Oakland Primecare Limited 10127904 false 2023-01-01 2023-12-31 2023-12-31 The principal activity of the company is that of a care home operator. Digita Accounts Production Advanced 6.30.9574.0 true true true true 10127904 2023-01-01 2023-12-31 10127904 2023-12-31 10127904 bus:OrdinaryShareClass1 2023-12-31 10127904 bus:Consolidated 2023-12-31 10127904 core:RetainedEarningsAccumulatedLosses 2023-12-31 10127904 core:ShareCapital 2023-12-31 10127904 core:CurrentFinancialInstruments core:WithinOneYear 2023-12-31 10127904 core:BetweenTwoFiveYears 2023-12-31 10127904 core:MoreThanFiveYears 2023-12-31 10127904 core:WithinOneYear 2023-12-31 10127904 core:ComputerEquipment 2023-12-31 10127904 core:FurnitureFittings 2023-12-31 10127904 core:LandBuildings 2023-12-31 10127904 core:PlantMachinery 2023-12-31 10127904 bus:FRS102 2023-01-01 2023-12-31 10127904 bus:Audited 2023-01-01 2023-12-31 10127904 bus:FullAccounts 2023-01-01 2023-12-31 10127904 bus:RegisteredOffice 2023-01-01 2023-12-31 10127904 bus:Director1 2023-01-01 2023-12-31 10127904 bus:Director2 2023-01-01 2023-12-31 10127904 bus:Director3 2023-01-01 2023-12-31 10127904 bus:OrdinaryShareClass1 2023-01-01 2023-12-31 10127904 bus:Consolidated 2023-01-01 2023-12-31 10127904 bus:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 10127904 core:FinancialGuarantees 2023-01-01 2023-12-31 10127904 core:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 10127904 core:ShareCapital 2023-01-01 2023-12-31 10127904 core:LandBuildingsUnderOperatingLeases 2023-01-01 2023-12-31 10127904 core:ComputerEquipment 2023-01-01 2023-12-31 10127904 core:FurnitureFittings 2023-01-01 2023-12-31 10127904 core:LandBuildings 2023-01-01 2023-12-31 10127904 core:LeaseholdImprovements 2023-01-01 2023-12-31 10127904 core:PlantMachinery 2023-01-01 2023-12-31 10127904 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2023-01-01 2023-12-31 10127904 core:UKTax 2023-01-01 2023-12-31 10127904 countries:EnglandWales 2023-01-01 2023-12-31 10127904 2022-12-31 10127904 core:RetainedEarningsAccumulatedLosses core:RestatedAmount 2022-12-31 10127904 core:ShareCapital 2022-12-31 10127904 core:ComputerEquipment 2022-12-31 10127904 core:FurnitureFittings 2022-12-31 10127904 core:LandBuildings 2022-12-31 10127904 core:PlantMachinery 2022-12-31 10127904 2022-01-01 2022-12-31 10127904 2022-12-31 10127904 bus:OrdinaryShareClass1 2022-12-31 10127904 core:RetainedEarningsAccumulatedLosses core:RestatedAmount 2022-12-31 10127904 core:ShareCapital 2022-12-31 10127904 core:CurrentFinancialInstruments core:WithinOneYear 2022-12-31 10127904 core:CurrentFinancialInstruments core:WithinOneYear core:RestatedAmount 2022-12-31 10127904 core:BetweenTwoFiveYears 2022-12-31 10127904 core:MoreThanFiveYears 2022-12-31 10127904 core:WithinOneYear 2022-12-31 10127904 core:ComputerEquipment 2022-12-31 10127904 core:FurnitureFittings 2022-12-31 10127904 core:LandBuildings 2022-12-31 10127904 core:PlantMachinery 2022-12-31 10127904 core:RestatedAmount 2022-12-31 10127904 core:RetainedEarningsAccumulatedLosses core:RestatedAmount 2022-01-01 2022-12-31 10127904 core:ShareCapital 2022-01-01 2022-12-31 10127904 core:LandBuildingsUnderOperatingLeases 2022-01-01 2022-12-31 10127904 core:RestatedAmount 2022-01-01 2022-12-31 10127904 core:UKTax 2022-01-01 2022-12-31 10127904 2021-12-31 10127904 core:RetainedEarningsAccumulatedLosses core:RestatedAmount 2021-12-31 10127904 core:ShareCapital 2021-12-31 iso4217:GBP xbrli:pure xbrli:shares

