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Registered number: 13304080










GREYFRIARS ACQUISITIONS LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
COMPANY INFORMATION


Directors
Simon Ball (resigned 7 February 2023)
Emily Harris (appointed 7 February 2023)
David Fuller (resigned 9 October 2024)
Neil Smith (appointed 9 October 2024)




Company secretary
Taylor Wessing Secretaries Limited



Registered number
13304080



Registered office
5 New Street Square

London

EC4A 3TW




Independent auditors
HaysMac LLP

10 Queen Street Place

London

EC4R 1AG





 
GREYFRIARS ACQUISITIONS LIMITED
 

CONTENTS



Page
Strategic Report
 
1 - 2
Directors' Report
 
3 - 4
Independent Auditors' Report
 
5 - 8
Statement of Comprehensive Income
 
9 - 10
Statement of Financial Position
 
10
Statement of Changes in Equity
 
11 - 12
Statement of Cash Flows
 
13
Analysis of Net Debt
 
14
Notes to the Financial Statements
 
15 - 26


 
GREYFRIARS ACQUISITIONS LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The Director presents the strategic report for the year ended 31 December 2023.

Business review
 
In 2023 the hotel traded well as spending on leisure travel remained high. The hotel benefitted from completed refurbishment of public areas and a growing number of refurbished bedrooms, through the year. As a result of robust demand, hotel trading held at a high level, versus pre-covid trading. Some impact, versus 2022, due to reduction of Ukraine refugee business, which drove 40 rooms per night for 6-months in 2022. In addition, the refurbishment works did displace some demand through the year, impacting turnover for the year. This will be gained back in subsequent years, as ADR increases are made, on the back of improved offering.

As a result of a stable trading environment, in the year to December 2023, the hotel made a Gross Profit of £5.3m (2022: £5.9m). The liquidity position of the company was £351k as at 31 December 2023 (2022: £712k). The company had a net asset position of £31.7m (2022: £31m).

December 2023 saw the completion of the hotel refurbishment. This included a full refurbishment of the hotel bedrooms and public areas. In addition, improvements to the building fabric were also included (roof repairs and M&E replacement, as required). The director views the forecast for the Cardiff market as generally positive, with regard to the future prospects of the hotel and Company.

It is the intention of the director to continue to develop the current activities of the Company and in particular continue to enhance the service and product of the hotel, to drive improved performance.

Principal risks and uncertainties
 
The Company’s risks can be broadly defined as commercial and financial. The principal commercial risks and uncertainties faced by the Company include general macroeconomic conditions in the UK and Globally, potential further inflationary pressure on staffing and supply chain costs, and competition from new hotels in the vicinity. 

The directors have considered the impact of the financial statement of market risk, credit risk and liquidity risk. The directors believe that any adverse changes in the market to the parameters that determine the effects of these financial risks will not be expected to have a significant impact to the financial performance and the position of the Company. 

The forecast hotel market performance has been analysed and accounted for in forecasting the performance of the hotel going forward.

Future developments
 
The refurbishment of the hotel will be followed by specific capital expenditure projects. These will likely include the refurbishment/replacement of M&E equipment, guest corridor upgrades and targeted improvements to the leisure facilities. 

Page 1

 
GREYFRIARS ACQUISITIONS LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Other key performance indicators
 
The directors assess the performance of the Company based on the following KPI’s:

Turnover decreased slightly (3%) in the year as the market stabilised, for the reasons outlined in business review section. The City continued to secure large sporting, music and entertainment events, benefitting all hotels in the market. In addition, the hotel continued to benefit from strong levels of distribution, via the Hilton franchise. The key performance indicators of ADR £119.38 (2022: £121.83), Occupancy of 81% (2022: 76.8%) and overall revenue of £9.2m (2022 £9.5m). The hotel continued to increase its outperformance, versus the competitive set, in 2023. 

The Company evaluates and monitors average room rates, revenue per room, occupancy, covers, spend per cover, margins and payroll. The directors are confident that all such indicators are adequately reflected in the analysis of turnover and operating profit.


