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Registered number: 12177524










JAMM CO 2019 LTD










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 APRIL 2024

 
JAMM CO 2019 LTD
 
 
COMPANY INFORMATION


Directors
D. A. Black 
T. Patten 
M. A. Roberts (resigned 30 September 2024)
D. H. Garratt (resigned 30 June 2024)
C. R. Beck (appointed 19 September 2024)
I. K. S. Clark (appointed 28 October 2024)




Company secretary
St. Pauls Secretaries Limited



Registered number
12177524



Registered office
Venture Point West
70-72 Evans Road

Liverpool

L24 9PB




Independent auditors
Langtons Professional Services Limited
Chartered Accountants & Statutory Auditors

The Plaza

100 Old Hall Street

Liverpool

L3 9QJ





 
JAMM CO 2019 LTD
 

CONTENTS



Page
Group strategic report
1 - 3
Directors' report
4 - 5
Independent auditors' report
6 - 9
Consolidated statement of comprehensive income
10
Consolidated statement of financial position
11 - 12
Company statement of financial position
13 - 14
Consolidated statement of changes in equity
15
Company statement of changes in equity
16
Consolidated statement of cash flows
17 - 18
Consolidated analysis of net debt
19
Notes to the financial statements
20 - 47


 
JAMM CO 2019 LTD
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 30 APRIL 2024

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

Business review
 
The group had a satisfactory year of trading, achieving revenue of £43m (2023: £47.1m) and reporting an EBITDA of £182,489 in the trading entity (2023: £(574,133)).
This performance occurred amid an overall reduction in sector revenue, as macroeconomic factors continued to affect consumers' disposable income, leading to decreased discretionary spending across many retail sectors.
Following the strategic decision to close two low-contribution stores in the second half of the year. On a like-for-like basis, revenue decreased by 6.4% compared to the previous year.
The group is committed to maintaining its physical retail locations and continues to invest in optimising its presence where suitable opportunities arise. Management believes that experiential multichannel retail will continue to resonate strongly with consumers in the sector. Consequently, the company will further utilise its retail estate as experience centres that integrate services and experiences with core retail offerings and high-quality eCommerce. As of April 30, 2024, the business operates 12 physical stores alongside its eCommerce platform www.pmtonline.co.uk, providing a comprehensive multichannel experience for its customers.
To mitigate various market-driven pressures, management improved controls over pricing and gross margin. To further protect margins, the group adopted a strategy emphasising a higher proportion of own-brand ranges and pre-owned products, while also rebalancing the mix of branded products to enhance the depth of offerings in categories with higher margin potential.
As a result of these measures, the group's gross profit margin increased to 24.64%, compared to 23.01% in the prior period.
Despite sustained upward pressure on wages and energy costs, administration costs were reduced by £1m (8.6%) year-on-year due to a comprehensive efficiency review that addressed online marketing expenses, delivery and retail finance costs, and headcount.
Cash balances at year-end amounted to £1.5m, with the business exercising strong controls over working capital and investments in inventory to maximise sales from available resources.
During the period, £6.7m of Series A secured fixed-rate loan notes were converted into £5.7m A2 Preference Shares at £1.00 each and £1.1m B2 Preference Shares at £1.00 each. Both the A2 and B2 Preference Shares are non-voting and do not have fixed dividends or a redemption date. As a result of this transaction, the company's balance sheet has significantly strengthened, with net assets increasing by £6.2m
Due to the company's change of auditors and the introduction of a new CFO in 2024, a prior-year adjustment has been identified. This adjustment is not related to current year trading. The Directors believe it originates from a historical issue involving inaccuracies in the completion accounts that were prepared during the management buyout in 2019.
Throughout the year, the company benefited from long-standing and trusted partnerships with its key suppliers, who recognise the strength and quality of the multichannel platform the company provides to showcase their products.
Despite the challenges facing the sector and the wider UK economy, the directors remain optimistic about the future. This confidence is bolstered by its strong relationships with suppliers, the loyalty of its customer base, and the dedication and quality of its workforce.

Page 1

 
JAMM CO 2019 LTD
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024

Principal risks and uncertainties
 
Business and operational risk
The ongoing profitability and growth of the group's business is dependent on sourcing products demanded by its customers and attracting customers through an engaging retail proposition, both in-store and online.
The group is dependent on continued supply of products, a large proportion of which are manufactured overseas.
The group seeks to mitigate the risk of interruptions to supply by maintaining relationships with a wide range of manufacturers. In the year ended 30 April 2024, the group acquired inventory from over 100 suppliers.
As a substantial bricks & mortar retailer, the group is vulnerable to some or all of its stores having to close to the Public, in events such as a global pandemic. While no store closures were in place during the financial year, the group seeks to mitigate this risk by increasing the volume of business conducted via its online channel and reallocating resources within the group to support higher online transaction volumes.
As with any business who has a reliance on technical infrastructure, the group is at risk of business interruption to its online operations, such as by way of a cyber attack. The group seeks to mitigate this risk by continually investing in its web site, supporting systems and infrastructure to provide a degree of failover protection. The group is dependent on its staff to provide high levels of customer satisfaction.
The group invests in training for its staff, appropriate incentivisation structures and continually monitors customer
satisfaction.
Cash flow and liquidity risk
The group aims to mitigate liquidity risk through proactive management of working capital and financial forecasting.
The group also manages liquidity risk through seeking to maintain adequate cash balances. At the end of the financial year, the group had cash balances of £1.5 million.
Going concern
The directors have prepared forecasts which show that the group is able to continue as a going concern for at least 12 months from the date of signing these accounts.