Registration number: 10127904

Oakland Primecare Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2023

 

Oakland Primecare Limited

Contents

Company Information

1

Directors' Report

2 to 4

Strategic Report

5

Statement of Directors' Responsibilities

6

Independent Auditor's Report

7 to 9

Profit and Loss Account

10

Balance Sheet

11

Statement of Changes in Equity

12

Notes to the Financial Statements

13 to 20

 

Oakland Primecare Limited

Company Information

Directors

J L Balmer

R Dooley

J H Sage

Registered office

Lambwood Heights
244 Lambourne Road
Chigwell
IG7 6HX

Auditors

Hazlewoods LLP
Windsor House
Bayshill Road
Cheltenham
GL50 3AT

 

Oakland Primecare Limited

Directors' Report for the Year Ended 31 December 2023

The directors present their report and the financial statements for the year ended 31 December 2023.

Directors of the company

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

J L Balmer

R Dooley

J H Sage

Financial instruments

Objectives and policies

The board constantly monitors the company's trading results and revise projections as appropriate to ensure that the company can meet its future obligations as they fall due.

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

The principal business risks and uncertainties facing the Group are broadly grouped into categories as below.

Regulation compliance
The business closely monitors any updates to the sector’s regulations and compliance to ensure it meets all requirements. The frequency of regulatory visits from the CQC continues to be uncertain and lower than pre-pandemic. The Directors ensure that qualified and experienced personnel are employed and that staff are continuously trained to provide quality care and services to the residents. The business is confident that the internal processes and practices will ensure ongoing compliance throughout any changes in the regulatory environment.

Treasury operations and financial instruments
The primary financial instruments are bank loans, intercompany loans, deposits, trade debtors, trade creditors and shareholder’s funds. These arise directly from the Group’s trading operations and shareholder’s support and are regularly reviewed to ensure the Group is not overexposed.

Liquidity and credit risk
The principal financial assets are real estate, bank balances and cash, which represent the Group’s maximum exposure to credit risk in relation to financial assets. The company manages its cash and borrowing requirements to maximise interest income and minimise interest expense, whilst ensuring the Group has sufficient liquid resources to meet the operating needs of the business.

A multi-year hedge facility protecting against movements in interest rates was put in place in 2022 and extended in 2023 to ensure the full debt exposure under variable interest rate debt is covered protecting the Group from increases in interest rates.

Planning processes
As an investor and developer of land, the Group is subject to navigating the planning system which with delays, inefficiencies and bureaucratic hurdles is inefficient and slow. The impact of this delays the ability of the Group to scale with delayed revenue generation and cost overruns. The recent Labour election success has included a commitment to improve the efficiency of planning processes which is welcomed with a strategic certainty enabling the business more easily to commit to long-term investments.

Potential risk
Due to the nature of the business the Directors have assessed that there will be little or no impact on the future activities of the company as a result of Brexit. The Directors continue to monitor developments in relation to Brexit.

 

Oakland Primecare Limited

Directors' Report for the Year Ended 31 December 2023

Cost of living crisis
The recent UK general election has resulted in a Labour government, bringing a period of settled politics following years of turbulence under the Conservative administration.

One of the major issues leading up to the election was the cost-of-living crisis. Rising inflation, increasing energy prices, and stagnant wages have put considerable pressure on households across the UK.

The Labour party has made addressing this crisis a central part of their agenda, with commitments to various economic and social measures designed to alleviate the financial burden on citizens. These include raising the Real Living Wage to ensure wages keep pace with the actual cost of living.

The Group is supportive of such measures and pays the Real Living Wage across its estate. To meet the increase in costs arising from this, the Group will need to consider its pricing strategies, continue to focus on efficiency improvements and to ensure it optimises processes to prevent the limit the burden of additional costs being passed directly to residents.

