Registered number:
FOR THE YEAR ENDED 30 APRIL 2024
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CONTENTS
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COMPANY INFORMATION
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FOUNDERS' STATEMENT
FOR THE YEAR ENDED 30 APRIL 2024
Highlights
Quintessentially UK Limited is the main holding company for the Quintessentially group of businesses (with the exception of the Quintessentially Travel Group) across its main subsidiary hubs and licensed or Partner offices across the UK, Europe, South America, the Middle East and Asia. • The lifestyle group, serving high net worth individuals both directly and through corporate partnerships, • The Quintessentially agency business (“Q Experiences”) working with a variety of brands and corporates on guest management, insight and promotional events, • Quintessentially Education,and • The Corporate Franchise Network It is also the main employing company for the Group. The year ended 30th April 2024 shows an increase in turnover to £29.6m and an operating loss of £1.0m. These results not only represent a further increase in revenues of £3.3m (12%) but also a £4.6m (27%) increase in gross profits. The resultant operational loss of £1.0m is not only below the prior year, but reflects in particular significant upfront investment in infrastructure such as the launch of Quintessentially’s new app in early 2024, exceptional professional costs and an increase in headcount to support the growth in revenues. To address this, the Group has gone through a cost cutting exercise focussing on central costs in particular, and including a review and renegotiation of operational contracts as well as a focussed headcount reduction programme. The group is therefore projected to trade profitably in the final 6 months of the current financial year to 30 April 2025. Within our lifestyle Group, members renewal rates fell to 62% in 2023/24 although these have recovered to 75% in the current year. The issue was particularly apparent in the USA and an action plan was implemented to improve communication and increase proactivity with the resultant increase in renewal rates. Quintessentially Education has again posted an increase in revenues and profits, with the underlying services also expanding to include new in school presentations to promote their services, and recording over 90% success rates for their students in entry to their universities of choice. Our Experiences and Events division has continued to grow, and we are pleased with our new joint venture in Saudi Arabia which has supplemented our continued success in the region. Contracts won include the Red Sea Film Festival, and also a corporate concierge contract for the Saudi Premier League (SPL). During the last year, we have not only renewed important Corporate contracts like Mastercard, but we have also expanded by adding new Corporate clients like Swiss4 in the UK, R360 in India and Visa in the Middle East and South America. Our Corporate business is an important area of opportunity for us and the introduction of our new app should enable us to accelerate this growth. As we have reported previously, we have also been refocussing our corporate membership service to match the way we operate by being a more proactive experience-led membership service rather than a reactive call centre model. This approach has yielded our new contracts referred to above and we are also leveraging our success in managing SPL players to pitch to other sporting agents and clubs. The Group has also recorded a 34% year on year increase in its revenue share from the Franchise or Partner network which totalled just over £1.0m. New clients contracted included Mercedes Benz, Allianz Insurance, BMW, Standard Bank, and Commercial International Bank. Recent Trading and Outlook As stated above the group has traded well in the period since 30 April 2024 with revenues being significantly ahead of prior year.
B W Elliot
Director & Founder
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QUINTESSENTIALLY (UK) LIMITED
FOUNDERS' STATEMENT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
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GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 30 APRIL 2024
The directors present their Strategic Report for the year ended 30 April 2024.
The principal activities of the Group are the provision of lifestyle management, concierge and events planning and coordination for both individuals and corporates through a network of "hub" subsidiary offices and franchise partner offices in over 40 cities across the world. Our target customers are High Net Worth individuals "HNWIs" via our Private membership range of products and blue-chip corporate customers via our corporate membership packages.
Financial review Group turnover increased in the year from £26.3m to £29.6m. The gross profit increased from £16.6m to £21.2m and the gross margin increased from 63% to 72% reflecting the greatly changed mix of revenues in the year. Whilst the result for the year is a loss after taxation of £2.1m in 2024 (loss of £2.9m in 2023), the Group is encouraged by a growing Private membership base which increased by a net 9% in the year, driving increased business activity across its travel and educational businesses in particular, supported by an expanding Q Experiences business, Corporate membership and Corporate Franchise network. The Group also continues to receive operational and financial support from its shareholders, which is reflected in the loan facilities recorded in the balance sheet, as well as disclosed as subsequent events in these financial statements.
