Company registration number NI689803 (Northern Ireland)
CIPCASA HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
CIPCASA HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Eamon Donnelly
Paul Donnelly
Paul Doody
Michael Maloney
Simon Oliphant
Simon Snoddy
Andrew Shapin
(Appointed 9 August 2024)
Company number
NI689803
Registered office
2 Creagh Industrial Estate
Hillhead Road
Toomebridge
Northern Ireland
BT41 3UF
Auditor
Harbinson Mulholland
Centrepoint
24 Ormeau Avenue
Belfast
Co. Antrim
Northern Ireland
BT2 8HS
Bankers
AIB
10 Molesworth Street
Dublin 2
Ireland
Solicitors
Tughans
The Ewart
3 Bedford Square
Belfast
Northern Ireland
BT2 7EP
CIPCASA HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 6
Independent auditor's report
7 - 9
Profit and loss account
10
Group statement of comprehensive income
11
Group balance sheet
12
Company balance sheet
13
Group statement of changes in equity
14
Company statement of changes in equity
15
Group statement of cash flows
16
Company statement of cash flows
17
Notes to the financial statements
18 - 38
CIPCASA HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 APRIL 2024
- 1 -

The directors present the strategic report for the year ended 30 April 2024.

 

Principal activities

The company was incorporated on 20 July 2022 and the group commenced trading on 10 November 2022 following the acquisition of the Uform group companies. The group entities currently operate under the trading names of Uform and Andoras utilising brand names such as Stori, Aisling & Novelle. The principal activities of the group in the period under review were the distribution and manufacture of kitchen and bedroom furnishings, primarily frontals and accessories.

 

No significant change in the nature of these activities occurred during the year.

Review of the business

The profit and loss for the year ended 30 April 2024 and the balance sheet at that date are set out on pages 10-13.

 

The Group’s key financial and other performance indicators during the year were as follows:

 

 

2024 (12 months)

2023 (6 months)

 

£

£

Turnover

60,949,262

27,942,687

Gross Profit

33,640,485

14,824,981

Loss before Taxation

(7,004,122)

(4,148,103)

Net Current Assets

7,424,050

7,903,242

 

During the year the Group invested £1,646,435 in tangible fixed assets to support future growth.

 

The Group’s strategic plan to grow its current market share through its high quality offering, product innovation and enhanced customer service remains a key focus of the Board. The Board recognises the impact the prevailing macro environment has on the kitchen and bedroom sectors as a whole and has introduced new innovative product offerings to meet the changing end consumer demands. The Board is confident that a diverse and innovative product portfolio best facilitates the Group in implementing its strategy and promoting the future financial performance of the Group.

Principal risks and uncertainties

The directors recognise the key business risks and uncertainties of a consumer driven market which the Group operates in. The group's end consumers are increasingly seeking more flexibility and choice coupled with high levels of customer service. This operational environment provides risks such as customer retention, pricing and profitability. The directors continue to work closely with our customer base, suppliers and staff to carefully manage the Group’s operations.

CIPCASA HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 2 -

Competition risk

Competition risk comes from other kitchen manufacturers and distributors of kitchen door frontals and panels. The directors manage this risk by providing a diverse high quality and competitively priced product offering to all customers. The Group continually seeks to expand its customer base through new product innovation supported by excellent customer service.

 

Financial risk

The Group is exposed to financial risk in relation to competition price risk, foreign exchange risk, credit risk and macro environment supply chain risk. The Group has business policies, operational processes, procedures and KPIs in place to mitigate these risks. The Board of Directors regularly monitor, review and, if required, update these policies and procedures.

 

Health & safety

The Group is committed to achieving the highest practicable standards in health and safety management and strives to make all sites and offices safe environments for employees and customers alike.

 

Future developments

The Group is committed to the long term creation of shareholder value by increasing the Group’s market share in the UK and Irish markets. The Group will continue to develop and maintain mutually beneficial relationships with our customer base and supply chain, generate new business through customer acquisition and increase the Group’s average spend per customer. The Group will continue to develop new and innovative product offerings to meet the evolving demands of the market.

