Willowbrook Investments Limited (Consolidation)
Annual Report and Financial Statements
For the year ended 31 December 2023
Company Registration No. 09338744 (England and Wales)
Willowbrook Investments Limited (Consolidation)
Company Information
Directors
G J F Worrell
N Ormond
Company number
09338744
Registered office
2nd Floor Corinthian House
279 Tottenham Court Road
London
England
W1T 7RJ
Auditor
Moore Kingston Smith LLP
Charlotte Building
17 Gresse Street
London
W1T 1QL
Business address
2nd Floor, Corinthian House
79 Tottenham Court Road
London
United Kingdom
W1T 7RJ
Willowbrook Investments Limited (Consolidation)
Contents
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 8
Group profit and loss account
9
Group statement of comprehensive income
10
Group balance sheet
11
Company balance sheet
12
Group statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 28
Willowbrook Investments Limited (Consolidation)
Strategic Report
For the year ended 31 December 2023
Page 1
The directors present the strategic report for the year ended 31 December 2023.
Business review and future developments
The group derives its income from marketing cinema screen advertisements to media and creative agencies and their clients. The directors have considered the results for the year and the financial position as at 31 December 2023. Following continued profitability in 2019, during 2020 and into late May 2021 the business suffered along with the rest of the world from the Covid-19 pandemic. During the rest of 2021 the business continued to recover as cinemas and advertising revenue streams opened up and in 2022 the directors restored the business to its pre Covid-19 levels. The success of 2022 continued into 2023 which saw record breaking audiences in the UK with the overwhelming popularity and the commercial success of films such as Barbie, Oppenheimer and Wonka, which have also been hugely popular with Advertising Agencies and the Brands they represent. This success has continued to build in 2024 with films such as Dune 2 proving to be highly successful attracting large amounts of advertising revenue as well as high audience attendances. The cinema and advertising markets believe the success of Barbie and Oppenheimer in 2023 will be repeated in Autumn 2024 with the film distributors heavily marketing films such as Wicked and Gladiator 2 in the same way. Indeed the promotion of Wicked started in Spring 2024 and is looking to be every bit as successful commercially with advertising as Barbie was.
In 2024 the directors have continued to grow and develop the business by helping educate the market place by running workshops at the advertising agencies to demonstate to the ad buyers the power of cinema for their target audiences. These sessions are backed by independent third party research results demonstrating the power of cinema over other advertising mediums when it comes to focus, engagement and call to action for target demographics.
Finally the directors have actively engaged in developing alternate revenue streams, particulalry when buiding out partnership opportunities and resource has gone into not only scaling up existing offerings such as "pop up" and "roof top" cinema but also brokering partnerships between brands and the cinemas, such as movie, cocktail and choocolate pairings. In addition a completely new are of 'activation' has been developed. This means we now help brands use the power of cinema when launching advertising campaigns with activities such as red carpet events and being involved with wider marketing activities and not just the tradional on screen offering.
Principal risks and uncertainties
Going concern
The financial statements have been prepared on a going concern basis which assumes that the group will continue in operational existence for the foreseeable future.
In June 2019, the entire share capital of Willowbrook Investments Limited (“Willowbrook”), was acquired by Deanforbes Investment Limited (“Deanforbes”) as part of the wider group's restructuring and refinancing program. Deanforbes received a three year senior debt facility on 11 July 2019 from McLarty Capital Partners UK LLP and Westbrooke Alternative Asset Management UK Limited, the proceeds from which were then used to repay existing loans of the company and improve general working capital of the company's operations. This debt facility initially fell due for renewal in July 2022 and, due to the impact of Covid, was extended and potentially for a further two years. The debt facility will be refinanced in full in early October 2024 via Beachpoint Capital.
The group's ability to meet its obligations in the medium term is dependent on the refinancing or extension of the senior term facility.
