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Suttons Tankers Holdings Limited

Registered number: 14132861
Annual report and consolidated financial statements
For the year ended 30 April 2024

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
COMPANY INFORMATION


Directors
T Broadhurst 
A B Denton 
Dr C Kerry 
R A Sutton 
G McFaull 
J M Sutton 




Company secretary
K Broom



Registered number
14132861



Registered office
Gorsey Lane
Widnes

Cheshire

WA8 0GG




Independent auditor
Forvis Mazars LLP
Chartered Accountants & Statutory Auditor

One St. Peter's Square

Manchester

M2 3DE




Bankers
HSBC Bank plc
99-101 Lord Street

Liverpool

Merseyside

L2 6PG





 
SUTTONS TANKERS HOLDINGS LIMITED
 

CONTENTS



Page
Group Strategic Report
 
1 - 4
Directors' Report
 
5 - 9
Independent Auditor's Report
 
10 - 13
Consolidated Statement of Comprehensive Income
 
14
Consolidated Statement of Financial Position
 
15
Company Statement of Financial Position
 
16
Consolidated Statement of Changes in Equity
 
17
Company Statement of Changes in Equity
 
18
Consolidated Statement of Cash Flows
 
19 - 20
Notes to the Financial Statements
 
21 - 41


 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 30 APRIL 2024

Introduction
 
The directors present the Strategic Report of Suttons Tankers Holdings Limited (the "Parent Company") for the period ended 30 April 2024.
The Company was incorporated on 26 May 2022.
The Company shortened its accounting period from 31 May 2024 to 30 April 2024 on 20 June 2023.
The Group financial statements have been prepared in accordance with the principles of merger accounting. The profits of subsidiaries have been included in the financial statements for the whole of the year ended 30 April 2024. Comparative figures have been presented as if the companies have been combined throughout the previous period and at the previous balance sheet date.
On the 5th May 2023 the ownership of  Suttons Tankers Limited was transferred, by a series of dividends in specie, from Sutton and Son (St. Helens) Limited via Suttons Transport Group Limited, Thomas Cradley Holdings Limited and Thomas Cradley Group Holdings Limited so that it was owned directly by its ultimate parent company Thomas Cradley Limited. On 27th November 2023 Thomas Cradley Limited demerged with Suttons Tankers Limited being acquired by Suttons Tankers Holdings Limited via a further dividend in species.

Business review
 
The year to April 2024 has seen new business wins across all of our target sectors. Turnover has reduced as lower fuel prices are passed back to Customers through established fuel regulators.
Investment in assets continues with £5m of capital expenditure and an additional 77 new tractor units taken on operating lease, equivalent to a further £10m of investment.
Net assets at the year end was £16,777,000 (2023: £12,791,000).

Principal risks and uncertainties
 
The following principal risks and uncertainties are those identified by the directors.
Energy (Oil) and Cost Inflation
The Group has exposure to oil and cost inflation due to the nature of its core business however mechanisms are in place to pass these costs to its customers via surcharges which limits the risk to the Group.
Financial risks
The Group's operations expose it to a variety of financial risks which in the main derive from market volatility. The Board closely monitor these risks through internal management controls along with accurate and timely management information and KPI reporting to limit any adverse impact on financial performance. It also ensures that the Group's liquidity and cash flow is maintained through the use of long and short-term financial instruments, as necessary, to support its operational and funding requirements.

- 1 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 

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

Financial key performance indicators
 
The Group uses a number of KPl's when reviewing performance which include, but are not limited to;
  Revenue per vehicle and driver shift
  Revenue and cost per mile travelled
  Miles per gallon
These are regularly reviewed by the Board and management team and the Directors are encouraged by an improving performance in these metrics during the year. Actual performance is not reported as these measures are considered commercially sensitive. 
Turnover slightly decreased from £122m in 2023 to £120m in 2024 due to continued new business wins and the pass through of cost inflation to customers offset by the reduction in fuel price which is passed back to Customers through fuel regulator mechanisms.
Operating profit increased by £2.7m to £6.3m, compared to the prior year, due to new business wins, targeted activities by the management team to improve utilisation, flexibility and control of overheads.
EBITDA (earnings before interest, tax, depreciation and amortisation) increased by £1.7m to £15m, reflecting these same initiatives.
Climate change
The world's response to climate change is driving a transformation of the global business landscape. Delivering the UK's binding commitment to net zero emissions by 2050 requires far-reaching changes in every aspect of the economy including the sectors in which we operate.
The Group is committed to positively responding to the impact of climate change. We have introduced a number of initiatives including carbon footprint measurement, installing EV charge points at our offices, offering our staff the option of electric company cars, promoting the cycle to work scheme, and increasing time spent working from home. We have also reduced our paper use by reducing printing, the phasing out of paper-based files and recycling of wastepaper. We are also monitoring the development of alternatively fuelled trucks so that we are well placed to adopt them once commercially viable solutions are available.