Financial key performance indicators
 
It is considered that the key financial performance indicators are those that communicate the financial performance, as shown below:

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Page 2

 
JAMM CO 2019 LTD
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024


This report was approved by the board on 27 February 2025 and signed on its behalf.





D. A. Black
Director

Page 3

 
JAMM CO 2019 LTD
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 APRIL 2024

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

Directors' responsibilities statement

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

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


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

make judgments and accounting estimates that are reasonable and prudent;

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

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

Principal activity

The principal activity of the company is that of a holding company. The principal activity of the group (which trades as Play Music Today (PMT)) is as a retailer of musical instruments and professional audio equipment. The business operates nationwide, serving its customers from an online platform and via 12 stores, which are located in major cities across the UK. The group’s customers range from hobbyists to professional musicians but also encompass enterprises and government & educational organisations.

Results and dividends

The loss for the year, after taxation, amounted to £1,520,167 (2023 - loss £2,354,045).

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

The directors who served during the year were:

D. A. Black 
T. Patten 
M. A. Roberts (resigned 30 September 2024)
D. H. Garratt (resigned 30 June 2024)

Page 4

 
JAMM CO 2019 LTD
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024

Future developments

The directors continue to monitor the macroeconomic situation via regular detailed sensitivity analysis and scenario modelling. Notwithstanding the challenges presented, the directors intend to continue to develop the business to ensure that it is well placed to benefit from a return to more normal trading conditions.

Disclosure of information to auditors

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

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

Post balance sheet events

There have been no significant events affecting the Group since the year end.

Auditors

The auditorsLangtons Professional Services Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 27 February 2025 and signed on its behalf.
 





D. A. Black
Director

Page 5

 
JAMM CO 2019 LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JAMM CO 2019 LTD
 

Opinion

We have audited the financial statements of Jamm Co 2019 Ltd (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 30 April 2024, which comprise the Consolidated statement of comprehensive income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

give a true and fair view of the state of the Group's and of the parent Company's affairs as at 30 April 2024 and of the Group's loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

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

Conclusions relating to going concern

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

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

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

Other information

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

We have nothing to report in this regard.

Page 6

 
JAMM CO 2019 LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JAMM CO 2019 LTD (CONTINUED)


Opinion on other matters prescribed by the Companies Act 2006

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

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

Matters on which we are required to report by exception

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

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

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

Responsibilities of directors

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

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

Page 7

 
JAMM CO 2019 LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JAMM CO 2019 LTD (CONTINUED)


Auditors' responsibilities for the audit of the financial statements

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

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

The objectives of our audit, in respect to fraud, are:
• to identify and assess the risks of material misstatement of the financial statements due to fraud;
• to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and
• to respond appropriately to fraud or suspected fraud identified during the audit.
However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.
Our approach was as follows:
• We obtained an understanding of the legal and regulatory frameworks that are applicable to the Company and determined that the most significant are those that relate to the reporting framework (FRS 102 and the Companies Act 2006), the relevant tax compliance regulations in the UK and the EU General Data Protection Regulation (GDPR).
• We understood how the Company is complying with those frameworks by making enquiries of management. Through consideration of the results of our audit procedures we were able to either corroborate or provide contrary evidence which was then followed up.
• Based on our understanding we designed our audit procedures to identify non-compliance with laws and regulations. Our procedures involved:
enquiries of management; and
journal entry testing, with a focus on manual consolidation journals and journals indicating large or unusual transactions based on our understanding of the business.
• We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur by meeting with management to understand where it considered there was susceptibility to fraud. We also considered performance targets and their propensity to influence efforts made by management to manage revenue and earnings. Where the risk was considered to be higher, including areas impacting key performance indicators or management remuneration, we performed audit procedures to address each identified fraud risk or other risk of material misstatement. These procedures included those on revenue recognition detailed above, the assessment of items identified by management as non-recurring and testing manual journals and were designed to provide reasonable assurance that the financial statements were free from material fraud or error.
 