This report was approved by the board on 12 March 2025 and signed on its behalf.



Emily Harris
Director

Page 2

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

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

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' 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 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 of the profit or loss of the Company for that period.

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


select suitable accounting policies for the Company'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 Company 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 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The loss for the year, after taxation, amounted to £920,369 (2022 - profit £5,355,062).

Directors

The directors who served during the year were:

Simon Ball (resigned 7 February 2023)
Emily Harris (appointed 7 February 2023)
David Fuller (resigned 9 October 2024)

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'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's auditors are aware of that information.

Page 3

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Auditors

The auditorsHaysMac LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





Emily Harris
Director

Date: 12 March 2025

Page 4

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GREYFRIARS ACQUISITIONS LIMITED
 

Opinion


We have audited the financial statements of Greyfriars Acquisitions Limited (the 'Company') for the year ended 31 December 2023, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Cash Flows, the 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 Company's affairs as at 31 December 2023 and of its 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 Company 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 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.


Page 5

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GREYFRIARS ACQUISITIONS LIMITED (CONTINUED)


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.


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 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 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 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:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the 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 3, 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.


Page 6

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GREYFRIARS ACQUISITIONS LIMITED (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 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:

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud
Based on our understanding of the Company and industry, we identified that the principal risks of non-compliance with laws and regulations are food safety and hygiene, licensing and and minimum wage regulations and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and tax regulation.
 
We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to revenue and management bias in accounting estimates. Audit procedures performed by the engagement team included:
•        inspecting correspondence with regulators and tax authorities; 
•        consideration of known or suspected instances of non-compliance with laws and regulations through
         discussion with management, review of board minutes, and review of the Food Standards Agency website; 
•        evaluating management’s controls designed to prevent and detect irregularities; 
•        identifying and testing journals, in particular journal entries posted with large values versus averages,
         key words, postings with high value transactions or rounded entries; and 
•        challenging assumptions and judgements made by management in their critical accounting estimates.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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.


Page 7

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF GREYFRIARS ACQUISITIONS LIMITED (CONTINUED)


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.





Jessica Edwards (Senior Statutory Auditor)
for and on behalf of
HaysMac LLP
Statutory Auditors
10 Queen Street Place
London
EC4R 1AG

12 March 2025
Page 8

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 3 
9,225,686
9,543,343

Cost of sales
  
(3,965,538)
(3,693,576)

Gross profit
  
5,260,148
5,849,767

Administrative expenses
  
(4,517,192)
(3,845,377)

Fair value movements
  
(984,950)
5,675,635

Operating (loss)/profit
 4 
(241,994)
7,680,025

Interest payable and similar expenses
 7 
(748,157)
(564,627)

(Loss)/profit before tax
  
(990,151)
7,115,398

Tax on (loss)/profit
 8 
69,782
(1,760,336)

(Loss)/profit for the financial year
  
(920,369)
5,355,062

The notes on pages 15 to 26 form part of these financial statements.

Page 9

 
GREYFRIARS ACQUISITIONS LIMITED
 

STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 9 
35,300,000
32,595,636

  
35,300,000
32,595,636

Current assets
  

Stocks
  
34,536
22,660

Debtors: amounts falling due within one year
 10 
14,406,688
14,601,022

Cash at bank and in hand
 11 
351,430
712,211

  
14,792,654
15,335,893

Creditors: amounts falling due within one year
 12 
(2,000,980)
(1,449,677)

Net current assets
  
 
 
12,791,674
 
 
13,886,216

Total assets less current liabilities
  
48,091,674
46,481,852

Creditors: amounts falling due after more than one year
 13 
(14,973,490)
(13,991,293)

Provisions for liabilities
  

Deferred tax
 14 
(1,426,320)
(1,501,791)

  
 
 
(1,426,320)
 
 
(1,501,791)