- 2 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 

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

Section 172(1) statement
The directors satisfy their duty to promote the long-term success of the Group whilst having regard to the matters and stakeholders as described in Section 172, points (a) to (f) of the Companies Act 2006 through the adherence to its corporate governance framework. The success of the business is dependent on the support of all of its stakeholders. Building positive relationships with stakeholders that share our values is important to us and working together towards shared goals assists us in delivering long-term sustainable success. The leadership team make decisions with a long-term view in mind and with the highest standards of conduct in line with Group policy. The directors take care to have regard to the likely consequences on all stakeholders of the decisions and actions which they take. Where possible, decisions are carefully discussed with affected groups and are therefore fully understood and supported when taken.
Employee interests
The Group recognises that the engagement of all colleagues is key to the future development of a successful and profitable business and as a result the board has implemented a process to measure and improve engagement. Regular communication with colleagues throughout the business is key to developing an effective business culture. All possible means, from face-to-face briefings by directors to regular newsletters are employed to ensure that colleagues understand group performance, the challenges, and opportunities we face and clearly communicate direction, strategy and objectives. Further information relating to the ways in which the Board engages with employees can be found in the Employee engagement section. The business has carried out customer surveys in recent months to measure the level of engagement and communication.
Customer and supplier relationships
The Group builds strong relationships with its customers and spends considerable time with them to understand their needs and how we can improve our service for them.
The Group also builds strong relationships with its suppliers with the aim of building long-lasting partnerships. The Board recognises that relationships with suppliers are important to the Group's long-term success and is briefed on feedback on a regular basis.
Environmental and community impact
The Group is committed to positively responding to the impact of climate change. We have introduced a number of initiatives including; carbon footprint measurement, installing EV charge points at our offices, offering our staff the option of electric company cars, promoting the cycle ·to work scheme and increasing time spent working from home. We have also reduced our paper use by reducing printing, the phasing out of paper-based files and recycling of waste paper. We are actively reviewing our ESG strategies and carbon reduction plans to ensure that we meet targets set for carbon reduction.
The Group operates in the bulk transport sector of the logistics industry. We continue to use diesel powered heavy goods vehicles because low carbon alternatives are not yet available at a commercially acceptable price to our customers. Within the constraints of the sector in which we operate we have taken steps to minimise our emissions of greenhouse gases in the following ways:
•  We have invested in a modern vehicle fleet which complies with the latest emissions standards.
 We maintain our vehicles through the manufacturers authorised dealer network to ensure that they are operating at optimum efficiencies.
 We have invested in training our drivers to minimise fuel consumption and monitor their performance through telematics technology to ensure that they operate vehicles as efficiently as possible.
 Efforts have been taken to install efficient LED lighting solutions across our property portfolio to reduce the use of electricity.
- 3 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 

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

Where company cars are supplied to staff electric and hybrid options are available and charging facilities are available at a number of its sites.
 We have facilities in place to recycle waste across our sites to preserve depleting natural resources and prevent plastics contamination.
• We are also engaging with vehicle manufacturers and customers to ensure that as viable alternative technologies emerge we are well place to be an early adopter within our sector.


This report was approved by the board on 15 October 2024 and signed on its behalf.



R A Sutton
Director

- 4 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
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;

state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company or 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.

Results and dividends

The profit for the year, after taxation, amounted to £3,909k (2023: £2,593k).

During the period the Company paid dividends of £Nil (2023: £Nil).

Directors

The directors who served during the year were:

K Broom (appointed 26 May 2022, resigned 27 November 2023)
T Broadhurst (appointed 27 November 2023)
A B Denton (appointed 27 November 2023)
Dr C Kerry (appointed 27 November 2023)
R A Sutton (appointed 27 November 2023)
G McFaull (appointed 27 November 2023)
J M Sutton (appointed 26 May 2022)
- 5 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024

Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the Group has adequate resources, including cash and bank facilities, to continue in operational existence for the foreseeable future. Thus, the directors continue to adopt the going concern basis of accounting in preparing these financial statements. 
This is on the basis that the Group showed total comprehensive income in the year of £3.9m (2023: £2.6m) and the Group's net asset position remains strong at £16.8m (2023: £12.8m). The Group has access to a £22m invoice finance facility supplemented by a £7m committed revolving credit facility. The net cash and revolving finance facility liabilities at 30 April 2024 was £12.6m (2023: £10.9m) meaning that there was headroom of £16.4m (2023: £18.3m) at the financial year end. 
The closing net current liabilities position at the balance sheet date of £3,823k (2023: £8,842k) arises due to the inclusion of obligations under finance lease and hire purchase contracts payable within 12 months. The business has sufficient funds and headroom available to operate on a day to day and on a going concern basis and continues to be cash generative.
In assessing the appropriateness of adopting the going concern basis in the preparation of these financial statements, the Directors have prepared cashflow forecasts and projections up to the period ending 31 December 2025. Their base assumptions assume that the performance of the business continues for the remainder of the forecast period. A downside sensitivity has been modelled which assumes a 5% fall in revenue driven by a slowdown in demand similar to that seen in Covid lockdowns, in addition the loss of a significant contract was included. 
The Group entered into new banking facilities on 13 October 2023 being a £7m revolving credit facility committed for 3 years and a receivables finance facility of £22m, expiring on 12 October 2026. 
Following careful consideration of both the base case and the downside sensitivity forecasts the Directors have reasonable expectations that the Group has adequate resources to continue to operate for the period of at least twelve months from the date of the Report. 

Future developments

The Group has a 5-year strategic plan which is focused on using technology, continuing to invest in new and replacement assets and developing its team to deliver the highest levels of customer service, outstanding value for money and profitable growth. Building upon progress achieved over recent years the business plans to use its core skills to develop into new sectors of the market.

- 6 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024

Engagement with suppliers, customers and others

Equal opportunities
The Group has clear policies to promote equal employment opportunities to every candidate regardless of their background. Appointments will be made based upon the candidate's ability to meet the requirements of the job, not their background. Opportunities for training and development are available, in equal measure, to all employees.
Employee engagement
The Board and senior management of the Group recognise that the engagement of all colleagues is key to the future development of a successful and profitable business. The Group have implemented measures detailed below, to inform employees of the progress, performance and prospects of the Group.
Regular communication with colleagues throughout the business is key to developing an effective business culture. We continue to communicate via face to face briefings where possible, CEO and other senior manager video briefings, the Group's staff magazine Teamtalk, our employee Facebook page and our Company intranet site.
Where colleagues have union representation we engage in regular consultation with their elected and national representatives to allow them the opportunity to make their views known on matters that affect them. The majority of colleagues who do not have union representation continue to have semi-annual performance review meetings to discuss performance and give them the opportunity to discuss any topics of concern. There are plans to roll out annual appraisal meetings for all colleagues whether or not they have union representation. We have also introduced "communication champions" at all locations to work on improving engagement across the Group.
The Group operates a "Star Award" scheme which recognises colleagues who deliver exceptional levels of customer service, good safety practice or performance.
All of the above methods of engagement aim to ensure that every colleague understands the financial performance of the business and those financial, economic and social factors affect it. The Board of directors use all channels of communication described above to actively engage with colleagues over the last year. This engagement and communication has allowed the directors to listen to colleagues views and take them into account in making key decisions over the year.
Other Stakeholder engagement
The Board and senior management of the Group also recognise that the engagement of with customers, suppliers, financial institutions, regulatory bodies and shareholders are key to the future development of a successful and profitable business.
Operational colleagues have day to day face to face, telephone, e-mail and video conference contact with customers and suppliers. This is supplemented by a customer relationship management process which ensures that a range of regular review meetings and events are undertaken to keep them informed about the performance and development of the business and to get their views on our service.
Key suppliers also receive daily operational communication and have regular review meetings and audits.
Regular communication on the Group's development and financial performance is shared with financial institutions who provide funding to the business, this takes place through regular financial reports and meetings to brief them on strategy and factors affecting the business.
 
- 7 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024

The Group's shareholders are represented by direct representation on the Group holding company Board supplemented by other independent non-executive directors ensuring that their views and interests are considered in all key decisions and that the executive directors are accountable for their management of the business.
The Group has enhanced engagement with stakeholders, including the general public, by the introduction of Facebook and Linkedin pages and its internet site.
Donations
Charitable donations of £1,000 were made during the period (2023: £7,500).
Streamline energy and carbon reporting
Suttons Tankers is steadfast in its mission to reduce its environmental impact while maintaining operational excellence. Our targeted investments in technology, employee training, and sustainable practices are already yielding significant reductions in GHG emissions. Moving forward, we will continue to explore innovative solutions and refine our strategies to ensure we meet our ambitious goal of achieving net zero emissions by 2040. 
Our major initiatives include

Carbon Reduction Action Plan: A comprehensive strategy aiming for net zero emissions by 2040, focusing on reducing emissions from our HGV fleet, utilities, and supply chain.
Renewable Energy: Adoption of a renewable energy tariff and feasibility studies for solar panel installation at our head office to further reduce Scope 2 emissions.
Sustainable Fuel Trials: Evaluation and implementation of Hydrotreated Vegetable Oil (HVO) as a sustainable alternative fuel, showing promising results with over 80% reductions in CO2e emissions.
Energy Efficiency: The "Switch It Off" initiative to minimise energy consumption in offices and workshops, combined with regular monitoring and board-level reporting of emissions data.