Willowbrook Investments Limited (Consolidation)
Strategic Report (Continued)
For the year ended 31 December 2023
Page 2
Through extremely careful financial management we have been able to manage cashflows through and out of covid times as the market returned to normality. We had an understanding from our primary lender at Deanforbes that there will be further working capital funds made available should they be required, but this was not necessary as trading receipts are back to normal levels of activity as advertisers lay down significant levels of business fuelled by a very strong slate of upcoming films. There was only one film that was scheduled for 2023 and moved out of the year that had an impact on income. This was Dune 2 and the advertising money laid down with it moved to 2024 as well. The move was in the Autumm of 2023 and was due to the impact of film talent not being able to promote their upcoming movies due to the SAG-AFTRA strike in the US. However, the market soon returned to normal and costs were managed to negate the impact so EBITDA expectations were still met. This cost management, taken together with undertakings given by the big distributors such as Disney and Warner Brothers to now not stream new releases until an exclusive window in cinemas has expired means we have now seen receipts returning to self-sufficient levels, with the position having reverted back to “normal”.
Reflecting on the above the board, with the support of all of our key stakeholders, believe the group to be a going concern for at least twelve months from the date of this report. Therefore, these financial statements have been prepared on a going concern basis.
The financial statements do not include any adjustments that would result if the group were unable to continue as a going concern.
Summary of key performance indicators
The largest impact on the group's performance is the economy and its effect upon the advertising market generally. However, subject to that, the directors' focus on ensuring that the company, as a minimum, achieves its appropriate share of revenue within the cinema advertising market by reviewing externally produced data. Although the available data can only be used for guidance purposes the indications are that this was achieved during 2023. Now that normality has been restored post the Covid-19 pandemic and cinema admission are heading in the right direction to return to pre pandemic levels, the company will continue its focus on the development of new revenue streams. The remaining KPI concerns the number of screens within our direct franchise which decreased from 1,143 to 1,039 screens during the year ended 31 December 2023. In the year The Light moved from P&D and Curzon joined. In addition, some sites from the Empire closure went to other circuits with P&D but a handful of sites closed meaning there was a net drop in screens at P&D.
G J F Worrell
Director
30 September 2024
Willowbrook Investments Limited (Consolidation)
Directors' Report
For the year ended 31 December 2023
Page 3
The directors present their annual report and financial statements for the year ended 31 December 2023.
Principal activities
The principal activity of the group continued to be that of providing cinema advertising. The company is a holding entity which does not trade itself.
Results and dividends
No ordinary dividends were paid. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
G J F Worrell
N Ormond
Auditor
Moore Kingston Smith LLP were re-appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.
On behalf of the board
G J F Worrell
Director
30 September 2024
Willowbrook Investments Limited (Consolidation)
Directors' Responsibilities Statement
For the year ended 31 December 2023
Page 4
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
select suitable accounting policies and 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 ;
prepare the on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Willowbrook Investments Limited (Consolidation)
Independent Auditor's Report
To the Members of Willowbrook Investments Limited (Consolidation)
Page 5
Opinion
We have audited the financial statements of Willowbrook Investments Limited (the 'parent company') and its subsidiary (the 'group') for the year ended 31 December 2023 which comprise the Group Profit and Loss Account, the Group Balance Sheet, the Company Balance Sheet, the Group Statement of Changes in Equity, and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the group's and the parent company's affairs as at 31 December 2023 and of the group's loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
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's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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.
Material uncertainty in relation to going concern
We draw attention to note 1.3 to these financial statements which indicates the existence of a material uncertainty in relation to the ability of the group and the company to continue as a going concern.
Although the group and the company have traded profitably post year end, and forecast sufficient liquidity to meet obligations as they fall due, the group and the company have net liabilities and are dependent on the support of the wider group.
The group and the company have received confirmation of support from the parent company Deanforbes Investments Limited and are seeking to refinance their existing loan facility within 12 months of signing the financial statements. The directors are confident this finance will be forthcoming, however, this indicates a material uncertainty in relation to the ability of the group and the company to continue as a going concern.