Coronavirus Pandemic
The protection of our residents and team members is our key priority and the business moved decisively throughout the Coronavirus pandemic by putting in place safeguarding measures to ensure their ongoing protection. The Group has continued to ensure it is well positioned to manage any ongoing challenges which may arise. At the date of signing this report, the Board do not consider that the economic impact of the Coronavirus will have a significant impact on the financial statements or on the long-term prospects of the business.
 

Future developments

The Directors continue to invest in its legacy care homes Woodland Grove, Hastings Court, Beechwood Grove, Lambwood Heights, Elsyng House and Elmbrook Court to ensure best in class provision of care in a high-quality safe environment. In the prior period the new care homes of Birchwood Heights and Maplewood Court were opened with Hyllden Heights opening at the start of the new financial year. A rolling programme of capital expenditure across all homes is in place to ensure the Group’s high standards are maintained on an ongoing basis.

A number of potential development sites are being actively pursued to maintain significant growth in future years and include a rolling plan of new homes being commissioned and CQC registered each year. The latest site to be acquired was in Harpenden with the land acquired in June 2024. The site is planned to be the first UK net zero care home, which is scheduled to be fully developed and opened in 2026.

Following the successful Green World Awards win and further Greenmark accreditations the Directors plan to progress the environmental and community work undertaken including investigating requirements to construct and operate the first UK net zero care home.

The Directors pay heed to the long-term consequences of their decisions and aim to maintain the operational and management policies which have resulted in the Group’s good performance to date. They anticipate that 2024 will show further growth and progression for the business.

Going concern

Notwithstanding net current liabilities of £14,422,000 (2022 as restated - £12,489,000) as at 31 December 2023 and a loss for the year then ended of £1,600,000 (2022 as restated - £2,127,000), the financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons.

The Company is part of the Gibson Topco Limited group (the “Group”). The Company is an operator of care homes. As at 31 December 2023, the entity operated five care homes.

The Group have multiyear cash flow forecasts including a downside scenario reflecting a possible disruption to operations as result of the Coronavirus pandemic. Under all scenarios considered, the Group would be able to operate within its borrowing facilities. The plan shows that the company and the Group are a going concern when considering the trading of the Group and continuation of the Group financing facility.

The Directors are confident having secured the businesses ongoing financing facility that the Going Concern status of the Group will remain strong for the foreseeable future.

 

Oakland Primecare Limited

Directors' Report for the Year Ended 31 December 2023

Disclosure of information to the auditors

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

Reappointment of auditors

Hazlewoods LLP have expressed their willingness to continue in office.

Approved by the Board on 9 August 2024 and signed on its behalf by:


J H Sage
Director

 

Oakland Primecare Limited

Strategic Report for the Year Ended 31 December 2023

The directors present their strategic report for the year ended 31 December 2023.

Principal activity

The principal activity of the company is that of a care home operator.

Fair review of the business

The results for the year, which are set out in the profit and loss account, show turnover of £27,370,000 (2022 - £18,512,000) and an operating loss of £865,000 (2022 as restated - £2,064,000). At 31 December 2023, the company had net liabilities of £13,204,000 (2022 as restated - £11,604,000). The directors consider the performance for the year and the financial position at the year end to be satisfactory.

The company's key financial and other performance indicators during the year were as follows:

Financial KPIs

Unit

2023

2022

Turnover

£'000

27,370

18,512

Earnings before interest, tax, depreciation and amortisation

£'000

(600)

(1,836)

Average weekly fees

£ per week

1,623

1,498

Direct wages percentage of turnover

%

63

66

Principal risks and uncertainties

The management of the business and the execution of the company's strategy are subject to a number of risks as disclosed within the directors' report.

Approved by the Board on 9 August 2024 and signed on its behalf by:


J H Sage
Director

 

Oakland Primecare Limited

Statement of Directors' Responsibilities

The directors are responsible for preparing the Directors' Report, Strategic Report and the financial statements in accordance with applicable law and regulations.

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

select suitable accounting policies and apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

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

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

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

 

Oakland Primecare Limited

Independent Auditor's Report to the Members of Oakland Primecare Limited

Opinion

We have audited the financial statements of Oakland Primecare Limited (the 'company') for the year ended 31 December 2023, which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

give a true and fair view of the state of the company's affairs as at 31 December 2023 and of its loss for the year then ended;

have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

 

Oakland Primecare Limited

Independent Auditor's Report to the Members of Oakland Primecare Limited

Opinion on other matter prescribed by the Companies Act 2006

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

the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

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

Matters on which we are required to report by exception

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

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

adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

the financial statements are not in agreement with the accounting records and returns; or

certain disclosures of directors' remuneration specified by law are not made; or

we have not received all the information and explanations we require for our audit.