These initiatives have delivered;
Scope 1 Emissions: 41,021 tonnes of CO2e, primarily from fuel combustion in our HGV fleet, reflecting a 6.4% reduction compared to the previous year (2023: 45,922 tonnes)
Scope 2 Emissions: 227 tonnes of CO2e from electricity and gas consumption. Additionally, we have reported zero emissions for electricity usage under a market-based approach due to our renewable energy tariff (2023: 269 tonnes)
Total Gross Scope 1 & 2 Emissions: 41,247 tonnes of CO2e (2023: 46,190 tonnes)
Energy Consumption: 16,369,296 litres of fuel, alongside 846,890 kWh of electricity and 282,058 kWh of gas. (2023: 17,135,015 litres of fuel, alongside 801,147 kWh of electricity and 561,287 kWh of gas)
Intensity Ratio: 345 tonnes of CO2e per £1 million revenue (2023: 379 tonnes) 

Indemnity of Directors

The Group has indemnified the Directors of the Group for costs incurred, in their capacity as a Director, for which they may be held personally liable, except where there is a lack of good faith.
Matters subsequent to the end of the financial year
No matter or circumstance has arisen since 30 April 2024 that has significantly affected, or may significantly affect the consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial years.

- 8 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2024

Matters covered in the Group Strategic Report

Certain information not shown in the Director's Report is shown in the Group Strategic Report on page 1-4 instead in accordance with section 414C (11) of the Companies Act 2006. This includes a business review and principal risks and uncertainties.

Disclosure of information to auditor

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 auditor is 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 auditor is aware of that information.

Auditor

Forvis Mazars LLP were appointed as auditor during the year.

The auditor, Forvis Mazars LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 15 October 2024 and signed on its behalf.
 





R A Sutton
Director

- 9 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SUTTONS TANKERS HOLDINGS LIMITED
 

Opinion

We have audited the financial statements of Suttons Tankers Holdings Limited (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 and Company Statements of Financial Position, the Consolidated and Company Statements of Changes in Equity, the Consolidated Statement of Cash Flows and notes to the financial statements, including a summary of significant accounting policies. 
The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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 Parent Company’s affairs as at 30 April 2024 and of the Group's profit 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 "Auditor’s responsibilities for the audit of the financial statements" section of our report. We are independent of the Group's and Parent Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's and Parent Company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
- 10 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SUTTONS TANKERS HOLDINGS LIMITED
 

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of 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 light of the knowledge and understanding of the Group and Parent Company and their 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.

- 11 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SUTTONS TANKERS HOLDINGS LIMITED
 

Responsibilities of Directors

As explained more fully in the Directors' Responsibilities Statement set out on page 5, 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 and 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 intend either to liquidate the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

Based on our understanding of the group and the parent company and their industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: employment regulation, health and safety regulation, anti-money laundering regulation.

To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to:
Inquiring of management and, where appropriate, those charged with governance, as to whether the Group and Parent Company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations;
Inspecting correspondence, if any, with relevant licensing or regulatory authorities;
Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and
Considering the risk of acts by the company which were contrary to applicable laws and regulations, including fraud.  

We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation, the Companies Act 2006. 
- 12 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SUTTONS TANKERS HOLDINGS LIMITED
 

In addition, we evaluated the directors’ and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of management override of controls, and determined that the principal risks related to posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, revenue recognition (which we pinpointed to the cut off assertion), and significant one-off or unusual transactions. 

Our audit procedures in relation to fraud included but were not limited to:
Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;
Gaining an understanding of the internal controls established to mitigate risks related to fraud;
Discussing amongst the engagement team the risks of fraud; and
Addressing the risks of fraud through management override of controls by performing journal entry testing.

There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.

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 auditor’s report.

Use of the audit report

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




Christopher Martin (Senior Statutory Auditor)

  
for and on behalf of Forvis Mazars LLP

Chartered Accountants and Statutory Auditor 
One St. Peter's Square
Manchester
M2 3DE

15 October 2024
- 13 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 APRIL 2024

2024
2023
Note
£000
£000

  

Turnover
 4 
119,615
122,203

Cost of sales
  
(98,057)
(103,558)

Gross profit
  
21,558
18,645

Administrative expenses
  
(15,223)
(15,047)

Operating profit
 5 
6,335
3,598

Interest receivable and similar income
 9 
10
29

Interest payable and similar expenses
 10 
(1,931)
(960)

Profit before taxation
  
4,414
2,667

Tax on profit
 11 
(505)
(74)

Profit for the financial year
  
3,909
2,593

There were no recognised gains and losses for 2024 or 2023 other than those included in the consolidated statement of comprehensive income.

