luxury hotel developer, manager and operator in Central London and New York. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The Company has taken advantage of the disclosure exemption in respect of the requirement of Section 7 Statement of Cash Flows, as allowed to a qualifing entity as permitted by FRS 102 "The Financial Reporting Statndard applicable in the UK and Republic of Ireland" and has not presented its own cash flow statement in these financial statements. The information is included in the consolidated cash flows statement of Firmdale Holdings Limited.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

Page 25

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.3

Going concern

The directors view the cashflows and liabilities of Firmdale Holdings Ltd and its subsidiaries (“the Group”) as a whole in making assessments of the group’s ability to meet its liabilities as they fall due. Therefore, as part of their assessment of going concern, the directors of the company have considered the funding and liquidity position of the Group to determine the appropriateness of preparing the financial statements on a going concern basis. 
Following the elimination of all material Covid related travel restrictions in mid 2021, international and domestic demand for both accommodation and food & beverage including events recovered very quickly. By March 2022 both Revenues and Earnings started to exceed those achieved in pre-Covid financial year 2020, and continuing growth led to record profitability for the Group in the financial year to January 2023. The financial year to January 2024 delivered further growth in profitability, and the current financial year is expected to do likewise. Excellent room rate growth, whilst maintaining substantial occupancies, has helped offset the effects of high cost base inflation. 
Rising interest rates have not had a significant impact on the Group given that in excess of 90% of group debt is either fixed or has the benefit of an interest rate cap.
The net current liabilities of £370,287 thousand at January 2024 are driven by three sizable long term loans maturing in November 2024, a total of £386,391 thousand. Heads of Terms for the two maturing UK loans have been agreed with two major high street banks, and the option to extend the US loan for a further twelve months will be exercised. 
In light of the cash reserves, positive trading projections, supportive banks and well progressed plans for the loan refinancing in November, the Board has a high degree of confidence that the company will be able to meet its liabilities as they fall due and meet its covenant obligations for a period of at least twelve months. The Directors have therefore concluded that the company can continue to adopt the going concern basis in preparing the annual report and accounts. The Board will continue to monitor developments closely and adjust their forecasting assumptions as required. 

  
2.4

Revenue

Revenue represents amounts receivable for accommodation, food and beverage sales and ancillary hotel services provided in the normal course of business.
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Deposits which have been received at the reporting date for which services have not yet been provided are included in accruals and deferred income within creditors.

Page 26

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.5

Leased assets: the Group as lessor

Where assets leased to a third party give rights approximating to ownership (finance lease), the lessor recognises as a receivable an amount equal to the net investment in the lease i.e. the minimum lease payments receivable under the lease discounted at the interest rate implicit in the lease. This receivable is reduced as the lessee makes capital payments over the term of the lease.

A finance lease gives rise to two types of income: profit or loss equivalent to the profit or loss resulting from outright sale of the asset being leased, at normal selling prices, reflecting any applicable discounts, and finance income over the lease term.

 
2.6

Leased assets: the Group as lessee

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to profit or loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.8

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

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

Page 27

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)


2.8
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives using the straight-line method. Assets in the course of construction are not depreciated until available for use.

Depreciation is provided on the following basis:

Freehold property
-
50 years straight line
Long-term leasehold property
-
Over the lease term
Motor vehicles
-
20% and 25% per annum on cost
Fixtures and fittings
-
15% per annum on cost

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Land is not depreciated.

 
2.9

Revaluation of tangible fixed assets

Individual freehold and leasehold properties are carried at current year value at fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the reporting date.
Fair values are determined from market based evidence normally undertaken by professionally qualified valuers.

Revaluation gains and losses are recognised in other comprehensive income unless losses exceed the previously recognised gains or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in profit or loss.

 
2.10

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each reporting date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

Page 28

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.11

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

 
2.12

Operating leases: the Group as lessor

Rental income from operating leases is credited to profit or loss on a straight-line basis over the lease term.

 
2.13

Investment property

Investment property is carried at fair value determined annually by the directors with support from external valuers and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised in profit or loss.
Property held for development represents a premium paid for a long term lease and associated legal costs related to this and active planning applications. Property held for development is held at cost until such point as the fair value becomes reliably determinable or development is complete. 

 
2.14

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.15

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.16

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.17

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.18

Financial instruments

Page 29

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)


2.18
Financial instruments (continued)

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Group's Statement of financial position when the Group becomes party to the contractual provisions of the instrument.