Promoting the success of the company

This report sets out how the directors comply with the requirements of section 172 (1) and how these requirements have impacted the decision making of the directors throughout the financial year. The primary responsibility of the directors is to promote the long term success of the Group by creating and delivering sustainable shareholder value as well as contributing to wider society. The Group is focused on engaging with its stakeholders to make informed decisions at board level.

 

The board ensures that the directors have acted both individually and collectively in the way that 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 with regard to all its stakeholders and to the matters set out in paragraphs a-f of section 172 of the Companies Act 2006.

 

a The likely consequence of any decision in the long term

 

The board is focused on the continuing sustainability of the Group and has implemented a strategy which considers the various risks facing the business and concentrates on the long-term prospects for the Group.

 

The directors constantly reassess all internal and external aspects including devoting due consideration to economic, social, technological, legal and environmental factors.

b The interest of the Group's employees

 

The board recognises that a skilled and experienced workforce is an integral part of the Group's continued success. The health, safety and wellbeing of the Group's employees (and other stakeholders) remains its utmost priority and the Group continues to demand the highest standards of health and safety.

 

We offer a range of training and development programs for employees at all levels. There is an ongoing focus on employee wellbeing delivered through supporting mental health initiatives via our Employee Forum process where encouragement of a healthier lifestyle is promoted.

CIPCASA HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 3 -

c The need to foster the Group's business relationships with suppliers, customers and service providers

 

The board regularly reviews how the Group maintains positive relationships with all its stakeholders including suppliers, customers, and service providers.

 

The group places huge importance on partnering with all its clients and continues to build on long term associations with existing customers whilst also developing enduring commercial relationships with new ones.

 

The Group's continued success has been founded on our heavily customer-focused culture, high levels of product innovation and the quality of its service offering. These values are the cornerstone of our relationship with our long-standing customers, suppliers, and service providers.

 

We place importance in partnering with our customers in assisting them to build successful and sustainable long-term businesses. We assist our customers through development programs such as our internally developed “Steps to Selling” workshops.

 

The Group has an extensive and valued supply chain, and it is important that they also support our values. Suppliers are treated in a fair and consistent manner, which includes on time payments.

 

d The impact of the Group's operations on the community and the environment

 

The board aims to promote the Group as the employer of choice in the areas it is established in, by offering competitive remuneration and benefit packages to staff. The Group is constantly reviewing its commitment to our corporate environmental responsibilities by actively researching and developing more effective and sustainable environmentally friendlier methods of production.

 

e The desirability of the Group maintaining a reputation for high standards of business conduct

 

The directors continue to take the responsibility of ensuring that the Group remains a good corporate citizen very seriously and consider that maintaining its strong reputation for the highest standard of business conduct is a key priority.

 

Operationally our aim is to deliver customer orders on time and in full each and every time and this has become a significant key metric for the Group to monitor and measure.

f The need to act fairly as between members of the Group

 

The Group traces its origins back over 30 years with a reputation as a leading player within our sector, community, and region.

The Board comprises of executive director shareholders and non-executive investor director shareholders that allows the Group to benefit from a blended mix of experiences and skills, which assists to ensure long-term success of the Group

On behalf of the board

Simon Oliphant
Director
29 November 2024
CIPCASA HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 APRIL 2024
- 4 -

The directors present their annual report and financial statements for the year ended 30 April 2024.

Principal activities

The company was incorporated on 20 July 2022 and the group commenced trading on 10 November 2022 following the acquisition of the Uform group companies. The group entities currently operate under the trading names of Uform and Andoras utilising brand names such as Stori, Aisling & Novelle. The principal activities of the group in the year under review were the distribution and manufacture of kitchen and bedroom furnishings, primarily frontals and accessories.

Results and dividends

The profit and loss for the year ended 30 April 2024 and the balance sheet at that date are set out on pages 10-13.

During the financial period the directors have not paid any dividends or recommend the payment of a final dividend.

