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Registered number: 11759072









THERME NORTH LTD









FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 DECEMBER 2023

 
THERME NORTH LTD
REGISTERED NUMBER: 11759072

BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 4 
4,554
9,338,488

  
4,554
9,338,488

Current assets
  

Stocks
  
17,016,270
-

Debtors: amounts falling due within one year
 5 
411,383
394,836

Cash at bank and in hand
 6 
357,903
77,004

  
17,785,556
471,840

Creditors: amounts falling due within one year
 7 
(2,754,060)
(2,594,972)

Net current assets/(liabilities)
  
 
 
15,031,496
 
 
(2,123,132)

Total assets less current liabilities
  
15,036,050
7,215,356

Creditors: amounts falling due after more than one year
 8 
(15,240,846)
(7,362,996)

  

Net liabilities
  
(204,796)
(147,640)


Capital and reserves
  

Called up share capital 
  
100
100

Profit and loss account
  
(204,896)
(147,740)

  
(204,796)
(147,640)


The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 25 September 2024.


T A Ion
Director

The notes on pages 3 to 9 form part of these financial statements.
Page 1

 
THERME NORTH LTD
REGISTERED NUMBER: 11759072
    
BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023


Page 2

 
THERME NORTH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Therme North Limited (the Company) is a company incorporated in the United Kingdom under the Companies Act.
The Company is a private Company limited by shares and is registered in England and Wales. The address of the Company's registered office is 15 Little Green, Richmond, Surrey, England, TW9 1QH.

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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

 
2.2

Going concern

We have continued to prepare the accounts on a going concern basis and deem this appropriate. We do not consider that a material uncertainty about our going concern status currently exists. In making this assessment we have considered the likely conditions and sources of support for a period of twelve months from the date of our approval of these accounts.

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

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 Statement of income and retained earnings within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

Page 3

 
THERME NORTH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.4

Revenue

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, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.5

Operating leases: the Company as lessee

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

  
2.6

Borrowing costs

General and specific borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

Page 4

 
THERME NORTH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.7

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.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, as explained below.

Depreciation is provided on the following basis:

Property under development
-
The property was incomplete and not in use, hence no depreciation has been provided for.
Fixtures and fittings
-
25%
Straight line
Computer equipment
-
33%
Straight line

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.

 
2.8

WIP

Work in progress includes labour, capitalised loan interest and attributable overheads.



 
2.9

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.

 
2.10

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.


3.


Employees

The average monthly number of employees, including directors, during the year was 3 (2022 - 4).

Page 5

 
THERME NORTH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

4.


Tangible fixed assets





Property under development
Fixtures and fittings
Computer equipment
Total

£
£
£
£



Cost or valuation


At 1 January 2023
9,333,938
6,546
1,508
9,341,992


Additions
7,682,332
-
2,954
7,685,286


Reclassified to held for sale
(17,016,270)
-
-
(17,016,270)



At 31 December 2023

-
6,546
4,462
11,008



Depreciation


At 1 January 2023
-
3,001
503
3,504


Charge for the year on owned assets
-
1,637
1,313
2,950



At 31 December 2023

-
4,638
1,816
6,454



Net book value



At 31 December 2023
-
1,908
2,646
4,554



At 31 December 2022
9,333,938
3,546
1,006
9,338,490

Property under development includes pre-construction costs for a wellbeing resort in Manchester known as 'Therme Manchester'. The amount above includes a total of £Nil (2021 - £422,191) of accumulated capitalised borrowing costs. As per the arrangements made in 2023 (as detailed in note 10,) the Company is expecting to recover these costs from an affiliate company. Therefore, these costs have been de-capitalised and shown as work in progress to be invoiced in a future period.

Page 6

 
THERME NORTH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Debtors

2023
2022
£
£


Amounts owed by group undertakings
90,369
320,259

Other debtors
321,014
42,120

Prepayments and accrued income
-
32,457

411,383
394,836



6.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
357,903
77,004



7.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
532,988
43,350

Amounts owed to group undertakings
1,670,445
2,478,877

Accruals and deferred income
550,627
72,745

2,754,060
2,594,972



8.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Amounts owed to group undertakings
15,240,846
7,362,996


Page 7

 
THERME NORTH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Commitments under operating leases

At 31 December 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
£
£


Not later than 1 year
792
792

Later than 1 year and not later than 5 years
1,518
2,310

2,310
3,102

The Company previously entered into an Agreement for lease (‘AFL’) in relation to the proposed development of a wellbeing resort in Manchester. In 2023, the parties agreed to mutually terminate the AFL.

10.


Post balance sheet events

During the year, Therme MAPR Limited (formerly TG UKMP Limited), an affiliate of the Company,  entered into arrangements to develop Therme Manchester. The Company has agreed to support the affliate by undertaking certain development responsibilities. The Company expects that it will recover all development costs it incurred in relation will be remunerated for its role on an arms’ length basis.


11.


Related party transactions

During the year the Company was charged £1,162,137 (2022 - £409,999) for services provided by non-wholly owned group undertakings, of which £864,752 (2022 - £37,489) was outstanding at the balance sheet date and shown in creditors falling due within one year under amounts owed to group undertakings.
At the balance sheet date, the Company owed £15,468,786 (2022 - £7,448,757) in long term loans and interest to parent undertakings on which £857,253 (2022 - £199,413) of related interest and charges was  incurred during the year.
The Company has taken advantage of exemption, under the terms of section 33.1A of the Finanical
Reporting Standard 102, not to disclose transactions entered with other wholly-owned group undertakings.


12.


Controlling party

RHTG Holding GmbH is the ultimate parent company. Its registered office is Wienerbergstraße 51 / 4. OG, A-1120 Wien, Austria. 
A-HEAT Allied Heat Exchange Technology AG is the current parent company undertaking of the smallest group within which this company belongs. Group accounts can be obtained from its registered office at Wienerbergstraße 51 / 4. OG, A-1120 Wien, Austria.
The immediate parent company is Therme Group Holdings (UK) Limited. Its registered office is 15 Little Green, Richmond, Surrey TW9 1QH, UK.

Page 8

 
THERME NORTH LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

13.


Auditors' information

The auditors' report on the financial statements for the year ended 31 December 2023 was unqualified.

The audit report was signed on 26 September 2024 by Richard Rhodes (Senior statutory auditor) on behalf of Feltons Chartered Accountants.

 
Page 9