Company Registration No. 06848372 (England and Wales)
Crosta & Mollica Limited
Annual report and financial statements
for the year ended 30 June 2024
Crosta & Mollica Limited
Company information
Directors
James Orr
Tom Sirett
(Appointed 7 February 2024)
David Milner
(Appointed 1 November 2024)
Company number
06848372
Registered office
189 Stonhouse Street
London
SW4 6BB
Independent auditor
Saffery LLP
71 Queen Victoria Street
London
EC4V 4BE
Crosta & Mollica Limited
Contents
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 8
Income statement
9
Statement of comprehensive income
10
Statement of financial position
11
Statement of changes in equity
12
Statement of cash flows
13
Notes to the financial statements
14 - 30
Crosta & Mollica Limited
Strategic report
For the year ended 30 June 2024
1

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

Review of the business

The business continues to focus on its main purpose: delivering modern, authentic, quality Italian products to the consumer.

Crosta & Mollica had another successful year of growth. Gross sales were up by +41%. This strong growth was reflected both in the UK (+40%) and in International markets (+292%). It was also reflected in our core category of pizza (+46%) and across our other categories (+25%). This year’s gross sales performance maintains our compound annual growth rate over the last 3 financial years (since 30 June 2020) of +36%.

The macro environment remains a challenge, particularly with inflationary pressures. However, the business responded successfully to these, again reflecting its resilience to adverse external events.

During the year, the business broadened its shareholder base and increased the scale of its management team, to allow it to sustain its rapid growth trajectory. This has allowed investment in people, product, marketing and systems, to provide a strong foundation for continued expansion.

Key achievements include: numerous further awards for product quality, launches into new retailers, new channels, new countries and new product categories, plus growth of our team with presence in four countries.

Principal risks and uncertainties

The principal risk to the business remains the possibility of inflation and disruption arising from adverse macro-economic and political events. This could impact supply chains and exchange rates.

Euro-based customers account for over 18% of the business, providing a partial natural hedge. The business also follows a rolling currency hedging programme to mitigate any significant and sudden downside movement.

Key performance indicators

The business targets further growth in both revenue and EBITDA.

In the UK, the amount of remaining white space in grocery retail represents a significant revenue and EBITDA growth opportunity. Equally, our rate of sale per store continues to rise steadily. In international markets, building on our strong growth in European markets is a major business KPI, whilst new opportunities outside of Europe are presenting themselves.

Product quality and taste differentiates Crosta and Mollica and also remains a critical KPI.

The business is committed to maintaining sensible, healthy margins whilst delivering premium products, ensuring product quality is not sacrificed for the sake of growth or improved margin.

 

Corporate Social Responsibility

Maintaining and improving on our BCorp accreditation is important and demonstrates the pride and a recognition of the business’s approach to ESG.

We continue to work closely with our fantastic friends at Emergency UK – the British arm of an Italian-based charity that provides high quality healthcare to victims of war, poverty and landmines, alongside building hospitals and training local medical staff. Our Italian colleagues and suppliers have a distinctly warm connection with this well respected Italian charity, and it is a relationship we will continue to build upon over the coming years.

The environmental impact of our operation is of increasing importance. Measures continue to be taken to reduce the footprint and improve the sustainability of the business.

Crosta & Mollica Limited
Strategic report (continued)
For the year ended 30 June 2024
2
Outlook

The next few years will see further rapid expansion in terms of distribution, geography and product range whilst building on our current strong foundations. We are confident of significant gains on all fronts in the next financial year.

 

On behalf of the board

David Milner
Director
13 January 2025
Crosta & Mollica Limited
Directors' report
For the year ended 30 June 2024
3

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

Principal activities

The principal activity of the company is sale of assortments of food, biscuits and chilled goods.

Results and dividends

The results for the year are set out on page 9.