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

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

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

Page 30

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)


2.18
Financial instruments (continued)

Basic financial liabilities, which include trade and other payables, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

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

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.

Page 31

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.19

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.20

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP, rounded to the nearest £1,000.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies, are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

 
2.21

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Group in independently administered funds.

Page 32

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.22

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.23

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.24

Current and deferred taxation

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

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

 
2.25

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

Page 33

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

2.Accounting policies (continued)

 
2.26

Hedge accounting

The Group uses variable to fixed interest rate swaps to manage its exposure to fair value risk on its external borrowings with variable rates. These derivatives are measured at fair value at each reporting date.

To the extent the cash flow hedge is effective, movements in fair value are recognised in other comprehensive income and presented in a separate cash flow hedge reserve. Any ineffective portions of those movements are recognised in profit or loss for the year.

Gains and losses on the hedging instruments and the hedged items are recognised in profit or loss for the year. When a hedged item is an unrecognised firm commitment, the cumulative hedging gain or loss on the hedged item is recognised as an asset or liability with a corresponding gain or loss recognised in profit or loss.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The following judgements (including the key areas of estimation uncertainty) have had the most significant effect on amounts recognised in the financial statements:
Revaluation of tangible fixed assets
The long term leasehold improvements and freehold property is held under the revaluation model based on detailed valuation reports completed by independent valuation specialists. These valuers hold recognised and relevant professional qualifications. The valuations are based on discounted cash flow models which include judgements surrounding future performance and market factors.
Fair value of investment properties
Investment property is held at fair value based on detailed valuation reports completed by independent valuation specialists. These valuers hold recognised and relevant professional qualifications. The valuations are based on typically prime yields of properties in the surrounding area which includes judgements relating to various market factors and conditions. 
Premium on property portfolio
On consolidation, a premium is added to the property hotel portfolio, representing synergies and the additional value of the 'Firmdale' brand when considering the properties as a collective, as opposed to individually. The directors acknowledge the estimation uncertainty with such a premium and as such have consulted independent valuation specialists in both the UK and New York to support conclusions reached. 

Page 34

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

4.


Turnover

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


2024
2023
£000
£000

Rooms and apartments
133,993
129,630

Food and beverage
58,455
56,253

Other
3,918
5,168

Operating lease rental income
2
-

Kit Kemp Residential
1,776
1,516

Management fees from third parties
15
14

198,159
192,581


Analysis of turnover by country of destination:

2024
2023
£000
£000

United Kingdom
125,363
120,928

Rest of the World
72,795
71,653

198,158
192,581



5.


Other operating income

2024
2023
£000
£000

Other operating income
-
283



6.


Operating profit

The operating profit is stated after charging:

2024
2023
£000
£000

Depreciation
21,279
23,335

Exchange differences
(30)
(1,706)

Operating lease rentals
6,711
6,791

Loss on interest rate swaps
1,961
-

Page 35

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

7.


Auditors' remuneration

During the year, the Group obtained the following services from the Company's auditors::


2024
2023
£000
£000

Fees payable to the Company's auditors: for the audit of the consolidated and parent Company's financial statements
72
65

Fees payable to the Company's auditors: in respect of:

The auditing of accounts of associates of the Company
167
124

Taxation compliance services
50
41

All taxation advisory services not included above
132
-

All non-audit services not included above
33
20


8.


Employees

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


Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000


Wages and salaries
50,278
44,413
-
-

Social security costs
4,022
3,594
-
-

Cost of defined contribution scheme
711
591
-
-

55,011
48,598
-
-


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


        2024
        2023
            No.
            No.







Hotels and restaurants
1,422
1,344



Administration
138
127



Sales and marketing
22
19



Laundry
74
68

1,656
1,558

The Company has no employees other than the director, who did not receive any remuneration (2023 - £NIL)
Page 36

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

9.


Directors' remuneration



During the year retirement benefits were accruing to 1 director (2023 - 1) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £505 thousand (2023 - £516 thousand).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £NIL (2023 - £NIL).


10.


Interest receivable

2024
2023
£000
£000


Interest on bank deposits received
59
-

Other interest receivable
178
3

237
3


11.


Interest payable and similar expenses

2024
2023
£000
£000


Bank loan interest payable
21,549
18,424

Page 37

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

12.


