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Registered number: 13386861










SDHUK OWNER LTD










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
SDHUK OWNER LTD
 
 
COMPANY INFORMATION


Directors
Justin David Petersen 
Eric Donald Hassberger 
Andrew Jay Weprin 
Benjamin Jason Weprin 




Company secretary
Broughton Secretaries Limited



Registered number
13386861



Registered office
54 Portland Place

London

W1B 1DY




Independent auditors
MHA

2 London Wall Place

London

EC2Y 5AU





 
SDHUK OWNER LTD
 

CONTENTS



Page
Group Strategic Report
1 - 3
Directors' Report
4 - 5
Independent Auditors' Report
6 - 8
Consolidated Statement of Comprehensive Income
9
Consolidated Balance Sheet
10 - 11
Company Balance Sheet
12
Consolidated Statement of Changes in Equity
13 - 14
Company Statement of Changes in Equity
15 - 16
Consolidated Statement of Cash Flows
17 - 18
Consolidated Analysis of Net Debt
19
Notes to the Financial Statements
20 - 36


 
SDHUK OWNER LTD
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The directors present their strategic report of the Group and Company for the year ended 31 December 2023.

Business review
 
The Group’s principal activity is the operation of the Slieve Donard Hotel in Northern Ireland. The Company’s principal activity is the holding of debt and other financial instruments for the Group.
The property relaunched under the Marine & Lawn Hotels & Resorts brand effective September 2023 following completion of refurbishment works to modernise and rebrand the hotel. Disruptions to occupancy and overall availability of rooms and common spaces during the renovation period were minimised via phased construction and refurbishment.
The loss for the year after taxation amounted to £3,091,242 (2022: £1,120,943).

Principal risks and uncertainties
 
Some risks are excluded because management considers them not to be material to the Group. Additionally, there may be risks and uncertainties not presently known to the management team or which are deemed immaterial to the Group.

Market and hotel industry risks

The Group’s operations and its results are subject to a number of factors which could affect the business, many of which are common to the hotel industry and beyond the Group’s control, such as a potential global economic downturn; changes in travel patterns in the structure of the travel industry; and the potential increase in acts of terrorism. The impact of any of these factors (or a combination of them) may adversely affect sustained levels of occupancy, room rates and/or hotel values.
Although management seeks to identify risks at the earliest opportunity, many of these risks are beyond the control of the Group. The Group has recovery plans in place to enable it to respond to major incidents or crises and takes steps to minimise these exposures to the greatest extent possible.

Borrowings

As with all loan financing, there is a risk that the Group may be at risk of default under the financing arrangements. 
To mitigate against this risk, the management team meet regularly to review the performance of the hotel. The covenant ratios within the financing agreement are applied to the hotel and monitored on an ongoing basis. 

Fixed operating expenses

The Group incurs operating expenses such as personnel costs, operating leases, information technology and telecommunications which are to a large extent fixed. As such, operating results may be vulnerable to short-term changes in revenues.
The Group has appropriate management systems in place such as staff outsourcing designed to create flexibility in operating cost base so as to optimise operating profits in volatile trading conditions.

Page 1

 
SDHUK OWNER LTD
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Key senior personnel and management

The success of the Group is partially attributable to the efforts and abilities of its senior managers. Failure to retain its senior management teams or other key personnel may threaten the success of the Group’s operations.
The Group has appropriate systems in place for recruitment, reward and compensation, and performance management. Development and maintenance of the Group’s culture also plays a leading role in minimising risk.
The key senior management in the hotels is provided by Schulte Hospitality Group UK Ltd and therefore there is a pool of staff available should key personnel leave.

Pricing

Pricing is established using a bottom-up segmentation analysis of occupancy rates and average daily rates (“ADR”). Baseline assumptions are derived from a variety of third-party sources including Smith Travel Research (“STR”) reports, operating budgets provided by the Group’s third-party management platform, and historical performance. The Group utilizes this information in conjunction with trends observed at other properties with similar market dynamics. 