Directors

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

Eamon Donnelly
Paul Donnelly
Paul Doody
Michael Maloney
Simon Oliphant
Simon Snoddy
Andrew Shapin
(Appointed 9 August 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 adopts a consultative approach on matters that effect employees and holds regular employee forums and meetings.

There is an ongoing focus on employee wellbeing delivered through supporting mental health initiatives via our Employee Engagement Platform – Boon, where encouragement of a healthier lifestyle is promoted.

Information about matters of concern to employees is also delivered via this platform which seeks to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

CIPCASA HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 5 -
Energy and carbon report

Environmental sustainability is at the heart of the group’s decision making process.  Multiple initiatives have been launched over the years which includes the redesign of products to include more recycled materials, waste reduction through automation, more energy efficient painting processes, refreshing the company fleet with the addition of electric/hybrid vehicles and the installation of charging points for EV’s

 

The following figures covers our Oakwood Design Doors Limited subsidiary and accounts for 90% energy use throughout the business. The Group report 100% of scope 1 emissions with verifiable records. Outputs are reported in KwH and CO2e (Carbon Dioxide equivalent), using the appropriate conversions factor.

 

 

2024

2023 *

Total Energy Usage (KwH)

2,578,275

2,456,413

CO2 Emission

782,047

745,867

 

*2023 figures are 6 months actual usage extrapolated to provide a comparative 12 month equivalent.

The board have approved the investments needed to implement greener energy at its Toomebridge location. The ESG project will consist of 3 phases with phase 1 due for implementation during FY25. Phase 1 will consist of the implementation of a 700kW solar panel infrastructure which is expected to reduce KwH energy by 18% over a 12 month basis.

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.

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.

CIPCASA HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 6 -
On behalf of the board
Simon Oliphant
Director
29 November 2024
CIPCASA HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CIPCASA HOLDINGS LIMITED
- 7 -
Opinion

We have audited the financial statements of Cipcasa Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 April 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, 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:

CIPCASA HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CIPCASA HOLDINGS 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.

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:

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

CIPCASA HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CIPCASA HOLDINGS LIMITED
- 9 -

To address the risk of fraud through management bias and override of controls, we:

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

 

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 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.

The purpose of our audit work and to whom we owe our responsibilities

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.

Angela Craigan
For and on behalf of
29 November 2024
Harbinson Mulholland
Chartered Accountants
Statutory Auditor
Centrepoint
24 Ormeau Avenue
Belfast
Co. Antrim
Northern Ireland
BT2 8HS
CIPCASA HOLDINGS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 APRIL 2024
- 10 -
Year
Period
ended
ended
30 April
30 April
2024
2023
Notes
£
£
Turnover
3
60,949,262
27,942,687
Cost of sales
(27,308,777)
(13,117,706)
Gross profit
33,640,485
14,824,981
Distribution costs
(15,209,761)
(7,238,113)
Administrative expenses
(18,176,240)
(8,506,034)
Other operating income
20,560
56,447
Operating profit/(loss)
4
275,044
(862,719)
Interest payable and similar expenses
8
(7,279,166)
(3,285,384)
Loss before taxation
(7,004,122)
(4,148,103)
Tax on loss
9
(1,023,165)
(194,689)
Loss for the financial year
(8,027,287)
(4,342,792)
Loss for the financial year is all attributable to the owners of the parent company.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

 

The prior year profit and loss account has been reformatted to present in line with the wider Group’s profit & loss format. There are no changes to previously reported Operating profit, Profit before taxation and Profit for the financial year.

