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Registered number: 15157762









Horsfield Group Limited









Annual Report and Consolidated Financial Statements

For the Period Ended 30 September 2024

 
Horsfield Group Limited
 
 
Company Information


Directors
R K B Purvis (appointed 23 September 2023)
A D Swallow (appointed 23 September 2023)
C D Swallow (appointed 23 September 2023)
H H G Swallow (appointed 23 September 2023)




Company secretary
R K B Purvis



Registered number
15157762



Registered office
Mellors Road
Trafford Park

Manchester

M17 1PB




Independent auditors
Hurst Accountants Limited
Chartered Accountants & Statutory Auditors

3 Stockport Exchange

Stockport

Cheshire

SK1 3GG





 
Horsfield Group Limited
 

Contents



Page
Group Strategic Report
 
1 - 4
Directors' Report
 
5 - 8
Independent Auditors' Report
 
9 - 12
Consolidated Statement of Comprehensive Income
 
13
Consolidated Statement of Financial Position
 
14
Company Statement of Financial Position
 
15
Consolidated Statement of Changes in Equity
 
16
Company Statement of Changes in Equity
 
17
Consolidated Statement of Cash Flows
 
18 - 19
Consolidated Analysis of Net Debt
 
19
Notes to the Financial Statements
 
20 - 40


 
Horsfield Group Limited
 
 
Group Strategic Report
For the Period Ended 30 September 2024

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

Business review
 
As shown in the statement of comprehensive income on page 13 the group’s loss before tax was £181k. The group's EBITDA was £621k. This included an amortisation charge of £421k following the acquisition of Swallow Holdings Limited and its subsidiaries on the 24 May 2024, detailed in note 13. The group’s turnover for the 18 weeks following acquisition was £10.90m.
This year has seen a consolidation of efficiency and cost cutting measures taken in order to restore reasonable levels of profitability to the business after the impacts of the pandemic and the significant rate of input cost rises in the last year.  
The statement of financial position on page 14 shows the group’s financial position at the year end in a positive net asset position. The group has a strong base of owned and long leasehold commercial property from which it operates, positive net current assets and good liquidity. 
The group continues to invest in its online retail trading platform for delivery of dairy, convenience and grocery products to residential customers in the North West and this remains a priority area for activity and investment for the future due to strong sales performance in this market segment due to a desire among consumers for both convenience and authentic local goods delivered to their homes.  Environmental concerns over single use plastic & climate change is still encouraging a switch back to locally sourced, wholesome food operating in the circular economy with washable and re-useable glass bottles.
The group will continue to make considerable investments in new dairy equipment and fleet vehicles of both HGVs and electric vehicles to enhance fuel, carbon and financial efficiency and reliability. 
The group has continued to source the majority of its raw milk requirements from selected high quality farms in the North West, particularly in Cheshire.  Our online grocery is underpinned by strong relationships with high quality local providers of meat, fish, bakery, fruit and vegetable products. This strengthens our position with customers as a high quality supplier of genuine local produce with strong links to our farmer and local suppliers and low food miles.

Principal risks and uncertainties
 
Input cost price inflation especially in raw materials, wages, energy and transport costs, particularly driven by Government policy such as the employers National Insurance and National Minimum Wage increase and Net Zero requirements has become and will remain a key risk and uncertainty in the year ahead.  We shall continue to monitor, review and act upon the pass through of cost increases.
A return to heavy discounting of milk by the major and minor multiple retailers and other milk delivery companies to win custom in the ‘cost of living crisis’ may lead to margin compression and loss of sales volume. The company will address this by remaining environmentally and price competitive for a delivered product with strong local provenance and high quality, in many cases in a reusable glass container, and appeal to those consumers who value these characteristics and are willing to pay for them, particularly through reaching a wider audience in Greater Manchester and Cheshire with its online platform.
We encourage customers of our traditional offline delivery service to switch to online where appropriate as it delivers enhanced customer interaction, service and cash collection benefits.   We will also continue to invest in the marketing of our “Best of Local” product range sold via the online platform which comprises high quality butcher, baker, fishmonger, cheese and staple green grocer products. We have seen the online business engage a new customer demographic compared to our traditional doorstep business. Glass bottled milk particularly via our online platform and our Bottled Milk Buyers continues to be very popular.  We are also investing generally in our website, apps, IT infrastructure, software and staff training and awareness to constantly improve our productivity, financial control, cyber security and regulatory compliance. 
 