Cash flow

The ability to generate cash flow to pay staff, vendors, debt service and all other third parties is crucial for the longevity of the Group. The Group closely monitors all available sources of capital via hotel revenue and reserves to ensure the ability to make payments when due.

Financial key performance indicators
 
Gross operating profit is the primary financial key performance indicator (“KPI”) utilized by the Group to monitor the operations of the hotel being defined as revenue less cost of sales. The Group views this metric as its most significant financial KPI as it reflects how effectively it is able to generate profit from hotel operations. This is noted as being £4,584,687 (2022: £5,848,308) for the year.

Other key performance indicators
 
The three other KPIs relevant to the Group and overall hospitality industry are average daily rate (“ADR”), occupancy, and revenue per available room (“RevPAR”). ADR measures the average rental revenue per occupied room and is calculated as total room revenue divided by the number of rooms sold. Occupancy rate is measured by dividing the number of occupied rooms by the number of available rooms. RevPAR measures the amount of revenue generated by a single room and is calculated as room revenue divided by the total number of available rooms. These KPIs are used to monitor success in that the figures reflect the ability to generate guest stays and maximize the amount of associated revenue. 

Future developments

The directors expect the business to continue operating for the foreseeable future.

Page 2

 
SDHUK OWNER LTD
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023


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



Justin David Petersen
Director

Date: 31 October 2024

Page 3

 
SDHUK OWNER LTD
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

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

Directors' responsibilities statement

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

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


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

make judgments and accounting estimates that are reasonable and prudent;

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

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

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

Results and dividends

The loss for the year, after taxation, amounted to £3,091,242 (2022 - loss £1,120,943).

The dividends voted for the year amount to £NIL (2022: £NIL)

Directors

The directors who served during the year were:

Justin David Petersen 
Eric Donald Hassberger 
Andrew Jay Weprin 
Benjamin Jason Weprin 

Future developments

Future developments of the Company and Group are disclosed in the strategic report.

Qualifying third party indemnity provisions

Qualifying third party indemnity provision subsists for the benefit of the Directors and was in place throughout the financial year.

Page 4

 
SDHUK OWNER LTD
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Disclosure of information to auditors

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

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

Post balance sheet events

Post balance sheet events of the Group have been discussed in the notes to the financial statements.

Auditors

Following a rebranding exercise on 15 May 2023 the trading name of the company's independent auditor changed from MHA MacIntyre Hudson to MHA. A resolution to appoint MHA as independent auditor will be proposed at the next Annual General Meeting.

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





Justin David Petersen
Director

Date: 31 October 2024

Page 5

 
SDHUK OWNER LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SDHUK OWNER LTD
 

Opinion


We have audited the financial statements of SDHUK Owner Ltd (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2023, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 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.


Basis for opinion


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


Conclusions relating to going concern


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


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


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


Page 6

 
SDHUK OWNER LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SDHUK OWNER LTD (CONTINUED)


Other information


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


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


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


Matters on which we are required to report by exception
 

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


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


adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 4, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


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


Page 7

 
SDHUK OWNER LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SDHUK OWNER LTD (CONTINUED)


Auditors' responsibilities for the audit of the financial statements
 

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


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
• enquiry of management, those charged with governance around actual and potential litigation and claims;
• performing audit work over the risk and management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;
• reviewing minutes and meetings of those charged with governance;
• reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.


Use of our report
 

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





Rajeev Shaunak FCA (Senior Statutory Auditor)
  
for and on behalf of
MHA, Statutory Auditor
 
London, United Kingdom
 
MHA is the trading name of MacIntyre Hudson LLP, a limited liability partnership in England and Wales (registered number OC312313)

 
Date: 
6 November 2024
Page 8

 
SDHUK OWNER LTD
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
11,311,563
13,006,725

Cost of sales
  
(6,726,876)
(7,158,417)

Gross profit
  
4,584,687
5,848,308

Administrative expenses
  
(7,491,870)
(5,699,918)

Operating (loss)/profit
  
(2,907,183)
148,390

Interest receivable and similar income
 7 
96,514
20,789

Interest payable and similar expenses
 8 
(1,715,944)
(1,478,400)

Loss before taxation
  
(4,526,613)
(1,309,221)

Tax on loss
 9 
1,435,371
188,278

Loss for the financial year
  
(3,091,242)
(1,120,943)

Loss for the year attributable to:
  

Owners of the parent Company
  
(3,091,242)
(1,120,943)

Total comprehensive income for the year attributable to:
  

Owners of the parent Company
  
(3,091,242)
(1,120,943)

There were no recognised gains and losses for 2023 or 2022 other than those included in the consolidated statement of comprehensive income.