Page 8

 
JAMM CO 2019 LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JAMM CO 2019 LTD (CONTINUED)



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

Use of our report

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




Andrew McCall (Senior statutory auditor)
  
for and on behalf of
Langtons Professional Services Limited
 
Chartered Accountants
Statutory Auditors
  
The Plaza
100 Old Hall Street
Liverpool
L3 9QJ

27 February 2025
Page 9

 
JAMM CO 2019 LTD
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 APRIL 2024

As restated
2024
2023
Note
£
£

  

Turnover
 4 
43,016,074
47,141,099

Cost of sales
  
(32,414,825)
(36,296,264)

Gross profit
  
10,601,249
10,844,835

Administrative expenses
  
(11,136,230)
(12,212,268)

Exceptional administrative expenses
  
(337,128)
(118,215)

Other operating income
 5 
63,932
102,948

Operating loss
 6 
(808,177)
(1,382,700)

Interest receivable and similar income
 10 
10,494
4,348

Interest payable and similar expenses
 11 
(781,935)
(1,035,651)

Loss before taxation
  
(1,579,618)
(2,414,003)

Tax on loss
 12 
59,451
59,958

Loss for the financial year
  
(1,520,167)
(2,354,045)

  

Total comprehensive income for the year
  
(1,520,167)
(2,354,045)

(Loss) for the year attributable to:
  

Owners of the parent Company
  
(1,520,167)
(2,354,045)

  
(1,520,167)
(2,354,045)

Total comprehensive income for the year attributable to:
  

Owners of the parent Company
  
(1,520,167)
(2,354,045)

  
(1,520,167)
(2,354,045)

The notes on pages 20 to 47 form part of these financial statements.

Page 10

 
JAMM CO 2019 LTD
REGISTERED NUMBER: 12177524

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 APRIL 2024

As restated
2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 14 
1,297,047
1,486,347

Tangible assets
 15 
422,328
531,659

  
1,719,375
2,018,006

Current assets
  

Stocks
 17 
7,819,009
8,380,492

Debtors: amounts falling due within one year
 18 
1,452,621
1,923,305

Cash at bank and in hand
 19 
1,489,897
2,259,341

  
10,761,527
12,563,138

Creditors: amounts falling due within one year
 20 
(7,227,186)
(12,187,532)

Net current assets
  
 
 
3,534,341
 
 
375,606

Total assets less current liabilities
  
5,253,716
2,393,612

Creditors: amounts falling due after more than one year
 21 
(4,744,498)
(8,043,351)

Provisions for liabilities
  

Deferred taxation
 24 
-
(59,451)

Other provisions
 25 
(174,955)
(210,274)

  
 
 
(174,955)
 
 
(269,725)

Net assets/(liabilities)
  
334,263
(5,919,464)


Capital and reserves
  

Called up share capital 
 26 
7,738,714
7,772

Share premium account
 27 
128,989
128,989

Capital redemption reserve
 27 
698
698

Profit and loss account
 27 
(7,534,138)
(6,056,923)

Equity attributable to owners of the parent Company
  
334,263
(5,919,464)


Page 11

 
JAMM CO 2019 LTD
REGISTERED NUMBER: 12177524
    
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 30 APRIL 2024

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 27 February 2025.






D. A. Black
Director

The notes on pages 20 to 47 form part of these financial statements.

Page 12

 
JAMM CO 2019 LTD
REGISTERED NUMBER: 12177524

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 30 APRIL 2024

2024
2023
Note
£
£

Fixed assets
  

Investments
 16 
1,902,906
1,902,906

  
1,902,906
1,902,906

Current assets
  

Debtors: amounts falling due within one year
 18 
7,221,817
7,091,434

  
7,221,817
7,091,434

Creditors: amounts falling due within one year
 20 
(1,500)
(3,306,994)

Net current assets
  
 
 
7,220,317
 
 
3,784,440

Total assets less current liabilities
  
9,123,223
5,687,346

  

Creditors: amounts falling due after more than one year
 21 
(3,475,646)
(6,685,974)

  

Net assets/(liabilities)
  
5,647,577
(998,628)


Capital and reserves
  

Called up share capital 
 26 
7,738,714
7,772

Share premium account
 27 
128,989
128,989

Capital redemption reserve
 27 
698
698

Profit and loss account brought forward
  
(1,136,087)
87,254

Loss for the year
  
(1,127,689)
(1,277,044)

Other changes in the profit and loss account

  

42,952
53,703

Profit and loss account carried forward
  
(2,220,824)
(1,136,087)

  
5,647,577
(998,628)


Page 13

 
JAMM CO 2019 LTD
REGISTERED NUMBER: 12177524
    
COMPANY STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 30 APRIL 2024

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 27 February 2025.






D. A. Black
Director

The notes on pages 20 to 47 form part of these financial statements.