Page 1

 
Horsfield Group Limited
 

Group Strategic Report (continued)
For the Period Ended 30 September 2024

Principal risks and uncertainties (continued)
We also aim to retain and grow milk sales volumes in the wholesale, middle ground and contract packing segments which gives breadth and depth to our business model.  On contract packing we continue to have significant manufacturing commitments for some specialist milk such as barista milk.  We also produce our own organic fresh milks and orange juice in glass bottles.
Creditworthiness of our customers remains a risk.  However, the company has a very diverse and well spread customer base and the company actively manages its debtors to keep risk exposure to acceptable levels and to follow up on slow or non-payment.  Our bad debt provision and write off levels remain very low.
The group’s revenues and costs derive entirely inside the UK (and principally the North West of England) so with the exception of the impact of world markets on the UK price of raw milk, cream, packaging materials, energy and fuel it is largely domestically focused.  
A safe working and operating environment for all our staff, customers, contractors and suppliers is of the utmost importance to the board of directors and to that end they have put in place policies, procedures, management and systems to plan, analyse, monitor and act on all aspects of health and safety within the business from farm collections of milk, through to production, logistics and fleet management, customer deliveries and administration.  The Board have appointed a suitably qualified Health & Safety Manager and personally supervise regular meetings with the management of the company who have responsibility for operational health and safety.
We seek to support, train and listen to our staff and conduct occasional employee engagement surveys and follow up with initiatives to meet any concerns raised.
The group also takes its corporate and social responsibility seriously. It is a member of the Dairy Energy Savings Scheme, has completed its ESOS assessments and will continue to invest in energy saving measures.  We include carbon accounting data in our accounts and are putting in place the measures to enable accurate recording and calculation of carbon usage by the business and plans to reduce it to zero over the medium and long term within national frameworks.
  
We work with our packaging and other suppliers to find ways of reducing the amount of packaging materials used in our packing operations and comply with the requirements of the Plastic Packaging Tax and Extended Producer Packaging Obligations. Our poly bottle supplier uses a significant amount (30%) of recyclate in the bottles which are themselves fully recyclable through the normal council recycling system. We have moved to white poly bottle tops to further facilitate recycling of this element of our packaging.  Our widespread and growing use of washable reusable glass bottles and electric delivery vehicles means we have long led the way in sustainable food delivery systems and are benefitting from the trend towards reusable glass for milk. 
The company is also a generous charitable donor, on its own account, supporting charities involved in the improvement of the lives of young people in Manchester and its environs such as The Message and Cre8, and also through its customer lottery scheme which regularly supports numerous worthy local charities such as Francis House Children’s Hospice, Joshua Tree and St Ann’s Hospice.
We remain vigilant and prepared for any return to pandemic restrictions.  The company has taken the necessary steps to continue its operations as an essential service supplying milk and groceries to customers throughout the Covid-19 pandemic and can do so again if required. 

Page 2

 
Horsfield Group Limited
 

Group Strategic Report (continued)
For the Period Ended 30 September 2024

Financial key performance indicators
 
The key financial performance indicators are as follows:


2024


Turnover £'000
10,896
Gross profit £'000
5,048
Gross profit %
46.3%
EBITDA £'000
621
Operating loss £'000
53
Employee numbers
256
Turnover / employee £'000
43


Directors' statement of compliance with duty to promote the success of the Group
 

Section 172(1) Statement
The directors of Horsfield Group Limited are responsible for overseeing the operations and strategic direction of the Horsfield Group and are committed to fulfilling their duties under Section 172 of the Companies Act 2006. In performing their responsibilities, the directors have had regard to the interests of the company’s key stakeholders, including shareholders, subsidiary companies, regulators, and other relevant parties.
Stakeholder Considerations in Decision-Making
As a holding company, Horsfield Group Limited does not have direct employees or external customers, but it plays a vital role in supporting and overseeing its subsidiaries and principally in the appointment of Directors and the allocation of capital within the Group’s subsidiaries. The directors engage with the management teams of subsidiary companies to ensure that strategic decisions align with the group’s long-term objectives and the interests of shareholders.  As its two ordinary shareholders are both directors of Horsfield Group Limited there is a very close alignment of shareholder goals with the direction of the Group holding company.
The board regularly considers:

The financial performance and capital requirements of subsidiary companies, ensuring appropriate funding and governance structures.
 