CIPCASA HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 APRIL 2024
- 11 -
Year
Period
ended
ended
30 April
30 April
2024
2023
£
£
Loss for the year
(8,027,287)
(4,342,792)
Other comprehensive income
-
-
Cash flow hedges gain arising in the year
-
0
-
0
Total comprehensive income for the year
(8,027,287)
(4,342,792)
Total comprehensive income for the year is all attributable to the owners of the parent company.
CIPCASA HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
30 APRIL 2024
30 April 2024
- 12 -
2024
2023
Notes
£
£
£
£
Fixed assets
Goodwill
10
46,920,934
52,442,480
Other intangible assets
10
76,827
43,884
Total intangible assets
46,997,761
52,486,364
Tangible assets
11
7,610,577
7,175,694
54,608,338
59,662,058
Current assets
Stocks
14
10,179,095
10,241,877
Debtors
15
8,735,627
8,151,642
Cash at bank and in hand
4,435,230
3,310,446
23,349,952
21,703,965
Creditors: amounts falling due within one year
16
(15,925,902)
(13,800,723)
Net current assets
7,424,050
7,903,242
Total assets less current liabilities
62,032,388
67,565,300
Creditors: amounts falling due after more than one year
17
(68,447,881)
(66,041,528)
Provisions for liabilities
Deferred tax liability
21
1,309,854
1,159,862
(1,309,854)
(1,159,862)
Net (liabilities)/assets
(7,725,347)
363,910
Capital and reserves
Called up share capital
24
4,716,366
4,716,366
Profit and loss reserves
(12,441,713)
(4,352,456)
Total equity
(7,725,347)
363,910
The financial statements were approved by the board of directors and authorised for issue on 29 November 2024 and are signed on its behalf by:
29 November 2024
Simon Oliphant
Simon Snoddy
Director
Director
Company registration number NI689803 (Northern Ireland)
CIPCASA HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 30 APRIL 2024
30 April 2024
- 13 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
12
4,716,367
4,716,367
Current assets
Debtors
15
1
1
Creditors: amounts falling due within one year
16
(2)
(2)
Net current liabilities
(1)
(1)
Net assets
4,716,366
4,716,366
Capital and reserves
Called up share capital
24
4,716,366
4,716,366

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £0 (2023 - £0 profit).

The financial statements were approved by the board of directors and authorised for issue on 29 November 2024 and are signed on its behalf by:
29 November 2024
Simon Oliphant
Simon Snoddy
Director
Director
Company registration number NI689803 (Northern Ireland)
CIPCASA HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2024
- 14 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 20 July 2022
-
0
-
0
-
Period ended 30 April 2023:
Loss and total comprehensive income
-
(4,342,792)
(4,342,792)
Issue of share capital
24
4,716,366
-
4,716,366
Other movements
-
(9,664)
(9,664)
Balance at 30 April 2023
4,716,366
(4,352,456)
363,910
Year ended 30 April 2024:
Loss and total comprehensive income
-
(8,027,287)
(8,027,287)
Other movements
-
(61,970)
(61,970)
Balance at 30 April 2024
4,716,366
(12,441,713)
(7,725,347)
CIPCASA HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2024
- 15 -
Share capital
Notes
£
Balance at 20 July 2022
-
0
Period ended 30 April 2023:
Profit and total comprehensive income for the period
-
Issue of share capital
24
4,716,366
Balance at 30 April 2023
4,716,366
Year ended 30 April 2024:
Profit and total comprehensive income
-
Balance at 30 April 2024
4,716,366
CIPCASA HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 APRIL 2024
- 16 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
28
9,350,118
3,227,109
Interest paid
(1,897,454)
(708,944)
Income taxes paid
(769,113)
(224,415)
Net cash inflow from operating activities
6,683,551
2,293,750
Investing activities
Purchase of business
-
(27,354,252)
Purchase of intangible assets
(75,624)
-
Purchase of tangible fixed assets
(1,646,435)
(1,325,954)
Proceeds from disposal of tangible fixed assets
-
2,207
Net cash used in investing activities
(1,722,059)
(28,677,999)
Financing activities
Proceeds from issue of shares
-
4,716,366
(Repayment)/issuance of bank loans
(1,500,000)
22,000,000
Net increase/(decrease) of finance lease obligations
350,138
222,520
Net cash (used in)/generated from financing activities
(1,149,862)
26,938,886
Net increase in cash and cash equivalents
3,811,630
554,637
Cash and cash equivalents at beginning of year
544,973
-
0
Effect of foreign exchange rates
(22,350)
(9,664)
Cash and cash equivalents at end of year
4,334,253
544,973
Relating to:
Cash at bank and in hand
4,435,230
3,310,446
Bank overdrafts included in creditors payable within one year
(100,977)
(2,765,473)
CIPCASA HOLDINGS LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 APRIL 2024
- 17 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
29
-
0
1
Investing activities
Proceeds from disposal of subsidiaries
-
0
(4,716,367)
Net cash used in investing activities
-
(4,716,367)
Financing activities
Proceeds from issue of shares
-
4,716,366
Net cash (used in)/generated from financing activities
-
4,716,366
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
CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
- 18 -
1
Accounting policies
Company information

