Company registration number 13650635 (England and Wales)
YPM GROUP LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
YPM GROUP LIMITED
COMPANY INFORMATION
Directors
T Habib
D E Lake
S J Oswin
D S Walker
Company number
13650635
Registered office
Yorkshire Premier Meat
56 Lidgate Crescent
Langthwaithe Ind Estate
South Kirkby
Pontefract
WF9 3NR
Auditor
Sumer Auditco Limited
Fourth Floor
Unit 5B, The Parklands
Bolton
BL6 4SD
Bankers
Virgin Money (31 Clydesdale Bank)
Corporate & Structured Finance
1st Floor
94-96 Briggate
Leeds
LS1 6AD
YPM GROUP LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 6
Independent auditor's report
7 - 9
Group statement of comprehensive income
10
Group balance sheet
11
Company balance sheet
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Company statement of cash flows
16
Notes to the financial statements
17 - 36
YPM GROUP LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

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

Review of the business

The principal activity of the Group is the processing of meat ingredients for the ready meal and boxed meal industries.

Principal risks and uncertainties

The key risk facing the Group is margin management, particularly at times of raw material price fluctuation. The risk is addressed through strong relationships with suppliers and customers.

 

These strong relationships are with a small number of key suppliers and customers. Whilst recognising this concentration as a risk, the Directors focus on developing the opportunities afforded by the simplicity of these few

relationships. These opportunities include fully understanding customer requirements and working with suppliers to deliver these requirements.

 

Inflationary pressures continued in 2023 which in turn impacted customer demand. Coming out of 2023 into 2024, these inflationary pressures seem to be stabilising but current worldwide events could impact cost and availability of raw materials and energy prices.

 

Due to this macro environment within which we operate all businesses need to have adequate liquidity and managing interest rate risk. The Group manages these risks by maintaining sufficient undrawn headroom on its borrowing facility, in conjunction with tight control of working capital and regular forecasting of business performance and cash requirements plus factoring in potential interest rate movements.

 

The business is well placed to overcome any short term challenges and with the continued backing of Endless LLP, increase its existing footprint into the manufacturing and boxed meal sectors.

Key performance indicators

Financial key performance indicators are Turnover, Operating Profit and Pre-Tax Profit.

 

 

31 December 2023     31 December 2022

                     £'000          £'000

 

Turnover                 103,510 51,794

 

Operating Profit                 4,996      969

 

Pre-Tax Profit                 341         (593)

 

The Directors are satisfied with this result.

 

The business has all accreditations necessary for its pre-eminent position in the ready meal supply chain. These include BRC, Red Tractor, and all necessary major retailer approvals. In addition, there is continuing investment in facilities and in training staff.

 

In addition to the strong presence in the ready meal supply chain, during 2023 the business has continued to build sales in the box meal market through developing strong relationships and becoming a key partner to the leading suppliers of box meals in the UK.

 

The impact of the Russian invasion of Ukraine continues to be felt globally. The business has felt this through the price inflation particularly in energy and labour costs. Beyond price increases, raw material shortages for a few items were mitigated through sourcing from alternative sources. Apart from price, there was no impact on meat availability.

YPM GROUP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Future Developments

The Directors are focused on investing in the business to increase sales and maintain profitability along with reducing waste and meeting high environmental standards. The current strategy is proving to be very successful and the directors expect further commercial success in the future, with a plan to continue to invest in the business into 2024/25.

Promoting the success of the company

This is an overview of how Directors performed their duty to promote the success of the group under section 172 of the Companies Act 2006.

Duty to promote the success of the Group

In executing our strategy, Directors must act in accordance with a set of general duties detailed in section 172 of the Companies Act 2006. These general duties include a duty to promote the success of the Group, and specifically, to act in a way that the Director considers, in good faith, would be most likely to promote the success of the Group for the benefit of its shareholders as a whole and, in doing so, having regard (amongst other matters) to the:

 

This statement has been prepared in accordance with the requirements of The Companies (Miscellaneous Reporting) Regulations 2018, which require the Group to describe how the Directors have had regard to the matters set out in section 172 of the Companies Act 2006 during the financial year under review. It is noted that the Directors have always acted in accordance with such duties in their decision making and they will continue to do so. Considering the additional disclosure requirements, we have set out in the strategic report how the Directors have fulfilled their duties during the year ended 31 December 2023.

