Company registration number 05686460 (England and Wales)
ME AND EM LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
ME AND EM LIMITED
COMPANY INFORMATION
Directors
Clare Hornby
Jonathan Hornby
Robert Clarkson
Philip Mickler
Samuel Brooks
Helena Prokhorenko Richardson
Maurice Helfgott
Company number
05686460
Registered office
Third Floor Westworks White City Place
Wood Lane
London
W12 7FQ
Auditor
HW Fisher LLP
Acre House
11-15 William Road
London
NW1 3ER
United Kingdom
ME AND EM LIMITED
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5 - 7
Directors' responsibilities statement
8
Independent auditor's report
9 - 11
Group profit and loss account
12
Group statement of comprehensive income
13
Group balance sheet
14
Company balance sheet
15
Group statement of changes in equity
16
Company statement of changes in equity
17
Group statement of cash flows
18
Notes to the financial statements
19 - 36
ME AND EM LIMITED
STRATEGIC REPORT
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 1 -

The Directors present the Strategic Report for the period ended 28 January 2024.

 

Fair review of the business

 

Looking back at the year, Me and Em Limited and its subsidiaries ('The Group') experienced strong trade amidst an uncertain market with subdued consumer spending in a period of difficult trading conditions for Retail. The positive performance of the Group can be attributed to a combination of focus on key strategic decisions as well as continued market expansion, with the customer remaining at the heart of all decision making. To address the challenges faced, the Group has adapted to the changing market conditions and has gained a deeper understanding of the evolving expectations of their target audience.

 

The Group saw a significant increase in sales and customer engagement, with new customer acquisition +22% YoY driven by a continued significant investment in marketing spend, in particular digital marketing. Growth was strong globally but most pronounced in the US where we grew by 106% to £29.4m, making up 25% in our sales mix.

 

The year saw the successful launch of 2 new stores in Battersea and Edinburgh (our first out of London Store presence in the UK) as well as the successful relocation of our Notting Hill store.

 

Our product categories outperformed last year, with Dresses being a key driver of sales, supported by choice across shape and end use. The continued expansion of Footwear and an expanded Accessories collection has proved to be a success in the year.

 

Total Group Revenue in the period increased by 46% to £119.5m (2023: £82.0m). There has been continued success in overseas territories with revenue up 81% YoY.

 

The Group’s gross profit margin landed at 55% (2023: 58%) with gross profit for the period of £65.9m (2023: £47.5m).

 

The Group made £21.1m EBITDA profit (2023: £16.1m). EBITDA margin 18% (2023: 20%), excluding exceptional costs.

 

The Group made an Operating Profit (pre taxation) of £16.2m (2023: £11.2m profit).

ME AND EM LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 2 -
Principal risks and uncertainties

Consumer Risk

From late 2021, the United Kingdom has experienced the ‘cost of living crisis’ which refers to the fall in ‘real’ disposable incomes (that is, adjusted for inflation and after taxes and benefits). With the prices for many essential goods increasing faster than household incomes, it has resulted in a fall in consumer spend on non- essential goods. However, the Group has an element of protection from this uncertainty, as a result of its global reach, international sales mix, and the continued loyalty of the existing customer base.

 

Cash Flow Risk

Management foresees no cash flow risk given the Groups robust cash and financial position.

 

Currency

The Group is exposed to foreign currency exchange movements, in particular USD and EUR. They continue to take all the reasonable steps to protect its currency position through hedging strategies, including placing forward contracts. This is predominantly for EUR, as the USD is naturally hedged through US customer revenue.

 

Credit Risk

The Group’s credit risk primarily relates to trade debtors, however there is a well-defined collection process with the appointed payment provider to ensure all customer balances are received in line with the terms agreed. The Group’s concession partners are reviewed carefully, and the appropriate due diligence is carried out before engaging with them to ensure financial stability.

 

Liquidity Risk

During the financial year, the Group has taken considerable measures to ensure sufficient liquidity through their robust cash flow forecasting, building cash reserves during peak trading periods and establish good relationship with their suppliers. The Group can plan and react quickly to seasonal sales fluctuations and through effective inventory management.

 

Price Risk

The Group considers the risks that could lead to fluctuations in costs and revenues, potentially impacting the profitability and sustainability of the business. To mitigate these risks, there has been a focus on diversifying its supplier base, closely monitoring market trends and maintain a flexible pricing strategy. The Group has a strong understanding of the market and a focus on costs control that adapts to the ever-changing landscape of the fashion industry.

 

Competitor Risk

The Group is a fast-growing premium brand with a loyal customer following and a distinct identity. The business is constantly ensuring that its collection represents quality and value and lives up to its fashion ethos. However, in the fashion industry, the Group will naturally be susceptible to competition. The Group works hard to manage this risk through highly experienced in-house design and buying teams, frequent introductions of new styles and tight stock purchase control.