Page 14

 
JAMM CO 2019 LTD
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2024


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

£
£
£
£
£


At 1 May 2022 (as previously stated)
7,772
128,989
698
(2,535,056)
(2,397,597)

Prior year adjustment - correction of error
-
-
-
(1,221,525)
(1,221,525)


At 1 May 2022 (as restated)
7,772
128,989
698
(3,756,581)
(3,619,122)


Comprehensive income for the year

Loss for the year
-
-
-
(2,354,045)
(2,354,045)
Total comprehensive income for the year
-
-
-
(2,354,045)
(2,354,045)


Contributions by and distributions to owners

Equity settled share based payment
-
-
-
53,703
53,703


Total transactions with owners
-
-
-
53,703
53,703



At 1 May 2023 (as previously stated)
7,772
128,989
698
(4,446,357)
(4,308,898)

Prior year adjustment - correction of error
-
-
-
(1,610,566)
(1,610,566)


At 1 May 2023 (as restated)
7,772
128,989
698
(6,056,923)
(5,919,464)


Comprehensive income for the year

Loss for the year
-
-
-
(1,520,167)
(1,520,167)
Total comprehensive income for the year
-
-
-
(1,520,167)
(1,520,167)


Contributions by and distributions to owners

Shares issued during the year
7,730,942
-
-
-
7,730,942

Equity settled share based payment
-
-
-
42,952
42,952


Total transactions with owners
7,730,942
-
-
42,952
7,773,894


At 30 April 2024
7,738,714
128,989
698
(7,534,138)
334,263


The notes on pages 20 to 47 form part of these financial statements.

Page 15

 
JAMM CO 2019 LTD
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2024


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

£
£
£
£
£


At 1 May 2022
7,772
128,989
698
87,254
224,713


Comprehensive income for the year

Loss for the year
-
-
-
(1,277,044)
(1,277,044)
Total comprehensive income for the year
-
-
-
(1,277,044)
(1,277,044)


Contributions by and distributions to owners

Equity settled share based payment
-
-
-
53,703
53,703


Total transactions with owners
-
-
-
53,703
53,703



At 1 May 2023
7,772
128,989
698
(1,136,087)
(998,628)


Comprehensive income for the year

Loss for the year
-
-
-
(1,127,689)
(1,127,689)
Total comprehensive income for the year
-
-
-
(1,127,689)
(1,127,689)


Contributions by and distributions to owners

Shares issued during the year
7,730,942
-
-
-
7,730,942

Equity settled share based payment
-
-
-
42,952
42,952


Total transactions with owners
7,730,942
-
-
42,952
7,773,894


At 30 April 2024
7,738,714
128,989
698
(2,220,824)
5,647,577


The notes on pages 20 to 47 form part of these financial statements.

Page 16

 
JAMM CO 2019 LTD
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 APRIL 2024

As restated
2024
2023
£
£

Cash flows from operating activities

Loss for the financial year
(1,520,167)
(2,354,045)

Adjustments for:

Amortisation of intangible assets
299,305
268,039

Depreciation of tangible assets
190,888
181,086

Interest paid
781,936
1,035,651

Interest received
(10,494)
(4,348)

Taxation charge
(59,451)
(59,958)

Decrease/(increase) in stocks
561,483
(986,833)

Decrease in debtors
380,538
980,553

(Decrease)/increase in creditors
(1,888,985)
2,217,699

(Decrease) in provisions
(35,319)
(249,740)

Equity settled share based payments
42,952
53,703

Income taxes (paid) / refunded
-
(4,444)

Net cash generated from operating activities

(1,257,314)
1,077,363


Cash flows from investing activities

Purchase of intangible fixed assets
(110,003)
(196,646)

Purchase of tangible fixed assets
(81,537)
(314,711)

Interest received
10,494
4,348

Net cash from investing activities

(181,046)
(507,009)

Cash flows from financing activities

Issue of ordinary shares
7,730,942
-

Repayment of loans
(221,312)
(442,623)

Repayment of other loans
(6,685,974)
-

Interest paid
(154,740)
(116,481)

Net cash used in financing activities
668,916
(559,104)
Page 17

 
JAMM CO 2019 LTD
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024

As restated

2024
2023

£
£



Net (decrease)/increase in cash and cash equivalents
(769,444)
11,250

Cash and cash equivalents at beginning of year
2,259,341
2,248,091

Cash and cash equivalents at the end of year
1,489,897
2,259,341


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
1,489,897
2,259,341

1,489,897
2,259,341


The notes on pages 20 to 47 form part of these financial statements.

Page 18

 
JAMM CO 2019 LTD
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 30 APRIL 2024





At 1 May 2023
Cash flows
Other non-cash changes
At 30 April 2024
£

£

£

£

Cash at bank and in hand

2,259,341

(769,444)

-

1,489,897

Debt due after 1 year

(8,043,351)

88,525

6,685,974

(1,268,852)

Debt due within 1 year

(450,000)

132,787

-

(317,213)


(6,234,010)
(548,132)
6,685,974
(96,168)

The notes on pages 20 to 47 form part of these financial statements.

Page 19

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

1.