Cipcasa Holdings Limited (“the company”) is a private limited company domiciled and incorporated in Northern Ireland. The registered office is 2 Creagh Industrial Estate, Hillhead Road, Toomebridge, Northern Ireland, BT41 3UF.

 

The group consists of Cipcasa Holdings 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 Cipcasa Holdings 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 30 April 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
1
Accounting policies
(Continued)
- 19 -

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

 

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

 

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

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.

1.5
Turnover

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

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

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
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.7
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.

CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
1
Accounting policies
(Continued)
- 20 -
1.8
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:

Development costs
33.3% straight line
1.9
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
4% straight line
Leasehold improvements
4% straight line
Plant and equipment
6-20% straight line
Fixtures and fittings
4-25% straight line
Motor vehicles
20-25% straight line

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

1.10
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.

CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
1
Accounting policies
(Continued)
- 21 -

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

 

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

 

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

 

In the parent company financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.11
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.

CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
1
Accounting policies
(Continued)
- 22 -
1.12
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.

1.13
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.

1.14
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.

CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
1
Accounting policies
(Continued)
- 23 -
Impairment of financial assets

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

 

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

 

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

Derecognition of financial assets

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

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including creditors, 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.

CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
1
Accounting policies
(Continued)
- 24 -
Derecognition of financial liabilities

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

1.15
Compound instruments

The component parts of compound instruments issued by the group are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangement. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. This amount is recorded as a liability on an amortised cost basis using the effective interest method until extinguished upon conversion or at the instrument's maturity date. The equity component is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included in equity net of income tax effects and is not subsequently remeasured.

1.16
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.

1.17
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.18
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.

CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
1
Accounting policies
(Continued)
- 25 -
1.19
Retirement benefits

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

1.20
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.

1.21
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

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.

CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 26 -
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.

Impairment of trade debtors

The group trades with a large and varied number of customers on credit terms. Some debts due will not be paid through the default of a small number of customers. The group uses estimates based on historical experience and current information in determining the level of debts for which an impairment charge is required. The level of impairment required is reviewed on an ongoing basis. The total amount of trade debtors is £8,134,788 (2023: £7,789,331).

Impairment of stock

The group holds stocks amounting to £10,179,095 (2023: £10,241,877) at the financial period end date. The directors are of the view that an adequate charge has been made to reflect the possibility of stocks being sold at less than cost. However, this estimate is subject to inherent uncertainty.

Useful life of fixed assets

Long-lived assets comprising primarily of property, plant and machinery and intangible assets represent a significant portion of total assets. The annual depreciation and amortisation charge depends primarily on the estimated lives of each type of asset and, in certain circumstances, estimates of residual values. The directors regularly review these useful lives and change them if necessary to reflect current conditions. In determining these useful lives management consider technological change, patterns of consumption, physical condition and expected economic utilisation of the assets. Changes in the useful lives can have a significant impact on the depreciation and amortisation charge for the financial year. The net book value of Tangible Fixed Assets subject to depreciation at the financial period end date was £7,610,577 (2023: £7,175,694). The net book value of Intangible Assets at the financial year end date was £46,997,761 (2023: £52,486,364).