Future Development

The Group will continue to drive new customer acquisition through various marketing strategies, without compromising our existing customer base. International expansion will remain a key focus, in particular the US, where in the current period, the business has signed three leases in relation to US retail space. Since period end the three US stores have launched successfully in the first half of FYE 2025. The UK store presence remains a focus and saw the launch of two additional UK stores, as well as one relocation, with the intention for further potential space expansion in the UK currently under review. Group infrastructure will be a driver to delivering the business’s key objectives, with the systems undergoing a comprehensive review to provide comfort that they can support the business’s growth.

ME AND EM LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 3 -
Key performance indicators

The business works closely together and with our supplier partners to ensure quality and relevant products are delivered.

The directors use a number of key performance indicators which they consider are effective in delivering the strategy. Sales growth is one of the vital KPIs, reflecting the Group’s ability to expand its customer base and generate revenue. Another key metric for the business is EBITDA.

 

In the period, turnover grew 46% to £119.5m.

 

In the period, EBITDA increased to £21.1m (18% EBITDA margin vs. 20% EBITDA margin in 2023).

 

The Group does also consider non-financial key performance indicators, such as new customer acquisitions, as mentioned in fair review of the business.

Section 172(1) statement

In accordance with Section 172 of the Companies Act 2006, The Groups' Board of Directors has taken into account the following matters in performing their duties and making decisions that promote the success of the company for the benefit members as a whole. In doing so, we have regard to the following factors:

 

1. Long-term consequences

 

Our decisions are founded on the principles of sustainability and long-term growth. We prioritise investments in our online platform to adapt to evolving customer needs and implement measures to reduce our carbon footprint, aligning with environmental sustainability goals. Additionally, we will strategically enhance our retail presence in the US, in line with our sustainability objectives.

 

2. Interests of employees

 

Our employees are our greatest asset. The Group provides an array of employee benefits which aim to support mental, physical, social, emotional and financial wellbeing. Employees are kept informed on key business matters and achievements through our quarterly Town Hall meetings and monthly internal newsletter.

 

3. Business relationships

 

We value our relationships with suppliers and customers. We have an established Supplier Code of Conduct that promotes responsible and ethical sourcing principles. As we focus on offering greater choice in existing categories and the launch of new categories such as swimwear, we have expanded our supply base to deliver this growth.

We have developed a trusted network of suppliers who have been able to deliver our brand strategy successfully.

 

With the support of our Directors, Management have been able to build stable, long-term relationships with our supplier base to ensure consistent quality and reliable service is provided. As a business we support transparency throughout our supply chain and we continue our membership to SEDEX, who are global leaders in social and environmental auditing. We partner with existing and new suppliers to obtain SEDEX membership and conduct independent audits. This is central to our due diligence processes and procedures.

 

The company continues to be a member of the Ethical Trading Initiative (ETI), an organisation dedicated to bringing long-term change and respect for workers worldwide. As members of the ETI, we have adopted its internationally recognised base code of labour standards as the foundation of our own code of conduct, specifically relating to protecting and promoting workers’ rights.

ME AND EM LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 4 -

4. Customer relationships

 

Customer engagement is essential for the Group for building brand loyalty, driving sales and staying competitive in the retail sector. Our Retail team strive on delivering high quality customer service experience in our Stores and Concession spaces, as well as our Customer Service team at Head Office, with their extensive knowledge of our collection and brand ethos. We continuously seek feedback to improve our offerings. The use of email segmentation allows us to ensure customers receive content that is relevant to their interests. Continuously analysing our customer data allows us to identify trends, preferences, and areas of improvement in our engagement strategies. We communicate our commitment to sustainability and ethical practices in the fashion industry, which allows our customers to be part of our brand’s mission. These strategies allow to build strong relationships with our customers, foster brand loyalty and create a memorable and enjoyable shopping experience.

 

5. Impact on community and environment:

 

Aligned with our sustainability road map, we are committed to increasing our use of lower impact, traceable, certified fabrics. In August 2023 ME+EM were certified to the Responsible Animal Fiber standard, ensuring our continued investment in high environmental and social standards.

 

We continue our commitment to our charitable partnerships who embody our own brand values. Our charity calendar has included charity sample sales to support The Prince’s Trust, Women for Women International and Smart Works. Our commitment to circularity is demonstrated through these events as unsold stock and fabric is additionally donated to charity.

 

The business has invested in measuring our carbon footprint for full visibility, as such we have established our 2023 baseline and begun the process to set Science Based Targets (SBTi). This will form the basis for setting our pathway to net zero and for driving our internal targets to lower our impact across our value chain.

 

6. High standard of business conduct:

 

We uphold high standards of business conduct. This is reflected in our corporate governance structure, our commitment to ethical sourcing, and our zero-tolerance policy towards bribery and corruption.

 

7. Acting fairly:

 

We aim to act fairly between members of the company. We ensure transparent communication with our shareholders and strive for equitable treatment of all stakeholders.

On behalf of the board

Philip Mickler
Director
29 October 2024
ME AND EM LIMITED
DIRECTORS' REPORT
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 5 -

The directors present their annual report and financial statements for the 52 week period ended 28 January 2024.