General information

Jamm Co 2019 Ltd (“the company”) is a private company limited by shares and is registered and incorporated in England and Wales. The registered office is Venture Point West, 70-72 Evans Road, Liverpool, England, L24 9PB.
The group consists of Jamm Co 2019 Ltd and all of its subsidiaries.
The company's and the group's principal activities and nature of its operations are disclosed in the directors' report.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

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

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

  
2.2

Basis of consolidation

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

Page 20

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)

 
2.3

Going concern

The financial statements have been prepared on the going concern basis which assumes that the group and company will be able to continue to trade for a period of at least 12 months from the date of signing these financial statements.
The trading environment in which the group operates has been challenging as a result of the impact of Brexit on the supply chain, the war in Ukraine and rising UK inflation levels. The rising cost of living and reduction in consumer confidence has led to increased competitive pressures in the sector. The directors have prepared forecasts covering a variety of trading scenarios, all of which show that the group will be able to continue as a going concern.
As set out in the Strategic Report, the group’s trading and financial performance has improved year on year, driven by improved margin percentages and control of variable and fixed overheads. This positive trend was as a result of strategic initiatives, such as growing higher-margin own brand and pre-owned sales, and more tactical efficiency responses to the challenging economic climate in the period.
The group statement of financial position shows consolidated net assets as at 30 April 2024 of £334,263 (2023 - £5,919,464 net liabilities). The consolidated net liabilities as at 30 April 2023 included £9.5m of shareholder loan notes and accrued interest thereon. No interest payments have been made on the shareholder loan notes. As set out in further detail in the Strategic Report, during the period, £6.7m of shareholder loan notes were converted to A2 and B2 Preference Shares and a further £1.045m of funding was provided as a result of a further issue of A1 and B1 Preference Shares.
As a consequence of the factors outlined above, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the 12 month period from the date of signing these financial statements and therefore have adopted the going concern basis of accounting in preparing the financial statements.

Page 21

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

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

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

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

Page 22

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)

 
2.5

Revenue

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

Sale of goods

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

Other income
Other income relates social media online income, insurance claim proceeds and government grants. It is recognised when due, and accrued for as appropriate.

 
2.6

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.7

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.8

Interest income

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

Page 23

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)

 
2.9

Finance costs

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

 
2.10

Borrowing costs

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

 
2.11

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Group in independently administered funds.

 
2.12

Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Group keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.

Page 24

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)

 
2.13

Current and deferred taxation

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

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

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

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


 
2.14

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Group but are presented separately due to their size or incidence.

Page 25

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)

 
2.15

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

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

 The estimated useful lives range as follows:

Website costs
-
5 years straight line
Goodwill
-
10 years straight line
Brand
-
5 years straight line

 
2.16

Tangible fixed assets

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

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

Depreciation is provided on the following basis:

Plant and machinery
-
20% straight line
Motor vehicles
-
25% reducing balance
Office equipment
-
25% straight line

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

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

 
2.17

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Page 26

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)

 
2.18

Stocks

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

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

 
2.19

Debtors

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

 
2.20

Cash and cash equivalents

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

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.21

Creditors

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

 
2.22

Provisions for liabilities

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

 
2.23

Financial instruments

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

Financial instruments are recognised in the Group's Statement of financial position when the Group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, 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.
Page 27

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)


2.23
Financial instruments (continued)


Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

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

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. 

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

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

Financial liabilities

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

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the
Page 28

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)


2.23
Financial instruments (continued)

effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial instruments

Derecognition of financial assets

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

Derecognition of financial liabilities

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

Page 29

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

3.


Judgments in applying accounting policies 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.
In the directors opinion there are no material judgements which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities.
Key sources of estimation uncertainty
In the directors opinion 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:-
Dilapidations provision
The group has a present obligation to make good leased properties it occupies at the end of each respective lease period. Therefore, a dilapidations provision is required based upon the expected discounted cost to make good the properties. The directors have utilised industry dilapidations information and applied an appropriate amount per square foot for each lease property adjusted for the location and condition of each property (see note 25).
Other provisions
Estimation is required in assessing the level of provisions required against assets, including slow-moving and potentially obsolete inventory and for liabilities including warranties on its own-brand products as there is a present obligation to make good, by repair or replacement. The directors use information available at the balance sheet date to determine the level of provisions required and consider whether further information received after the balance sheet date impacts these provisions (see note 25).
Useful economic life of intangible assets
The group reviews the carrying value of its intangible assets for indicators of impairment at each period end, in accordance with FRS 102. If any indicators of impairment exist, the carrying value of the asset is subject to further testing to determine whether its carrying value exceeds its recoverable amount. The directors consider there to be no indicators of impairment in relation to the carrying value of the intangible assets of the group at the year end.
Stock
A decrease has been made against the stock provision resulting in a credit in the statement of comprehensive income of £73,830 (2023 – gain of £417,147) during the year. The provision is computed on a line by line basis to reduce the value of stock held, where the volumes and ageing of the stockline dictate that a reduction in holding value is appropriate.


4.


Turnover

The whole of the turnover is attributable to principal activity of the group.

All turnover arose within the United Kingdom.

Page 30

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

5.


Other operating income

2024
2023
£
£

Other operating income
63,932
70,694

Insurance claims receivable
-
32,254

63,932
102,948



6.


Operating loss

The operating loss is stated after charging:

2024
2023
£
£

Exchange differences
(7,646)
(13,242)

Other operating lease rentals
1,107,319
1,195,673


7.