There was no other comprehensive income for 2024 (2023: £NIL).

The notes on pages 21 to 41 form part of these financial statements.

- 14 -

 
SUTTONS TANKERS HOLDINGS LIMITED
REGISTERED NUMBER: 14132861

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 APRIL 2024

2024
2023
Note
£000
£000

Fixed assets
  

Intangible assets
 13 
1,541
1,858

Tangible assets
 14 
34,586
39,059

  
36,127
40,917

Current assets
  

Stocks
 16 
480
410

Debtors: amounts falling due within one year
 17 
26,658
21,437

Cash at bank and in hand
 18 
453
270

  
27,591
22,117

Creditors: amounts falling due within one year
 19 
(31,414)
(30,959)

Net current liabilities
  
 
 
(3,823)
 
 
(8,842)

Total assets less current liabilities
  
32,304
32,075

Creditors: amounts falling due after more than one year
 20 
(15,037)
(19,284)

Provisions for liabilities
  

Deferred taxation
 22 
(490)
-

  
 
 
(490)
 
 
-

Net assets
  
16,777
12,791


Capital and reserves
  

Called up share capital 
 23 
-
-

Other reserves
 24 
142
65

Profit and loss account
 24 
16,635
12,726

  
16,777
12,791


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 15 October 2024.



R A Sutton
Director

The notes on pages 21 to 41 form part of these financial statements.

- 15 -

 
SUTTONS TANKERS HOLDINGS LIMITED
REGISTERED NUMBER: 14132861

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 30 APRIL 2024

2024
2023
Note
£000
£000

  

Investments
 15 
-
-

Total assets less current liabilities
  
-
-

Net assets
  
-
-


Capital and reserves
  

Called up share capital 
 23 
-
-

Profit and loss account
 24 
-
-

  
-
-


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 Company made neither a profit nor a loss in the current and prior year.
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 15 October 2024.


R A Sutton
Director

The notes on pages 21 to 41 form part of these financial statements.

- 16 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 

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


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

£000
£000
£000
£000


At 1 May 2022
-
-
21,158
21,158


Comprehensive income for the year

Profit for the year
-
-
2,593
2,593
Total comprehensive income for the year
-
-
2,593
2,593


Contributions by and distributions to owners

Dividends: Equity capital
-
-
(11,025)
(11,025)

Other reserve
-
65
-
65


Total transactions with owners
-
65
(11,025)
(10,960)



At 1 May 2023
-
65
12,726
12,791


Comprehensive income for the year

Profit for the year
-
-
3,909
3,909
Total comprehensive income for the year
-
-
3,909
3,909


Contributions by and distributions to owners

Movement in other reserve
-
77
-
77


Total transactions with owners
-
77
-
77


At 30 April 2024
-
142
16,635
16,777


The notes on pages 21 to 41 form part of these financial statements.

- 17 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 

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


Called up share capital
Total equity

£000
£000


Comprehensive income for the year

Profit for the year
-
-
Total comprehensive income for the year
-
-

Shares issued during the year
-
-



Comprehensive income for the year

Profit for the year
-
-
Total comprehensive income for the year
-
-

Shares issued during the year
-
-


At 30 April 2024
-
-


The notes on pages 21 to 41 form part of these financial statements.

- 18 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 

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

2024
2023
£000
£000

Cash flows from operating activities

Profit for the financial year
3,909
2,593

Adjustments for:

Amortisation of intangible assets
317
313

Depreciation of tangible assets
8,465
9,545

Gain on disposal of tangible assets
(688)
(4)

Interest paid
1,931
960

Interest received
(10)
(29)

Taxation charge
505
74

Increase in stocks
(70)
333

Increase in debtors
(5,234)
5,727

(Decrease) in creditors
(19)
(441)

Corporation tax received
-
15

Net cash generated from operating activities

9,106
19,086


Cash flows from investing activities

Purchase of tangible fixed assets
(5,000)
(13,054)

Sale of tangible fixed assets
1,695
513

Interest received
10
29

HP interest paid
(1,021)
(883)

Net cash used in investing activities

(4,316)
(13,395)
- 19 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 

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


2024
2023

£000
£000



Cash flows from financing activities

New secured loans
1,690
-

Repayment of other loans
-
(763)

Repayment of/new finance leases
(5,464)
1,128

Dividends paid
-
(11,025)

Interest paid
(910)
(77)

Share capital issued
77
-

Net cash used in financing activities
(4,607)
(10,737)

Net increase/(decrease) in cash and cash equivalents
183
(5,046)

Cash and cash equivalents at beginning of year
270
5,316

Cash and cash equivalents at the end of year
453
270


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
453
270

453
270


- 20 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

1.