Principal activities

The principal activity of the company and group continued to be the design and retail of contemporary clothing and accessories, primarily through its own website but also within its eight boutique locations, as well as Selfridges and Harrods.

Results and dividends

The results for the 52 week period are set out on page 12.

No ordinary dividends were paid. The directors do not recommend payment of a dividend.

Directors

The directors who held office during the 52 week period and up to the date of signature of the financial statements were as follows:

Clare Hornby
Jonathan Hornby
Robert Clarkson
Philip Mickler
Samuel Brooks
Helena Prokhorenko Richardson
Maurice Helfgott
Post reporting date events

On 9 July 2024, the group entered into a lease agreement for new store space in the United Kingdom. The agreement has a term of ten years and a minimum annual commitment of £465,000.

 

On 14 August 2024, the group entered into an agreement for underlease for additional office space in the United Kingdom. Completion on the lease is expected to take place in January 2025. The lease will have a ten year term and a minimal annual commitment of £801,180 from February 2025.

 

On 16 September 2024, the group entered into a lease agreement for new store space in the United States. The agreement has a term of one and a half years and a minimum annual commitment of $320,857, with associated costs payable to the landlord for running of the premises.

Energy and carbon report
2024
2023
Energy consumption
kWh
kWh
Aggregate of energy consumption in the year
- Gas combustion
93,276
93,276
- Electricity purchased
265,868
365,083
- Fuel consumed for transport
2,006
2,032
361,150
460,391
ME AND EM LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 6 -
2024
2023
Emissions of CO2 equivalent
metric tonnes
metric tonnes
Scope 1 - direct emissions
- Gas combustion
37.35
32.24
- Fuel consumed for owned transport
-
-
37.35
32.24
Scope 2 - indirect emissions
- Electricity purchased
70.09
98.27
Scope 3 - other indirect emissions
- Fuel consumed for transport not owned by the
0.47
0.49
Total gross emissions
107.91
131.00
Intensity ratio
Tonnes CO2e per £million
0.90
1.60
Quantification and reporting methodology

All calculations have been completed in line with the “GHG Reporting Protocol - Corporate Standard” and the UK’s “Environmental reporting guidelines: including Streamlined Energy and Carbon Reporting requirements”.

 

The business collaborated with Seismic who assisted us in collating the data for our emissions across various sites. The data collection process was a combination of raw data collated by the business and extrapolations by Siesmic.

 

This data formed the basis of our SECR report for the 52 week period ended 28 January 2024.

Intensity measurement

The chosen intensity measurement ratio is total gross emissions is revenue intensity in tCO2e per £m.

Measures taken to improve energy efficiency

The group and company are committed to energy efficiency throughout our operations to reduce our environmental impact.

 

During the 23/24 reporting period we implemented a robust process for collecting energy data and reporting emissions using a centralised data management platform.

 

This process also included a detailed review of all of our stores, offices and warehouses to understand where we directly control utility supplies and also where we purchase renewable electricity. This has allowed us to accurately understand our location and market based emissions.

 

To reduce impact further we working to ensure our new facilities have electric heating systems that are powered by 100% renewable electricity. We are also working at our existing facilities to improve energy efficiency.

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.

ME AND EM LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 7 -
Business relationships with suppliers, customers and other stakeholders

We value our relationships with suppliers and customers. We have an established Supplier Code of Conduct that promotes responsible and ethical sourcing principles. As we focus on offering greater choice in existing categories and the launch of new categories such as swimwear, we have expanded our supply base to deliver this growth.

 

We have developed a trusted network of suppliers who have been able to deliver our brand strategy successfully. With the support of our Directors, Management have been able to build stable, long-term relationships with our supplier base to ensure consistent quality and reliable service is provided. As a business we support transparency throughout our supply chain and we continue our membership to SEDEX, who are global leaders in social and environmental auditing. We partner with existing and new suppliers to obtain SEDEX membership and conduct independent audits. This is central to our due diligence processes and procedures.

 

The company continues to be a member of the Ethical Trading Initiative (ETI), an organisation dedicated to bringing long-term change and respect for workers worldwide. As members of the ETI, we have adopted its internationally recognised base code of labour standards as the foundation of our own code of conduct, specifically relating to protecting and promoting workers’ rights.

Strategic report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of the information on and exposure to financial risk and future developments.

On behalf of the board
Philip Mickler
Director
29 October 2024
ME AND EM LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 8 -

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:

 

 

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.

ME AND EM LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ME AND EM LIMITED
- 9 -
Opinion

We have audited the financial statements of Me and Em Limited (the 'parent company') and its subsidiaries (the 'group') for the 52 week period ended 28 January 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows 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 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:

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'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.