These conditions indicate the existence of a material uncertainty which may cast significant doubt on the group and company's ability to continue as a going concern. These financial statements do not include any adjustments that would result if the group and the company were unable to continue as a going concern.
Our opinion is not modified in respect of this matter.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Willowbrook Investments Limited (Consolidation)
Independent Auditor's Report (Continued)
To the Members of Willowbrook Investments Limited (Consolidation)
Page 6
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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.
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.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the 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 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 their environment obtained in the course of the audit, we have not identified material misstatements in the 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.
Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement, 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 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 parent company or to cease operations, or have no realistic alternative but to do so.
Willowbrook Investments Limited (Consolidation)
Independent Auditor's Report (Continued)
To the Members of Willowbrook Investments Limited (Consolidation)
Page 7
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.
As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group's or the parent company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the group or the parent company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Willowbrook Investments Limited (Consolidation)
Independent Auditor's Report (Continued)
To the Members of Willowbrook Investments Limited (Consolidation)
Page 8
Explanation as to what extent the audit was considered 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.
The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.
Our approach was as follows:
We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, and UK taxation legislation.
We obtained an understanding of how the company complies with these requirements by discussions with management and those charged with governance.
We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.
We inquired of management and those charged with governance as to any known instances of noncompliance or suspected non-compliance with laws and regulations.
Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
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 for no purpose other than to draw to the attention of the company’s members those matters we are required to include in an auditor's report addressed to them. To the fullest extent permitted by law, we do not accept or assume responsibility to any party 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.
Joanna Cosgrove (Senior Statutory Auditor)
for and on behalf of Moore Kingston Smith LLP
30 September 2024
Chartered Accountants
Statutory Auditor
Charlotte Building
17 Gresse Street
London
W1T 1QL
Willowbrook Investments Limited (Consolidation)
Group Profit and Loss Account
For the year ended 31 December 2023
Page 9
2023
2022
Notes
£
£
Turnover
3
19,353,360
20,779,606
Cost of sales
(12,019,627)
(13,331,148)
Gross profit
7,333,733
7,448,458
Administrative expenses
(6,485,654)
(6,001,381)
Other operating income
869,400
500,673
Operating profit
4
1,717,479
1,947,750
Interest receivable and similar income
8
136,141
330,076
Interest payable and similar expenses
9
(703,567)
(634,737)
Amounts written off investments
(2,869,818)
-
(Loss)/profit before taxation
(1,719,765)
1,643,089
Tax on (loss)/profit
10
(328,914)
(310,886)
(Loss)/profit for the financial year
(2,048,679)
1,332,203
(Loss)/profit for the financial year is all attributable to the owners of the parent company.
Willowbrook Investments Limited (Consolidation)
Group Statement of Comprehensive Income
For the year ended 31 December 2023
Page 10
2023
2022
£
£
(Loss)/profit for the year
(2,048,679)
1,332,203
Total comprehensive income for the year
(2,048,679)
1,332,203
Total comprehensive income for the year is all attributable to the owners of the parent company.