Taxation


2024
2023
£000
£000

Corporation tax


Current tax on profits for the year
11
564

Adjustments in respect of previous periods
6
(2)


Total current tax
17
562

Deferred tax


Origination and reversal of timing differences
7,778
4,954

Adjustments in respect of prior periods
31
(6,128)

Total deferred tax
7,809
(1,174)


Total tax charge/(credit) on loss for the year
7,826
(612)
Page 38

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024
 
12.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - lower than) the standard rate of corporation tax in the UK of 24.03% (2023 - 19%). The differences are explained below:

2024
2023
£000
£000


Loss on ordinary activities before tax
(2,888)
(2,480)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 24.03% (2023 - 19%)
(694)
(471)

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
7,133
4,121

Fixed asset differences
4,436
-

Adjustments to tax charge in respect of prior periods
(1,453)
(6,045)

Losses utilised
4
7,371

Remeasurement of deferred tax for changes in tax rates
(160)
(1,848)

Revaluation of loss on investment
-
(802)

Movement in deferred tax not recognised
1,406
(3,138)

Difference in overseas tax rate
-
129

Corporate interest restriction allocated
-
175

Capital losses
(2,125)
-

Super deduction expenditure adjustment
-
(104)

Income not taxable for tax purposes
(721)
-

Total tax charge/(credit) on loss for the year
7,826
(612)

Page 39

 


 
FIRMDALE HOLDINGS LIMITED


 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024


13.


Tangible fixed assets


Group







Freehold property and land
Long term leasehold improvements
Motor vehicles
Fixtures and fittings
In the course of construction
Total

£000
£000
£000
£000
£000
£000



Cost or valuation


At 1 February 2023 (as previously stated)
9,675
1,027,907
314
68,193
79,848
1,185,937


Prior Year Adjustment
-
(5,900)
-
-
-
(5,900)


At 1 February 2023 (as restated)
9,675
1,022,007
314
68,193
79,848
1,180,037


Additions
84,206
1
27
5,484
35,081
124,799


Disposals
-
-
-
(2,783)
-
(2,783)


Transfers between classes
136,779
(23,751)
-
-
(112,548)
480


Revaluations
20,149
(7,003)
-
-
-
13,146


Exchange adjustments
-
(4,784)
-
(986)
(2,381)
(8,151)



At 31 January 2024

250,809
986,470
341
69,908
-
1,307,528



Depreciation


At 1 February 2023
-
12,242
261
57,954
570
71,027


Charge for the year on owned assets
3,486
14,702
19
3,071
-
21,278


Disposals
-
-
-
(2,783)
-
(2,783)


Impairment charge
4,469
-
-
-
-
4,469


On revalued assets
(3,486)
(13,506)
-
-
(570)
(17,562)
Page 40

 


 
FIRMDALE HOLDINGS LIMITED


 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

           13.Tangible fixed assets (continued)



Exchange adjustments
-
(1,179)
-
(827)
-
(2,006)



At 31 January 2024

4,469
12,259
280
57,415
-
74,423



Net book value



At 31 January 2024
246,340
974,211
61
12,493
-
1,233,105



At 31 January 2023 (as restated)
9,675
1,009,765
52
10,239
79,278
1,109,009

The long-term leasehold improvements were valued based on reports completed by independent valuation specialists, Cushman & Wakefield, Chartered Surveyors. The valuer holds a recognised and relevant professional qualification with recent experience in the location and category of the property being valued. 
The valuation was carried out on the basis of fair value in accordance with the Appraisal and Valuation Manual of The Royal Institution of Chartered Surveyors.
During the year, the Warren Street Hotel construction concluded and the property was available for use at 31 January 2024, hence has been fully transferred to long term leasehold improvements. 





Page 41

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

           13.Tangible fixed assets (continued)

If the long term leasehold improvements had not been included at valuation they would have been included under the historical cost convention as follows:

2024
2023
£000
£000

Group


Cost
373,858
598,155

Accumulated depreciation
(77,089)
(114,368)

Net book value
296,769
483,787

If the freehold property and land had not been included at valuation they would have been included under the historical cost convention as follows:

2024
2023
£000
£000

Group


Cost
165,827
9,237

Accumulated depreciation
(8,226)
(592)

Net book value
157,601
8,645

Page 42

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

14.