3
Turnover and other revenue
Year
Period
ended
ended
30 April
30 April
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
41,909,957
20,713,007
Republic of Ireland
19,039,305
7,229,680
60,949,262
27,942,687
2024
2023
£
£
Other revenue
Grants received
20,560
51,950
CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 27 -
4
Operating profit/(loss)
Year
Period
ended
ended
30 April
30 April
2024
2023
£
£
Operating profit/(loss) for the year is stated after charging/(crediting):
Government grants
(20,560)
(51,950)
Depreciation of owned tangible fixed assets
1,171,932
545,975
Amortisation of intangible assets
5,564,227
2,797,142
Operating lease charges
1,358,590
1,036,864
5
Auditor's remuneration
Year
Period
ended
ended
30 April
30 April
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
3,000
3,000
Audit of the financial statements of the company's subsidiaries
18,250
18,250
21,250
21,250
6
Employees

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

Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Selling & distribution
149
150
-
-
Production
161
170
-
-
Administration
103
105
-
-
Directors
4
4
-
-
Total
417
429
-
0
-
0
CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
6
Employees
(Continued)
- 28 -

Their aggregate remuneration comprised:

Group
Company
Year
Period
Year
Period
ended
ended
ended
ended
30 April
30 April
30 April
30 April
2024
2023
2024
2023
£
£
£
£
Wages and salaries
12,176,165
5,855,961
-
0
-
0
Social security costs
895,047
438,547
-
-
Pension costs
783,631
249,274
-
0
-
0
13,854,843
6,543,782
-
0
-
0
7
Directors' remuneration
Year
Period
ended
ended
30 April
30 April
2024
2023
£
£
Remuneration for qualifying services
473,874
260,964
Company pension contributions to defined contribution schemes
7,640
3,745
481,514
264,709
Remuneration disclosed above includes the following amounts paid to the highest paid director:
Year
Period
ended
ended
30 April
30 April
2024
2023
£
£
Remuneration for qualifying services
209,482
111,377
CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 29 -
8
Interest payable and similar expenses
Year
Period
ended
ended
30 April
30 April
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
1,893,829
753,429
Other interest on financial liabilities
5,381,712
2,528,596
7,275,541
3,282,025
Other finance costs:
Interest on finance leases and hire purchase contracts
3,625
3,359
Total finance costs
7,279,166
3,285,384
9
Taxation
Year
Period
ended
ended
30 April
30 April
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
755,161
134,158
Adjustments in respect of prior periods
116,867
-
0
Total current tax
872,028
134,158
Deferred tax
Origination and reversal of timing differences
151,137
60,531
Total tax charge
1,023,165
194,689
CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
9
Taxation
Year
Period
ended
ended
(Continued)
- 30 -

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

2024
2023
£
£
Loss before taxation
(7,004,122)
(4,148,103)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2023: 19.01%)
(1,751,031)
(788,554)
Tax effect of expenses that are not deductible in determining taxable profit
1,307,890
-
0
Group relief
-
0
(354,939)
Permanent capital allowances in excess of depreciation
(364,537)
(138,477)
Amortisation on assets not qualifying for tax allowances
1,380,386
-
0
Other non-reversing timing differences
266,447
5,595
Other permanent differences
409
1,249,123
Effect of overseas tax rates
(84,391)
(29,868)
Under/(over) provided in prior years
116,855
-
0
Deferred tax
151,137
251,809
Taxation charge
1,023,165
194,689
10
Intangible fixed assets
Group
Goodwill
Development costs
Total
£
£
£
Cost
At 1 May 2023
55,215,464
68,042
55,283,506
Additions
-
0
75,624
75,624
At 30 April 2024
55,215,464
143,666
55,359,130
Amortisation and impairment
At 1 May 2023
2,772,984
24,158
2,797,142
Amortisation charged for the year
5,521,546
42,681
5,564,227
At 30 April 2024
8,294,530
66,839
8,361,369
Carrying amount
At 30 April 2024
46,920,934
76,827
46,997,761
At 30 April 2023
52,442,480
43,884
52,486,364
The company had no intangible fixed assets at 30 April 2024 or 30 April 2023.
CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 31 -
11
Tangible fixed assets
Group
Freehold land and buildings
Leasehold improvements
Plant and equipment
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 May 2023
828,014
1,341,480
4,474,553
640,386
437,236
7,721,669
Additions
297,197
472,542
360,145
223,876
292,675
1,646,435
Disposals
-
0
-
0
(19,533)
-
0
(39,295)
(58,828)
Exchange adjustments
-
0
(22,615)
(93,183)
(6,756)
-
0
(122,554)
At 30 April 2024
1,125,211
1,791,407
4,721,982
857,506
690,616
9,186,722
Depreciation and impairment
At 1 May 2023
15,914
102,133
265,734
117,752
44,442
545,975
Depreciation charged in the year
42,133
218,442
553,211
217,794
140,352
1,171,932
Eliminated in respect of disposals
-
0
-
0
(19,533)
-
0
(39,295)
(58,828)
Exchange adjustments
-
0
(8,841)
(67,448)
(6,645)
-
0
(82,934)
At 30 April 2024
58,047
311,734
731,964
328,901
145,499
1,576,145
Carrying amount
At 30 April 2024
1,067,164
1,479,673
3,990,018
528,605
545,117
7,610,577
At 30 April 2023
812,100
1,239,347
4,208,819
522,634
392,794
7,175,694
The company had no tangible fixed assets at 30 April 2024 or 30 April 2023.
12
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
13
-
0
-
0
4,716,367
4,716,367
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 May 2023 and 30 April 2024
4,716,367
Carrying amount
At 30 April 2024
4,716,367
At 30 April 2023
4,716,367
CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 32 -
13
Subsidiaries