Willowbrook Investments Limited (Consolidation)
Group Balance Sheet
As at 31 December 2023
Page 11
2023
2022
Notes
£
£
£
£
Fixed assets
Intangible assets
11
51,855
31,653
Tangible assets
12
69,084
83,795
120,939
115,448
Current assets
Debtors
15
6,696,424
9,200,844
Cash at bank and in hand
691,424
1,134,523
7,387,848
10,335,367
Creditors: amounts falling due within one year
16
(16,417,389)
(17,310,366)
Net current liabilities
(9,029,541)
(6,974,999)
Total assets less current liabilities
(8,908,602)
(6,859,551)
Creditors: amounts falling due after more than one year
17
(23,224)
(34,121)
Provisions for liabilities
Deferred tax liability
19
(22,536)
(12,011)
(22,536)
(12,011)
Net liabilities
(8,954,362)
(6,905,683)
Capital and reserves
Called up share capital
21
3
3
Other reserves
573,400
573,400
Profit and loss reserves
(9,527,765)
(7,479,086)
Total equity
(8,954,362)
(6,905,683)
The financial statements were approved by the board of directors and authorised for issue on 30 September 2024 and are signed on its behalf by:
30 September 2024
G J F Worrell
Director
Willowbrook Investments Limited (Consolidation)
Company Balance Sheet
As at 31 December 2023
31 December 2023
Page 12
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
13
5,121,000
5,121,000
Current assets
-
-
Creditors: amounts falling due within one year
16
(5,983,676)
(5,922,584)
Net current liabilities
(5,983,676)
(5,922,584)
Net liabilities
(862,676)
(801,584)
Capital and reserves
Called up share capital
21
3
3
Profit and loss reserves
(862,679)
(801,587)
Total equity
(862,676)
(801,584)
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £61,092 (2022 - £266,445 profit).
The financial statements were approved by the board of directors and authorised for issue on 30 September 2024 and are signed on its behalf by:
30 September 2024
G J F Worrell
Director
Company Registration No. 09338744
Willowbrook Investments Limited (Consolidation)
Group Statement of Changes in Equity
For the year ended 31 December 2023
Page 13
Share capital
Profit and loss reserves
Total
£
£
£
£
Balance at 1 January 2022
3
573,400
(8,811,289)
(8,237,886)
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
-
1,332,203
1,332,203
Balance at 31 December 2022
3
573,400
(7,479,086)
(6,905,683)
Year ended 31 December 2023:
Loss and total comprehensive income for the year
-
-
(2,048,679)
(2,048,679)
Balance at 31 December 2023
3
573,400
(9,527,765)
(8,954,362)
Willowbrook Investments Limited (Consolidation)
Group Statement of Cash Flows
For the year ended 31 December 2023
Page 14
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
25
3,524,372
(1,829,763)
Income taxes paid
(437,152)
(13,807)
Net cash inflow/(outflow) from operating activities
3,087,220
(1,843,570)
Investing activities
Purchase of intangible assets
(51,608)
-
Purchase of tangible fixed assets
(30,815)
(18,581)
Intercompany loan write-offs
(2,869,818)
(57,322)
Interest received
136,141
330,076
Net cash (used in)/generated from investing activities
(2,816,100)
254,173
Financing activities
Repayment of bank loans
(10,652)
(6,213)
Interest paid
(703,567)
(634,737)
Net cash used in financing activities
(714,219)
(640,950)
Net decrease in cash and cash equivalents
(443,099)
(2,230,347)
Cash and cash equivalents at beginning of year
1,134,523
3,364,870
Cash and cash equivalents at end of year
691,424
1,134,523
Willowbrook Investments Limited (Consolidation)
Notes to the Financial Statements
For the year ended 31 December 2023
Page 15
1
Accounting policies
Company information
Willowbrook Investments Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 2nd Floor Corinthian House, 279 Tottenham Court Road, London, England, W1T 7RJ.
The group consists of Willowbrook Investments Limited and its subsidiary.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Willowbrook Investments Limited together with all entities controlled by the parent company (its subsidiaries).
All financial statements are made up to 31 December 2023.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
1.3
Going concern
The subsidiary company, Pearl & Dean Cinemas Limited, traded profitably in 2023 prior to exceptional costs and have continued to generate profits and cash in 2024 and have a positive cash position. The performance in 2024 has been boosted by the success of Dune 2, with Wicked and Gladiator 2 also expected to perform well, followed by a strong pipeline of other cinema releases in the next 12 months. This together with the company's new and additional revenue streams form brokering partnership opportunities between brands and cinemas should further boost trading results in 2024 and 2025.