Investment property

Group


Freehold investment property
Property held for development
Total

£000
£000
£000



Valuation


At 1 February 2023 (as previously stated)
43,575
-
43,575


Prior year adjustment
-
7,880
7,880


At 1 February 2023 (as restated)
43,575
7,880
51,455


Additions at cost
474
173
647


Surplus on revaluation
626
-
626


Transfers between classes
(1,050)
-
(1,050)



At 31 January 2024
43,625
8,053
51,678

On consolidation, a transfer between freehold investment property and other freehold property and land of £1,049,964 (2023: £4,374,850) has been made, representing the apportioned value of two units in a warehouse leased from one group entity to another. The total reclassification to freehold property  as at 31 January 2024 is £5,424,814 (2023: £4,374,850). 



The 2024 valuations were made by Cushman & Wakefield, Chartered Surveyors, on an open market value for existing use basis. Cushman & Wakefield are an independent valuer with a recognised and relevant professional qualification and with recent experience in the location and category of the property being valued. 

Page 43

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

15.


Fixed asset investments

Company





Investments in subsidiary companies

£000



Cost or valuation


At 1 February 2023
14,977



At 31 January 2024
14,977





Direct subsidiary undertakings


The following were direct subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

Firmdale Hotels PLC
18 Thurloe Place, London, SW7 2SP
Hotelier
Ordinary
100%
Firmdale West End Ltd
18 Thurloe Place, London, SW7 2SP
Investment holding
Ordinary
100%
HY Hotels Ltd
18 Thurloe Place, London, SW7 2SP
Investment holding
Ordinary
100%
Number Sixteen Hotel Ltd
18 Thurloe Place, London, SW7 2SP
Hotelier
Ordinary
100%
Dorset Square Hotel (Freehold) Ltd
18 Thurloe Place, London, SW7 2SP
Property holding
Ordinary
100%
Palace Laundry Ltd
18 Thurloe Place, London, SW7 2SP
Laundry
Ordinary
100%
Firmdale Holdings (USA) Inc.
79 Crosby Street, New York, NY 10012, USA.
Investment holding
Ordinary
100%
Almondbox Property Ltd
18 Thurloe Place, London, SW7 2SP
Property holding
Ordinary
  100%
Innovation Centre Ltd
18 Thurloe Place, London, SW7 2SP
Warehouse letting
Ordinary
100%
Bedford Place Hotel Ltd
18 Thurloe Place, London, SW7 2SP
Property holding
Ordinary
100%
Covent Garden Hotel (Freehold) Ltd
18 Thurloe Place, London, SW7 2SP
Property holding
Ordinary
100%
Kit Kemp Design Ltd
18 Thurloe Place, London, SW7 2SP
Dormant
Ordinary
100%

Page 44

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024
Direct subsidiary undertakings (continued)

The aggregate of the share capital and reserves as at 31 January 2024 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)
£000
£000

Firmdale Hotels PLC
(155,412)
299

Firmdale West End Ltd
-
-

HY Hotels Ltd
-
-

Number Sixteen Hotel Ltd
(1,546)
98

Dorset Square Hotel (Freehold) Ltd
4,664
(4,664)

Palace Laundry Ltd
3,997
(432)

Firmdale Holdings (USA) Inc.
14,057
52

Almondbox Property Ltd
13,457
(2,630)

Innovation Centre Ltd
(3,080)
2,648

Bedford Place Hotel Ltd
390
(128)

Covent Garden Hotel (Freehold) Ltd
13,889
(13,839)

Kit Kemp Design Ltd
-
-

Page 45

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

Indirect subsidiary undertakings


The following were indirect subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

Firmdale Property Investments Ltd
18 Thurloe Place, London, SW7 2SP
Hotelier
Ordinary
100%
Soho Hotel Ltd
18 Thurloe Place, London, SW7 2SP
Hotelier
Ordinary
100%
Ham Yard Investment Ltd
18 Thurloe Place, London, SW7 2SP
Hotelier
Ordinary
100%
21 Golden Square Ltd
18 Thurloe Place, London, SW7 2SP
Property holding
Ordinary
100%
Crosby Street Hotel Mezz LLC
79 Crosby Street, New York, NY 10012, USA.
Investment holding
Ordinary
100%
Crosby Street Hotel LLC
79 Crosby Street, New York, NY 10012, USA.
Hotelier
Ordinary
100%
56th Street Hotel Mezz LLC
79 Crosby Street, New York, NY 10012, USA.
Investment holding
Ordinary
100%
56th Street Hotel LLC
79 Crosby Street, New York, NY 10012, USA.
Hotelier
Ordinary
100%
Warren Street Hotel Mezz LLC
79 Crosby Street, New York, NY 10012, USA.
Investment holding
Ordinary
100%
Warren Street Hotel LLC
79 Crosby Street, New York, NY 10012, USA.
Hotelier
Ordinary
100%
Covent Garden Hotel (Leasehold) Ltd
18 Thurloe Place, London, SW7 2SP
Hotelier
Ordinary
100%
Dorset Square Hotel (Leasehold) Ltd
18 Thurloe Place, London, SW7 2SP
Hotelier
Ordinary
100%