Conclusions relating to going concern

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

 

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

 

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

Other information

The 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:

ME AND EM LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF ME AND EM LIMITED
- 10 -
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:

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 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 parent 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.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

As part of our planning process:

The key procedures we undertook to detect irregularities including fraud during the course of the audit included:

ME AND EM LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF ME AND EM LIMITED
- 11 -

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements even though we have properly planned and performed our audit in accordance with auditing standards. The primary responsibility of the prevention and detection of irregularities and fraud rests with the directors.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://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.

Russell Nathan (Senior Statutory Auditor)
For and on behalf of HW Fisher LLP
Chartered Accountants
Statutory Auditor
Acre House
11-15 William Road
London
NW1 3ER
United Kingdom
29 October 2024
ME AND EM LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 12 -
Period
Period
ended
ended
28 January
29 January
2024
2023
Notes
£'000
£'000
Turnover
3
119,511
81,977
Cost of sales
(53,527)
(34,436)
Gross profit
65,984
47,541
Administrative expenses
Exceptional costs
4
(437)
(4,170)
Other administrative expenses
(49,908)
(32,048)
(50,345)
(36,218)
Operating profit
5
15,639
11,323
Interest receivable and similar income
9
566
2
Fair value gains and losses on foreign exchange contracts
(30)
(94)
Profit before taxation
16,175
11,231
Tax on profit
10
(4,287)
(2,546)
Profit for the financial 52 week period
11,888
8,685
Profit for the financial 52 week period is all attributable to the owners of the parent company.
ME AND EM LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 13 -
Period
Period
ended
ended
28 January
29 January
2024
2023
£'000
£'000
Profit for the 52 week period
11,888
8,685
Other comprehensive income
Currency translation gain taken to retained earnings
88
23
Total comprehensive income for the 52 week period
11,976
8,708
Total comprehensive income for the 52 week period is all attributable to the owners of the parent company.
ME AND EM LIMITED
GROUP BALANCE SHEET
AS AT
28 JANUARY 2024
28 January 2024
- 14 -
28 January 2024
29 January 2023
Notes
£'000
£'000
£'000
£'000
Fixed assets
Intangible assets
12
1,204
1,142
Tangible assets
13
4,299
2,508
5,503
3,650
Current assets
Stocks
17
12,633
9,052
Debtors
18
6,815
4,697
Cash at bank and in hand
37,045
25,134
56,493
38,883
Creditors: amounts falling due within one year
19
(25,570)
(17,764)
Net current assets
30,923
21,119
Total assets less current liabilities
36,426
24,769
Provisions for liabilities
Deferred tax liability
20
200
519
(200)
(519)
Net assets
36,226
24,250
Capital and reserves
Called up share capital
23
591
591
Share premium account
6,243
6,243
Profit and loss reserves
29,392
17,416
Total equity
36,226
24,250
The financial statements were approved by the board of directors and authorised for issue on 29 October 2024 and are signed on its behalf by:
Philip Mickler
Director
Company registration number 05686460 (England and Wales)
ME AND EM LIMITED
COMPANY BALANCE SHEET
AS AT
28 JANUARY 2024
28 January 2024
- 15 -
28 January 2024
29 January 2023
Notes
£'000
£'000
£'000
£'000
Fixed assets
Intangible assets
12
1,204
1,142
Tangible assets
13
3,129
2,508
Investments
14
2
-
0
4,335
3,650
Current assets
Stocks
17
12,633
9,052
Debtors
18
7,385
4,388
Cash at bank and in hand
36,821
24,928
56,839
38,368
Creditors: amounts falling due within one year
19
(26,066)
(16,949)
Net current assets
30,773
21,419
Total assets less current liabilities
35,108
25,069
Provisions for liabilities
Deferred tax liability
20
200
519
(200)
(519)
Net assets
34,908
24,550
Capital and reserves
Called up share capital
23
591
591
Share premium account
6,243
6,243
Profit and loss reserves
28,074
17,716
Total equity
34,908
24,550

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £10,358k (2023 - £9,008k).

 