The Directors 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 Company for the benefit of the members as a whole, and in doing so have regard to:
• the likely consequences of any decision in the long term • the interest of the Company’s employees • the need to foster the Company’s business relationships with suppliers, customers and others • the impact of the Company’s operations on the community and the environment • the desirability of the Company maintaining a reputation for high standards of business conduct • the need to act fairly as between members of the Company The board of directors of the Company (the “Board”) confirms that it has acted to promote the long-term success of the Company for the benefit of its members as a whole whilst having due regard to the matters set out in section 172(1) of the Company Act 2006 (“s172”).
Key stakeholder groups whose interests and needs the Board must regularly consider when making decisions, include our members, clients, employees, and shareholders and regulators. Key decisions and matters that are of strategic importance to the Company are appropriately informed by s172 factors. The examples provided below show how the Board considered the matters set out in s172 in respect of some of the key decisions made in the financial year:
There was no change in the composition of the Board in the year.
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GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
The major focus of the Board and the Executive Management Team during the financial year was both to continue to re-grow the business post pandemic and also to complete the rationalisation of the Group following the comprehensive restructure of the Group and many of its subsidiaries and we can report that the latter task was successfully completed. During the financial year further progress was made leading to a greater focus by all in the Company on the core business lines. The Company is closely associated with a charitable foundation “Quintessentially Foundation” which has galvanized a network of donors, friends and partners since 2008 to help with a number of charities, with a focus on helping those in poverty and children particularly in and around London often via smaller charities. The Company helps promote Quintessentially Foundation in various ways, including at certain events for the former’s private members, running fundraising activities, and it encourages its staff to provide voluntary work to the Foundation either within the Company’s paid time (up to 2 days per year) or in their own free time. The Company considers this a vital contribution to the community in which it operates. The company was unable to declare a dividend during the year due to accumulated losses.
The key risks are described below. The risks are closely monitored and controlled as part of the Company’s risk management framework.
Strategic risk The Board’s strategy is to improve all business areas for the long term success of the Company whilst ensuring safeguards are in place to achieve the best returns for shareholders. The Executive Management Team represents all business areas and is aligned and incentivised to act in the best interests of the Company by having an understanding of risks that may affect the implementation strategy and reduce the prospects of its success. Financial Risk 1) Currency risk The Company is exposed to foreign exchange rate risk. This risk is managed by ensuring that sufficient natural hedges are established between cost and revenue streams to minimise exposure to the Group. The Group does not enter into formal financial hedging arrangements with any financial institutions. 2) Liquidity risk The Company seeks to manage financial risk by ensuring that sufficient liquid assets are available for reasonably foreseeable needs requiring cash investment, so that such matters may be managed prudently and efficiently. 3) Key performance indicators Given the nature of the business, the Company’s directors are of the opinion that analysis using other KPIs is not necessary for an understanding of the development, performance or position of the Company. Revenue and profitability are used to measure the performance of the Company. See financial review section above. Operational risk There is a risk that an incident which the Company is involved in could cause damage to its infrastructure which could affect its reputation or create financial loss. Cyber risk With the ever-increasing threat of cyber-crime to both businesses and persons considerable attention is given to this risk throughout the Company. This includes updating the risk assessment, the monitoring of threats and protecting against such risks, ensuring appropriate business continuity plans are in place, as well as continually training and educating our staff as to the risks and their role in protecting the Company and Group.
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GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
People risk The retention of highly skilled staff, as well as the ability to attract new staff with the appropriate skills and experience, is central to the efficiency and sustainability of the Group’s operations. Legal and regulatory risk The Board continues to encourage all its staff to focus on the long-term interests of the business and treating clients fairly. A culture of legal and regulatory awareness is embedded within the Group by the in-house legal team to mitigate and legal and regulatory risk. Reputational risk Reputational risk can arise from, inter alia, adverse operational events which could lead to adverse public opinion generating a detrimental effect on the Company’s ability to retain or generate business. There is a strong emphasis placed on the importance of ethical behaviour and the maintenance of high standards of professionalism.
The Board is collectively responsible for the long-term success of the Company. The Board sets the Company’s strategic aims, within a framework of risk management and internal controls, ensuring that the necessary financial and human resources are in place to enable the Company to meet its objectives.
The Directors of the Company, who held office throughout the financial year, unless otherwise stated, were: Ira Birns Ben Elliot Aaron Simpson Committees of the Board Remuneration Committee The Remuneration Committee develops the Company’s policy regarding the remuneration of the Executive Management Team and certain other senior staff. Executive Management Team The Executive Management Team consists of the Chief Executive Officer, the Finance Director and senior business members across the various business activities and across the countries out of which the Group operates. It is responsible for the implementation of initiatives and strategy set by the Board and addressing any immediate business issues on a group wide basis. Future developments On the basis and given the continuing improvement in the pipeline of business and bookings the directors expect the Company’s future performance to be strong.