Page 46

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024
Indirect subsidiary undertakings (continued)

The aggregate of the share capital and reserves as at 31 January 2024 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:

Name
Aggregate of share capital and reserves
Profit/(Loss)
£000
£000

Firmdale Property Investments Ltd
(38,175)
12,417

Soho Hotel Ltd
1,634
(421)

Ham Yard Investment Ltd
(120,918)
599

21 Golden Square Ltd
(1,685)
456

Crosby Street Hotel Mezz LLC
-
-

Crosby Street Hotel LLC
14,807
3,091

56th Street Hotel Mezz LLC
-
-

56th Street Hotel LLC
(27,095)
4,111

Warren Street Hotel Mezz LLC
-
-

Warren Street Hotel LLC
(45,159)
(1,330)

Covent Garden Hotel (Leasehold) Ltd
(7,484)
161

Dorset Square Hotel (Leasehold) Ltd
-
-


16.


Stocks

Group
Group
2024
2023
£000
£000

Food, beverage and general stocks
4,490
2,793


The difference between purchase price or production cost of stocks and their replacement cost is not material.

Page 47

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

17.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000


Trade debtors
3,297
2,181
-
-

Amounts owed by group undertakings
-
2
54,299
54,299

Other debtors
2,593
8,701
-
-

Prepayments and accrued income
7,949
7,794
-
-

Derivative instruments at fair value
619
1,469
-
-

14,458
20,147
54,299
54,299


Included within other debtors is an amount of £433,934 (2023: Nil) which represents a reimbursement asset from an insurance provider to cover costs incurred following an incident. The group has already incurred all expenses and considers the recovery of this amount to be virtually certain based on the terms of the policy in place and amounts received subsequent to post year end. 
On November 27, 2023, in accordance with the Facility Agreement in place, Crosby and 56th Street entered into an interest rate swap agreement (the "Interest Rate Swap") with Wells Fargo Bank, N.A. The Interest Rate Swap has a notional amount of $150,000,000, effectively caps SOFR at 4.50%, and matures on November 27, 2024. Crosby and 56th Street paid a premium of $1,086,720 upon entering the agreement. No monthly payments were made in the period as the base rate has been above the cap. For the year ended January 31, 2024, the unrealized loss on the Interest Rate Swap was $488,936. Pursuant to the Facility, Crosby and 56th Street assigned all of its right, title, and interest in the Interest Rate Swap as a security interest to the lender. 
On November 27, 2023, in accordance with the Construction Loan, Warren Street entered into an interest rate swap agreement (the "Interest Rate Swap") with Wells Fargo Bank, N.A. The Interest Rate Swap has a notional amount of $39,816,639, effectively caps SOFR at 4.50%, and matures on November 27, 2024. Warren Street paid a premium of $336,712 upon entering the agreement. No monthly payments were made in the period as the base rate has been above the cap. For the year ended January 31, 2024, the unrealized loss on the Interest Rate Swap was $149,716. Pursuant to the Construction Loan, Warren Street assigned all of its right, title, and interest in the Interest Rate Swap as a security interest to the lender. 
The Company utilises Interest Rate Swaps, to reduce interest rate risk and does not hold or issue derivative financial instruments for trading or speculative purposes.

Page 48

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

18.


Cash and cash equivalents

Group
Group
2024
2023
£000
£000

Cash at bank and in hand
27,917
44,758

Less: bank overdrafts
-
(85)

27,917
44,673


Included in cash and cash equivalents is restricted cash of £4,670,719 (2023: £4,138,281).
Restricted cash is funds held in escrow for property taxes, insurance, and furniture, fixtures and equipment reserves as required by the Company's lender. 


19.