Having regard to the likely consequences of any decisions in the long-term

The Board cultivates strong relationships with key stakeholders so that it is well placed and sufficiently informed to take their considerations into account when making decisions and assessing any likely long-term impact of those decisions. The group’s core strategy is to continue to be the UK’s leading partner for multi-species, value-added B2B protein solutions, focused on exceptional service and quality for our customers and be the best-in-class supplier and this core strategy underpins all Board decisions and the creation of long-term value for all stakeholders.

Having regard to the interest of the Group’s employees

The Board understands that the Group’s employees are fundamental to its long-term success. The health, safety and well-being of the employees are of paramount importance alongside the provision of an ethical workplace. The Group engages in an active way with its employees. Many of the staff work within the factory and senior management regularly complete factory visits to maintain timely interaction.

Having regard to the need to foster the Group's business relationships with suppliers, customers, and others.

Fostering positive business relationships with key stakeholders, such as suppliers and customers is also important to the success of the Group’s businesses. As a result of the group model, engagement with customers is a matter that is largely delegated to the management teams, who know their customers best. The Board has been and continues to be, available to support the business in this area as and when required and will continue to maintain the relationships with key suppliers and customers. The business has heavily invested in their relationships with suppliers and customers throughout the year ended 31 December 2023.

YPM GROUP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -

Having regard to the impact of the Group’s operations on the community and environment

In their decision making, the Directors need to have regard to the impact of the Group’s operations on the community and environment. The Board plays a constructive role in tackling issues through engagement and investment.

It is important for the long-term future of our business that we protect and enhance the environment. Climate change will affect how much non-renewable energy is available, and the stakeholders are rightly concerned about the resilience of supplies and are looking to companies to adapt and take the necessary steps to reduce their climate change risk. We are committed to reducing our carbon footprint and contribution to climate change where economically viable.

Having regards to the desirability of the Group maintaining a reputation for high standards of business conduct

Customer fulfilment and customer satisfaction are essential for us to consistently deliver a high-quality service. The Board recognises that culture, values, and standards are key contributors to how a Group creates and sustains value over the longer-term, to enable it to maintain a reputation for high standards of business conduct which guide and assist in the Board’s decision making, and in doing so, help promote the Group’s success, recognising, amongst other things, the likely consequences of any decision in the long-term and wider stakeholder considerations.

The standards set by the Board mandate certain requirements and behaviours with regards to the activities of the Directors, the Group’s employees and others associated with the Group.

Having regard to the need to act fairly between shareholders of the Group

The members of the Board consider, both individually and together, that they have acted in the way they consider, in good faith, would be most likely to promote the success of the Group for the benefit of its members as a whole (having regard to the stakeholders and matters set out in s172(1)(a-f) of the Companies Act 2006) in the decisions taken during the year ended 31 December 2023.

On behalf of the board

T Habib
Director
18 November 2024
YPM GROUP LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -

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

Principal activities

The principal activity of the company continued to be that of processing of meat ingredients for the ready meal and boxed meal industries.

Results and dividends

The results for the year are set out on page 10.

Directors

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

T Habib
D E Lake
S J Oswin
D S Walker
T A Jack
(Resigned 31 January 2024)
Disabled persons

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

Employee involvement

The group's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.

 

Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

 

There is no employee share scheme at present, but the directors are considering the introduction of such a scheme as a means of further encouraging the involvement of employees in the company's performance.

Auditor

Sumer Auditco Limited were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, and deemed to be reappointed under section 487(2) of the Companies Act 2006.

Energy and carbon report

Under the Companies (Directors' Report) and Limited Liabilities Partnerships (Energy & Carbon Report) Regulations 2019, we are mandated to disclosure our energy use and associated greenhouse gas emissions. These disclosures are set out below.

2023
2022
Energy consumption
kWh
kWh
Aggregate of energy consumption in the year
3,449,790
-
YPM GROUP LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
2023
2022
Emissions of CO2 equivalent
metric tonnes
metric tonnes
Scope 1 - direct emissions
- Gas combustion
1,021.14
-
- Fuel consumed for owned transport
-
-
1,021.14
-
Scope 2 - indirect emissions
- Electricity purchased
1,200.88
-
Scope 3 - other indirect emissions
- Fuel consumed for transport not owned by the group
60,931.78
-
Total gross emissions
63,153.80
-
Intensity ratio
Tonnes C02e per £100,000 turnover
61.01
Quantification and reporting methodology

The group has followed the 2019 HM Government Environmental Reporting Guidelines. The group has also used the GHG Reporting Protocol – Corporate Standard and have used the 2020 UK Government’s Conversion Factors for Company Reporting

Intensity measurement

The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per £100,000 of turnover, the recommended ratio for the sector.