There was no other comprehensive income for 2023 (2022:£NIL).

The notes on pages 20 to 36 form part of these financial statements.

Page 9

 
SDHUK OWNER LTD
REGISTERED NUMBER: 13386861

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Intangible fixed assets
 10 
169,399
216,772

Tangible fixed assets
 11 
61,169,008
48,360,603

  
61,338,407
48,577,375

Current assets
  

Stocks
 13 
104,669
86,732

Debtors: amounts falling due within one year
 14 
2,216,503
856,728

Cash at bank and in hand
 15 
7,985,553
15,400,369

  
10,306,725
16,343,829

Creditors: amounts falling due within one year
 16 
(53,529,199)
(14,553,877)

Net current (liabilities)/assets
  
 
 
(43,222,474)
 
 
1,789,952

Total assets less current liabilities
  
18,115,933
50,367,327

Creditors: amounts falling due after more than one year
 17 
-
(27,369,516)

Provisions for liabilities
  

Deferred taxation
 18 
(5,370,481)
(7,062,737)

Other provisions
 19 
(150,904)
(249,284)

  
 
 
(5,521,385)
 
 
(7,312,021)

Net assets
  
12,594,548
15,685,790


Capital and reserves
  

Called up share capital 
 20 
255,096
255,096

Share premium account
  
25,254,417
25,254,417

FFE reserve
  
364,734
195,061

Profit and loss account
  
(13,279,699)
(10,018,784)

Equity attributable to owners of the parent Company
  
12,594,548
15,685,790

  
12,594,548
15,685,790


Page 10

 
SDHUK OWNER LTD
REGISTERED NUMBER: 13386861
    
CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023

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




Justin David Petersen
Director

Date: 31 October 2024

The notes on pages 20 to 36 form part of these financial statements.

Page 11

 
SDHUK OWNER LTD
REGISTERED NUMBER: 13386861

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Investments
 12 
29,984,893
29,984,893

  
29,984,893
29,984,893

Current assets
  

Debtors: amounts falling due after more than one year
 14 
20,375,750
19,380,119

Debtors: amounts falling due within one year
 14 
20,287,448
11,193,342

Cash at bank and in hand
 15 
588,404
845,424

  
41,251,602
31,418,885

Creditors: amounts falling due within one year
 16 
(49,501,553)
(10,331,284)

Net current (liabilities)/assets
  
 
 
(8,249,951)
 
 
21,087,601

Total assets less current liabilities
  
21,734,942
51,072,494

  

Creditors: amounts falling due after more than one year
 17 
-
(27,369,516)

Provisions for liabilities
  

Other provisions
 19 
(150,904)
(249,284)

  
 
 
(150,904)
 
 
(249,284)

Net assets
  
21,584,038
23,453,694


Capital and reserves
  

Called up share capital 
 20 
255,096
255,096

Share premium account
  
25,254,417
25,254,417

Profit and loss account
  
(3,925,475)
(2,055,819)

  
21,584,038
23,453,694


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


Justin David Petersen
Director

Date: 31 October 2024

The notes on pages 20 to 36 form part of these financial statements.

Page 12

 
SDHUK OWNER LTD
 

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


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

£
£
£
£
£

At 1 January 2023
255,096
25,254,417
195,061
(10,018,784)
15,685,790


Comprehensive income for the year

Loss for the year
-
-
-
(3,091,242)
(3,091,242)

Transfer to FFE reserve
-
-
169,673
(169,673)
-


At 31 December 2023
255,096
25,254,417
364,734
(13,279,699)
12,594,548


The notes on pages 20 to 36 form part of these financial statements.