Auditors' remuneration

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


2024
2023
£
£

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
37,000
78,200

Page 31

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

8.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£


Wages and salaries
5,371,374
5,715,353
488,949
541,766

Social security costs
509,368
623,610
60,809
64,173

Cost of defined contribution scheme
119,247
136,917
19,571
19,850

5,999,989
6,475,880
569,329
625,789


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



Group
Group
Company
Company
        2024
        2023
        2024
        2023
            No.
            No.
            No.
            No.









Directors
4
4
4
4



Administration
66
75
1
1



Shop staff
121
128
-
-

191
207
5
5


9.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
375,432
378,117

Group contributions to defined contribution pension schemes
18,250
18,529

393,682
396,646


During the year retirement benefits were accruing to 2 directors (2023 - 2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £157,423 (2023 - £160,170).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £14,500 (2023 - £14,779).

Page 32

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

10.


Interest receivable

2024
2023
£
£


Other interest receivable
10,494
4,348

10,494
4,348


11.


Interest payable and similar expenses

2024
2023
£
£


Bank interest payable
153,464
116,359

Other loan interest payable
627,195
919,170

Other interest payable
1,276
122

781,935
1,035,651


12.


Taxation


2024
2023
£
£

Corporation tax


Adjustments in respect of previous periods
-
(80,109)


-
(80,109)


Total current tax
-
(80,109)

Deferred tax


Origination and reversal of timing differences
(59,451)
11,561

Adjustments in respect of previous periods
-
8,590

Total deferred tax
(59,451)
20,151


Tax on loss
(59,451)
(59,958)
Page 33

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
 
12.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 19.45%). The differences are explained below:

As restated
2024
2023
£
£


Loss on ordinary activities before tax
(1,579,620)
(2,414,003)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 19.45%)
(394,905)
(469,524)

Effects of:


Non-tax deductible amortisation of goodwill and impairment
42,934
32,630

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
198,522
11,067

Capital allowances for year in excess of depreciation
2,295
(5,551)

Utilisation of tax losses
-
126,817

Adjustments to tax charge in respect of prior periods
-
(71,519)

Prior period adjustment
(402,642)
(237,587)

Movement in deferred tax not recognised
491,268
551,166

Other differences leading to an increase (decrease) in the tax charge
3,077
2,543

Total tax charge for the year
(59,451)
(59,958)


Factors that may affect future tax charges

Tax losses of £2,416,409 are carried forward and are available to reduce the tax arising from future trading profits.  A deferred tax asset has not been recognised on these losses.


13.


Exceptional items

2024
2023
£
£


Severence costs
72,305
118,215

Professional fees in relation to converting loan notes to preference shares
123,938
-

Additional dilapidation costs
96,000
-

Store closure costs
44,885
-

337,128
118,215

Page 34

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

14.


Intangible assets

Group and Company





Website costs
Brand
Goodwill
Total

£
£
£
£



Cost


At 1 May 2023
507,701
59,890
1,717,206
2,284,797


Additions
97,351
12,653
-
110,004



At 30 April 2024

605,052
72,543
1,717,206
2,394,801



Amortisation


At 1 May 2023
172,380
17,862
608,208
798,450


Charge for the year on owned assets
114,975
12,593
171,736
299,304



At 30 April 2024

287,355
30,455
779,944
1,097,754



Net book value



At 30 April 2024
317,697
42,088
937,262
1,297,047



At 30 April 2023
335,321
42,028
1,108,998
1,486,347



Page 35

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

15.


Tangible fixed assets

Group






Plant and machinery
Motor vehicles
Office equipment
Total

£
£
£
£



Cost or valuation


At 1 May 2023
829,751
5,246
235,763
1,070,760


Additions
48,363
-
33,174
81,537



At 30 April 2024

878,114
5,246
268,937
1,152,297



Depreciation


At 1 May 2023
439,406
5,246
94,449
539,101


Charge for the year on owned assets
140,326
-
50,542
190,868



At 30 April 2024

579,732
5,246
144,991
729,969



Net book value



At 30 April 2024
298,382
-
123,946
422,328



At 30 April 2023
390,345
-
141,314
531,659

Page 36

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

16.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 May 2023
1,902,906



At 30 April 2024
1,902,906





Direct subsidiary undertaking


The following was a direct subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Professional Music Technology Limited
Venture Point West, 70-72 Evans Road, Liverpool, L24 9PB
Ordinary
100%


Indirect subsidiary undertaking


The following was an indirect subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

S & T Audio Limited
Venture Point West, 70-72 Evans Road, Liverpool, L24 9PB
Ordinary
100%

Page 37

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

17.


Stocks

Group

Group
As restated
2024
2023
£
£

Finished goods and goods for resale
7,819,009
8,380,492

7,819,009
8,380,492


The difference between purchase price or production cost of stocks and their replacement cost is not material.

During the year, there was a reversal of an impairment loss relating to prior periods on finished goods of £73,829 which was recognised in cost of sales (2023 - £417,417).


18.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£


Trade debtors
98,853
104,491
-
-

Amounts owed by group undertakings
-
-
7,221,817
7,090,589

Other debtors
451,362
762,087
-
845

Prepayments and accrued income
902,406
1,056,727
-
-

1,452,621
1,923,305
7,221,817
7,091,434



19.