Responsibilities of directors

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

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

Auditor’s responsibilities for the audit of the financial statements

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

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, 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:

We considered the nature of the company’s industry and its control environment and reviewed the company’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.

We obtained an understanding of the legal and regulatory framework that the company operates in and identified the key laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements, including the UK Companies Act and tax legislation, and, those that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.

We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

 

Oakland Primecare Limited

Independent Auditor's Report to the Members of Oakland Primecare Limited

In common with all audits conducted in accordance with ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override of controls. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition to the above, our procedures to respond to the risks identified included the following:

reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatements due to fraud;

enquiring of management concerning actual and potential litigation and claims and instances of non-compliance with laws and regulations; and

reading minutes of meetings of those charged with governance.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

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

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





Simon Worsley (Senior Statutory Auditor)
For and on behalf of Hazlewoods LLP, Statutory Auditor

Windsor House
Bayshill Road
Cheltenham
GL50 3AT

9 August 2024

 

Oakland Primecare Limited

Profit and Loss Account for the Year Ended 31 December 2023

Note

2023
 £ 000

(As restated)
2022
 £ 000

Turnover

3

27,370

18,512

Cost of sales

 

(19,309)

(13,699)

Gross profit

 

8,061

4,814

Administrative expenses

 

(8,926)

(6,878)

Operating loss

4

(865)

(2,064)

Exceptional items

5

(90)

48

Operating loss after exceptional items

 

(955)

(2,016)

Other interest receivable and similar income

6

128

161

Interest payable and similar charges

7

(773)

(273)

Loss before tax

 

(1,600)

(2,127)

Taxation

10

-

-

Loss for the financial year

 

(1,600)

(2,127)

The above results were derived from continuing operations.

The company has no other comprehensive income for the year.

 

Oakland Primecare Limited

(Registration number: 10127904)
Balance Sheet as at 31 December 2023

Note

2023
 £ 000

(As restated)
2022
 £ 000

Fixed assets

 

Tangible assets

11

1,218

885

Current assets

 

Stocks

35

35

Debtors

12

4,975

16,073

Cash at bank and in hand

 

1,317

209

 

6,327

16,317

Creditors: Amounts falling due within one year

13

(20,749)

(28,806)

Net current liabilities

 

(14,422)

(12,489)

Net liabilities

 

(13,204)

(11,604)

Capital and reserves

 

Called up share capital

15

-

-

Profit and loss account

(13,204)

(11,604)

Total equity

 

(13,204)

(11,604)

Approved and authorised by the Board on 9 August 2024 and signed on its behalf by:
 


J H Sage
Director

 

Oakland Primecare Limited

Statement of Changes in Equity for the Year Ended 31 December 2023

Share capital
£ 000

Profit and loss account
£ 000

Total
£ 000

At 1 January 2023 (as previously stated)

-

(10,889)

(10,889)

Prior period adjustment

-

(715)

(715)

At 1 January 2023 (as restated)

-

(11,604)

(11,604)

Loss for the year

-

(1,600)

(1,600)

At 31 December 2023

-

(13,204)

(13,204)

Share capital
£ 000

Profit and loss account
£ 000

Total
£ 000

At 1 January 2022 (as previously stated)

-

(9,123)

(9,123)

Prior period adjustment

-

(354)

(354)

At 1 January 2022 (as restated)

-

(9,477)

(9,477)

Loss for the year (as restated)

-

(2,127)

(2,127)

At 31 December 2022 (as restated)

-

(11,604)

(11,604)

 

Oakland Primecare Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

 

1

General information

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

The address of its registered office is:
Lambwood Heights
244 Lambourne Road
Chigwell
IG7 6HX

 

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

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

Statement of compliance

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

Basis of preparation

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

The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest £1,000.

Summary of disclosure exemptions

The company has not presented a cash flow statement on the grounds that the company is a wholly owned subsidiary and a group cash flow statement is included in the financial statements of the ultimate parent company.