Financial instruments

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Financial assets

Financial assets measured at amortised cost
33,807
55,642
-
54,299

Financial assets at fair value through the profit and loss
619
1,469
-
-

34,426
57,111
-
54,299


Financial liabilities

Financial liabilities measured at amortised cost
534,287
(450,257)
-
(2)


Financial assets measured at amortised cost comprise cash, trade debtors, other debtors and amounts owed by related parties. 
Financial assets at fair value through the profit and loss represent derivative financial instruments. 


Financial liabilities measured at amortised cost comprise bank loans, bank overdrafts, accruals, trade creditors, other creditors, amounts owed to group undertakings and other loans. 

Page 49

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

20.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Bank overdrafts
-
85
-
-

Bank loans
387,533
130,181
-
-

Deferred financing fees charges/other loans
(291)
(801)
-
-

Trade creditors
8,766
4,387
-
-

Amounts owed to group undertakings
-
-
2
2

Corporation tax
1
562
-
-

Other taxation and social security
3,448
3,782
-
-

Other creditors
7,252
8,170
-
-

Accruals and deferred income
10,443
8,546
-
-

417,152
154,912
2
2


Bank overdrafts are secured by:
- legal charges over the freehold and leasehold properties of the Group;
- fixed and floating charges over the book debts and other assets of the Group;
- investment in the wholly owned subsidiary, Firmdale Holdings (USA) Inc;
- investment in the wholly owned subsidiary, Soho Hotel Limited, and;
- investment in the wholly owned subsidiary, Firmdale Property Investments Limited.
Amounts owed to group undertakings are unsecured, interest free and repayable on demand. 


21.


Creditors: Amounts falling due after more than one year

Group
Group
2024
2023
£000
£000

Bank loans
72,650
257,499

Deferred financing charges
-
(86)

Deferred rent
48,131
40,966

120,781
298,379



Page 50

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

22.


Loans


Analysis of the maturity of loans is given below:


Group
Group
2024
2023
£000
£000

Amounts falling due within one year

Bank loans
387,533
130,181

Deferred finance charges/other loans
(291)
(801)

Amounts falling due 1-2 years

Bank loans
12,875
211,709

Deferred finance charges
-
(53)

Amounts falling due 2-5 years

Bank loans
59,775
45,790

Deferred finance charges
-
(33)

459,892
386,793


Page 51

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024
 
22.Loans (continued)

Included within bank loans are facilities with five providers; Hermes Real Estate Senior Debt Fund S.a.r.l, Wells Fargo, Standard Life Investment Limited, Coutts & Co and Investec Bank plc. 

Included within loans falling due within one year are facilities with Wells Fargo and the US entities, Crosby Street and 56th Street LLC for $150m and Warren Street for $50m (construction loan). These facilities were refinanced on 27 November 2019 with interest accruing from this date at a margin of 3% above US LIBOR. The facility is repayable in full on 27 November 2024 with the option for three one-year extensions, of which the first has been exercised. The total amount outstanding at year end was £150.0m (2023 - £130.2m), net of deferred financing costs of £0.3m (2023 - £0.8m).

Included within loans due within one year are facilities provided by Standard Life Investment Limited, with interest fixed at 4.223% per annum. Interest only is paid until termination of the loan on 26 November 2024, when the capital amount is to be repaid in full. The total amount outstanding as at the year end was £98.8m (2023 - £119.9m), net of deferred financing costs of £nil (2023: £0.1m). 
 
On 14 November 2017, the company entered into a £120m non-amortising loan with Hermes Real Estate Senior Debt Fund S.à.r.l. The term of the loan is seven years to 19 November 2024 when the capital amount is to be repaid in full. Interest is charged at a fixed rate of 3.0%. 

An addítional non-amortising loan of £17.5m from Hermes Real Estate Senior Debt Fund S.à.r.l. was secured on 26th August 2020 with an initial term of two years to 28 August 2022. Interest is charged at a fixed rate of 5.5%. The option to extend this loan was undertaken so that this is now coterminous with the £120m loan noted above. The total amount outstanding as at the year end was £137.5m (2023 - £137.1m), net of deferred financing costs of £nil (2023: £0.4m).

During the year, a loan was entered into between Covent Garden Hotel (Freehold) Ltd and Coutts & Co. for two facilities. Facility A is for £34.5m and accrues interest at a fixed rate plus 6.551% per annum. It is repayable in instalments ending 27 February 2028. Facility B is for £15m and accrues interest at a variable rate plus 2.5% margin. It is repayable in full on 27 February 2028. The total amount outstanding as at the year end was £49.5m (2023 - £Nil).