This report was approved by the board on 3 January 2025 and signed on its behalf.
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DIRECTORS' REPORT
FOR THE YEAR ENDED 30 APRIL 2024
The directors present their report and the financial statements for the year ended 30 April 2024.
The directors who served during the year were:
The loss for the year, after taxation and minority interests, amounted to £2.2m (2023: £2.9m)
The directors are unable to recommend the payment of a dividend (2023: £Nil).
Future developments and financial risk management are disclosed in the Strategic Report as per Section 414C (11) of the Companies Act 2006.
Going concern For the year ended 30 April 2024, the Group reported a loss after tax of £2.1m (2023: £2.9m), had net current liabilities of £29.3m (2023: £27.5m) and net liabilities of £29.1m (2023: £27.3m). For the same period, the Company reported a loss after tax of £0.6m (2023: £4.1m), had net current liabilities of £33.8m (2023: £33.1m) and net liabilities of £23.6m (2023: £22.9m). The directors have assessed the impact on the current business, with particular reference to the letter of support received from one of the main shareholders and lenders. This formal letter indicates their confidence in the business, commitment to provide future financial backing and an extension on existing loan terms and facilities. In addition, the continued growth in revenues underpinned by new business wins and a recently implemented significant cost cutting programme is projected to return the group to profitability into 2025. As a result, the directors have a reasonable expectation that the Group and Company has adequate resources to continue in operation for the next 12 months. Given the level of uncertainty which still exists there is a risk that the pace and level at which business returns could be materially less than forecast, requiring the Group and Company to obtain external funding which may not be forthcoming and therefore this creates material uncertainty that may ultimately cast doubt about the Group and Company's ability to continue as a going concern.
The employees of the Company are systematically provided with information on matters which concern them as employees. Employees or their representation are regularly consulted when decisions are taken which are likely to affect their interests. The Directors continue to provide information to the employees in order to achieve employee awareness of financial and economic factors affecting the Company, this includes regular Town Hall meetings with the CEO.
The Company engages with suppliers, customers and others in a number of ways, including regular communication with them and investing back into its communities through supporting charities and other initiatives. In particular as described more fully in the Group Strategic Report the Company is closely associated with a charitable foundation “Quintessentially Foundation” and continually promotes and closely supports that organisation in a number of ways.
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
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.
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 2006. They 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.
There have been no significant events affecting the Group since the year end.
Under section 487(2) of the Companies Act 2006, Sopher + Co LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
This report was approved by the board on
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUINTESSENTIALLY (UK) LIMITED
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 30 April 2024 and of the Group's loss for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.
We draw attention to note 2.3 in the financial statements which references Group and Company losses after taxation for the current and preceding year and the net liability position of both the Group and the Company and the reliance of the Group on the continued provision of loan facilities from a principal shareholder. As stated in note 2.3, this situation indicates that a material uncertainty exists that may cast significant doubt on the Group or the Company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
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. Our evaluation of the directors' assessment of the Group's ability to continue to adopt the going concern basis of accounting included a review of the projections and stress test scenarios prepared by the directors together with the ongoing provision of loan facilities which have been continued to be renewed and extended annually to date.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The directors are responsible for the other information. The other information comprises the information included in the Annual Report, other than the financial statements and our Auditors' Report thereon. 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.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUINTESSENTIALLY (UK) LIMITED (CONTINUED)
In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
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.
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.
As explained more fully in the Directors' Responsibilities Statement set out on page 8, 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.
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.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUINTESSENTIALLY (UK) LIMITED (CONTINUED)
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:
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
∙the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
∙we identified the laws and regulations applicable to the Company and Group through discussions with directors and other management, and from our commercial knowledge and experience of the events, membership clubs, art consulting and property consulting sector;
∙we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Company and Group, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation;
∙we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
∙identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.
We assessed the susceptibility of the Company’s and Group's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
∙making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud;
∙considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and
∙understanding the design of the Company’s remuneration policies.
To address the risk of fraud through management bias and override of controls, we:
∙performed analytical procedures to identify any unusual or unexpected relationships
∙tested journal entries to identify unusual transactions;
∙assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and
∙investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
∙agreeing financial statement disclosures to underlying supporting documentation;
∙reading the minutes of meetings of those charged with governance;
∙enquiring of management as to actual and potential litigation and claims; and
∙reviewing correspondence with HMRC, relevant regulators and the Company’s legal advisors.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF QUINTESSENTIALLY (UK) LIMITED (CONTINUED)
There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.
Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.
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.
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 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.
for and on behalf of
Chartered Accountants & Statutory Auditors
5 Elstree Gate
Elstree Way
Borehamwood
Hertfordshire
WD6 1JD
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CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 APRIL 2024
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CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 APRIL 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 21 to 40 form part of these financial statements.
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COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 30 APRIL 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 21 to 40 form part of these financial statements.
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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2024
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COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2024
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CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 APRIL 2024
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CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 30 APRIL 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
Quintessentially (UK) Limited ("the Company") is a private limited liability company, domiciled and incorporated in England and Wales. The business and registered office address is 29 Portland Place, London W1B 1QB. The nature of the Company’s operations and its principal activities are set out in the Strategic Report.
2.Accounting policies
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 following principal accounting policies have been applied:
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 Statement of Financial Position, 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. In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 31 October 2018.
Therefore, the Group continues to recognise a merger reserve which arose on a past business combination that was accounted for as a merger in accordance with UK GAAP as applied at that time.
For the year ended 30 April 2024, the Group reported a loss after tax of £2.1m (2023: £2.9m), had net current liabilities of £29.3m (2023: £27.5m) and net liabilities of £29.1m (2023: £27.3m).
For the same period, the Company reported a loss after tax of £0.6m (2023: £4.1m), had net current liabilities of £33.8m (2023: £33.1m) and net liabilities of £23.6m (2023: £22.9m). The directors have assessed the impact on the current business, with particular reference to the letter of support received from one of the main shareholders and lenders. This formal letter indicates their confidence in the business, commitment to provide future financial backing and an extension on existing loan terms and facilities. In addition, the continued growth in revenues underpinned by new business wins and a recently implemented significant cost cutting programme is projected to return the group to profitability into 2025.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
2.Accounting policies (continued)
In reaching their decision the directors have given due consideration to the further extension of loan facilities from World Fuel Services Europe, Ltd as detailed in notes 17 and 22, including the new post year end loan of £2.5m with a termination date of 25 February 2025.
As a result, the directors have a reasonable expectation that the Group and Company has adequate resources to continue in operation for the next 12 months. Given the level of uncertainty which still exists there is a risk that the pace and level at which business returns could be materially less than forecast, requiring the Group and Company to obtain external funding which may not be forthcoming and therefore this creates material uncertainty that may ultimately cast doubt about the Group and Company's ability to continue as a going concern.
Functional and presentation currency
Transactions and balances
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
2.Accounting policies (continued)
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. Membership income, both corporate and private, is spread over the subscription period after accounting for initial costs, with the subscription period being defined as the term over which services are provided to the customer. Commissions are recognised in line with the delivery of the services from which they derive, which is predominantly hotel bookings. As such, for the example of a hotel booking, turnover is recognised over the course of the customer stay. The Company engages with its franchise offices around the world to deliver services to its clients and members. License fees granted to franchise offices are recognised over the term for which the franchise agreement is granted. Minimum guarantees are recognised over the period to which they relate on a pro rata basis. Where minimum guarantees are exceeded on a contract period these are recognised as earned. Turnover from international contracts where service delivery is provided partially from our franchise partner offices is recognised in its entirety, together with the associated turnover share applicable to the Company with the proportion of sales payable to the franchise partner is included in cost of sales, as per the underlying contract. Corporate fees are spread over the period during which the related costs are incurred. This same policy also applies to the education consultancy services, and high-end shopping turnover streams.
The Group contributes to defined contribution plans for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
2.Accounting policies (continued)
Trademarks are measured at cost less accumulated amortisation and any accumulated impairment losses. Amortisation is calculated to write off the cost in equal annual instalments over its estimated useful life of 10 years.
Computer software is measured at cost less amortisation and any accumulated impairment losses. Amortisation is calculated to write off the cost in equal monthly instalments over the useful economic life. Amortisation is charged to administrative expenses in the period to which relates. Amortisation periods are representative of management’s best estimation of the useful life of the underlying asset. Their estimation is based on a variety of factors, including but not limited to legal, contractual or regulatory provisions which may limit the useful life of an asset or cash generating unit, and assumptions from market participants.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives.
Depreciation is provided on the following basis:
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.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
2.Accounting policies (continued)
Impairment of Investments For investments, an impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are largely independent cash inflows (cash-generating units). Prior impairments of investments are reviewed for possible reversal at each reporting date.