No ordinary dividends were paid. The directors do not recommend 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:

Peter Baker
(Resigned 12 January 2024)
Gregory Toynton
(Resigned 12 January 2024)
James Orr
Nicholas Jenner
(Resigned 6 December 2024)
Tom Sirett
(Appointed 7 February 2024)
David Milner
(Appointed 1 November 2024)
Financial instruments

The Company manages its cash flows in order to maximise interest income and minimise interest expense, whilst ensuring the Company has enough liquid resources to meet the operating needs of the business.

Interest rate risk

The Company manages its cash and borrowings in the most effective way possible to minimise any increase in actual or potential interest rate cost.

Foreign currency risk

The Company manages its foreign currency risk by entering into forward contracts.

Price risk

This is continually evaluated by the Board and management of the Company and subsidiaries.

Auditor

Saffery LLP have expressed their willingness to continue in office.

Crosta & Mollica Limited
Directors' report (continued)
For the year ended 30 June 2024
4
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 company and of the profit or loss of the company 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 company’s transactions and disclose with reasonable accuracy at any time the financial position of the 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 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 company’s auditor 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 company’s auditor is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
David Milner
Director
13 January 2025
Crosta & Mollica Limited
Independent auditor's report
To the members of Crosta & Mollica Limited
5
Opinion

We have audited the financial statements of Crosta & Mollica Limited (the 'company') for the year ended 30 June 2024 which comprise the income statement, the statement of comprehensive income, the statement of financial position, the statement of changes in equity, the 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 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 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 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 auditor’s 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.

 

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.

 

Crosta & Mollica Limited
Independent auditor's report (continued)
To the members of Crosta & Mollica Limited
6

Opinions on other matters prescribed by the Companies Act 2006

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

 

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its 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 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 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.

Crosta & Mollica Limited
Independent auditor's report (continued)
To the members of Crosta & Mollica Limited
7

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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.

 

Identifying and assessing risks related to irregularities:

We assessed the susceptibility of the company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the company by discussions with directors and by updating our understanding of the sector in which the company operates.

 

Laws and regulations of direct significance in the context of the company include The Companies Act 2006 and UK Tax legislation.

 

Audit response to risks identified

We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of financial statement disclosures. We reviewed the company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.

 

During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business.

We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through 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.

Use of our report

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

Crosta & Mollica Limited
Independent auditor's report (continued)
To the members of Crosta & Mollica Limited
8
Lucy Brennan
Senior Statutory Auditor
For and on behalf of Saffery LLP
21 January 2025
Statutory Auditors
71 Queen Victoria Street
London
EC4V 4BE
Crosta & Mollica Limited
Income statement
For the year ended 30 June 2024
9
2024
2023
Notes
£
£
Turnover
3
49,235,562
34,966,213
Cost of sales
(34,870,543)
(26,389,016)
Gross profit
14,365,019
8,577,197
Administrative expenses
(10,141,757)
(4,922,259)
Operating profit
5
4,223,262
3,654,938
Interest receivable and similar income
9
282,820
-
0
Interest payable and similar expenses
10
(3,257)
(975)
Other gains and losses
11
-
(172,062)
Profit before taxation
4,502,825
3,481,901
Tax on profit
12
(1,227,643)
(740,863)
Profit for the financial year
3,275,182
2,741,038

The income statement has been prepared on the basis that all operations are continuing operations.