The distribution of profits through dividends and reinvestment decisions to promote sustainable long-term growth.
 
The regulatory and legal frameworks in which the group operates, ensuring compliance with all relevant obligations.
 
The environmental, social, and governance (ESG) responsibilities of the group as a whole.
Page 3

 
Horsfield Group Limited
 

Group Strategic Report (continued)
For the Period Ended 30 September 2024


Long-Term Success & Governance

The directors are committed to promoting the long-term success of the company and the group. Regular board meetings provide a forum to review strategic initiatives, assess risk management processes, and monitor financial performance at both the holding and subsidiary levels. The company also engages with external advisers such as accountants, insurance brokers and lawyers where necessary to ensure robust governance, risk management and compliance.

During the financial year, the board has considered a range of key decisions, including the acquisition of Swallow Holdings Limited by way of share exchange, restructuring of the ownership and voting structure of the company and the issuing of preference shares in exchange for the ordinary shares of certain minority shareholders and overall dividend policy, ensuring they are made in the best interests of shareholders and the wider group.

The directors are satisfied that they have acted in accordance with their duties under Section 172 of the Companies Act 2006.



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



R K B Purvis
Director

C D Swallow
Director


Date: 1 May 2025


Page 4

 
Horsfield Group Limited
 
 
 
Directors' Report
For the Period Ended 30 September 2024

The directors present their report and the financial statements for the period ended 30 September 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 judgements 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;

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

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

Results and dividends

The loss for the period, after taxation, amounted to £393,037.

The directors do not recommend payment of a final dividend.

Directors

The directors who served during the period were:

R K B Purvis (appointed 23 September 2023)
A D Swallow (appointed 23 September 2023)
C D Swallow (appointed 23 September 2023)
H H G Swallow (appointed 23 September 2023)

Page 5

 
Horsfield Group Limited
 
 
 
Directors' Report (continued)
For the Period Ended 30 September 2024

Future developments

The business remains well set to benefit from its diverse and solid customer base and its large and dense potential market for customers using a technology led approach to connecting with and serving them which yields regular repeat custom and the ability to sell a diverse range of products.  It has low cost, strategically well positioned and well invested manufacturing and distribution facilities in Manchester, Stockport, Warrington and Kendal.
In the early part of the 2024-25 financial year the company acquired dairy depots in Chester and the Wirral of a similar scale and nature to those it already operates in Stockport and Warrington which will profitably expand both sales revenue and our geographic footprint for the provision of our goods and services.
We will continue to bid for further profitable business using our available production and distribution capacity and in particular will invest in and market heavily to residential consumers our online milk and convenience and “Best of Local” grocery offering in the year ahead. We will also seek to grow sales of our own produced product range of fresh, organic, specialist milks and orange juice.
The directors consider the company to be in a strong financial position and plan to expand the company’s operations by organic growth and acquisition of further business if the opportunity presents itself in the future.

Engagement with employees

The group places considerable value on the involvement of its employees and has continued its existing practice of keeping them informed on matters affecting them as employees and on various matters affecting the performance of the group. In particular the group will involve employees in developing a strong health and safety culture by creating opportunities for them to easily communicate concerns and ideas about how to improve the company's performance in this area.

Disabled employees

Disabled persons are employed by the group when they appear to be suited to a particular vacancy. Where an existing employee becomes disabled every effort is made to continue to provide suitable employment, either in the same or in an alternative position.

Page 6

 
Horsfield Group Limited
 
 
 
Directors' Report (continued)
For the Period Ended 30 September 2024

Greenhouse gas emissions, energy consumption and energy efficiency action

Carbon and energy performance is overseen by the operations and finance teams, with board-level engagement as part of strategic ESG initiatives.
In calculating the company’s energy consumption, the directors have followed the 2024 UK Government GHG Conversion Factors for Company Reporting.  Figures are based upon metering information and quantities purchased during the period. 

All figures relate to the UK for the period 1 October 2023 to 30 September 2024.
This is the group’s first year of SECR reporting, and these figures will form the baseline for monitoring carbon reduction progress in future years.