The financial statements were approved by the board of directors and authorised for issue on 29 October 2024 and are signed on its behalf by:
Philip Mickler
Director
Company registration number 05686460 (England and Wales)
ME AND EM LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 16 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£'000
£'000
£'000
£'000
£'000
Balance at 31 January 2022
567
5,909
-
5,954
12,430
Period ended 29 January 2023:
Profit for the period
-
-
-
8,685
8,685
Other comprehensive income:
Currency translation differences
-
-
-
23
23
Total comprehensive income
-
-
-
8,708
8,708
Issue of share capital
23
2
334
-
-
336
Transfers
-
-
2,754
-
2,754
Other movements
22
-
(2,754)
2,754
22
Balance at 29 January 2023
591
6,243
-
17,416
24,250
Period ended 28 January 2024:
Profit for the period
-
-
-
11,888
11,888
Other comprehensive income:
Currency translation differences
-
-
-
88
88
Total comprehensive income
-
-
-
11,976
11,976
Balance at 28 January 2024
591
6,243
-
29,392
36,226
ME AND EM LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 17 -
Share capital
Share premium account
Share based payment reserve
Profit and loss reserves
Total
Notes
£'000
£'000
£'000
£'000
£'000
Balance at 31 January 2022
567
5,909
-
5,954
12,430
Period ended 29 January 2023:
Profit and total comprehensive income for the period
-
-
-
9,008
9,008
Issue of share capital
23
2
334
-
-
336
Transfers
-
-
2,754
-
2,754
Other movements
22
-
(2,754)
2,754
22
Balance at 29 January 2023
591
6,243
-
0
17,716
24,550
Period ended 28 January 2024:
Profit and total comprehensive income for the period
-
-
-
10,358
10,358
Balance at 28 January 2024
591
6,243
-
0
28,074
34,908
ME AND EM LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 18 -
2024
2023
Notes
£'000
£'000
£'000
£'000
Cash flows from operating activities
Cash generated from operations
28
21,606
16,206
Income taxes paid
(5,152)
(4,069)
Net cash inflow from operating activities
16,454
12,137
Investing activities
Purchase of intangible assets
(2,162)
(927)
Purchase of tangible fixed assets
(3,034)
(2,497)
Interest received
566
2
Net cash used in investing activities
(4,630)
(3,422)
Financing activities
Proceeds from issue of shares
-
358
Net cash (used in)/generated from financing activities
-
358
Net increase in cash and cash equivalents
11,824
9,073
Cash and cash equivalents at beginning of 52 week period
25,134
16,038
Effect of foreign exchange rates
87
23
Cash and cash equivalents at end of 52 week period
37,045
25,134
ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 19 -
1
Accounting policies
Company information

Me and Em Limited (“the company”) is a private limited company incorporated in England and Wales. The registered office is Third Floor Westworks White City Place, Wood Lane, London, W12 7FQ.

 

The group consists of Me and Em Limited and all of its subsidiaries.

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 £'000.

The financial statements have been prepared under the historical cost convention modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

Exemptions for qualifying entities under FRS 102

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

 

1.2
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Me and Em Limited and all of its subsidiaries (i.e. entities that the Group controls through its power to govern the financial and operating policies so as to obtain economic benefits).

 

All financial statements are made up to 28 January 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

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.

 

The consolidated accounts can be obtained from the registered office.

ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
1
Accounting policies
(Continued)
- 20 -
1.3
Going concern

The Group continues to model potential impact of any global economic, political, or environmental shock, which could lead to a sudden and significant drop in demand. The effects on profitability and cash flows have been considered and actions planned. The business maintains a significant cash balance throughout all foreseeable future periods.     

 

The Group has a history of generating revenues and, as of the date of these financial statements, it has sufficient liquidity and cash flows from operations to meet its financial obligations.

At the time of preparing and approving the consolidated financial statements, the directors are confident the Group will have adequate resources to continue in operational existence for a period of at least twelve months and meet all their liabilities as and when they fall due. Thus the directors continue to adopt the going concern basis of accounting in preparing the consolidated financial statements.

1.4
Reporting period

The current accounting period is for 52 weeks to 28 January 2024. The comparative accounting period is for the 52 week period 31 January 2022 to 29 January 2023. The accounting periods for which accounts are prepared are co-terminus with the final Sunday of the financial year.

1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for clothing and accessories provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

 

Revenue from the sale of goods is recognised at the point of sale when the customer pays for the goods.

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 of assets less their residual values over their useful lives on the following bases:

Assets under construction
nil
Website
33% straight line
IT Systems
33% straight line
Trademarks
33% straight line
1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Leasehold improvements
Over the life of the lease
Fixtures and fittings
16% to 33% 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.

ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
1
Accounting policies
(Continued)
- 21 -
1.8
Fixed asset investments

In the parent company financial statements, investments in subsidiaries 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

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

1.10
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable those overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.11
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

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

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
1
Accounting policies
(Continued)
- 22 -
Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors and amounts due from fellow group companies are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Derecognition of financial liabilities

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

ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
1
Accounting policies
(Continued)
- 23 -
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
Derivatives

The Group enters into forward exchange contracts in order to manage exposure to foreign exchange risk.

 

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in or immediately.

 

A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.

1.14
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.

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.

1.15
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.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

 

 

ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
1
Accounting policies
(Continued)
- 24 -
1.17
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

 

The fair value at grant is determined based on advice received from third party experts on the equity value of the company.

1.18
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.

1.19
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.

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.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Valuation of stock

The group holds stock which includes clothes, accessories and footwear. Such goods are subject to ever changing consumer demand and fashion trends. As a result of this, it is necessary to consider the net realizable value of stock and associated provision required. When calculating this provision, the group considers the nature and condition of the stock as well as applying assumptions around anticipated saleability of stock.

3
Turnover and other revenue
2024
2023
£'000
£'000
Turnover analysed by class of business
Retail of contemporary clothing and accessories
119,511
81,977
ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
3
Turnover and other revenue
(Continued)
- 25 -
2024
2023
£'000
£'000
Turnover analysed by geographical market
United Kingdom
76,821
58,329
United States
29,379
14,244
Rest of world
13,311
9,404
119,511
81,977
4
Exceptional costs
2024
2023
£'000
£'000
General exceptional costs
437
1,416
Equity settled share based payment expense
-
2,754
437
4,170

The exceptional costs relate to expenses incurred in relation ending a contract with a website and server hosting agency, in addition to termination benefits relating to a former employee who left employment with the group during the period.