Measures taken to improve energy efficiency

As a group, we are continually looking at ways to improve energy efficiency, such as installing LED lighting wherever practical. We are also exploring the possibility of increasing the percentage of renewable energy consumed, from the current 38%, against other forms of energy generation.

Statement of directors' responsibilities

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.

YPM GROUP LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -
Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

On behalf of the board
T Habib
Director
18 November 2024
YPM GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF YPM GROUP LIMITED
- 7 -
Opinion

We have audited the financial statements of YPM Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise 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, the company 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:

YPM GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF YPM GROUP LIMITED
- 8 -
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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussions with the directors (as required by auditing standards) and discussed with the directors the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.

Firstly, the company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and taxation legislation. We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

Secondly, the company is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely to have such an effect: laws related to employment laws, Companies Act 2006 and Health and Safety at Work Act.

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and inspection of regulatory and legal correspondence, if any. Through these procedures we did not become aware of any actual or suspected non-compliance.

YPM GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF YPM GROUP LIMITED
- 9 -

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. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

We design procedures in line with our responsibilities, outlined below to detect material misstatement due to fraud:

 

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.

Stuart Stead (Senior Statutory Auditor)
For and on behalf of Sumer Auditco Limited
19 November 2024
Statutory Auditor
Fourth Floor
Unit 5B, The Parklands
Bolton
BL6 4SD
YPM GROUP LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
2023
2022
Notes
£
£
Turnover
3
103,510,212
51,794,236
Cost of sales
(84,144,813)
(44,046,303)
Gross profit
19,365,399
7,747,933
Distribution costs
(3,938,312)
(2,137,710)
Administrative expenses
(10,503,701)
(4,641,082)
Other operating income
72,822
-
Operating profit
4
4,996,208
969,141
Interest receivable and similar income
8
36,071
-
0
Interest payable and similar expenses
9
(4,691,625)
(1,562,800)
Profit/(loss) before taxation
340,654
(593,659)
Tax on profit/(loss)
10
(1,680,580)
(589,197)
Loss for the financial year
(1,339,926)
(1,182,856)
Loss for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
YPM GROUP LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 11 -
2023
2022
Notes
£
£
£
£
Fixed assets
Goodwill
11
28,725,149
18,181,921
Other intangible assets
11
109,159
62,599
Total intangible assets
28,834,308
18,244,520
Tangible assets
12
3,861,492
2,149,727
32,695,800
20,394,247
Current assets
Stocks
15
4,798,287
3,535,078
Debtors
16
15,792,775
8,585,275
Cash at bank and in hand
4,335,688
121,405
24,926,750
12,241,758
Creditors: amounts falling due within one year
17
(14,855,074)
(13,857,305)
Net current assets/(liabilities)
10,071,676
(1,615,547)
Total assets less current liabilities
42,767,476
18,778,700
Creditors: amounts falling due after more than one year
18
(44,578,922)
(19,653,639)
Provisions for liabilities
Deferred tax liability
21
709,498
306,917
(709,498)
(306,917)
Net liabilities
(2,520,944)
(1,181,856)
Capital and reserves
Called up share capital
23
1,838
1,000
Profit and loss reserves
(2,522,782)
(1,182,856)
Total equity
(2,520,944)
(1,181,856)
The financial statements were approved by the board of directors and authorised for issue on 18 November 2024 and are signed on its behalf by:
18 November 2024
T Habib
Director
Company registration number 13650635 (England and Wales)
YPM GROUP LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 12 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
13
1,001
1,001
Current assets
Debtors
16
191,210
-
0
Creditors: amounts falling due within one year
17
(601,917)
(205,422)
Net current liabilities
(410,707)
(205,422)
Net liabilities
(409,706)
(204,421)
Capital and reserves
Called up share capital
23
1,838
1,000
Profit and loss reserves
(411,544)
(205,421)
Total equity
(409,706)
(204,421)

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £206,123 (2022 - £205,421 loss).