Whilst the group has net current liabilities of £9,029,541 (2022: £6,974,999), £5,995,017 (2022: £5,912,392) are liabilities due to the parent company. The Group and the company have received confirmation that financial support will continue to be provided by the parent company. However, the parent company, DeanForbes Investments will be seeking to refinance their existing external loan facility within the next 12 months of signing the financial statements, which indicates a material uncertainty in relation to the ability of the group to provide the financial support required.
Willowbrook Investments Limited (Consolidation)
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
1
Accounting policies
(Continued)
Page 16
1.4
Turnover
Turnover represents the gross value of cinema advertising contracts, net of trade discounts/rebates and less any sales taxes. Turnover is measured at the fair value of the consideration received or receivable and is recognised evenly over the duration of the contracts, commencing on the date that the advertising campaign is first played. Revenue received in advance is recognised as it is earned on a time apportioned basis. Cinema advertising contracts in the UK is considered to be the only business segment, therefore no separate segmental analysis has been presented.
1.5
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 4 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.6
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Software
20% straight line
1.7
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Fixtures and fittings
20-25% straight line
Computers
20-25% straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
Willowbrook Investments Limited (Consolidation)
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
1
Accounting policies
(Continued)
Page 17
1.8
Fixed asset investments
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.9
Impairment of fixed assets
Where a reasonable and consistent basis of allocation can be identified, assets are allocated to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.
1.10
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.11
Financial instruments
The group only has basic financial instruments measured at amortised cost, with no financial instruments classified as other or basic instruments measured at fair value.
1.12
Equity instruments
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
1.13
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Willowbrook Investments Limited (Consolidation)
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
1
Accounting policies
(Continued)
Page 18
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.14
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.15
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.16
Leases
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
1.17
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
Willowbrook Investments Limited (Consolidation)
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 19
2
Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical judgements
The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
Revenue recognision
Significant management judgement is required in determining the point at which revenue should be recognised. Revenue is recognised evenly over the duration of the contracts, commencing on the date that the advertising campaign is first played. In arriving at this point of recognition, management have considered the liabilities and amounts that would be due if at different points of the contract, the project were to be pulled.
Impairment of receivables
The company makes an estimate of the recoverable value of trade and other debtors and amounts due from related parties. Provisions are made specifically against receivables where there is evidence of a dispute or inability to pay. In making this assessment, management consider a number of factors including the ageing profile, historical and future cash flows.
3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by class of business
Cinema advertising income
19,353,360
20,779,606
2023
2022
£
£
Turnover analysed by geographical market
UK
19,353,360
20,779,606
2023
2022
£
£
Other significant revenue
Interest income
136,141
330,076
Willowbrook Investments Limited (Consolidation)
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 20
4
Operating profit
2023
2022
£
£
Group operating profit for the year is stated after charging:
Exchange losses
54,418
224,076
Depreciation of owned tangible fixed assets
45,526
41,125
Fees payable to the company's auditor for the audit of the company's financial statements
60,000
70,000
Fees payable to the company's auditor for all other services
26,333
5,549
Amortisation of intangible assets
31,405
18,995
Operating lease charges
322,529
342,915
5
Auditor's remuneration
2023
2022
Fees payable to the group's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
10,200
10,000
Audit of the financial statements of the company's subsidiaries
49,800
60,000
60,000