Net assets
  
31,691,864
30,988,768


Capital and reserves
  

Called up share capital 
 15 
220,002
220,002

Share premium account
  
23,980,107
23,980,107

Other reserves
  
2,250,882
627,417

Profit and loss account
  
5,240,873
6,161,242

  
31,691,864
30,988,768


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




Emily Harris
Director

Date: 12 March 2025

Page 10
 

 
GREYFRIARS ACQUISITIONS LIMITED


 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023



Called up share capital
Share premium account
Other reserves
Profit and loss account
Total equity


£
£
£
£
£



At 1 January 2022 (as previously stated)
39,702
3,930,316
-
922,454
4,892,472


Prior year adjustment - correction of error
180,300
20,049,791
189,421
(116,274)
20,303,238



At 1 January 2022 (as restated)
220,002
23,980,107
189,421
806,180
25,195,710



Comprehensive income for the year


Profit for the year
-
-
-
5,355,062
5,355,062

Total comprehensive income for the year
-
-
-
5,355,062
5,355,062



Contributions by and distributions to owners


Shareholder loans equity element
-
-
437,996
-
437,996





At 1 January 2023
220,002
23,980,107
627,417
6,161,242
30,988,768



Comprehensive income for the year


Loss for the year
-
-
-
(920,369)
(920,369)

Total comprehensive income for the year
-
-
-
(920,369)
(920,369)



Contributions by and distributions to owners


Shareholder loans equity element
-
-
1,623,465
-
1,623,465



At 31 December 2023
220,002
23,980,107
2,250,882
5,240,873
31,691,864


Page 11

 

 
GREYFRIARS ACQUISITIONS LIMITED


 

STATEMENT OF CHANGES IN EQUITY (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023


Page 12
 
GREYFRIARS ACQUISITIONS LIMITED
 

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£
£

Cash flows from operating activities

(Loss)/profit for the financial year
(920,369)
5,355,062

Adjustments for:

Depreciation of tangible assets
878,641
342,831

Interest paid
748,157
564,627

Taxation charge
(69,782)
1,760,336

(Increase) in stocks
(11,877)
(11,889)

(Increase)/decrease in debtors
(915,457)
997,925

(Decrease)/increase in creditors
(186,694)
1,190,647

Increase in amounts owed to related parties
806,400
-

Net fair value losses/(gains) recognised in P&L
984,950
(5,675,635)

Corporation tax (paid)
(461,099)
(112,127)

Net cash generated from operating activities

852,870
4,411,777


Cash flows from investing activities

Purchase of tangible fixed assets
(4,567,957)
(3,477,195)

Net cash from investing activities

(4,567,957)
(3,477,195)

Cash flows from financing activities

Other new loans
3,936,685
-

Interest paid
(582,379)
(539,517)

Net cash used in financing activities
3,354,306
(539,517)

Net (decrease)/increase in cash and cash equivalents
(360,781)
395,065

Cash and cash equivalents at beginning of year
712,211
317,146

Cash and cash equivalents at the end of year
351,430
712,211


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
351,430
712,211

351,430
712,211


The notes on pages 15 to 26 form part of these financial statements.

Page 13

 
GREYFRIARS ACQUISITIONS LIMITED
 

ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023





At 1 January 2023
Cash flows
Shareholder loan
At 31 December 2023
£

£

£

£

Cash at bank and in hand

712,211

(4,297,466)

3,936,685

351,430

Debt due after 1 year

(13,991,293)

(1,292,197)

-

(15,283,490)

Debt due within 1 year

-

-

-

-


(13,279,082)
(5,589,663)
3,936,685
(14,932,060)

The notes on pages 15 to 26 form part of these financial statements.