Name of parent of group

These financial statements are consolidated in the financial statements of Gibson Topco Limited.

The financial statements of Gibson Topco Limited may be obtained from Companies House.

Judgements and estimation uncertainty

These financial statements do not contain any significant judgements or estimation uncertainty.

Revenue recognition

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

Provision of care home services
Revenue from the provision of care home services is recognised in the period in which the services are provided, in accordance with the individual residents contract, and if it is probable that the Company will receive the consideration due under the contract.

 

Oakland Primecare Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Going concern

Notwithstanding net current liabilities of £14,422,000 (2022 as restated - £12,489,000) as at 31 December 2023 and a loss for the year then ended of £1,600,000 (2022 as restated - £2,127,000), the financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons.

The Company is part of the Gibson Topco Limited group (the “Group”). The Company is an operator of care homes. As at 31 December 2023, the entity operated five care homes.

The Group have multiyear cash flow forecasts including a downside scenario reflecting a possible disruption to operations as result of the Coronavirus pandemic. Under all scenarios considered, the Group would be able to operate within its borrowing facilities. The plan shows that the company and the Group are a going concern when considering the trading of the Group and continuation of the Group financing facility.

The Directors are confident having secured the businesses ongoing financing facility that the Going Concern status of the Group will remain strong for the foreseeable future.

Government grants

Government grants are recognised based on the accrual model and are measured at the fair value of the asset received or receivable. Grants are classified as relating either to revenue or to assets. Grants relating to revenue are recognised in income over the period in which the related costs are recognised. Grants relating to assets are recognised over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income.

Tax

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

The current 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 operates and generates taxable income.

Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the company. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible assets

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

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

Depreciation

Depreciation is charged so as to write off the cost of assets, over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Leasehold improvements

Over the term of the lease

Fixtures and fittings

20% straight line

Computer equipment

20% straight line

Plant and machinery

20% straight line

Cash and cash equivalents

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

 

Oakland Primecare Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Trade debtors

Trade debtors are amounts due from customers for services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtors.

Stocks

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

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.

Leases

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

Share capital

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

Defined contribution pension obligation

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

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

Financial instruments

Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.

 Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

 

Oakland Primecare Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

Financial instruments (continued)

Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.

For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

Prior period errors

The directors have identified that an element of prior period staff costs relating to care home employees were not included in the period to which they related. The effect of correcting the accruals for these staff costs is shown below.

 

Relating to the current period disclosed in these financial statements
£ 000

Relating to the prior period disclosed in these financial statements
£ 000

Relating to periods before the prior period disclosed in these financial statements
£ 000

Increase in cost of sales

113

361

354

Increase in accruals

828

715

354

Decrease in profit and loss reserve

(828)

(715)

(354)

    

 

3

Revenue

The analysis of the company's turnover for the year from continuing operations is as follows:

2023
£ 000

2022
£ 000

Rendering of services

26,810

18,141

Other revenue

560

371

27,370

18,512

 

Oakland Primecare Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

 

4

Operating profit

Arrived at after charging:

2023
 £ 000

2022
 £ 000

Depreciation expense

265

230

Operating lease expense - property

4,008

3,971

Operating lease expense - other

1

-

 

5

Exceptional items

2023
 £ 000

2022
 £ 000

Exceptional expenses/(income)

90

(48)

Exceptional items in the current year comprise a non-recurring electricity settlement.

Exceptional items in the prior year predominantly comprised pre-opening premises expenditure and non-recurring staff costs.

 

6

Other interest receivable and similar income

2023
£ 000

2022
£ 000

Interest income from group undertakings

128

161

 

7

Interest payable and similar expenses

2023
£ 000

2022
£ 000

Interest expense to group undertakings

773

272

 

8

Staff costs

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

2023
 £ 000

(As restated)
2022
 £ 000

Wages and salaries

14,533

9,437

Social security costs

1,292

823

Pension costs, defined contribution scheme

351

253

16,176

10,513

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

2023
 No.

2022
 No.

Carers

518

406

Administration and support

50

50

568

456

 

Oakland Primecare Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

 

9

Auditors' remuneration

Fees payable to the company's auditors for the auditing of the company's annual accounts are borne by a related undertaking.