70,000
For other services
All other non-audit services
10,000
16,333
10,000
16,333
6
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
Sales
35
24
-
-
Other
20
17
2
2
Total
55
41
2
2
Willowbrook Investments Limited (Consolidation)
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
6
Employees
(Continued)
Page 21
Their aggregate remuneration comprised:
Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
3,108,752
2,895,747
Social security costs
357,460
350,991
-
-
Pension costs
198,058
185,297
3,664,270
3,432,035
7
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
510,126
628,594
Company pension contributions to defined contribution schemes
44,481
7,038
554,607
635,632
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
229,126
121,500
Company pension contributions to defined contribution schemes
16,731
3,519
8
Group interest receivable and similar income
2023
2022
£
£
Interest income
Interest receivable from group companies
136,141
330,076
Willowbrook Investments Limited (Consolidation)
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 22
9
Group interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest payable to group undertakings
691,176
Other interest on financial liabilities
-
634,737
691,176
634,737
Other finance costs:
Other interest
12,391
-
Total finance costs
703,567
634,737
10
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
318,389
325,544
Deferred tax
Origination and reversal of timing differences
10,525
(14,658)
Total tax charge
328,914
310,886
The actual charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:
2023
2022
£
£
(Loss)/profit before taxation
(1,719,765)
1,643,089
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2022: 19.00%)
(429,941)
312,187
Tax effect of expenses that are not deductible in determining taxable profit
783,676
(60,897)
Permanent capital allowances in excess of depreciation
13,236
1,626
Movements in deferred tax not recognised
(27,532)
Provision adjustment
-
(804)
Deferred tax
(10,525)
(14,658)
NTLR adjustments
-
73,432
Taxation charge
328,914
310,886
Willowbrook Investments Limited (Consolidation)
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 23
11
Intangible fixed assets
Group
Goodwill
Software
Total
£
£
£
Cost
At 1 January 2023
6,835,000
148,471
6,835,000
Additions - internally developed
51,608
51,608
At 31 December 2023
6,835,000
200,079
7,035,079
Amortisation and impairment
At 1 January 2023
6,835,000
116,819
6,835,000
Amortisation charged for the year
31,405
31,405
At 31 December 2023
6,835,000
148,224
6,983,224
Carrying amount
At 31 December 2023
51,855
51,855
At 31 December 2022
31,653
31,653
The company does not hold any intangible fixed assets (2022 - nil).
12
Tangible fixed assets
Group
Fixtures and fittings
Computers
Total
£
£
£
Cost
At 1 January 2023
461,776
392,927
854,703
Additions
7,534
23,281
30,815
At 31 December 2023
469,310
416,208
885,518
Depreciation and impairment
At 1 January 2023
426,695
344,213
770,908
Depreciation charged in the year
18,826
26,700
45,526
At 31 December 2023
445,521
370,913
816,434
Carrying amount
At 31 December 2023
23,789
45,295
69,084
At 31 December 2022
35,081
48,714
83,795
The company had no tangible fixed assets at 31 December 2023 or 31 December 2022.
Willowbrook Investments Limited (Consolidation)
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 24
13
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
14
5,121,000
5,121,000
14
Subsidiaries
Details of the company's subsidiaries at 31 December 2023 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Pearl & Dean Cinemas Limited
United Kingdom
Ordinary
100
15
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
5,536,162
5,636,469
Amounts owed by group undertakings
269,121
1,973,317
-
-
Other debtors
184,072
123,270
Prepayments and accrued income
707,069
1,467,788
6,696,424
9,200,844
-
-
16
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans
18
9,911
9,666
Trade creditors
7,402,503
6,185,630
Amounts owed to group undertakings
6,314,528
6,275,799
5,953,676
5,902,584
Corporation tax payable
672,964
791,728
Other taxation and social security
398,198
833,917
-
-
Other creditors
28,843
274,092
Accruals and deferred income
1,590,442
2,939,534
30,000
20,000
16,417,389
17,310,366
5,983,676
5,922,584
The intercompany balances remaining within the consolidated financial statements relate to overseas companies outside the group which is being consolidated for the purpose of these financial statements.
Willowbrook Investments Limited (Consolidation)
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 25
17
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
18
23,224
34,121
In May 2021 the group secured a bounce back loan with the bank as a result of COVID-19. The loan will be repaid off over 6 years with monthly repayments after the first 12 months. Interest is charged at 2.5% fixed rate and monthly repayments are £887.
MCP Opportunities UK Limited has secured monies due to them by way of a fixed and floating charge over the company and its assets.