Cash and cash equivalents

Group
Group
2024
2023
£
£

Cash at bank and in hand
1,489,897
2,259,341

1,489,897
2,259,341


Page 38

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

20.


Creditors: Amounts falling due within one year

Group

Group
As restated
Company

Company

2024
2023
2024
2023
£
£
£
£

Bank loans
317,213
450,000
-
-

Trade creditors
5,491,892
7,536,839
-
-

Amounts owed to group undertakings
-
-
-
458,575

Other taxation and social security
761,009
628,628
-
-

Other creditors
328,390
124,335
-
-

Accruals and deferred income
328,682
3,447,730
1,500
2,848,419

7,227,186
12,187,532
1,500
3,306,994



21.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Bank loans
1,268,852
1,357,377
-
-

Other loans
-
6,685,974
-
6,685,974

Accruals and deferred income
3,475,646
-
3,475,646
-

4,744,498
8,043,351
3,475,646
6,685,974


Secured debts
Debenture
The groups's banking facilities are covered by a debenture issued on 24 May 2008.
Other loans are secured by way of fixed and floating charges on the assets of the group.
Bonds, guarantees, indemnities
The group's subsidiary, S & T Audio Limited, has provided, on behalf of the subsidiary, a guarantee of £140,000 (2023 - £140,000) in favour of a supplier to the subsidiary.

Page 39

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

22.


Loans


Analysis of the maturity of loans is given below:


Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Amounts falling due within one year

Bank loans
317,213
450,000
-
-


317,213
450,000
-
-

Amounts falling due 1-2 years

Bank loans
634,426
1,357,377
-
-

Other loans
-
6,685,974
-
6,685,974


634,426
8,043,351
-
6,685,974

Amounts falling due 2-5 years

Bank loans
634,426
-
-
-


1,586,065
8,493,351
-
6,685,974


As set out further in note 26, other loans relate to £6,685,974 of series A secured fixed rate loan notes which were converted to A2 and B2 Preference Shares during the year.
These loan notes accrued interest at a rate of 10% per annum.  Accrued interest of £3,475,646 (2023 - £2,848,419) has been included in accruals and deferred income falling due within one year.


23.


Financial instruments

Group
Group
2024
2023
£
£

Financial assets

Financial assets measured at fair value through profit or loss
1,489,897
2,259,341




Financial assets measured at fair value through profit or loss comprise cash at bank and in hand.

Page 40

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

24.


Deferred taxation


Group



2024


£






At beginning of year
(59,451)


Charged to profit or loss
59,451



At end of year
-

Company


2024






At end of year
-
The deferred taxation balance is made up as follows:

Group
Group
2024
2023
£
£

Accelerated capital allowances
(38,247)
(65,596)

Tax losses carried forward
35,338
-

Short term timing differences
2,909
6,145

-
(59,451)

Page 41

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

25.


Provisions


Group



Dilapidat-
ions provision
Sales return provision
Warranty provision
Total

£
£
£
£





At 1 May 2023
175,336
18,844
16,094
210,274


Charged to profit or loss
18,000
-
7,406
25,406


Utilised in year
(10,186)
(2,324)
-
(12,510)


Released in year
(36,465)
-
(11,750)
(48,215)



At 30 April 2024
146,685
16,520
11,750
174,955

Dilapidations provision
The group has a present obligation to make good leased properties it occupies at the end of each respective property lease. Therefore, a dilapidations provision is required based upon the expected discounted cost to make good the properties.
Sales return provision
Customers have a period in which they can return goods to the store for a refund. Therefore a provision at the year end for the cost of expected returns has been created.
Warranty provision
The group provides a 2-year warranty on its own brand products. It is appropriate to recognise a warranty provision at the year-end as there is a present obligation to make good, by repair or replacement, any issues with these products within 2 years from the date of sale.


26.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



3,465 (2023 - 3,465) A Ordinary shares of £1.00 each
3,465
3,465
4,307 (2023 - 4,307) B Ordinary shares of £1.00 each
4,307
4,307
1,000,000 (2023 - ) A1 Preference shares of £1.00 each
1,000,000
-
45,000 (2023 - ) B1 Preference shares of £1.00 each
45,000
-
5,568,750 (2023 - ) A2 Preference shares of £1.00 each
5,568,750
-
1,117,192 (2023 - ) B2 Preference shares of £1.00 each
1,117,192
-

7,738,714

7,772


Page 42

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

26.Share capital (continued)

During the year, the following Preference shares were issued:-
1,000,000 A1 Preference shares of £1 each for consideration of £1,000,000
45,000 B1 Preference shares of £1 each for consideration of £45,000.
5,568,750 A2 Preference shares of £1 each and 1,117,192 B2 Preference shares of £1 each in exchange for £6,685,942 of series A secured fixed rate loan notes
Each A and B ordinary share carry the right to one vote at general meetings of the company.
The A1, B1, A2 and B2 Preference shares are non-voting, have no fixed dividends and no fixed redemption date.