Energy Consumption (kWh)

Sept 2024

Scope 1: Combustion
Natural Gas (kWh)
3,484

of fuel and operation
Transport (kWh)
5,314

of facilities



Total Scope 1 Energy (kWh) ex. Refrigerants
8,798





Scope 2: Electricity purchased
Total Electricity (kWh)
2,296

Total Scope 1 and 2 Energy (kWh) ex. Refrigerants
11,094





Emissions Assessment (tCO2e)



Scope 1: Combustion
Natural Gas (tCO2e)
637

of fuel and operation
Transport (tCO2e)
1,174

of facilities



Total Scope 1 (tCO2e)
1,811





Scope 2: Electricity purchased
Total Electricity (tCO2e)
475





Total Scope 1 and 2 Emissions (tCO2e) ex. Refrigerants
2,286





Intensity Metric Assessment



Turnover £m

£34.286

kWh / Turnover

323.7

tCO2e / Turnover

66.7





1,000 Tonnes Produced

35.589

kWh / 1,000 Tonnes Produced

311.7

tCO2e / 1,000 Tonnes Produced

64.3






Although Creamline Dairies Limited was acquired part-way through the financial year, it is the only trading entity in the group. Accordingly, full-year turnover and production figures have been used in the intensity metrics to align with the energy data, which also reflects a full-year period.
Refrigerant emissions and Scope 3 emissions have been excluded from this year’s report due to data availability and immateriality considerations. The company intends to assess the relevance of these sources and the feasibility of including them in future reporting periods.
 
Page 7

 
Horsfield Group Limited
 
 
 
Directors' Report (continued)
For the Period Ended 30 September 2024

Carbon Reduction Projects
Our upcoming projects will include:

Moving to 100% renewable electricity supply (in 2025)
We are looking into changing our operations to reduce the amount of waste generated
Increase our use of electric vehicles
Work with main suppliers to jointly reduce our carbon footprint
Acquire more energy efficient equipment/machinery
Modernisation of ICE fleet vehicles
We are in the process of changing all of our lights to LEDs and will start to install censored lighting
We have changed our poly bottle caps to clear caps which are easier to recycle than coloured ones
Continue to improve our production and transportation process to become more efficient


Disclosure of information to auditors

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

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

Post balance sheet events

Post balance sheet events have been disclosed in the future developments section of the directors report. There have been no other significant events affecting the Group since the year end.

Auditors

The auditorsHurst Accountants Limitedwill 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.
 



R K B Purvis
Director

Date: 1 May 2025

Page 8

 
Horsfield Group Limited
 
 
 
Independent Auditors' Report to the Members of Horsfield Group Limited
 

Opinion


We have audited the financial statements of Horsfield Group Limited (the 'parent Company') and its subsidiaries (the 'Group') for the period ended 30 September 2024, which comprise the Group statement of comprehensive income, the Group and company statements of financial position, the Group statement of cash flows, the analysis of net debt, the Group and company statement of changes in equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


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


Basis for opinion


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


Conclusions relating to going concern


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


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


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


Other information


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


We have nothing to report in this regard.


Page 9

 
Horsfield Group Limited
 
 
 
Independent Auditors' Report to the Members of Horsfield Group Limited (continued)


Opinion on other matters prescribed by the Companies Act 2006
 

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


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


Matters on which we are required to report by exception
 

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


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


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


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 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's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Page 10

 
Horsfield Group Limited
 
 
 
Independent Auditors' Report to the Members of Horsfield Group 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 Group financial statements.


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

Identifying and assessing potential risks related to irregularities
In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:
 
The nature of the industry and sector in which the company operates; the control environment and business performance including key drivers for directors' remuneration, bonus levels and performance targets.
The outcome of enquiries of local management and parent company management, including whether management was aware of any instances of non-compliance with laws and regulations, and whether management had knowledge of any actual, suspected, or alleged fraud.
Supporting documentation relating to the Company's policies and procedures for:
 - Identifying, evaluating, and complying with laws and regulations.
- Detecting and responding to the risks of fraud
The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations.
The outcome of discussions amongst the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.
The legal and regulatory framework in which the Company operates, particularly those laws and regulations which have a direct effect on the financial statements, such as the Companies Act 2006, pensions and tax legislation, or which had a fundamental effect on the operations of the Company, including General Data Protection requirements, Anti-bribery and Corruption, food standards and waste standards compliance.
 