Page 13

 
SDHUK OWNER LTD
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


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

£
£
£
£
£

At 1 January 2022
255,096
25,254,417
-
(8,702,780)
16,806,733


Comprehensive income for the year

Loss for the year
-
-
-
(1,120,943)
(1,120,943)

Transfer to FFE reserve
-
-
195,061
(195,061)
-


At 31 December 2022
255,096
25,254,417
195,061
(10,018,784)
15,685,790


The notes on pages 20 to 36 form part of these financial statements.

Page 14

 
SDHUK OWNER LTD
 

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


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

£
£
£
£

At 1 January 2023
255,096
25,254,417
(2,055,819)
23,453,694


Comprehensive income for the year

Loss for the year
-
-
(1,869,656)
(1,869,656)


At 31 December 2023
255,096
25,254,417
(3,925,475)
21,584,038


The notes on pages 20 to 36 form part of these financial statements.

Page 15

 
SDHUK OWNER LTD
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2022


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

£
£
£
£

At 1 January 2022
255,096
25,254,417
(419,571)
25,089,942


Comprehensive income for the year

Loss for the year
-
-
(1,636,248)
(1,636,248)


At 31 December 2022
255,096
25,254,417
(2,055,819)
23,453,694


The notes on pages 20 to 36 form part of these financial statements.

Page 16

 
SDHUK OWNER LTD
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£
£

Cash flows from operating activities

Loss for the financial year
(3,091,242)
(1,120,943)

Adjustments for:

Amortisation of intangible assets
47,373
46,479

Depreciation of tangible assets
1,751,491
1,142,902

Loss on disposal of tangible assets
1,013,806
-

Interest paid
1,715,944
1,478,400

Interest received
(96,514)
(20,789)

Taxation charge
(1,692,256)
(188,278)

(Increase)/decrease in stocks
(17,937)
16,066

(Increase)/decrease in debtors
(1,359,775)
622,257

(Decrease)/increase in creditors
(118,183)
2,589,284

Decrease in provisions
(98,380)
(337,023)

Net cash generated from operating activities

(1,945,673)
4,228,355


Cash flows from investing activities

Addition to subsidiary after acquisition date
-
(34,050)

Purchase of tangible fixed assets
(15,573,702)
(3,063,873)

Interest received
96,514
20,789

Net cash from investing activities

(15,477,188)
(3,077,134)

Cash flows from financing activities

Other new loans
10,935,322
451,529

New loans from group companies
788,667
8,531,813

Interest paid
(1,715,944)
(1,478,400)

Net cash used in financing activities
10,008,045
7,504,942

Net (decrease)/increase in cash and cash equivalents
(7,414,816)
8,656,163

Cash and cash equivalents at beginning of year
15,400,369
6,744,206

Cash and cash equivalents at the end of year
7,985,553
15,400,369


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
7,985,553
15,400,369

7,985,553
15,400,369


Page 17

 
SDHUK OWNER LTD
 
The notes on pages 20 to 36 form part of these financial statements.

Page 18

 
SDHUK OWNER LTD
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023





At 1 January 2023
Cash flows
Other non-cash changes
At 31 December 2023
£

£

£

£

Cash at bank and in hand

15,400,369

(7,414,816)

-

7,985,553

Debt due after 1 year

(27,369,516)

-

27,369,516

-

Debt due within 1 year

-

(10,935,322)

(27,369,516)

(38,304,838)


(11,969,147)
(18,350,138)
-
(30,319,285)

The notes on pages 20 to 36 form part of these financial statements.