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 18 November 2024 and are signed on its behalf by:
18 November 2024
T Habib
Director
Company registration number 13650635 (England and Wales)
YPM GROUP LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 29 September 2021
-
0
-
0
-
Year ended 31 December 2022:
Loss and total comprehensive income
-
(1,182,856)
(1,182,856)
Issue of share capital
23
1,000
-
1,000
Balance at 31 December 2022
1,000
(1,182,856)
(1,181,856)
Year ended 31 December 2023:
Loss and total comprehensive income
-
(1,339,926)
(1,339,926)
Issue of share capital
23
838
-
838
Balance at 31 December 2023
1,838
(2,522,782)
(2,520,944)
YPM GROUP LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 14 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 29 September 2021
-
0
-
0
-
Year ended 31 December 2022:
Loss and total comprehensive income for the year
-
(205,421)
(205,421)
Issue of share capital
23
1,000
-
1,000
Balance at 31 December 2022
1,000
(205,421)
(204,421)
Year ended 31 December 2023:
Profit and total comprehensive income
-
(206,123)
(206,123)
Issue of share capital
23
838
-
838
Balance at 31 December 2023
1,838
(411,544)
(409,706)
YPM GROUP LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
27
7,161,003
(624,395)
Interest paid
(4,691,625)
(1,562,800)
Income taxes paid
(1,044,908)
(319,063)
Net cash inflow/(outflow) from operating activities
1,424,470
(2,506,258)
Investing activities
Purchase of business
(13,568,136)
(12,812,280)
Purchase of intangible assets
(514,727)
(14,401)
Purchase of tangible fixed assets
(1,145,564)
(306,294)
Proceeds from disposal of tangible fixed assets
3,286
-
Interest received
36,071
-
0
Net cash used in investing activities
(15,189,070)
(13,132,975)
Financing activities
Proceeds from issue of shares
836
1,000
Proceeds from borrowings
18,163,152
18,925,468
Repayment of borrowings
-
(3,168,918)
Payment of finance leases obligations
(182,017)
-
Net cash generated from financing activities
17,981,971
15,757,550
Net increase in cash and cash equivalents
4,217,371
118,317
Cash and cash equivalents at beginning of year
118,317
-
0
Cash and cash equivalents at end of year
4,335,688
118,317
Relating to:
Cash at bank and in hand
4,335,688
121,405
Bank overdrafts included in creditors payable within one year
-
(3,088)
YPM GROUP LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 16 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
28
(838)
1
Investing activities
Proceeds from disposal of subsidiaries
-
0
(1,001)
Net cash used in investing activities
-
(1,001)
Financing activities
Proceeds from issue of shares
838
1,000
Net cash generated from financing activities
838
1,000
Net increase in cash and cash equivalents
-
-
Cash and cash equivalents at beginning of year
-
0
-
0
Cash and cash equivalents at end of year
-
0
-
0
YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 17 -
1
Accounting policies
Company information

YPM Group Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is .

 

The group consists of YPM Group 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 £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company YPM Group Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2023. 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.

1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -
1.5
Turnover

Turnover represents amounts receivable for goods provided in the period net of VAT and trade discounts.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
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.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

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

Software
33% straight line
1.8
Tangible fixed assets

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

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

Freehold land and buildings
20 years straight line
Leasehold improvements
Equally over the lease term
Plant and equipment
3 - 10 years straight line
Fixtures and fittings
20% straight line
Computers
33% straight line
Motor vehicles
25% straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 19 -
1.9
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.10
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.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

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.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.11
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, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

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.

YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 20 -
1.12
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.13
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.

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.

YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 21 -
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, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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 interest rate swaps and 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.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

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

1.14
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.

1.15
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.

YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 22 -
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.

1.16
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.

1.17
Retirement benefits

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

1.18
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

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.

YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
2
Judgements and key sources of estimation uncertainty
(Continued)
- 23 -
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.

Overriders

The group makes an estimate of overrider settlements where they are based on qualifying conditions. In circumstances where these conditions are unlikely to be satisfied, management assesses the commercial implications and makes adjustments on the likelihood of their settlement.

Overriders
Useful economic life

The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets, which are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets.

Stock provision

When calculating the stock provision, management considers the nature and condition of the stock, as well as applying assumptions around anticipated sales of finished goods and future usage of raw materials. The stock provision for this year was £63,713 (2022: £9,812).