Audit response to risks identified
Our procedures to respond to the risks identified included the following:
 
Reviewing the financial statements disclosures and testing to supporting documentation to assess compliance with the provisions of those relevant laws and regulations which have a direct effect on the financial statements.
Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud.
Evaluation the operating effectiveness of management’s controls designed to prevent and detect irregularities.
Enquiring of management about any actual and potential litigation and claims.
Performing analytical procedures to identify any unusual or unexpected relationships which may indicate risks of material misstatement due to fraud.
Page 11

 
Horsfield Group Limited
 
 
 
Independent Auditors' Report to the Members of Horsfield Group Limited (continued)


We have also considered the risk of fraud through management override of controls by:
 
Testing the appropriateness of journal entries and other adjustments, and identifying accounting transactions which may pose a heightened risk of material misstatement, whether due to fraud or error.
Challenging assumptions made by management in their significant accounting estimates, and assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and
Evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.
 
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
There are inherent limitations in the audit procedures described above, and the further removed non-compliance with laws and regulations are from the events and transactions reflected in the financial statements, the less likely we would become aware of them.  Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.
 


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


Use of our report
 

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



Chris Stewardson (Senior Statutory Auditor)
for and on behalf of
Hurst Accountants Limited
Chartered Accountants
Statutory Auditors
3 Stockport Exchange
Stockport
Cheshire
SK1 3GG

2 May 2025
Page 12

 
Horsfield Group Limited
 
 
Consolidated Statement of Comprehensive Income
For the Period Ended 30 September 2024

2024
Note
£

  

Turnover
 4 
10,896,145

Cost of sales
  
(5,847,729)

Gross profit
  
5,048,416

Distribution costs
  
(3,510,150)

Administrative expenses
  
(1,699,004)

Other operating income
 5 
107,539

Operating (loss)
 6 
(53,199)

Interest receivable and similar income
 10 
65,629

Interest payable and similar expenses
 11 
(193,913)

(Loss) before tax
  
(181,483)

Tax on (loss)
 12 
(211,554)

(Loss) for the financial period
  
(393,037)

Deferred tax movements
  
6,551

Total comprehensive deficit for the period
  
(386,486)

  

  

Operating (loss)
 6 
(53,199)

Amortisation
 13 
435,959

Depreciation
 14 
237,980

EBITDA
  
620,740

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

The notes on pages 20 to 40 form part of these financial statements.

Page 13

 
Horsfield Group Limited
Registered number: 15157762

Consolidated Statement of Financial Position
As at 30 September 2024

30 September
2024
Note
£

Fixed assets
  

Intangible assets
 13 
12,387,864

Tangible assets
 14 
6,210,803

Investment property
 16 
1,250,000

  
19,848,667

Current assets
  

Stocks
 17 
507,420

Debtors: amounts falling due within one year
 18 
4,035,766

Cash at bank and in hand
 19 
5,756,650

  
10,299,836

Creditors: amounts falling due within one year
 20 
(4,329,448)

Net current assets
  
 
 
5,970,388

Total assets less current liabilities
  
25,819,055

Creditors: amounts falling due after more than one year
 21 
(7,109,789)

  
18,709,266

Provisions for liabilities
  

Deferred Taxation
 23 
(623,550)

Net assets
  
18,085,716


Capital and reserves
  

Called up share capital 
 24 
15,000

Other reserves
 25 
18,457,202

Profit and loss account
 25 
(386,486)

  
18,085,716


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


R K B Purvis
C D Swallow
Director
Director


Date: 1 May 2025
Date:1 May 2025

The notes on pages 20 to 40 form part of these financial statements.

Page 14

 
Horsfield Group Limited
Registered number: 15157762

Company Statement of Financial Position
As at 30 September 2024

30 September
2024
Note
£

Fixed assets
  

Investments
 15 
6,342,798

Creditors: amounts falling due within one year
 20 
(306,050)

Net current liabilities
  
 
 
(306,050)

Creditors: amounts falling due after more than one year
 21 
(6,199,998)

Net (liabilities)/assets
  
(163,250)


Capital and reserves
  

Called up share capital 
 24 
15,000

Loss for the period
  
(178,250)

Profit and loss account carried forward
  
(178,250)

  
(163,250)


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


R K B Purvis
C D Swallow
Director
Director


Date: 1 May 2025
Date:1 May 2025

The notes on pages 20 to 40 form part of these financial statements.