Page 19

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

SDHUK Owner Limited, company number 13386861, is a private company limited by shares, registered and incorporated in the United Kingdom. The registered office address is 54 Portland Place, London, United Kingdom, W1B 1DY. The principal activity of the Company is to act as a holding entity for a hotel and hospitality company.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

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

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements. Advantage has also been taken of the disclosure exemption for the parent Company to not present its own Statement of Cash Flows.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

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

 
2.3

Going concern

The directors confirm that, having reviewed the Group's and Company's cash requirements for the next 12 months from the date of signing the financial statements, they have formed a judgement that the Group and Company have reasonable expectations that adequate resources will be available to continue operations for the foreseeable future. The Group has also received confirmation of support from its parent, for at least 12 months after the signing of the audit report, which provides additional security on the resources available to continue as a going concern. Therefore, these financial statements have been prepared on the going concern basis. In forming this judgement, the directors have reviewed forecasts for 2024-25, cash flow projections from the date of the approval of these financial statements, contingency planning and the sufficiency of the banking facilities. The Company is reliant on the continued trading performance of the Group, which is in a net assets position. The directors are comfortable that the Group will generate sufficient value to continue to settle liabilities as they fall due.

Page 20

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Group's functional and presentational currency is GBP.

Transactions and balances

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

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

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

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

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

Page 21

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

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

Rendering of services

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

 
2.6

Interest income

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

 
2.7

Finance costs

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

 
2.8

Borrowing costs

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

Page 22

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.9

Current and deferred taxation

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

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

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

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

 
2.10

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life.
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Goodwill
-
over 10 years, 10%.

Page 23

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.11

Tangible fixed assets

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

At each reporting date the Group assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Freehold property
-
over period of 50 years, 2%.
Pre-opening expenditure
-
over period of 1 year and 1 day, 100%.
Fixtures and fittings
-
over 4-8 years, 25%-12.5%.
Computer equipment
-
over 8 years, 12.5%.

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

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

 
2.12

Impairment of fixed assets and goodwill

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

 
2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Consolidated Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

Page 24

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.14

Stocks

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

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

 
2.15

Debtors

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

 
2.16

Cash and cash equivalents

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


 
2.17

Creditors

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

 
2.18

Provisions for liabilities

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

 
2.19

Financial instruments

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

The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

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, with the net amounts presented in the financial statements,
Page 25

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.19
Financial instruments (continued)

when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

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

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

Impairment of financial assets

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

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

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

Financial liabilities

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

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

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

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

Derecognition of financial instruments
Page 26

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.19
Financial instruments (continued)


Derecognition of financial assets

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

Derecognition of financial liabilities

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


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The directors have made a series of judgements relating to a number of areas in the preparation of these financial statements.
Assets are typically held at cost and depreciated over their useful economic lives. The exception to this is when purchases are part of a recognised refurbishment period; these are held at cost and are depreciated when they reach a stage of operation.
The Group has a policy of capitalising all costs it deems necessary to operate the hotel for its intended purpose. Pre-opening expenditure relates to costs directly attributable to operational activities and has been depreciated over a period of 1 year and 1 day.


4.


Turnover

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


2023
2022
£
£

Room sales
5,670,191
6,685,791

Food and beverage sales
4,530,143
5,164,528

Spa sales
1,012,276
889,285

Retail sales
98,953
267,121

11,311,563
13,006,725


All turnover arose within the United Kingdom.

Page 27

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

5.


Auditors' remuneration

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


2023
2022
£
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
63,250
66,000

Fees payable to the Group's auditors in respect of bookkeeping services
52,000
52,000

Fees payable to the Group's auditors in respect of taxation compliance services
18,000
18,000


6.


Employees

Staff costs were as follows:


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£


Wages and salaries
4,314,232
4,304,196
-
-


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


        2023
        2022
            No.
            No.







Employees
241
179


7.


Interest receivable

2023
2022
£
£


Other interest receivable
96,514
20,789


8.