3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by class of business
Sale of goods
103,510,212
51,794,236
2023
2022
£
£
Other revenue
Interest income
36,071
-
4
Operating profit
2023
2022
£
£
Operating profit for the year is stated after charging/(crediting):
Depreciation of owned tangible fixed assets
700,712
250,073
Profit on disposal of tangible fixed assets
(3,286)
(3,800)
Amortisation of intangible assets
3,140,095
1,640,309
Operating lease charges
153,355
-
YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
5
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
3,949
5,500
Audit of the financial statements of the company's subsidiaries
112,549
56,644
116,498
62,144
For other services
Taxation compliance services
-
3,000
All other non-audit services
-
5,500
-
8,500
6
Employees

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

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
Directors
5
4
5
4
Administration
39
13
-
-
Production
248
138
-
-
Total
292
155
5
4

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
8,432,391
4,195,428
-
0
-
0
Social security costs
1,054,495
630,053
-
-
Pension costs
188,199
74,183
-
0
-
0
9,675,085
4,899,664
-
0
-
0
YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
7
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
464,026
341,760
Company pension contributions to defined contribution schemes
27,300
19,327
491,326
361,087
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
156,174
122,944
Company pension contributions to defined contribution schemes
9,100
-

During the year retirement benefits were accruing to 3 directors in respect of defined contribution pension schemes.

 

During the previous reporting period the highest paid director exercised his share options that were granted at market value on the day of the grant under an EMI scheme.

 

There were 100 equity-settled share options granted on the 1st September 2020. During the prior period 15 lapsed and the remaining 85 shares were exercised at the price of £278 per share on the 11th March 2022.

8
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
36,050
-
0
Other interest income
21
-
Total income
36,071
-
0
2023
2022
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
36,050
-
YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 26 -
9
Interest payable and similar expenses
2023
2022
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
128,803
45,251
Interest payable to group undertakings
3,633,648
1,167,731
3,762,451
1,212,982
Other finance costs:
Interest on finance leases and hire purchase contracts
8,028
-
Other interest
921,146
349,818
Total finance costs
4,691,625
1,562,800
10
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
1,642,522
51,763
Adjustments in respect of prior periods
(117,789)
-
0
Total current tax
1,524,733
51,763
Deferred tax
Origination and reversal of timing differences
155,847
537,434
Total tax charge
1,680,580
589,197
YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
10
Taxation
(Continued)
- 27 -

The actual charge for the year can be reconciled to the expected charge/(credit) for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
Profit/(loss) before taxation
340,654
(593,659)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 23.52% (2022: 19.00%)
80,124
(112,795)
Tax effect of expenses that are not deductible in determining taxable profit
1,603,303
822,446
Tax effect of income not taxable in determining taxable profit
-
0
(721)
Effect of change in corporation tax rate
13,266
-
Group relief
(2,229)
-
0
Deferred tax adjustments in respect of prior years
(14,141)
-
0
Dividend income
(48,822)
-
Fixed assets differences
12,740
(1,716)
Remeasurement of deferred tax for change in rate of tax
8,765
128,983
Employee share option relief
-
0
(247,000)
Other differences
(6,597)
-
0
Deferred tax assets not recognised
34,171
-
Taxation charge
1,680,580
589,197
11
Intangible fixed assets
Group
Goodwill
Software
Total
£
£
£
Cost
At 1 January 2023
19,774,735
110,094
19,884,829
Additions
13,615,156
114,727
13,729,883
At 31 December 2023
33,389,891
224,821
33,614,712
Amortisation and impairment
At 1 January 2023
1,592,814
47,495
1,640,309
Amortisation charged for the year
3,071,928
68,167
3,140,095
At 31 December 2023
4,664,742
115,662
4,780,404
Carrying amount
At 31 December 2023
28,725,149
109,159
28,834,308
At 31 December 2022
18,181,921
62,599
18,244,520
The company had no intangible fixed assets at 31 December 2023 or 31 December 2022.
YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 28 -
12
Tangible fixed assets
Group
Freehold land and buildings
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
£
£
Cost
At 1 January 2023
441,331
-
0
1,922,261
-
0
32,408
-
0
2,396,000
Additions
-
0
-
0
1,072,778
45,818
26,975
-
0
1,145,571
Business combinations
-
0
101,156
1,042,267
103,640
-
0
19,843
1,266,906
At 31 December 2023
441,331
101,156
4,037,306
149,458
59,383
19,843
4,808,477
Depreciation and impairment
At 1 January 2023
17,167
-
0
219,279
-
0
9,827
-
0
246,273
Depreciation charged in the year
22,322
21,196
605,724
29,522
14,733
7,215
700,712
At 31 December 2023
39,489
21,196
825,003
29,522
24,560
7,215
946,985
Carrying amount
At 31 December 2023
401,842
79,960
3,212,303
119,936
34,823
12,628
3,861,492
At 31 December 2022
424,164
-
0
1,702,982
-
0
22,581
-
0
2,149,727
The company had no tangible fixed assets at 31 December 2023 or 31 December 2022.
YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 29 -
13
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
1,001
1,001
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2023 and 31 December 2023
1,001
Carrying amount
At 31 December 2023
1,001
At 31 December 2022
1,001
YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 30 -
14
Subsidiaries