Crosta & Mollica Limited
Statement of comprehensive income
For the year ended 30 June 2024
10
2024
2023
£
£
Profit for the year
3,275,182
2,741,038
Other comprehensive income
-
-
Total comprehensive income for the year
3,275,182
2,741,038
Crosta & Mollica Limited
Statement of financial position
As at 30 June 2024
11
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
14
21,597
441
Tangible assets
15
455,487
110,784
Investments
16
8,585
8,585
485,669
119,810
Current assets
Stocks
19
3,099,194
2,641,156
Debtors
20
15,473,054
7,860,025
Cash at bank and in hand
3,285,195
4,743,037
21,857,443
15,244,218
Creditors: amounts falling due within one year
21
(11,949,446)
(8,444,673)
Net current assets
9,907,997
6,799,545
Total assets less current liabilities
10,393,666
6,919,355
Creditors: amounts falling due after more than one year
22
-
0
(19,167)
Provisions for liabilities
Deferred tax liability
24
107,420
21,871
(107,420)
(21,871)
Net assets
10,286,246
6,878,317
Capital and reserves
Called up share capital
27
66,042
62,740
Share premium account
350,213
220,768
Capital redemption reserve
28
3,476
3,476
Other reserves
-
0
70,070
Profit and loss reserves
29
9,866,515
6,521,263
Total equity
10,286,246
6,878,317
The financial statements were approved by the board of directors and authorised for issue on 13 January 2025 and are signed on its behalf by:
David Milner
Director
Company Registration No. 06848372
Crosta & Mollica Limited
Statement of changes in equity
For the year ended 30 June 2024
12
Share capital
Share premium account
Capital redemption reserve
Other reserves
Profit and loss reserves
Total
Notes
£
£
£
£
£
£
Balance at 1 July 2022
62,740
220,768
3,476
70,070
3,955,688
4,312,742
Year ended 30 June 2023:
Profit and total comprehensive income for the year
-
-
-
-
2,741,038
2,741,038
Dividends
13
-
-
-
-
(175,463)
(175,463)
Balance at 30 June 2023
62,740
220,768
3,476
70,070
6,521,263
6,878,317
Year ended 30 June 2024:
Profit and total comprehensive income for the year
-
-
-
-
3,275,182
3,275,182
Issue of share capital
27
3,302
129,445
-
-
-
132,747
Other movements
-
-
-
(70,070)
70,070
-
Balance at 30 June 2024
66,042
350,213
3,476
-
9,866,515
10,286,246
Crosta & Mollica Limited
Statement of cash flows
For the year ended 30 June 2024
13
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
33
6,154,779
1,769,240
Interest paid
(3,257)
(975)
Income taxes paid
(1,204,598)
(622,965)
Net cash inflow from operating activities
4,946,924
1,145,300
Investing activities
Purchase of intangible assets
(22,459)
(481)
Purchase of tangible fixed assets
(455,414)
(114,242)
Repayment of loans
250,000
(250,000)
Net cash used in investing activities
(227,873)
(364,723)
Financing activities
Repayment of bank loans
(29,167)
(22,500)
Repayment of intercompany
(6,147,682)
-
0
Dividends paid
-
0
(175,463)
Net cash used in financing activities
(6,176,849)
(197,963)
Net (decrease)/increase in cash and cash equivalents
(1,457,798)
582,614
Cash and cash equivalents at beginning of year
4,742,993
4,160,379
Cash and cash equivalents at end of year
3,285,195
4,742,993
Relating to:
Cash at bank and in hand
3,285,195
4,743,037
Bank overdrafts included in creditors payable within one year
-
0
(44)
Crosta & Mollica Limited
Notes to the financial statements
For the year ended 30 June 2024
14
1
Accounting policies
Company information

Crosta & Mollica Limited is a private company limited by shares incorporated in England and Wales. The registered office is 189 Stonhouse Street, London, SW4 6BB.

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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company 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.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods 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 Italian food 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.

Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
1
Accounting policies (continued)
15
1.4
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:

Trademarks
10% Straight line
1.5
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:

Plant and equipment
25% Straight line
Fixtures and fittings
25% Straight line
Computers
25% Straight line
Motor vehicles
25% Straight line

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

1.6
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

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

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 company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

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

Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
1
Accounting policies (continued)
16
1.7
Impairment of fixed assets

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

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

 

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

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

1.8
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to net realisable value.

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.

1.9
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.

1.10
Financial instruments

The company 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 company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with 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.

Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
1
Accounting policies (continued)
17
Basic financial assets

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

Other financial assets

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

Impairment of financial assets

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

 

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

 

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

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company 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 company after deducting all of its liabilities.

Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
1
Accounting policies (continued)
18
Basic financial liabilities

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

 

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

 

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

Other financial liabilities

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

 

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

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.11
Equity instruments

Equity instruments issued by the company 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 company.

1.12
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 income statement 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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
1
Accounting policies (continued)
19
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. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. Deferred tax assets and liabilities are offset when the company has 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.

1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

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

1.15
Share-based payments

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

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

 

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

1.16
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
20
2
Critical accounting judgements and key sources of estimation uncertainty

In the application of the company’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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black Scholes model which requires an element of estimation and judgement for factors within the valuation. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest.

Bad debt is recognised for trade debtors that are deemed unable to pay either the full amount or a proportion of the debt they owe to the company. Therefore, at each year end there is judgement surrounding the recoverability of trade debtors. The Crosta & Mollica Limited expect all debtors to be recoverable at year end.

Stock provisions relate to the need to account for slow moving or obsolete stock at year end which requires judgement in valuation of the stock. The Crosta & Mollica directors confirmed stock is dispatched to complete an order on a FIFO basis and that the 'best before date' is internally managed by Crosta & Mollica to minimize any stock provisioning required.

3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Sales of goods
48,788,226
34,678,764
Management recharge
447,336
287,449
49,235,562
34,966,213
2024
2023
£
£
Turnover analysed by geographical market
United Kingdom
48,780,483
34,562,620
France
7,743
66,578
Other
-
49,566
48,788,226
34,678,764
Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
3
Turnover and other revenue (continued)
21
2024
2023
£
£
Other revenue
Interest income
282,820
-
4
Exceptional item
2024
2023
£
£
Expenditure
Selling costs
1,638,016
-

In 2024, the company was sold to Genco Bidco Limited, a company registered in the UK. These costs relate to the selling of the company. These costs have been recognised as administrative expenses in the group profit and loss account.

5
Operating profit
2024
2023
Operating profit for the year is stated after charging:
£
£
Depreciation of owned tangible fixed assets
110,711
15,933
Amortisation of intangible assets
1,303
40
6
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
28,000
25,650
For other services
Taxation compliance services
6,875
5,000
All other non-audit services
3,000
26,380
9,875
31,380
Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
22
7
Employees

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

2024
2023
Number
Number
Management
3
1
Finance
4
4
Marketing
5
6
Commercial
10
5
Supply chain
6
6
Procurement & Technical
4
4
Total
32
26

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
2,443,828
1,672,076
Social security costs
342,576
211,860
Pension costs
268,918
226,429
3,055,322
2,110,365
8
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
797,145
547,378
Company pension contributions to defined contribution schemes
40,000
40,000
837,145
587,378

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2023 - 1).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
362,441
240,933
Company pension contributions to defined contribution schemes
40,000
40,000
Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
23
9
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest receivable from group companies
282,820
-
0
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
282,820
-
0
10
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
349
975
Other finance costs:
Other interest
2,908
-
0
3,257
975
11
Other gains and losses
2024
2023
£
£
Fair value gains/(losses) on financial instruments
Gain/(loss) on hedging instrument in a fair value hedge
-
0
(172,062)
12
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
1,162,677
708,951
Adjustments in respect of prior periods
(20,583)
-
0
Total current tax
1,142,094
708,951
Deferred tax
Origination and reversal of timing differences
85,549
31,912
Total tax charge
1,227,643
740,863

The tax charge increased from 19% to 25% from 31 March 2023. For the purpose of the tax reconciliation, a blended tax rate of 20.5% has been applied to the prior year.

Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
12
Taxation (continued)
24

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

2024
2023
£
£
Profit before taxation
4,502,825
3,481,901
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 20.50%)
1,125,706
713,790
Tax effect of expenses that are not deductible in determining taxable profit
421,174
26,210
Adjustments in respect of prior years
(20,583)
-
0
Group relief
(298,654)
-
0
Remeasurement of deferred tax for changes in tax rates
-
0
5,749
Fixed asset differences
-
0
(4,886)
Taxation charge for the year
1,227,643
740,863
13
Dividends
2024
2023
£
£
Final paid
-
0
175,463
14
Intangible fixed assets
Trademarks
£
Cost
At 1 July 2023
20,381
Additions
22,459
At 30 June 2024
42,840
Amortisation and impairment
At 1 July 2023
19,940
Amortisation charged for the year
1,303
At 30 June 2024
21,243
Carrying amount
At 30 June 2024
21,597
At 30 June 2023
441
Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
25
15
Tangible fixed assets
Plant and equipment
Fixtures and fittings
Computer Software
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 July 2023
73,960
152,454
3,227
4,712
234,353
Additions
-
0
367,460
46,719
41,235
455,414
At 30 June 2024
73,960
519,914
49,946
45,947
689,767
Depreciation and impairment
At 1 July 2023
-
0
118,521
336
4,712
123,569
Depreciation charged in the year
73,960
25,389
7,587
3,775
110,711
At 30 June 2024
73,960
143,910
7,923
8,487
234,280
Carrying amount
At 30 June 2024
-
0
376,004
42,023
37,460
455,487
At 30 June 2023
73,960
33,933
2,891
-
0
110,784
16
Fixed asset investments
2024
2023
Notes
£
£
Investments in subsidiaries
17
8,585
8,585
17
Subsidiaries

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

Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
Stonhouse Foods Limited
1
Ordinary
100
-
Crosta & Mollica Italia srl
2
Ordinary
100
-

Registered office addresses (all UK unless otherwise indicated):

1
189 Stonhouse Street, London, SW4 6BB
2
Via Santa Moria alla Porta 9, 20123 Milano, Italy
Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
26
18
Financial instruments
2024
2023
£
£
Carrying amount of financial assets
Instruments measured at fair value through profit or loss
33,729
-
Carrying amount of financial liabilities
Measured at fair value through profit or loss
- Other financial liabilities
-
172,062
19
Stocks
2024
2023
£
£
Finished goods and goods for resale
3,099,194
2,641,156
20
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
8,705,604
6,234,207
Amounts owed by group undertakings
5,803,074
-
0
Derivative financial instruments
33,729
-
Other debtors
392,839
680,582
Prepayments and accrued income
537,808
945,236
15,473,054
7,860,025
21
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Bank loans and overdrafts
23
-
0
10,044
Trade creditors
7,146,435
6,204,577
Amounts owed to group undertakings
1,637,459
627,428
Corporation tax
335,170
397,674
Other taxation and social security
90,669
72,417
Derivative financial instruments
-
0
172,062
Other creditors
20,577
1,955
Accruals and deferred income
2,719,136
958,516
11,949,446
8,444,673
Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
27
22
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Bank loans and overdrafts
23
-
0
19,167
23
Loans and overdrafts
2024
2023
£
£
Bank loans
-
0
29,167
Bank overdrafts
-
0
44
-
0
29,211
Payable within one year
-
0
10,044
Payable after one year
-
0
19,167

Disclosed in the prior year is a loan due to Lloyds Bank, which was being repaid on a monthly basis. Interest was charged at 2.5% per annum. The loan was due to be repaid in May 2026 however was repaid early in full in December 2023.

24
Deferred taxation

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

Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
107,420
24,873
Tax losses
-
(9)
Staff pensions
-
(2,993)
107,420
21,871
2024
Movements in the year:
£
Liability at 1 July 2023
21,871
Charge to profit or loss
85,549
Liability at 30 June 2024
107,420
Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
24
Deferred taxation (continued)
28

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.