Also during the year, a subsidiary, Almondbox Property Limited obtained a loan from Investec Bank for £12m. The loan is secured by fixed and floating charges over property of the company. Interest is incurred at base rate + 2.75% margin. The repayment date of the bank loan is January 2026. The full loan was drawn on 25 January 2024 and the total amount outstanding as at the year end was £12m (2023 - £Nil).

A further £12m loan was obtained by Dorset Square Hotel (Freehold) Ltd from Coutts & Co. on 31 January 2024. The facility accrues interest at a variable rate plus 2.25% margin and is repayable in full on 27 February 2028. The total amount outstanding as at the year end was £12m (2023 - £Nil).
 
Bank loans are secured by fixed and floating charges over the assets of the company

Page 52

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

23.


Deferred taxation


Group



2024
As restated 2023


£000

£000






At beginning of year
(155,384)
(149,687)


Credited/(charged) to profit or loss
(7,809)
1,166


Charged to other comprehensive income
(6,931)
(7,421)


Exchange adjustments
(442)
558



At end of year
(170,566)
(155,384)



The provision for deferred taxation is made up as follows:

Group

Group
As restated
2024
2023
£000
£000

Accelerated capital allowances
(85,490)
(3,851)

Tax losses carried forward
23,628
20,381

Temporary difference on revaluation of freehold, leasehold and investment property
(103,680)
(165,028)

Short term timing difference
43
62

Unrealised gains in foreign currency
(5,248)
(7,193)

Intangibles
155
179

Unamortised start up costs
26
66

(170,566)
(155,384)

There is no deferred tax arising in the parent company (2023: £Nil). 


24.


Share capital

2024
2023
£000
£000
Allotted, called up and fully paid



1,977,275 (2023 - 1,977,275) Ordinary shares of £1.00 each
1,977
1,977

Page 53

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

24.Share capital (continued)

The ordinary shares have attached to them full voting, dividend and capital distribution (including on winding up) rights; they do not cover any rights of redemption.



25.


Reserves

Share premium account

This reserve records the amount above the nominal value received for shares issued, less transaction costs.

Revaluation reserve

This reserve records the amount above the historic cost of tangible fixed assets. The amount of depreciation provided on book value which represents a surplus on valuation is transferred as a reserves movement to retained earnings.

Profit and loss account

This reserve records all historical profits and losses recognised by the Group, net of any due taxed and dividends declared.

Page 54

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

26.


Prior year adjustments

The Group has restated the previously issued 2023 consolidated financial statements in order to remove the additional revaluations associated with the leasehold interest in the ground lease and a previous deferred tax credit in relation to an overseas accounting policy that is not consistent with UK GAAP.
As Firmdale's property leases are operating leases, there is a value assigned to the leasehold interest in the ground lease which has previously been included in revaluations in error. The adjustments resulted in a decrease in previously reported tangible fixed assets of £5.9m, a reduction in the deferred tax liability of £1.475m and a corresponding net decrease in previously reported revaluation reserve of £4.425m for the year ended 31 January 2023. 
In addition, it was identified that a previous tax credit was processed in relation to a deferred tax asset arising in a foreign subsidiary under non-UK GAAP policies. This has been reversed in full to ensure the policies align with the group reporting under UK GAAP. This adjustment resulted in a £15.228m deduction to the previously reported profit for the year ended 31 January 2023. 
The following table sets out the previously reported and adjusted amounts of selected items within the Consolidated Statement of Financial Position as of 31 January 2023 and within the Consolidated Statement of Comprehensive Income for the year then ended:

Equity as at 1 February 2023
Revaluation reserve as at 31 January 2023
Profit and loss account as at 31 January 2023
Profit for the year ended 31 January 2023
£000
£000
£000
£000
Group
As previously stated

635,224

623,539

(44,554)
 
13,360
 
Leasehold interest in ground lease valuation

(5,900)

(5,900)

-
 
-
 
Deferred tax impact of revaluation movements

1,475

1,475

-
 
-
 
Previously recognised deferred tax credit

(15,228)

-

(15,228)
 
(15,228)
 
615,571

619,114

(59,782)
 
(1,868)
 

The above adjustments have no impact on the Company.  


27.