5
Operating profit
2024
2023
£'000
£'000
Operating profit for the period is stated after charging/(crediting):
Exchange losses/(gains)
299
(573)
Depreciation of owned tangible fixed assets
1,243
382
Amortisation of intangible assets
921
510
Impairment of intangible assets
1,179
-
0
Stocks impairment losses recognised or reversed
678
243
Operating lease charges
1,541
837

Amortisation of intangible fixed assets and depreciation of tangible fixed assets are recognised within administrative expenses.

ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 26 -
6
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£'000
£'000
For audit services
Audit of the financial statements of the group and company
108
66
For other services
Other taxation services
4
4
All other non-audit services
5
7
9
11
7
Employees

The average monthly number of persons (including directors) employed by the group and company during the 52 week period was:

Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Head Office
133
92
133
92
Stores
97
69
97
69
Total
230
161
230
161

Their aggregate remuneration comprised:

Group
Company
2024
2023
2024
2023
£'000
£'000
£'000
£'000
Wages and salaries
11,816
10,525
9,692
10,480
Social security costs
1,103
752
1,099
748
Pension costs
282
106
281
105
13,201
11,383
11,072
11,333
8
Directors' remuneration
2024
2023
£'000
£'000
Remuneration for qualifying services
652
591
Company pension contributions to defined contribution schemes
17
3
669
594

The number of directors who exercised share options during the period was nil (2023- 1). The aggregate amount of the gains by the directors on the exercise of share options during the financial period was £nil (2023: £1,270k).

ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
8
Directors' remuneration
(Continued)
- 27 -
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2024
2023
£'000
£'000
Remuneration for qualifying services
308
276
Company pension contributions to defined contribution schemes
13
1

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2023 - 2).

9
Interest receivable and similar income
2024
2023
£'000
£'000
Interest income
Interest on bank deposits
566
2
10
Taxation
2024
2023
£'000
£'000
Current tax
UK corporation tax on profits for the current period
4,605
2,076
Deferred tax
Origination and reversal of timing differences
(318)
470
Total tax charge
4,287
2,546
ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
10
Taxation
(Continued)
- 28 -

The actual charge for the 52 week period can be reconciled to the expected charge for the 52 week period based on the profit or loss and the standard rate of tax as follows:

2024
2023
£'000
£'000
Profit before taxation
16,175
11,231
Expected tax charge based on the standard rate of corporation tax in the UK of 23.96% (2023: 19.00%)
3,876
2,134
Tax effect of expenses that are not deductible in determining taxable profit
338
180
Adjustments in respect of prior years
-
0
67
Permanent capital allowances in excess of depreciation
-
0
54
Deferred tax adjustments in respect of prior years
35
-
0
Effect of overseas tax rates
308
62
Fixed asset differences
(255)
(64)
Remeasurement of deferred tax for changes in tax rates
(15)
113
Taxation charge
4,287
2,546
11
Impairments

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

2024
2023
Notes
£'000
£'000
In respect of:
Intangible assets
12
1,179
-
Stocks
17
678
243
Recognised in:
Cost of sales
678
243
Administrative expenses
1,179
-

The impairment losses in respect of financial assets are recognised in other gains and losses in the profit and loss account.

ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 29 -
12
Intangible fixed assets
Group
Assets under construction
Website
IT Systems
Trademarks
Total
£'000
£'000
£'000
£'000
£'000
Cost
At 30 January 2023
-
0
1,381
1,108
209
2,698
Additions
689
722
688
63
2,162
At 28 January 2024
689
2,103
1,796
272
4,860
Amortisation and impairment
At 30 January 2023
-
0
858
633
65
1,556
Amortisation charged for the 52 week period
-
0
401
436
84
921
Impairment losses
-
0
844
335
-
1,179
At 28 January 2024
-
0
2,103
1,404
149
3,656
Carrying amount
At 28 January 2024
689
-
0
392
123
1,204
At 29 January 2023
-
0
523
475
144
1,142
Company
Assets under construction
Website
IT Systems
Trademarks
Total
£'000
£'000
£'000
£'000
£'000
Cost
At 30 January 2023
-
0
1,381
1,108
209
2,698
Additions
689
722
688
63
2,162
At 28 January 2024
689
2,103
1,796
272
4,860
Amortisation and impairment
At 30 January 2023
-
0
858
633
65
1,556
Amortisation charged for the 52 week period
-
0
401
436
84
921
Impairment losses
-
0
844
335
-
1,179
At 28 January 2024
-
0
2,103
1,404
149
3,656
Carrying amount
At 28 January 2024
689
-
0
392
123
1,204
At 29 January 2023
-
0
523
475
144
1,142

During the period, the decision was taken to undertake a project to repurpose the website used by the group. Accordingly, an impairment review was undertaken and the decision taken to impair all associated costs to the existing website. The impairment has been recognised as part of administrative expenses.