Page 15

 
Horsfield Group Limited
 

Consolidated Statement of Changes in Equity
For the Period Ended 30 September 2024


Called up share capital
Other reserves
Profit and loss account
Equity attributable to owners of parent Company
Total equity

£
£
£
£
£



Comprehensive income for the period

Loss for the period

-
-
(393,037)
(393,037)
(393,037)

Deferred tax movements
-
-
6,551
6,551
6,551


Other comprehensive income for the period
-
-
6,551
6,551
6,551


Total comprehensive income for the period
-
-
(386,486)
(386,486)
(386,486)


Contributions by and distributions to owners

Shares issued during the period
15,000
-
-
15,000
15,000

Consolidation reserve
-
18,457,202
-
18,457,202
18,457,202


Total transactions with owners
15,000
18,457,202
-
18,472,202
18,472,202


At 30 September 2024
15,000
18,457,202
(386,486)
18,085,716
18,085,716


The notes on pages 20 to 40 form part of these financial statements.

Page 16

 
Horsfield Group Limited
 

Company Statement of Changes in Equity
For the Period Ended 30 September 2024


Called up share capital
Profit and loss account
Total equity

£
£
£



Comprehensive income for the period

Loss for the period
-
(178,250)
(178,250)


Contributions by and distributions to owners

Shares issued during the period
15,000
-
15,000


Total transactions with owners
15,000
-
15,000


At 30 September 2024
15,000
(178,250)
(163,250)


The notes on pages 20 to 40 form part of these financial statements.

Page 17

 
Horsfield Group Limited
 

Consolidated Statement of Cash Flows
For the Period Ended 30 September 2024

30 September
2024
£

Cash flows from operating activities

(Loss) for the financial period
(393,037)

Adjustments for:

Amortisation of intangible assets
435,959

Depreciation of tangible assets
237,980

Profit on disposal of tangible assets
(2,000)

Interest paid
15,663

Interest received
(65,629)

Taxation charge
211,554

(Increase)/decrease in stocks
(5,555)

(Increase)/decrease in debtors
(13,831)

(Decrease)/increase in creditors
(383,568)

Corporation tax (paid)/received
(296,516)

Net cash used in operating activities

(258,980)

Cash flows from investing activities

Purchase of intangible fixed assets
(12,192)

Purchase of tangible fixed assets
(317,188)

Sale of tangible fixed assets
2,000

Interest received
65,629

Acquisition of subsidiaries
(127,800)

Cash acquired
5,719,876

Net cash generated from investing activities

5,330,325
Page 18

 
Horsfield Group Limited
 

Consolidated Statement of Cash Flows (continued)
For the Period Ended 30 September 2024

30 September

2024

£



Cash flows from financing activities

Issue of ordinary shares
15,000

Interest paid
(15,663)

Finance leases on acquisition
685,968

Net cash generated from financing activities
685,305

Net increase in cash and cash equivalents
5,756,650

Cash and cash equivalents at the end of period
5,756,650


Cash and cash equivalents at the end of period comprise:

Cash at bank and in hand
5,756,650



Consolidated Analysis of Net Debt
For the Period Ended 30 September 2024






Cash flows
Acquisition and disposal of subsidiaries
New finance leases
Other non-cash changes
At 30 September 2024
£

£

£

£

£

Cash at bank and in hand

36,774

5,719,876

-

-

5,756,650

Debt due after 1 year

-

-

-

(6,199,998)

(6,199,998)

Debt due within 1 year

-

-

-

(178,250)

(178,250)

Finance leases

214,545

(774,757)

(708,960)

-

(1,269,172)


251,319
4,945,119
(708,960)
(6,378,248)
(1,890,770)

Page 19

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

1.


General information

Horsfield Group Limited is a private company limited by share capital, incorporated in England, registered number 02979029. The address of the registered office and principal place of business is Mellors Road, Trafford Park, Manchester, M17 1PB. The company was incorporated on 23 September 2023 and started trading on the 24 May 2024, when it acquired Swallow Holdings and its subsidiaries. Therefore the financial statements reflect 18 weeks of trading.
The principal activity of the company is acting as a holding company. The nature of the group's operations and principal activities is the retail and wholesale of milk, dairy and grocery products.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention 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 judgement in applying the group's accounting policies (see note 3).
The parent 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 group has also taken the exemption not to present the cash flow statement or net debt reconciliation for the parent company.
The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

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

Page 20

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

2.Accounting policies (continued)

 
2.3

Revenue

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

Sale of goods

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

 
2.4

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.