General information

Suttons Tankers Holdings Limited (“the Parent Company”) is a private limited company incorporated in the United Kingdom, registered number 14132861.
The address of its registered office and principal place of business is Gorsey Lane, Widnes, United Kingdom, WA8 0GG.
The principal activity of the Group is that of the transportation of hazardous liquids and gases.

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 merger accounting acquisition method was used for Suttons Tankers Limited on 26 May 2022. Under the merger accounting method, the results and cash flows of all the combining entities are brought into the financial statements from the beginning of the financial year in which the combination occurred. Assets and liabilities are merged at book value. The comparative information has been restated by including the total comprehensive income for all the combining entities for the previous reporting period and their balance sheets for the previous reporting period.
A difference was present between the nominal value of shares issued and the nominal value of shares received in the exchange, therefore this has created a merger reserve.

- 21 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)

  
2.3

Financial reporting standard 102 - reduced disclosure exemptions

The Parent Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirement of Section 7 Statement of Cash Flows;
th requirement of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirement of Section 33 Related Party Disclosures paragraph 33.7.

 
2.4

Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the Group has adequate resources, including cash and bank facilities, to continue in operational existence for the foreseeable future. Thus, the directors continue to adopt the going concern basis of accounting in preparing these financial statements. 
This is on the basis that the Group showed total comprehensive income in the year of £3.9m (2023: £2.6m) and the Group's net asset position remains strong at £16.8m (2023: £12.8m). The Group has access to a £22m invoice finance facility supplemented by a £7m committed revolving credit facility. The net cash and revolving finance facility liabilities at 30 April 2024 was £12.6m (2023: £10.9m) meaning that there was headroom of £16.4m (2023: £18.3m) at the financial year end. 
The closing net current liabilities position at the balance sheet date of £3,823k (2023: £8,842k) arises due to the inclusion of obligations under finance lease and hire purchase contracts payable within 12 months. The business has sufficient funds and headroom available to operate on a day to day and on a going concern basis and continues to be cash generative.
In assessing the appropriateness of adopting the going concern basis in the preparation of these financial statements, the Directors have prepared cashflow forecasts and projections up to the period ending 31 December 2025. Their base assumptions assume that the performance of the business continues for the remainder of the forecast period. A downside sensitivity has been modelled which assumes a 5% fall in revenue driven by a slowdown in demand similar to that seen in Covid lockdowns, in addition the loss of a significant contract was included. 
The Group entered into new banking facilities on 13 October 2023 being a £7m revolving credit facility committed for 3 years and a receivables finance facility of £22m, expiring on 12 October 2026. 
Following careful consideration of both the base case and the downside sensitivity forecasts the Directors have reasonable expectations that the Group has adequate resources to continue to operate for the period of at least twelve months from the date of the Report. 

- 22 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)

 
2.5

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP, rounded to the nearest £1,000.

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'.

 
2.6

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:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

- 23 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)

 
2.7

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.

 
2.8

Interest income

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

 
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.

- 24 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)

 
2.12

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.

 
2.13

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:

Goodwill
-
10
years

- 25 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)

 
2.14

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.

Depreciation is provided on the following basis:

Freehold property
-
2-33.3%
Plant and machinery
-
20-33.3%
Motor vehicles
-
5.5-33.3%
Fixtures and fittings
-
10-33.3%

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.

 
2.15

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.16

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.

 
2.17

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.

- 26 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)

 
2.18

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.

 
2.19

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.

 
2.20

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.

 
2.21

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.

The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

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.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs 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 receivables due with the operating cycle fall into this category of financial instruments.
- 27 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)


2.21
Financial instruments (continued)


Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

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.

- 28 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

2.Accounting policies (continued)


2.21
Financial instruments (continued)

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments 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 payables, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument 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.

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

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

 
2.22

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

- 29 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

The critical judgments that the directors have made in the process of applying the Group's accounting policies that have the most significant effect on the amounts recognised in the statutory financials statements are discussed below.
Estimation of useful lives of assets
The entity determines the estimated useful lives and related depreciation and amortisation charges for its tangible assets and finite life intangible assets per 2.13 and 2.14. The useful lives could change significantly as a result of technical innovations or some other event. The depreciation and amortisation charge will increase where the useful lives are less than previously estimated lives, or technically obsolete or non-strategic assets that have been abandoned or sold will be written off or written down.
Key sources of estimation uncertainty
There are no key assumptions concerning the future, and other key sources of estimation uncertainty, that have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities within the next financial year.