 

Work has started to be undertaken on the new website, which is recognised as an asset under construction.

 

ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 30 -
13
Tangible fixed assets
Group
Leasehold improvements
Fixtures and fittings
Total
£'000
£'000
£'000
Cost
At 30 January 2023
3,442
488
3,930
Additions
2,731
303
3,034
At 28 January 2024
6,173
791
6,964
Depreciation and impairment
At 30 January 2023
1,143
279
1,422
Depreciation charged in the 52 week period
1,103
140
1,243
At 28 January 2024
2,246
419
2,665
Carrying amount
At 28 January 2024
3,927
372
4,299
At 29 January 2023
2,299
209
2,508
Company
Leasehold improvements
Fixtures and fittings
Total
£'000
£'000
£'000
Cost
At 30 January 2023
3,442
488
3,930
Additions
1,561
303
1,864
At 28 January 2024
5,003
791
5,794
Depreciation and impairment
At 30 January 2023
1,143
279
1,422
Depreciation charged in the 52 week period
1,103
140
1,243
At 28 January 2024
2,246
419
2,665
Carrying amount
At 28 January 2024
2,757
372
3,129
At 29 January 2023
2,299
209
2,508
14
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£'000
£'000
£'000
£'000
Investments in subsidiaries
15
-
0
-
0
2
-
0
ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
14
Fixed asset investments
(Continued)
- 31 -
Movements in fixed asset investments
Company
Shares in subsidiaries
£'000
Cost or valuation
At 30 January 2023
-
Additions
2
At 28 January 2024
2
Carrying amount
At 28 January 2024
2
At 29 January 2023
-
0

During the period, the group undertook a restructuring exercise impacting all entities incorporated in the United States. As part of the transaction, 100 shares each were issued by FFF+US Inc. and FFF Hold Inc. for a consideration of $10 per share to the company. These were later exchange for shares in a 100% owned subsidiary, FFF Import Inc.

15
Subsidiaries

Details of the company's subsidiaries at 28 January 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
FFF+US Inc
251 Little Falls Drive, Wilmington, DE 19808
Ordinary
0
100.00
FFF Hold Inc
251 Little Falls Drive, Wilmington, DE 19808
Ordinary
0
100.00
FFF Import Inc
251 Little Falls Drive, Wilmington, DE 19808
Ordinary
100.00
-
FFF EASNY LLC
7 Newtown lane, East Hampton 11937
NA
0
100.00
FFF MADNY LLC
980 Madison Ave, New York 10075
NA
0
100.00
FFF SOHNY LLC
111 Mercer St, New York 10012
NA
0
100.00
16
Financial instruments
Group
Company
2024
2023
2024
2023
£'000
£'000
£'000
£'000
Carrying amount of financial liabilities
Measured at fair value through profit or loss
- Other financial liabilities
83
52
83
52

As at 28 January 2024, the company had entered into forward exchange contracts. The agreements were for the purchase of a total of €3,500,000 (as at 29 January 2023: €2,600,000). These are to be delivered from 30 April 2024 to 31 January 2025. The total notional value of the forward rate contracts as at 28 January 2024 is £3,122,324 (as at 29 January 2023 is £2,331,887), with a fair value loss of £82,873 (2023: £52,385) being recognised in creditors. The valuation technique used to measure the fair value of the forward contracts included reference to the prevailing spot rates at the balance sheet date.

 

All other debtors and creditors are recognised at amortised cost.

ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 32 -
17
Stocks
Group
Company
2024
2023
2024
2023
£'000
£'000
£'000
£'000
Raw materials and consumables
282
328
282
328
Finished goods and goods for resale
12,351
8,724
12,351
8,724
12,633
9,052
12,633
9,052
18
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£'000
£'000
£'000
£'000
Trade debtors
3,264
1,992
2,637
1,683
Amounts owed by group undertakings
-
-
1,198
-
0
Other debtors
1,093
1,021
1,092
1,021
Prepayments and accrued income
2,458
1,684
2,458
1,684
6,815
4,697
7,385
4,388
19
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
£'000
£'000
£'000
£'000
Trade creditors
8,226
6,838
8,050
6,792
Amounts owed to group undertakings
-
0
-
0
4,345
602
Corporation tax payable
2,178
86
1,316
86
Other taxation and social security
2,929
2,724
2,701
2,283
Derivative financial instruments
83
52
83
52
Other creditors
5,430
4,314
3,524
3,384
Accruals and deferred income
6,724
3,750
6,047
3,750
25,570
17,764
26,066
16,949
20
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2024
2023
Group
£'000
£'000
Accelerated capital allowances
200
519
ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
20
Deferred taxation
(Continued)
- 33 -
Liabilities
Liabilities
2024
2023
Company
£'000
£'000
Accelerated capital allowances
200
519
Group
Company
2024
2024
Movements in the 52 week period:
£'000
£'000
Liability at 30 January 2023
519
519
Credit to profit or loss
(319)
(319)
Liability at 28 January 2024
200
200

The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

21
Retirement benefit schemes
2024
2023
Defined contribution schemes
£'000
£'000
Charge to profit or loss in respect of defined contribution schemes
282
106

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.