25
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
268,918
226,429

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

The charge to profit or loss in respect of defined contribution schemes was £268,918 (2023 - £226,429).

26
Share-based payment transactions

During the year, the company issued shares as a result of the exercise of share options granted to certain employees under the company’s Enterprise Management Incentive scheme.

 

Options were granted at a price equal to the estimated fair value of the company's shares on the date of the grant. The vesting period of these shares had expired as both the time and performance related conditions had been met.

 

The fair value of the share options at the grant date was calculated using the Black Scholes model, which is considered to be the most appropriate generally accepted valuation method of measuring fair value. Management recognised the relevant share-based payment expense in the prior year while the shares were held in a share based equity reserve until they were exercised.

 

In total there were 330,216 exercisable options, 132,084 exercisable options were exercised by the option holders at a price of £0.36 per option and the remaining 198,132 exercisable options were exercised by the option holder at a price of £0.43 per option.

 

27
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 1p each
6,273,923
6,273,923
62,740
62,740
B Ordinary shares of 1p each
330,216
-
3,302
-
6,604,139
6,273,923
66,042
62,740

Each ordinary share is entitled to one vote, dividends, and to participate in any other distribution. Each ordinary share is entitled to participate in distribution arising from a winding up of the company. The shares are not be be redeemed and are not liable to be redeemed at the option of the company or shareholder.

Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
29
28
Capital redemption reserve

The reserve is a statutory, non-distributable reserve into which amounts are transferred following the redemption or purchase of the company's own shares.

29
Profit and loss reserves

Retained earnings is made up current and historic accumulated profits and loss, less any dividends distributed to shareholders.

30
Operating lease commitments

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

2024
2023
£
£
Within one year
46,250
92,500
Between two and five years
-
0
46,250
46,250
138,750
31
Related party transactions

The company has taken advantage of the exemption in FRS102 from the requirement to disclose transactions with group companies.

 

During the year two of the directors withdrew £5,250,000 from the company (2023: £250,000) the amounts were repaid in full in January 2024 and therefore no amount was outstanding at the year end.

32
Ultimate controlling party

The parent company of Crosta & Mollica Limited is Genco Bidco Limited and its registered office is 189 Stonhouse Street, London, England, SW4 6BB.

 

The ultimate controlling party was James Orr who owned over 86% of the share capital

until the company was sold on 12 January 2024.

 

Following the sale of Crosta & Mollica Limited, the company’s ultimate parent company became PW Genco Limited, a company incorporated in Guernsey. The parent undertaking of the largest and smallest group, which includes the company and for which group accounts are prepared, is Genco Topco Limited, a company incorporated in Great Britain. Copies of the group financial statements of Genco Topco Limited are available from Companies House, Crown Way, Cardiff CF14 3UZ.

 

There is no ultimate controlling party.

Crosta & Mollica Limited
Notes to the financial statements (continued)
For the year ended 30 June 2024
30
33
Cash generated from operations
2024
2023
£
£
Profit for the year after tax
3,275,182
2,741,038
Adjustments for:
Taxation charged
1,227,643
740,863
Finance costs
3,257
975
Investment income
(282,820)
-
0
Amortisation and impairment of intangible assets
1,303
40
Depreciation and impairment of tangible fixed assets
110,711
15,933
Other gains and losses
(205,791)
172,062
Movements in working capital:
Increase in stocks
(458,038)
(926,297)
Increase in debtors
(1,893,479)
(2,477,666)
Increase in creditors
4,376,811
1,502,292
Cash generated from operations
6,154,779
1,769,240
34
Analysis of changes in net funds
1 July 2023
Cash flows
30 June 2024
£
£
£
Cash at bank and in hand
4,743,037
(1,457,842)
3,285,195
Bank overdrafts
(44)
44
-
0
4,742,993
(1,457,798)
3,285,195
Borrowings excluding overdrafts
(29,167)
29,167
-
4,713,826
(1,428,631)
3,285,195
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