Details of the company's subsidiaries at 31 December 2023 are as follows:

Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
YPM Holdings Limited
1
Ordinary
100.00
-
Kirkby 2017 Limited
1
Ordinary
-
100.00
Yorkshire Premier Meat Limited
1
Ordinary
-
100.00
Smithfield Poultry Limited
2
Ordinary
-
100.00
Smithfield Murray Holdings Limited
2
Ordinary
-
100.00
Smithfield Murray Limited
2
Ordinary
-
100.00

Registered office addresses (all UK unless otherwise indicated):

1
Unit 56 Lidgate Crescent, Langthwaite Grange Industrial Estate, South Kirkby Pontefract, United Kingdom, WF9 3NR
2
Fourth Floor, Unit 5b The Parklands, Bolton, United Kingdom, BL6 4SD
15
Stocks
Group
Company
2023
2022
2023
2022
£
£
£
£
Raw materials and consumables
3,168,144
2,876,432
-
-
Work in progress
507,198
373,680
-
-
Finished goods and goods for resale
1,122,945
284,966
-
0
-
0
4,798,287
3,535,078
-
-
16
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
14,515,338
5,991,425
-
0
-
0
Unpaid share capital
2
-
0
-
0
-
0
Corporation tax recoverable
307,071
-
0
-
0
-
0
Amounts owed by group undertakings
-
-
113,916
-
Other debtors
734,808
2,523,574
77,294
-
0
Prepayments and accrued income
235,556
70,276
-
0
-
0
15,792,775
8,585,275
191,210
-
YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 31 -
17
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans and overdrafts
19
-
0
3,088
-
0
-
0
Obligations under finance leases
20
174,317
-
0
-
0
-
0
Other borrowings
19
1,436,360
4,663,874
-
0
-
0
Trade creditors
8,529,634
5,369,960
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
589,468
196,922
Corporation tax payable
2,047,539
226,988
-
0
-
0
Other taxation and social security
207,682
95,996
-
-
Other creditors
558,627
2,267,677
-
0
-
0
Accruals and deferred income
1,900,915
1,229,722
12,449
8,500
14,855,074
13,857,305
601,917
205,422
18
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Obligations under finance leases
20
34,617
-
0
-
0
-
0
Other borrowings
19
44,544,305
19,653,639
-
0
-
0
44,578,922
19,653,639
-
-
19
Loans and overdrafts
Group
Company
2023
2022
2023
2022
£
£
£
£
Bank overdrafts
-
0
3,088
-
0
-
0
Other loans
45,980,665
24,317,513
-
0
-
0
45,980,665
24,320,601
-
-
Payable within one year
1,436,360
4,666,962
-
0
-
0
Payable after one year
44,544,305
19,653,639
-
0
-
0
YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
19
Loans and overdrafts
(Continued)
- 32 -

Of the amounts falling due within one year a total of £1,436,360 (2022: £663,874) relates to an invoice financing facility held by Yorkshire Premier Meat Limited. The comparative figure includes a loan of £4,000,000 from funds managed by Endless LLP and was secured, bearing interest rate of base +8% and matured in March 2023.

 

Of the amount falling due after one year £8,837,234 (2022: £5,654,408) relates to management loans and are repayable in 2027, and bears interest rate of base + 8%. The balance also includes £32,207,074 (2022: £13,999,231) is from funds managed by Endless LLP and is secured, bears interest rate of base +8% and matures in March 2027. The remaining balance consists of £3,500,000 of deferred consideration relating to the acquisition of the Smithfield Poultry group.

 

The debt is listed on The International Stock Exchange.