Page 14

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

Greyfriars Acquisitions Limited is a private limited company, limited by shares, registered in England and Wales, registration number 13304080. The registered office address is 5 New Street Square, London, United Kingdom, EC4A 3TW.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

The following principal accounting policies have been applied:

 
2.2

Going concern

The financial statements have been prepared on a going concern basis.
The Company has net assets of £31,691,864 as at 31 December 2023 (2022 £30,988,768). The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons. 
The directors have prepared cash flow forecasts for the 12-month period to March 2026. The Company’s cash flow forecasts indicate that in the forecast period the Company will have sufficient funds.
The Company meets its day-to-day working capital requirements through cash generated by operations, debt facilities which contain financial covenants, and intercompany balances.
Consequently, the directors are confident that the company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and have prepared the financial statements on a going concern basis.

Page 15

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

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 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'.

 
2.4

Revenue

Revenue represents the amount derived from the provision of accommodation and services which fall within the company's ordinary activities stated net of value added tax and trade discounts and is all within the United Kingdom.
Revenue from room sales and other guest services is recognised when rooms are occupied and as services are provided

Sale of goods
The company operates restaurants and bars at the hotel. Sales of goods are recognised when the
restaurant and bars sell a product to a customer.
Sale of services
The company supplies conference and event facilities as well as hotel rooms to businesses and
private customers. Sales of rooms and conference and event facilities are recognised on the dates
those facilities are used. Deposits received in advance are not recognised as turnover until the date
of the stay or event.

 
2.5

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.

Page 16

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)


2.5
Tangible fixed assets (continued)

Freehold property is held at market value. 

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.

Depreciation is provided on the following basis:

Fixtures and fittings
-
3-10 years straight line
Computer equipment
-
1-5 years 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.

 
2.6

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.

 
2.7

Borrowing costs

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

 
2.8

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.

 
2.9

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.

Page 17

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.10

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 operates and generates 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; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

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.


 
2.11

Revaluation of tangible fixed assets

Individual freehold and leasehold properties are carried at current year value at fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the reporting date.
Fair values are determined from market based evidence normally undertaken by professionally qualified valuers.

Revaluation gains and losses are recognised in other comprehensive income unless losses exceed the previously recognised gains or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in profit or loss.

 
2.12

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 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 Company's cash management.

Page 18

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.13

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.

 
2.14

Operating leases: the Company 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.

 
2.15

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company 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 Company in independently administered funds.

 
2.16

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.


3.


Turnover

An analysis of turnover by class of business is as follows:


2023
2022
£
£

Hotel operation
9,225,686
9,543,343


All turnover arose within the United Kingdom.

Page 19

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

4.


Operating profit

The operating profit is stated after charging:

2023
2022
£
£

Exchange differences
40
-

Other operating lease rentals - Car Park
15,598
-

Depreciation
878,641
342,831


5.


Auditors' remuneration

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


2023
2022
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
23,000
17,500

6.


Employees

Staff costs were as follows:


2023
2022
£
£

Wages and salaries
2,267,822
2,083,257

Social security costs
158,421
134,794

Cost of defined contribution scheme
50,339
89,699

2,476,582
2,307,750


The average monthly number of employees, including directors, during the year was 72 (2022 - 72).


7.


Interest payable and similar expenses

2023
2022
£
£


Bank interest payable
582,379
564,627

Other loan interest charged
165,778
-

Page 20

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

8.


Taxation


2023
2022
£
£

Corporation tax


Current tax on profits for the year
918
264,088

Adjustments in respect of previous periods
4,771
-


5,689
264,088


Total current tax
5,689
264,088

Deferred tax


Origination and reversal of timing differences
(75,471)
77,339

Changes to tax rates
-
1,418,909

Total deferred tax
(75,471)
1,496,248


Tax on (loss)/profit
(69,782)
1,760,336
Page 21

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
8.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 - higher than) the standard rate of corporation tax in the UK of 23.52% (2022 - 19%). The differences are explained below:

2023
2022
£
£


(Loss)/profit on ordinary activities before tax
(990,151)
7,115,398


(Loss)/profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.52% (2022 - 19%)
(232,889)
1,351,926

Effects of:


Fixed asset differences
(22)
46,826

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
394,577
2,485

Remeasurement of deferred taxes for change in tax rates
(4,466)
359,100

Income not taxable for tax purposes
-
(1,078,371)