18
Loans and overdrafts
Group
Company
2023
2022
2023
2022
£
£
£
£
Bank loans
33,135
43,787
Payable within one year
9,911
9,666
Payable after one year
23,224
34,121
19
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Liabilities
Liabilities
2023
2022
Group
£
£
Accelerated capital allowances
22,536
12,011
The company has no deferred tax assets or liabilities.
Group
Company
2023
2023
Movements in the year:
£
£
Liability at 1 January 2023
12,011
-
Charge to profit or loss
10,525
-
Liability at 31 December 2023
22,536
-
Willowbrook Investments Limited (Consolidation)
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 26
20
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
198,058
185,297
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
21
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
ordinary shares of £1 each
3
3
3
3
On 3 December 2014, 4 ordinary shares were issued for a cash consideration of £3. All shares have full rights in the company with respect to voting, dividends and distributions.
22
Operating lease commitments
Lessee
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2023
2022
2023
2022
£
£
£
£
Within one year
222,928
268,714
-
-
Between two and five years
1,813
200,779
-
-
224,741
469,493
-
-
The company does not hold any operating leases.
Willowbrook Investments Limited (Consolidation)
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 27
23
Related party transactions
The group has taken advantage of the exemption available in FRS 102 Paragraph 33.1A whereby it has not disclosed transactions with any wholly owned group undertaking.
As at year end there are amounts due of £6,170 (2022: £nil) from Adtower Limited. Adtower Limited is a related party by being under the common control of the ultimate parent Step Investments Limited.
As at year end there are amounts outstanding of £3,000 (2022: £nil) due to The Advertising Association. The Advertising Association is a related party by common control of a director.
During the year the company was invoiced £1,050 (2022: £nil) by Cinema Advertising Association. As at year end there are amounts outstanding of £23,840 (2022: £nil) due to Cinema Advertising Association in respect of these transactions and prior year transactions. Cinema Advertising Association is a related party by common control of a director.
During the year the company was invoiced £625,069 (2022: £nil) by Empire Cinema Limited. As at year end there are amounts outstanding of £1,141 (2022: £nil) due to Empire Cinema Limited in respect of these transactions and prior year transactions. Empire Cinema Limited is a related party by common control of a director.
During the year the company was invoiced £nil (2022: £42,095) by Step Investments Limited. As at year end there are amounts outstanding of £nil (2022: £59,809) due to Step Investments Limited in respect of these transactions and prior year transactions. Step Investments Limited is a related party by being the ultimate parent of the group.
During the year the company was invoiced £nil (2022: £46,650) by Craven Capital Group Limited. As at the year end there are amounts outstanding of £nil (2022: £nil) due to the related company in respect of these transactions. Craven Capital Group Limited is a related party by common control of a director.
24
Controlling party
The directors consider that the immediate controlling party is Deanforbes Investments Limited, a company incorporated in Ireland, which is owned by Step Investments Limited. The ultimate controlling party is Cara Trustee of the Oxford Trust, which owns Step Investments Limited.
The smallest and largest group to consolidate these financial statements is Deanforbes Investments Limited, copies of these financial statements can be obtained from the Company Secretary at Brophy Gillespie, St Gall Gardens South, Miltown, Dublin 14, D14 Y882.
Willowbrook Investments Limited (Consolidation)
Notes to the Financial Statements (Continued)
For the year ended 31 December 2023
Page 28
25
Cash generated from/(absorbed by) group operations
2023
2022
£
£
(Loss)/profit for the year after tax
(2,048,679)
1,332,202
Adjustments for:
Taxation charged
318,388
325,544
Finance costs
703,567
634,737
Investment income
(136,141)
(330,076)
Amortisation and impairment of intangible assets
31,405
18,995
Depreciation and impairment of tangible fixed assets
45,526
45,875
Loss on intercompany write off
2,869,818
57,323
Increase in deferred income
10,525
-
Movements in working capital:
Decrease/(increase) in debtors
2,504,420
(3,123,760)
Decrease in creditors
(774,457)
(790,603)
Cash generated from/(absorbed by) operations
3,524,372
(1,829,763)
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