Interest payable and similar expenses

2023
2022
£
£


Mortgage interest payable
1,715,944
1,478,400

Page 28

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Taxation


2023
2022
£
£

Corporation tax


Adjustments in respect of previous periods
256,885
(280,524)


256,885
(280,524)


Total current tax
256,885
(280,524)

Deferred tax


Origination and reversal of timing differences
(1,692,256)
92,246

Total deferred tax
(1,692,256)
92,246


Tax on loss
(1,435,371)
(188,278)

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - higher than) the standard rate of corporation tax in the UK of 19% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Loss on ordinary activities before tax
(4,526,613)
(1,309,221)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2022 - 19%)
(860,056)
(248,752)

Effects of:


Non-tax deductible amortisation of goodwill and impairment
9,001
9,111

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
32,581
119,181

Qualifying depreciation in excess of capital allowances
-
43,798

Prior year adjustment
80,688
-

Adjustments to tax charge in respect of prior periods
256,885
(280,524)

Unrelieved tax losses carried forward
-
168,908

Deferred tax asset on losses not recognised in prior periods
(721,485)
-

Impact of change in tax rate
(232,985)
-

Total tax charge for the year
(1,435,371)
(188,278)

Page 29

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
9.Taxation (continued)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


10.


Intangible assets

Group





Goodwill

£



Cost


At 1 January 2023
463,399



At 31 December 2023

463,399



Amortisation


At 1 January 2023
246,627


Charge for the year on owned assets
47,373



At 31 December 2023

294,000



Net book value



At 31 December 2023
169,399



At 31 December 2022
216,772



Page 30

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

11.


Tangible fixed assets

Group






Freehold property
Pre-opening expenditure
Fixtures and fittings
Computer equipment
Works in progress
Total

£
£
£
£
£
£



Cost or valuation


At 1 January 2023
45,000,000
-
1,520,569
306,102
2,961,988
49,788,659


Additions
9,854,888
917,472
3,597,087
394,020
810,235
15,573,702


Disposals
-
-
(1,563,497)
(7,824)
(359)
(1,571,680)


Transfers between classes
783,078
83,683
2,055,488
39,380
(2,961,629)
-



At 31 December 2023

55,637,966
1,001,155
5,609,647
731,678
810,235
63,790,681



Depreciation


At 1 January 2023
1,129,202
-
255,261
43,593
-
1,428,056


Charge for the year on owned assets
968,398
342,045
384,640
56,408
-
1,751,491


Disposals
-
-
(555,103)
(2,771)
-
(557,874)



At 31 December 2023

2,097,600
342,045
84,798
97,230
-
2,621,673



Net book value



At 31 December 2023
53,540,366
659,110
5,524,849
634,448
810,235
61,169,008



At 31 December 2022
43,870,798
-
1,265,308
262,509
2,961,988
48,360,603

Security is in place on the Slieve Donard Hotel in case of default on a loan held by the Company. There were no defaults in the current year.

Page 31

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

12.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
29,984,893



At 31 December 2023
29,984,893





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

SDHUK Midco Limited
Downs Road, Newcastle, County Down, Northern Ireland, BT33 0AH
Ordinary
 100%
SDHUK Operator Limited
Downs Road, Newcastle, County Down, Northern Ireland, BT33 0AH
Ordinary
100%

The above subsidiaries are included in the consolidation. The Company's investment in SDHUK Midco Limited is a direct ownership and the investment in SDHUK Operator is indirect.
The Company has provided SDHUK Midco Limited, registration number NI681723, with a parental guarantee in accordance with section 479C of the Companies Act 2006. As such, advantage has been taken of the audit exemption available for SDHUK Midco Limited conferred by Section 479A of the Companies Act 2006 relating to the audit of their individual statements.
The Company has also provided SDHUK Operator Limited, registration number NI673203, with a parental guarantee in accordance with section 479C of the Companies Act 2006. As such, advantage has been taken of the audit exemption available for SDHUK Operator Limited conferred by Section 479A of the Companies Act 2006 relating to the audit of their individual statements.


13.


Stocks

Group
Group
2023
2022
£
£

Raw materials and consumables
104,669
86,732


Page 32

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Debtors

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£


Amounts owed by group undertakings
-
-
20,375,750
19,380,119


The amounts owed by group undertakings are unsecured, repayable no earlier than 31 December 2024, and charge 5.25% interest per annum.

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£


Trade debtors
105,594
168,683
-
-

Amounts owed by group undertakings
-
-
19,877,983
10,721,545

Other debtors
1,580,236
250,652
3,932
160,292

Prepayments and accrued income
530,673
437,393
405,533
311,505

2,216,503
856,728
20,287,448
11,193,342


The amounts owed by group undertakings are unsecured, repayable on demand, and bear no interest.