22
Share-based payment transactions
Group and company
Number of share options
Weighted average exercise price
2024
2023
2024
2023
Number
Number
£'000
£'000
Outstanding at 30 January 2023
10,558,343
5,192,399
0.11
0.13
Granted
968,273
8,798,943
0.06
0.04
Forfeited
-
(1,237,126)
-
0.12
Exercised
-
(2,195,873)
-
0.13
Expired
(113,723)
-
0.04
-
Outstanding at 28 January 2024
11,412,893
10,558,343
0.11
0.11
Exercisable at 28 January 2024
-
-
-
-
ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
22
Share-based payment transactions
(Continued)
- 34 -

The options outstanding at 28 January 2024 had an exercise price between £0.04 and £0.38, and a contractual life of 10 years. Options outstanding comprise both options under an EMI scheme, CSOP scheme and an unapproved scheme.

 

During the 2024 period 968,273 CSOP share options were granted to certain employees of the company, with each option entitling the holder to subscribe for new shares in the company.

 

Options may be exercised upon an exit event. An exit event is defined as a change of ownership, a transfer of business or similar event as the board may determine to be an exit event.

 

The Directors consider the fair value of the options at the grant date to be immaterial to the financial statements as there is no planned exit event.

23
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£'000
£'000
Issued and fully paid
Ordinary A Shares of 1p each
33,179,437
33,179,437
332
332
Preferred Ordinary Shares of 1p each
25,660,318
25,660,318
257
257
Ordinary C Shares of 0.1p each
1,752,641
1,752,641
2
2
Ordinary D Shares of 1p each
2,470,763
2,470,763
-
-
63,063,159
63,063,159
591
591

Ordinary A shares, Preferred Ordinary shares and Ordinary C shares all carry voting rights and rank pari passu with regards to dividends. These classes have a right to return of capital and no rights to redemption.

 

Ordinary C shares carry no voting rights and do not confer the rights to receive dividends. Similar to the other share classes, they do confer rights to a return of capital, but no rights of redemption.

Share capital includes 2,470,753 of Ordinary D shares which remain unpaid.

24
Financial commitments, guarantees and contingent liabilities

On 8 June 2023, a debenture in favour of the bank over all assets of the company was satisfied.

 

On 23 June 2023, a charge was registered in favour of HSBC bank, over cash deposits held at the period end. This also contains a negative pledge.

 

On 14 August 2023, the group additionally entered into an uncommitted letter of credit facility agreement with HSBC for £1,060k and forward exchange contacts facility for $500k. Letters of credits were issued under this totalling £727,652 ($1,192k), which remain in place at the period end.

ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 35 -
25
Events after the reporting date

On 9 July 2024, the group entered into a lease agreement for new store space in the United Kingdom. The agreement has a term of ten years and a minimum annual commitment of £465,000.

 

On 14 August 2024, the group entered into an agreement for underlease for additional office space in the United Kingdom. Completion on the lease is expected to take place in January 2025. The lease will have a ten year term and a minimal annual commitment of £801,180 from February 2025.

 

On 16 September 2024, the group entered into a lease agreement for new store space in the United States. The agreement has a term of one and a half years and a minimum annual commitment of $320,857, with associated costs payable to the landlord for running of the premises.

 

26
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
2024
2023
2024
2023
£'000
£'000
£'000
£'000
Within one year
3,581
1,121
2,069
1,121
Between two and five years
10,922
5,722
4,382
5,722
In over five years
2,850
972
732
972
17,353
7,815
7,183
7,815
27
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2024
2023
£'000
£'000
Aggregate compensation
1,289
1,300

 

Other information

During the period, the group and company made rental payments of £nil (2023: £167k) to a company with a common director.

ME AND EM LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE 52 WEEK PERIOD ENDED 28 JANUARY 2024
- 36 -
28
Cash generated from group operations
2024
2023
£'000
£'000
Profit for the 52 week period after tax
11,889
8,685
Adjustments for:
Taxation charged
4,287
2,546
Investment income
(566)
(2)
Amortisation and impairment of intangible assets
2,100
510
Depreciation and impairment of tangible fixed assets
1,243
382
Equity settled share based payment expense
-
2,754
Movements in working capital:
Increase in stocks
(3,581)
(3,486)
Increase in debtors
(2,118)
(1,932)
Increase in creditors
8,352
6,749
Cash generated from operations
21,606
16,206
29
Analysis of changes in net funds - group
30 January 2023
Cash flows
Exchange rate movements
28 January 2024
£'000
£'000
£'000
£'000
Cash at bank and in hand
25,134
11,824
87
37,045
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