 
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 21

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

2.Accounting policies (continued)


2.5
Tangible fixed assets (continued)

Land is not depreciated. Depreciation on other assets 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
-
Fifty and ten years
Leasehold improvements
-
Straight line over life of lease
Plant and machinery
-
10 - 20%
Motor vehicles
-
10 - 20%
Computer equipment
-
25%

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

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.7

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. Finished goods include labour and attributable overheads.

Page 22

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

2.Accounting policies (continued)

 
2.8

Financial instruments

The group only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. 
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate, which is an approximation of the amount that the group would receive for the asset if it were to be sold at the reporting date.
Financial assets and liabilities are offset and the net amount reported in the statement of financial position when there is an 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.

  
2.9

Research and development

Expenditure relating to the development of software used within the business is capitalised as an intangible fixed asset and amortised on a straight line basis over the estimated useful life. Associated sundry costs are recognised in profit or loss in the period they are incurred.

 
2.10

Operating leases: the Group as lessor

Rental income from operating leases is credited to profit or loss on a straight-line basis over the lease term.

 
2.11

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.

 
2.12

Leased assets: the Group as lessee

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to profit or loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

 
2.13

Interest income

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

Page 23

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

2.Accounting policies (continued)

 
2.14

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.

 
2.15

Pensions

Defined contribution pension plan

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

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

 
2.16

Current and deferred taxation

The tax expense for the period 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; 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.

 
2.17

Investment property

Investment property is carried at fair value determined annually by external valuers and derived from the current market rents and investment property yields for comparable real estate, adjusted if necessary for any difference in the nature, location or condition of the specific asset. No depreciation is provided. Changes in fair value are recognised in profit or loss.

Page 24

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 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

Holiday pay accrual

A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the reporting date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the reporting date.

 
2.20

Dividends

Dividends on shares recognised as liabilities are recognised as expenses and classified within interest payable.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the Group's accounting policies, which are described in note 2, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
Amortisation of Goodwill
Goodwill is being amortised over its estimated useful economic life. The carrying amount of goodwill as at the balance sheet date was £12,201,323. The total amortisation charge for the period was £427,407.
Management has determined the useful economic life of goodwill arising from acquisitions based on their assessment of the period over which the acquired businesses are expected to generate positive cash flows. 
Goodwill arising from the acquisition of various local businesses is being amortised over five years, reflecting management’s judgement of the expected retention period of customer relationships and the durability of the brand value in those markets.
Goodwill arising from the acquisition of Swallow Holdings Limited and its subsidiary Creamline Dairies Limited is being amortised over ten years. Management considers this to be appropriate based on the long-term strategic value and stability of Creamline Dairies Limited's operations.


4.


Turnover

The whole of the turnover is attributable to the group's principal activity wholly undertaken in the UK.

Page 25

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

5.


Other operating income

2024
£

Franchisee income
80,862

Net rents receivable
26,677

107,539



6.


Operating (loss)/profit

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

2024
£

Depreciation of tangible fixed assets
237,980

Amortisation of intangible assets, including goodwill
435,959

Operating lease rentals
47,576

Profit/(loss) on sale of tangible assets
2,000


7.


Auditors' remuneration

During the period, the Group obtained the following services from the Company's auditors and their associates:


2024
£

Fees payable to the Company's auditors and their associates for the audit of the consolidated and parent Company's financial statements
14,200

Fees payable to the Company's auditors and their associates in respect of:

Taxation compliance services
4,575

All non-audit services not included above
11,950

Page 26

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

8.


Employees

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


Group
Company
2024
2024
£
£


Wages and salaries
2,401,590
-

Social security costs
206,154
-

Cost of defined contribution scheme
65,873
-

2,673,617
-


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


2024
£



Distribution
191

Administration
65

256


9.


Directors' remuneration

2024
£

Directors' emoluments
41,780



10.


Interest receivable

2024
£


Other interest receivable
65,629

Page 27

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

11.


Interest payable and similar expenses

2024
£


Bank interest payable
15,663

Preference share dividends
178,250

193,913


12.