15.


Cash and cash equivalents

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Cash at bank and in hand
7,985,553
15,400,369
588,404
845,424


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SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

16.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Other loans
38,304,838
-
38,304,838
-

Trade creditors
1,610,047
825,767
93,303
-

Amounts owed to group undertakings
8,560,289
7,771,622
8,560,289
7,771,622

Other taxation and social security
-
1,445,136
-
-

Other creditors
2,724,674
2,655,737
2,250,000
2,250,000

Accruals and deferred income
2,329,351
1,855,615
293,123
309,662

53,529,199
14,553,877
49,501,553
10,331,284


The amounts owed by group undertakings are unsecured, repayable on demand and bear no interest.
The other loan is provided by ENIV and is secured on the Slieve Donard Hotel. This has been split into the Acquisition tranche (with a draw down limit of £28,160,000) and the Capex tranche (with a draw down limit of £11,100,000). Interest is charged at 5.25% per annum. This loan is due for repayment on 31 October 2024.


17.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Other loans
-
27,369,516
-
27,369,516




18.


Deferred taxation


Group



2023


£






At beginning of year
(7,062,737)


Charged to profit or loss
1,692,256



At end of year
(5,370,481)

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SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
18.Deferred taxation (continued)







Group
Group
2023
2022
£
£

Accelerated capital allowances
(3,584,304)
(407,395)

Revaluation of PPE
(6,242,530)
(6,655,342)

Tax losses carried forward
4,456,353
-

(5,370,481)
(7,062,737)

Deferred tax assets are recognised where it is considered more likely than not that there will be suitable profits, from which the future of the underlying timing differences can be deducted. Deferred tax is calculated in full on temporary differences under the liability method using the tax rates that have been substantively enacted for future years, being 25% (2022: 25%). There were no unrecognised deferred tax assets at 31 December 2023.
At 31 December 2022 deferred tax assets of £721,485 at the substantively enacted rate of 25% in total were unrecognised. This related to gross tax losses of £2,062,939, with a corresponding deferred tax asset of £515,735 and other temporary differences of £823,000 with a deferred tax asset thereon of £205,750.


19.


Provisions


Group and Company



Gift certificate provision

£





At 1 January 2023
249,284


Utilised in year
(98,380)



At 31 December 2023
150,904


20.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



25,509,612 (2022 - 25,509,612) Ordinary shares of £0.01 each
255,096
255,096

Page 35

 
SDHUK OWNER LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

20.Share capital (continued)

Ordinary shareholders have the right to receive notice of, and to attend, speak and vote at all general meetings of the Company, with the right to cast a vote for each Ordinary share of which he is the holder.



21.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £72,446 (2022: £48,707). Contributions totalling £25,811 (2022: £8,322) were payable to the fund at the balance sheet date.


22.


Related party transactions

Refer to notes 14 and 16 for disclosure of the related party transactions. All related party transactions were with wholly owned companies within the Group and are therefore exempt from disclosure under FRS 102 Section 33.1A.


23.


Post balance sheet events

In October 2024 the Company entered into a new credit facility with Liajoy Ireland DAC and Jovi Issuer DAC totaling £38.15m at an interest rate of 3.65% per annum plus the daily non-cumulative compounded SONIA. The proceeds were used to pay off a portion of the existing £38.6m loan with ENIV set to mature on 31 October 2024 with the remainder being paid from the release of interest reserve funds.
The Group has incurred approximately £600k in refurbishment costs since the balance sheet date.
The event noted above is considered a non-adjusting post-balance sheet event.


24.


Controlling party

The directors consider that the ultimate controlling party and ultimate parent undertaking of the Company is AJ RCD Fund LLC (Delaware), headquartered in the United States. This is the largest group to draw up consolidated financial statements, which are available at the company's address: 133 North Jefferson Street, 4th Floor, Chicago, Illinois, 60661.

 
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