4.


Turnover

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


2024
2023
£000
£000

Delivery of hazardous liquids and gases
119,615
122,203


All turnover arose within the United Kingdom.


5.


Operating profit

The operating profit is stated after charging/(crediting):

2024
2023
£000
£000

Depreciation expense
8,465
9,545

Amortisation
317
313

Gains on disposal of tangible assets
(688)
(4)

Exchange differences
1
(15)

Other operating lease rentals
2,395
1,547

Cost of defined contribution scheme
1,775
1,735

- 30 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

6.


Auditor's remuneration

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


2024
2023
£000
£000

Fees payable to the Company's auditor for the audit of the Parent Company's financial statements
12
-

Fees payable to the Company's auditor for the audit of the Subsidiaries financial statements
85
160

Fees payable to the Company's auditor in respect of:

Accounts preparation
12
-

Taxation services
13
15


7.


Employees

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


Group
Group
2024
2023
£000
£000


Wages and salaries
51,038
48,510

Social security costs
5,147
5,142

Cost of defined contribution scheme
1,775
1,735

57,960
55,387


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


        2024
        2023
            No.
            No.







Operations
859
903



Administration and management
61
68

920
971

The Company has no employees other than the directors, who did not receive any remuneration (2023 - £NIL)

8.


Directors' remuneration

The directors of the Company did not receive any remuneration in the year (2023: Nil).

- 31 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

9.


Interest receivable

2024
2023
£000
£000


Bank interest receivable
10
29


10.


Interest payable and similar expenses

2024
2023
£000
£000


Bank overdraft interest payable
57
40

Bank loan interest payable
853
-

Finance leases and hire purchase contracts
1,021
920

1,931
960


11.


Taxation


2024
2023
£000
£000


Total current tax
-
-

Deferred tax


Origination and reversal of timing differences
505
99

Adjustments in respect of prior years
-
(53)

Tax rate changes
-
28

Total deferred tax
505
74


Tax on profit
505
74
- 32 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024
 
11.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2023 - lower than) the standard rate of corporation tax in the UK of 25% (2023 - 19.49%). The differences are explained below:

2024
2023
£000
£000


Profit on ordinary activities before tax
4,414
2,667


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 19.49%)
1,104
520

Effects of:


Expenses not deductible for tax purposes
11
323

Fixed asset differences
135
-

Adjustments to tax charge in respect of prior periods - deferred tax
-
(53)

Tax rate changes
-
28

Movement in deferred tax not recognised
(745)
-

Group relief
-
(744)

Total tax charge for the year
505
74


12.


Dividends

2024
2023
£000
£000


Dividends paid
-
11,025

- 33 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

13.


Intangible assets

Group





Goodwill

£000



Cost


At 1 May 2023
3,116



At 30 April 2024

3,116



Amortisation


At 1 May 2023
1,258


Charge for the year
317



At 30 April 2024

1,575



Net book value



At 30 April 2024
1,541



At 30 April 2023
1,858



- 34 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

14.


Tangible fixed assets

Group and Company






Plant and machinery
Motor vehicles
Fixtures and fittings
Total

£000
£000
£000
£000



Cost or valuation


At 1 May 2023
1,912
82,294
1,560
85,766


Additions
383
4,440
177
5,000


Disposals
-
(13,189)
(4)
(13,193)



At 30 April 2024

2,295
73,545
1,733
77,573



Depreciation


At 1 May 2023
1,149
44,528
1,030
46,707


Charge for the year
263
8,038
164
8,465


Disposals
-
(12,185)
-
(12,185)



At 30 April 2024

1,412
40,381
1,194
42,987



Net book value



At 30 April 2024
883
33,164
539
34,586



At 30 April 2023
763
37,766
530
39,059

- 35 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

           14.Tangible fixed assets (continued)

The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:


2024
2023
£000
£000



Motor vehicles
28,415
38,168

Furniture, fittings and equipment
268
502

28,683
38,670


15.


Fixed asset investments


Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Suttons Tankers Limited
Gorsey Lane, Widnes, Cheshire,WA8 0GG
Ordinary
100%
Imperial Tankers Limited*
Gorsey Lane, Widnes, Cheshire,WA8 0GG
Ordinary
100%

Suttons Tankers Holdings Limited holds a £300 investment in its subsidiary Suttons Tankers Limited. Due to the £000's rounding applied on the financial statements this appears as £Nil.
Imperial Tankers Limited is marked with an * as this is indirectly held by the Company.