Contingent assets and liabilities

The Company participates in a group VAT registration and is jointly and severally liable for a VAT liability of £2.4m (2023 - £2.6m), which has not been provided for in the Company's accounts.

Page 55

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

28.


Capital commitments




At 31 January 2024 the Group had capital commitments as follows:


Group
Group
2024
2023
£000
£000

Contracted for but not provided in these financial statements
-
17,469,733

At 31 January 2024 the Company had no capital commitments (2023: £Nil). 


29.


Pension commitments

The Group operates a defined contribution scheme for certain employees. The assets of the scheme are held separately from those of the Group in independently administered funds. The pension cost charge represents contributions payable by the Group to the funds and amounted to £711,000 (2023 - £591,000). Contributions totalling £142,098 (2023 - £93,000) were payable to the fund at the reporting date and are included in other creditors.


30.


Commitments under operating leases

At 31 January 2024 the Group had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2024
2023
£000
£000

Not later than 1 year
14,214
16,136

Later than 1 year and not later than 5 years
55,890
63,685

Later than 5 years
890,770
911,651

960,874
991,472

At 31 January 2024 the Group had future minimum rentals receivable under non-cancellable operating leases as follows:

Group
Group
2024
2023
£000
£000

Not later than 1 year
989
1,578

Later than 1 year and not later than 5 years
1,292
3,254

2,281
4,832

Page 56

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

30.Commitments under operating leases (continued)

The Group holds two office properties, one residential property and one warehouse unit as investment properties as disclosed in note 14. The offices are occupied under non-cancellable leases and have remaining terms of between one and four years. The residential property is freehold tenure and is let to third parties.
The Company had no commitments under non-cancellable operating leases at the reporting date (2023: £Nil). 


31.


Related party transactions

The Company has taken advantage of the exemption available under paragraph 33.1A of the Financial Reporting Standard 102 not to disclose transaction with other wholly owned members of the Group.
At the reporting date, Mr T J R Kemp, a director and shareholder of Firmdale Holdings Limited was owed £9,966 by the Group (2023 - owed £793,000 to the Group). The maximum amount owing to the Group during the year was £1,186,020 (2023 - £793,000). The loan was interest free and fully repaid post year end. 
All directors and certain senior employees who have authority and responsibility for planning, directing and controlling the activities of the Group are considered to be key management personnel. The total aggregate compensation paid to the key management personnel (including directors' remuneration as disclosed in note 9) by the Group was £3,198,777 (2023 - £2,665,000).
During the year, the Group received fees at a market rate of £15,000 (2023 - £14,000) from Mr T J R Kemp in respect of administration and management of a property on his behalf. 
At the reporting date £2,960 (2023: Nil) was owed to Chelsea Textiles Limited by one member in the group, Firmdale Hotels PLC. A member of key management personnel of Chelsea Textiles Ltd is a shareholder of the ultimate parent of Firmdale Hotels Plc. During the year Firmdale Hotels Plc purchased goods to the value of £25,829 (2023: £64,484) and made sales to the value of £9,427 (2023: £10,878) with Chelsea Textiles Limited. The US entities purchased goods to the value of $282,409 (2023: $96,528) representing materials used for furnishings in the hotel. 
During the year, a payment of £100,000 (2023: £Nil) was made to Red Investments Ltd in relation to property consultancy services. A member of key management personnel in Firmdale is a director for Red Investments Ltd. The balance remaining between the Group and Red Investments Ltd at year end was £Nil (2023: £Nil). 
In the reporting period, one of the subsidiaries of the Group, Covent Garden Hotel (Leasehold) Ltd, made purchases of £30,000 (2023: £Nil) from Pusey Farm Ltd with respect to food produce for the hotel restaurant. A member of key management personnel of Pusey Farm Ltd is a shareholder of Firmdale Holdings Limited, the parent company. At the reporting date, £Nil (2023: £Nil) was owed to Pusey Farm Ltd. 
During the year, the Company disposed of its 80% interest in Mandela Way Ltd, resulting in a gain of £662k. No consideration was received, this purely represents the fair value of the net assets disposed. At the reporting date, a balance of £3,254,000 (2023: Nil) remains payable to Mandela Way Ltd, which is now fully owned by a common shareholder and held in other creditors. This amount is interest free and repayable on demand. 

Page 57

 
FIRMDALE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2024

32.


Controlling party

The ultimate controlling party are the Trustees of Kemp Family Foundation, the majority shareholder in the Group's parent entity.

Page 58