Details of the company's subsidiaries at 30 April 2024 are as follows:

Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
Indirect
Cipcasa MIP Ltd
Northern Ireland
Management incentive
Ordinary
100.00
-
Cipcasa Acquisitions Ltd
Northern Ireland
Holding Company
Ordinary
100.00
-
Uform Holdings Ltd
Northern Ireland
Holding Company
Ordinary
-
100.00
Uform Trading Ltd
Northern Ireland
Holding Company
Ordinary
-
100.00
Oakwood Door Designs Ltd
Northern Ireland
Manufacture and wholesale of kitchen furnishings and accessories
Ordinary
-
100.00
Andoras Ltd
Republic of Ireland
Manufacture of kitchen furnishings
Ordinary
-
100.00
14
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Raw materials and consumables
1,030,768
1,081,078
-
-
Work in progress
510,614
204,557
-
-
Finished goods and goods for resale
8,637,713
8,956,242
-
0
-
0
10,179,095
10,241,877
-
-
15
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
8,134,788
7,789,331
-
0
-
0
Amounts owed by group undertakings
-
-
1
1
Other debtors
365,848
41,828
-
0
-
0
Prepayments and accrued income
234,991
320,483
-
0
-
0
8,735,627
8,151,642
1
1
CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 33 -
16
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
18
2,850,977
3,765,473
-
0
-
0
Obligations under finance leases
19
136,376
60,879
-
0
-
0
Trade creditors
9,645,401
7,085,551
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
2
2
Corporation tax payable
241,300
137,240
-
0
-
0
Other taxation and social security
1,480,511
1,408,841
-
-
Deferred income
22
49,023
-
0
-
0
-
0
Other creditors
164,629
376,570
-
0
-
0
Accruals and deferred income
1,357,685
966,169
-
0
-
0
15,925,902
13,800,723
2
2
17
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Loan notes
20
50,229,301
44,847,589
-
0
-
0
Bank loans and overdrafts
18
17,750,000
21,000,000
-
0
-
0
Obligations under finance leases
19
468,580
193,939
-
0
-
0
68,447,881
66,041,528
-
-
18
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Bank loans
20,500,000
22,000,000
-
0
-
0
Bank overdrafts
100,977
2,765,473
-
0
-
0
20,600,977
24,765,473
-
-
Payable within one year
2,850,977
3,765,473
-
0
-
0
Payable after one year
17,750,000
21,000,000
-
0
-
0

The group's bank facilities are secured by an unlimited inter-company cross guarantee between the group and a debenture in favour of the bank over the assets of the company and ultimate parent company and a floating charge over the assets of a related party.

CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 34 -
19
Finance lease obligations
Group
Company
2024
2023
2024
2023
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
136,376
60,879
-
0
-
0
In two to five years
468,580
193,939
-
0
-
0
604,956
254,818
-
-

Finance lease payments represent rentals payable by the company or group 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. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

20
Loan notes
Group
Company
2024
2023
2024
2023
£
£
£
£
Liability component of loan notes
50,229,301
44,847,589
-
-

The loan notes are unsecured, carry fixed interest rates between 6.5% and 31.9124% and are not expected to be settled within 12 months from the balance sheet date.

 

The loan notes issued are fully paid up in nominal amounts of £1.00.  The principal of and relevant amount of accrued and unpaid interest on the Loan Notes shall become immediately due upon a Liquidity Event.

 

 

21
Deferred taxation

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

Liabilities
Liabilities
2024
2023
Group
£
£
Accelerated capital allowances
1,309,854
1,159,862
The company has no deferred tax assets or liabilities.
CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
21
Deferred taxation
(Continued)
- 35 -
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 May 2023
1,159,862
-
Charge to profit or loss
149,992
-
Liability at 30 April 2024
1,309,854
-

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
Deferred income
Group
Company
2024
2023
2024
2023
£
£
£
£
Other deferred income
49,023
-
-
-
23
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
783,631
249,274

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.

24
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
4,716,366
4,716,366
4,716,366
4,716,366
CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 36 -
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
2024
2023
2024
2023
£
£
£
£
Within one year
1,267,077
1,261,310
-
-
Between two and five years
2,896,218
4,183,766
-
-
4,163,295
5,445,076
-
-
26
Related party transactions
Transactions with related parties

During the year the group entered into the following transactions with related parties:

Interest
Interest
2024
2023
£
£
Group
Entities with control, joint control or significant influence over the company
2,954,506
1,317,745

The following amounts were outstanding at the reporting end date:

Amounts due to related parties
2024
2023
£
£
Group
Entities with control, joint control or significant influence over the group
27,575,389
24,620,883
27
Controlling party

The ultimate controlling party is Cardinal Ireland Partners Fund SCSp, a company incorporated in Luxembourg.

CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 37 -
28
Cash generated from group operations
2024
2023
£
£
Loss for the year after tax
(8,027,287)
(4,342,792)
Adjustments for:
Taxation charged
1,023,165
194,689
Finance costs
7,279,166
3,285,384
Amortisation and impairment of intangible assets
5,564,227
2,797,142
Depreciation and impairment of tangible fixed assets
1,171,932
545,975
Movements in working capital:
Decrease in stocks
62,782
922,484
(Increase)/decrease in debtors
(583,985)
3,181,192
Increase/(decrease) in creditors
2,811,095
(3,356,965)
Increase in deferred income
49,023
-
Cash generated from operations
9,350,118
3,227,109
29
Cash (absorbed by)/generated from operations - company
2024
2023
£
£
Profit for the year after tax
-
-
Movements in working capital:
Increase in debtors
-
(1)
Increase in creditors
-
2
Cash (absorbed by)/generated from operations
-
1
30
Analysis of changes in net debt - group
1 May 2023
Cash flows
30 April 2024
£
£
£
Cash at bank and in hand
3,310,446
1,124,784
4,435,230
Bank overdrafts
(2,765,473)
2,664,496
(100,977)
544,973
3,789,280
4,334,253
Borrowings excluding overdrafts
(22,000,000)
1,500,000
(20,500,000)
Obligations under finance leases
(254,818)
(350,138)
(604,956)
Convertible loan notes
(44,847,589)
(5,381,712)
(50,229,301)
(66,557,434)
(442,570)
(67,000,004)
CIPCASA HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024
- 38 -
31
Contingent Liabilities

Government Grants

Under the terms of Invest NI support there is a contingent liability to repay a portion of capital and revenue grants received in the event that certain conditions are not complied with. The company continued to comply with these conditions during the period.

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