The group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade debtors, other debtors, creditors and, loans from related parties and investments in ordinary shares.
Financial assets that are measured at cost and amortized at cost are assessed at the end of each reporting period for objective evidence of impairement. If objective evidence of impairement is found, an impairement loss is recognised in the Statement of Comprehensive Income.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
Critical accounting judgments and estimation uncertainty Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Critical accounting estimates and assumptions The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below. (i) Useful economic lives of tangible assets The annual depreciation charge for tangible assets, and amortisation of intangible assets, is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values 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. (ii) Impairment of debtors The Company makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience. (iii) Impairment of tangible and intangible assets Tangible fixed assets and intangible assets are assessed at each reporting 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 recognised 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 (CGUs). Fixed assets that have been previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased, except for goodwill where impairment losses previously recognised are not reversed. (iv) Impairment of investment in subsidiaries Investments in subsidiaries are measured at cost less accumulated impairment. Investments in subsidiaries are reviewed for impairment at each reporting date. Factors taken into consideration in reaching such a decision include the economic viability and expected future financial performance of the subsidiary and where it is component of a larger cash- generating unit, the viability and expected future performance of that unit.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
The whole of the turnover is attributable to the principal activities of the Group.
Analysis of turnover by country of destination:
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
The Company has unutilised losses amounting to approximately £8.77m (2023: £8.24m) available to carry forward and utilise against future profits. No provision has been made for a deferred tax asset in respect of these losses in view of uncertainty as to when they may prove recoverable.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
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. The loss after tax of the parent Company for the year was £0.6m (2023: £4.1m).
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
12.Intangible assets (continued)
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
13.Tangible fixed assets (continued)
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
Subsidiary undertakings (continued)
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
Amounts owed to group undertakings are unsecured, interest free and are payable on demand.
Related party loans, as set out below, are secured by fixed and floating charges over the assets of the Company. (i) As at 30 April 2024, the Company had a loan agreement with a related company, World Fuel Services Europe, Ltd of £2.5m. The maximum available of £2.5m was outstanding at 30 April 2024 with an interest rate equal to the Bank of England's base rate lending +6% per annum. On 27 September 2024, the lender agreed to i.) a further extension of the termination date to 25 February 2025 ii.) to capitalise the interest premium outstanding under the original loan agreement at that date of £0.5m, increasing the principal to £3.0m. (ii) As at 30 April 2024, the Company had a loan agreement with a related company, World Fuel Services Europe, Ltd of £10m. The maximum available of £10m was outstanding at 30 April 2024 with an interest rate equal to the Bank of England's base rate lending +6% per annum. The facility was extended by a further £2.0m to £12.0m. On 27 September 2024, the lender agreed to extend the entire facility to 25 February 2025. As of date of signing these financial statements, there have been no situations or conditions, which constitute breaches of the covenants included in the loan and the extended loan, that have not otherwise been remedied by the Group or waived by the loan provider.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
19.Share capital (continued)
Foreign exchange reserve
Merger Reserve
Having considered the requirements FRS 102, the transaction by which the Company acquired these subsidiaries this been accounted for on a merger basis as if the entities had always been combined. The combination has been accounted for by using book values with no fair value adjustments made nor goodwill created. The investments recorded by the Company have been accounted for at fair value, hence the creation of a merger reserve. In accounting for the October 2018 group reconstruction, the Company financial statements recorded an investment in the acquired subsidiaries at the fair value of those subsidiaries for £28,260k, creating a merger reserve of the same amount during the that financial year within equity. During the financial year ending 30 April 2024 the company re-valuated the position of the value in use of each of the investments brought together by the recognition of the merger reserve and there was no change.
Profit and loss account
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
As at 30 April 2024, the Company had two loan agreement with a related company, World Fuel Services Europe, Ltd of £10.0m and £2.5m. On 27 September 2024, the lender agreed to i.) extend the £10m facility by a further £2m increasing the principal to £12.0m ii.) to capitalise the interest premium outstanding under the original loan agreement at that date of £0.5m, increasing the principal to £3m. On 27 September 2024, the lender agreed to extend the termination of the above facilities to 25 February 2025. World Fuel Services Europe, Ltd is a group undertaking of WFS UK Holding Partnership LP, which holds a 26.72% interest in Quintessentially (UK) Limited. Further details regarding these loans are set out in note 17.
In the opinion of the directors the group is controlled by Mr A T Simpson, Mr B W Elliot and WFS UK Holding Partnership LP.
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