 

10

Taxation

The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2022 - higher than the standard rate of corporation tax in the UK) of 23.5% (2022 - 19%).

The differences are reconciled below:

2023
£ 000

(As restated)

2022
£ 000

Loss before tax

(1,600)

(2,127)

Corporation tax at standard rate

(376)

(404)

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

147

(22)

Tax decrease from effect of capital allowances and depreciation

(25)

(61)

Tax increase from effect of unrelieved tax losses carried forward

8

-

Tax increase arising from group relief

246

487

Total tax charge/(credit)

-

-

A deferred tax asset of £532,000 (2022 - £1,279,000) has not been recognised as sufficient taxable profits are not expected in the foreseeable future.

 

11

Tangible assets

Leasehold improvements
£ 000

Plant and machinery
 £ 000

Fixtures and fittings
 £ 000

Computer equipment
 £ 000

Total
£ 000

Cost

At 1 January 2023

100

77

1,647

170

1,994

Additions

79

50

456

13

598

At 31 December 2023

179

127

2,103

183

2,592

Depreciation

At 1 January 2023

-

14

1,012

83

1,109

Charge for the year

-

21

218

26

265

At 31 December 2023

-

35

1,230

109

1,374

Carrying amount

At 31 December 2023

179

92

873

74

1,218

At 31 December 2022

100

63

635

87

885

 

Oakland Primecare Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

 

12

Debtors

2023
 £ 000

2022
 £ 000

Trade debtors

878

855

Amounts owed by group undertakings

3,060

14,837

Other debtors

821

250

Prepayments

216

131

 

4,975

16,073

Amounts owed by group undertakings bear interest at 5% (2022 - 1.0525%) and are repayable on demand.

 

13

Creditors

Note

2023
 £ 000

(As restated)
2022
 £ 000

Due within one year

 

Trade creditors

 

641

410

Amounts due to group undertakings

18

16,403

25,187

Social security and other taxes

 

555

321

Outstanding defined contribution pension costs

 

104

124

Other creditors

 

1,985

1,757

Accrued expenses

 

1,031

902

Deferred income

 

30

105

 

20,749

28,806

Amounts due to group undertakings bear interest at 5% (2022 - 1.0525%) and are repayable on demand.

 

14

Pension and other schemes

Defined contribution pension scheme

The company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the company to the scheme and amounted to £351,419 (2022 - £252,523).

Contributions totalling £103,782 (2022 - £123,777) were payable to the scheme at the end of the year and are included in creditors.

 

15

Share capital

Allotted, called up and fully paid shares

 

2023

2022

 

No.

£

No.

£

Ordinary shares of £1 each

1

1

1

1

         
 

Oakland Primecare Limited

Notes to the Financial Statements for the Year Ended 31 December 2023

 

16

Obligations under leases and hire purchase contracts

Operating leases

The total of future minimum lease payments is as follows:

2023
£ 000

2022
£ 000

Not later than one year

3,925

3,914

Later than one year and not later than five years

15,656

15,656

Later than five years

25,862

29,798

45,443

49,368

 

17

Contingent liabilities

There is a fixed and floating charge over all of the company's assets by way of a group guarantee for a loan facility in Oakland Propco A Limited, a subsidiary undertaking. The balance of the loan drawn down at 31 December 2023 was £61,766,000 (2022 - £53,407,000).

 

18

Related party transactions

Summary of transactions with key management

Key management personnel are considered to be the directors of the company and key management personnel compensation has been borne by a fellow group undertaking.

The company is exempt from disclosing transactions with other members within the group headed by Gibson Topco Limited on the grounds that consolidated financial statements, which indicate the company are publicly available.

 

19

Parent and ultimate parent undertaking

The company's immediate parent is Oakland Propco A Limited, incorporated in England and Wales.

 The ultimate parent is Gibson Topco Limited, incorporated in England and Wales.

 The ultimate controlling party is Synova Capital GP III LP, which is considered to have no single controlling party

Gibson Topco Limited is the parent undertaking of the largest and smallest group of undertakings to consolidate these financial statements at 31 December 2023. A copy of the consolidated financial statements can be obtained from Companies House.