20
Finance lease obligations
Group
Company
2023
2022
2023
2022
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
174,317
-
0
-
0
-
0
In two to five years
34,617
-
0
-
0
-
0
208,934
-
-
-

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

21
Deferred taxation

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

Liabilities
Liabilities
2023
2022
Group
£
£
Accelerated capital allowances
744,723
306,917
Short term timing differences
(35,225)
-
709,498
306,917
The company has no deferred tax assets or liabilities.
YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
21
Deferred taxation
(Continued)
- 33 -
Group
Company
2023
2023
Movements in the year:
£
£
Liability at 1 January 2023
306,917
-
Charge to profit or loss
155,847
-
Liability from acquisition of subsidiary
246,734
-
Liability at 31 December 2023
709,498
-

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.

22
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
188,199
74,183

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.

23
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A shares of 0.1p each
1,326,888
719,485
1,327
719
Ordinary B shares of 0.1p each
258,304
230,515
258
231
Ordinary C shares of 0.1p each
253,124
50,000
253
50
1,838,316
1,000,000
1,838
1,000

On 13 March 2023 the following shares were issued:

 

On 31 May 2023 19,150 £0.001 Ordinary C Shares were issue for consideration of £19.15.

 

On 29 November 2023 19,150 £0.001 Ordinary C Shares were issued for consideration of £19.15.

YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 34 -
24
Acquisition of a business

On 14 March 2023 the group acquired 100% percent of the issued capital of Smithfield Poultry Limited.

Book Value
Adjustments
Fair Value
Net assets acquired
£
£
£
Property, plant and equipment
1,266,913
-
1,266,913
Inventories
711,793
-
711,793
Trade and other receivables
7,250,740
-
7,250,740
Cash and cash equivalents
3,026,312
-
3,026,312
Obligations under finance leases
(390,951)
-
(390,951)
Trade and other payables
(3,705,126)
-
(3,705,126)
Tax liabilities
(992,326)
-
(992,326)
Deferred tax
(288,063)
-
(288,063)
Total identifiable net assets
6,879,292
-
6,879,292
Goodwill
13,215,156
Total consideration
20,094,448
The consideration was satisfied by:
£
Cash
16,594,448
Deferred consideration
3,500,000
20,094,448
Contribution by the acquired business for the reporting period included in the group statement of comprehensive income since acquisition:
£
Turnover
41,055,632
Profit after tax
4,221,759
YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 35 -
25
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2023
2022
2023
2022
£
£
£
£
Within one year
326,404
452,046
-
-
Between two and five years
439,432
443,522
-
-
765,836
895,568
-
-
26
Controlling party

The ultimate controlling party is Endless LLP, a limited liability partnership registered in England and Wales. Endless LLP is controlled by G Wilson and D Forshaw.

27
Cash generated from/(absorbed by) group operations
2023
2022
£
£
Loss for the year after tax
(1,339,926)
(1,182,856)
Adjustments for:
Taxation charged
1,680,580
589,197
Finance costs
4,691,625
1,562,800
Investment income
(36,071)
-
0
(Gain)/loss on disposal of tangible fixed assets
(3,286)
3,800
Amortisation and impairment of intangible assets
3,140,095
1,640,309
Depreciation and impairment of tangible fixed assets
700,712
250,073
Movements in working capital:
Increase in stocks
(551,416)
(875,178)
Decrease/(increase) in debtors
350,313
(1,588,272)
Decrease in creditors
(1,471,623)
(1,024,268)
Cash generated from/(absorbed by) operations
7,161,003
(624,395)
YPM GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 36 -
28
Cash (absorbed by)/generated from operations - company
2023
2022
£
£
Loss for the year after tax
(206,123)
(205,421)
Movements in working capital:
Increase in debtors
(191,210)
-
Increase in creditors
396,495
205,422
Cash (absorbed by)/generated from operations
(838)
1
29
Analysis of changes in net debt - group
1 January 2023
Cash flows
31 December 2023
£
£
£
Cash at bank and in hand
121,405
4,214,283
4,335,688
Bank overdrafts
(3,088)
3,088
-
0
118,317
4,217,371
4,335,688
Borrowings excluding overdrafts
(24,317,513)
(21,663,152)
(45,980,665)
Obligations under finance leases
-
(208,934)
(208,934)
(24,199,196)
(17,654,715)
(41,853,911)
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