Chargeable gains/(losses)
(231,666)
1,078,371

Unexplained differences
(1)
(1)

Adjustments to tax charge in respect of prior periods
4,771
-

Marginal relief
(86)
-

Total tax charge for the year
(69,782)
1,760,336


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 22

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Tangible fixed assets





Freehold property
Fixtures and fittings
Computer equipment
Total

£
£
£
£



Cost or valuation


At 1 January 2023
29,563,288
3,186,024
21,003
32,770,315


Additions
122,188
4,444,805
963
4,567,956


Revaluations
(1,201,469)
-
-
(1,201,469)



At 31 December 2023

28,484,007
7,630,829
21,966
36,136,802



Depreciation


At 1 January 2023
-
164,141
10,538
174,679


Charge for the year on owned assets
216,519
653,372
8,751
878,642


On revalued assets
(216,519)
-
-
(216,519)



At 31 December 2023

-
817,513
19,289
836,802



Net book value



At 31 December 2023
28,484,007
6,813,316
2,677
35,300,000



At 31 December 2022
29,563,288
3,021,883
10,465
32,595,636


10.


Debtors

2023
2022
£
£

Trade debtors
604,286
571,667

Related party receivables
12,512,000
13,593,600

Other debtors
1,011,573
162,953

Prepayments and accrued income
278,829
272,802

14,406,688
14,601,022


Page 23

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

11.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
351,430
712,211



12.


Creditors: Amounts falling due within one year

2023
2022
£
£

Bank loans
310,000
-

Trade creditors
470,900
407,002

Amounts owed to related parties
806,400
-

Corporation tax
-
378,403

Other taxation and social security
196,644
24,736

Other creditors
8,345
6,829

Accruals and deferred income
208,691
632,707

2,000,980
1,449,677



13.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Bank loans
11,780,000
13,193,600

Other loans
3,193,490
797,693

14,973,490
13,991,293


The bank loan is due for repayment in February 2027. Interest is charged at  a margin determined by the reference to the entity's leverage plus the SONIA rate at the interest payment date. Interest on the bank loans is fully hedged by an interest rate cap arrangement entered with the Bank of Ireland. Other loans are made up of shareholder loans that are interest free and are due for repayment in 2031.

Page 24

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Deferred taxation




2023


£






At beginning of year
(1,501,791)


Charged to profit or loss
75,471



At end of year
(1,426,320)

The provision for deferred taxation is made up as follows:

2023
2022
£
£


Fixed asset timing differences
(253,661)
(82,882)

Capital gains/(losses)
(1,172,671)
(1,418,909)

Short term timing differences
12
-

(1,426,320)
(1,501,791)


15.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



21,600,100 (2022 - 21,600,100) A Ordinary shares shares of £0.01 each
216,001
216,001
400,000 (2022 - 400,000) B Ordinary shares shares of £0.01 each
4,000
4,000
100 (2022 - 100) C Ordinary share shares of £0.01 each
1
1

220,002

220,002



16.


Pension commitments

The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to 50,339 (2022: £89,699). Contributions totalling £49 (2022: Nil) were payable to the fund at the reporting date.

Page 25

 
GREYFRIARS ACQUISITIONS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

17.


Commitments under operating leases

At 31 December 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
£
£


Not later than 1 year
-
260,712

-
260,712


18.


Related party transactions

The company has taken exemption under Section 33.1A of FRS 102 not to disclose transactions with other wholly owned group companies on the grounds that 100% of the voting rights in the company are controlled within that group.
Key management personnel include all directors and a number of senior managers and consultants of the company who together have authority and responsibility for planning, directing and controlling the activities of the group. The total compensation paid to key management personnel for services provided to the company was £niI.


19.


Ultimate parent undertaking and controlling party

The whole of the issued share capital of the company was acquired by Greyfriars Holdings Limited, a company incorporated in Guernsey.
The ultimate parent entity is now Castleforge Partners Fund III LP, incorporated in Guernsey.

Page 26