16.


Stocks

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Raw materials and consumables
480
410
-
-


Stock recognised as an expense during the year was £18.1m (2023: £20.8m).

- 36 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

17.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000


Trade debtors
20,889
17,606
-
-

Other debtors
628
426
-
-

Prepayments and accrued income
5,141
3,391
-
-

Deferred taxation
-
14
-
-

26,658
21,437
-
-



18.


Cash and cash equivalents

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Cash at bank and in hand
453
270
-
-


- 37 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

19.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Bank loans
12,619
10,929
-
-

Trade creditors
2,882
1,964
-
-

Other taxation and social security
3,853
3,486
-
-

Obligations under finance lease and hire purchase contracts
7,948
9,164
-
-

Other creditors
20
2
-
-

Accruals and deferred income
4,092
5,414
-
-

31,414
30,959
-
-


The Group has access to revolving credit facility with a limit of £7,000,000 which is committed until October 2026. Interest is calculated at an annual rate of 2.3% over the Bank of England base rate. At April 2024, the drawn balance was £Nil (2023: £Nil).
The Group has access to a receivables finance facility with a limit of £22,000,000 which expires in October 2026. Interest is charged monthly, calculated at an annual rate of 1.45% over Bank of England base rate. At April 2024, the Group receivables finance facility balance was £12.6m (2023: £10.9m).
Obligations under finance lease and hire purchase contracts are secured over the assets to which they relate.
The group has access to an invoice financing facility from HSBC. The interest is charged at an annual rate of 3% over the Bank of England base rate. This facility is secured by a debenture having a fixed and floating charge over all assets of the group. This facility is also secured by a mortgage over the group's present and future rights, titles and interest in or to shares and distribution rights.


20.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2024
2023
2024
2023
£000
£000
£000
£000

Net obligations under finance leases and hire purchase contracts
15,037
19,284
-
-


Obligations under finance lease and hire purchase contracts are secured over the assets to which they relate.


- 38 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

21.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
Group
2024
2023
£000
£000

Within one year
7,948
9,164

Between 1-5 years
15,037
19,284

22,985
28,448


22.


Deferred taxation


Group



2024
2023


£000

£000






At beginning of year
15
88


Charged to profit or loss
(505)
(74)



At end of year
(490)
14

Company


2024
2023





At beginning of year
-
-


Charged to profit or loss
-
-



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

Group
Group
2024
2023
£000
£000

Accelerated capital allowances
(2,140)
15

Short term timing differences
32
-

Losses and other deductions
1,618
-

- 39 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

23.


Share capital

2024
2023
£000
£000
Allotted, called up and fully paid



25,649 (2023 - 1) Ordinary A shares of £0.01 each
-
-
2,175 (2023 - Nil) Ordinary B shares of £0.01 each
-
-
2,175 (2023 - Nil) Ordinary C shares of £0.01 each
-
-

-

-



24.


Reserves

Other reserves

A difference was present between the nominal value of shares issued and the nominal value of shares received in the exchange, therefore this has created an other reserve.

Profit and loss account

The profit and loss account represents accumulated profits and losses from the current and prior years less any dividends declared.

25.


Analysis of net debt





At 1 May 2023
Cash flows
New finance leases
At 30 April 2024
£000

£000

£000

£000

Cash at bank and in hand

270

183

-

453

Debt due within 1 year

(10,929)

(1,690)

-

(12,619)

Finance leases

(28,448)

-

5,464

(22,984)


(39,107)
(1,507)
5,464
(35,150)


26.


Capital commitments




At 30 April 2024 the Group had capital commitments as follows:


Group
Group
2024
2023
£000
£000

981
13,975

- 40 -

 
SUTTONS TANKERS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2024

27.


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 and amounted to £1.8m (2023: £1.7m). Contributions totalling £320k (2023: £349k) were payable into the fund at the balance sheet date.


28.


Commitments under operating leases

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


Group
Group
2024
2023
£000
£000

Not later than 1 year
2,929
618

Later than 1 year and not later than 5 years
9,220
1,679

Later than 5 years
2,528
963

14,677
3,260

29.


Related party transactions

In accordance with Section 33 of FRS 102, transactions and balances with wholly owned group companies have not been disclosed within these financial statements.
The total remuneration received by key management personnel during the year was £1,251,000 (2023: £852,000).
As at the period end, the Group is owed £77,000 (2023: £Nil) from directors.


30.


Controlling party

The ultimate controlling parties are J S Jackson and Dr C M Kerry due to their roles as Trustees of trusts that have a controlling interest in the share capital of the company.

 
- 41 -