27.


Reserves

Share premium account

Consideration received for shares issued above their nominal value, net of transaction costs.

Capital redemption reserve

The nominal value of shares repurchased at the end of the reporting period.

Profit and loss account

Cumulative profit and loss, net of distributions to owners.

Page 43

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

28.


Share-based payments

Certain directors and employees of the group hold options to subscribe for shares in the group under share option schemes. The number of shares subject to options, the periods in which they were granted and the period in which they may be exercised are set out below.
On 9 July 2021 the group granted 233 options and on 15 September 2021 granted a further 187 options under the EMI scheme, with an exercise price of £16.23 per share. These options were issued to 4 employees and are exercisable on an exit. Of these options, 140 have since lapsed as the employee to whom they were issued to has left company.
On 15 September 2021 the group granted 93 unapproved options with an exercise price of £16.23 per share. These options were issued to 1 employee and are exercisable on an exit.
On 2 September 2022 the group granted 280 options and on 13 April 2023 granted a further 47 options under the EMI scheme, with an exercise price of £16.23 per share. These options were issued to 3 employees and are exercisable on an exit. Of these options, 47 have since lapsed as the employee to whom they were issued to has left the company.
The expiry date of these options is 10 years from issue.

Weighted average exercise price (pence)
2024
Number
2024
Weighted average exercise price
(pence)
2023
Number
2023

Outstanding at the beginning of the year

1,623

793

1,623
 
466
 
Granted during the year


-

1,623
 
327
 
Forfeited during the year

1,623

(140)

 
-
 
Outstanding at the end of the year
1,623

653

1,623
 
793
 

The share based payment compensation charged to the profit and loss in the year amounted to £42,952 (2023 - £53,703).
The weighted average fair value of options granted was determined using the Black-Scholes option pricing model, as the directors believe this was the most appropriate model for the vesting conditions of the options.

2024
2023

Weighted average share price (pence)


36,233

13,156
 
Exercise price (pence)


1,623

1,623
 
Expected volatility


53.10

54.00
 
Risk-free interest rate


0.40

0.38
 

Page 44

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

28.Share-based payments (continued)

2024
2023
£
£

Expenses recognised in the year


Equity-settled schemes
42,952
53,703

42,952
53,703


29.


Prior year adjustment

During the period, the company recognised a fundamental error had arisen in relation to stock and trade creditor balances. The Directors believe it originates from a historical issue involving inaccuracies in the completion accounts that were prepared during the management buyout in 2019 impacting the valuation of various stock lines and unrecorded supplier liabilities. Given the age of the error, management have only been able to provide sufficient information to support an FY23 opening profit and loss reserves overstatement of £1,221,525 with the unsupported remainder of the error being taken to cost of sales increasing them by £389,041. 
By correcting the issues outlined above, stock has reduced by £334,018, trade creditors have increased by £1,276,548, opening profit and loss reserves have reduced by £1,221,525 and cost of sales have increased by £389,041. 
Adjustments have been made to restate the prior year figures as outlined above. The effect of this is to change last years loss for the financial year from £1,965,004 to £2,354,045.


30.


Contingent liabilities

Guarantees totalling £140,000 have been given to a main supplier.


31.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group  in an independently administered fund. The pension cost charge represents contributions payable by the Group  to the fund. Contributions totalling £25,213 (2023 - £24,933) were payable to the fund at the reporting date and are included in creditors.

Page 45

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

32.


Commitments under operating leases

At 30 April 2024 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2024
2023
£
£

Not later than 1 year
1,029,152
947,369

Later than 1 year and not later than 5 years
2,133,483
1,683,371

Later than 5 years
82,953
121,239

3,245,588
2,751,979

33.


Related party transactions


2024
2023
£
£

 
Aggregate compensation of key management personnel
569,329
625,789
 
Fees payable to YFM Private Equity Limited
98,681
94,098
 
Loan notes due to YFM Equity Partners Buyout 1 LP
-
5,568,750
 
Loan interest charged in the year on loan notes due to YFM Equity Partners Buyout 1 LP
522,384
765,581
 
Accrued loan note interest due to YFM Equity Partners Buyout 1 LP
2,894,880
2,372,496
 
Loan notes due to D. A. Black
-
1,000,000
 
Loan interest charged in the year on loan notes due to D. A. Black
93,815
137,477
 
Accrued loan note interest due to D. A. Black
519,844
426,029
 
Loan notes due to D. H. Garratt
-
117,192
 
Loan interest charged in the year on loan notes due to D. H. Garratt
10,995
16,111
 
Accrued loan note interest due to D. H. Garratt
60,922
49,927

YFM Equity Partners Buyout 1 LP is a shareholder of the company and YFM Private Equity Limited is a related party of this shareholder.
D. A. Black and D. H. Garratt are shareholders of the company and were directors of the company during the year.

Page 46

 
JAMM CO 2019 LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

34.


Controlling party

There is no ultimate controlling party.

 
Page 47