Taxation


2024
£

Corporation tax


Current tax on profits for the year
156,323


Total current tax
156,323

Deferred tax


Origination and reversal of timing differences
55,231

Total deferred tax
55,231


Tax on (loss)
211,554
Page 28

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024
 
12.Taxation (continued)


Factors affecting tax charge for the period

The tax assessed for the period is higher than the standard rate of corporation tax in the UK of25%. The differences are explained below:

2024
£


(Loss)/profit on ordinary activities before tax
(181,483)


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25%
(45,371)

Effects of:


Non-tax deductible amortisation of goodwill and impairment
105,250

Expenses not deductible for tax purposes
4,703

Depreciation on ineligible assets
10,489

Other timing differences leading to an increase (decrease) in taxation
91,920

Non-taxable interest of preference share dividends
44,563

Total tax charge for the period
211,554


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 29

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

13.


Intangible assets

Group





Development expenditure
Goodwill
Total

£
£
£



Cost


Additions
11,335
857
12,192


On acquisition of subsidiaries
183,758
12,627,873
12,811,631



At 30 September 2024

195,093
12,628,730
12,823,823



Amortisation


Charge for the year
8,552
427,407
435,959



At 30 September 2024

8,552
427,407
435,959



Net book value



At 30 September 2024
186,541
12,201,323
12,387,864

Website development includes costs incurred to design and implement the group's online selling platform and intranet. These costs are being amortised over 5 years being managements estimate of the useful economic life of the asset. The amortisation charge is included within administrative expenses in the statement of comprehensive income.
Goodwill represents consideration paid in excess of the net assets acquired following the purchase of trade.
Additions in the current year relate to the acqusition of Swallow Holdings Limited which resulted in goodwill of £12,619,767 being recognised (see note 26) plus the ongoing purchase of local businesses.



Page 30

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

14.


Tangible fixed assets

Group








Freehold property
Long-term leasehold property
Plant and machinery
Motor vehicles
Total

£
£
£
£
£



Cost or valuation


Additions
-
-
309,868
590,524
900,392


Acquisition of subsidiary
3,443,036
84,701
1,053,996
966,658
5,548,391


Disposals
-
-
-
(80,752)
(80,752)



At 30 September 2024

3,443,036
84,701
1,363,864
1,476,430
6,368,031



Depreciation


Charge for the year
40,877
700
75,693
120,710
237,980


Disposals
-
-
-
(80,752)
(80,752)



At 30 September 2024

40,877
700
75,693
39,958
157,228



Net book value



At 30 September 2024
3,402,159
84,001
1,288,171
1,436,472
6,210,803

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


2024
£



Motor vehicles
1,220,180

Page 31

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

15.


Fixed asset investments

Company








Investments in subsidiary companies

£



Cost or valuation


Additions
6,342,798



At 30 September 2024
6,342,798





Direct subsidiary undertaking


The following was a direct subsidiary undertaking of the Company:

Name

Principal activity

Class of shares

Holding

Swallow Holdings Limited
Holding company
Ordinary
100%

Horsfield Group Limited acquired Swallow Holdings Limited on 24 May 2024, see note 26. The results of Swallow Holdings Limited for the remaining 18 weeks of the period ended 30 September 2024 and its assets and liabilities at that date are included in the consolidated accounts.


Indirect subsidiary undertakings


The following were indirect subsidiary undertakings of the Company:

Name

Principal activity

Class of shares

Holding

Creamline Dairies Limited
Retail and wholesale of milk, dairy and grocery products.
Ordinary
100%
Horsfield Properties
Dormant
Ordinary
100%

The registered address of all subsidiaries is Mellors Road, Trafford Park, M17 1PB.

Page 32

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

16.


Investment property

Group





Freehold investment property

£



Valuation


On acquisition of subsidiaries
1,250,000



At 30 September 2024
1,250,000

The investment property was last valued on 01 September 2023, carried out by external independent qualified valuers, Ridley Thaw LLP, with recent experience valuing investment properties in the location. The valuation was undertaken in accordance with the Royal Institution of Chartered Surveyors' Valuation Standards. The directors are of the opinion that the market value at 01 September 2023 is not materially different to the market value at 30 September 2024.








17.


Stocks

Group
2024
£

Raw materials and consumables
180,177

Finished goods and goods for resale
327,243

507,420


Page 33

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

18.


Debtors

Group
2024
£


Trade debtors
2,874,684

Other debtors
472,498

Prepayments and accrued income
688,584

4,035,766


During the period an impairment loss of £6,636 was recognised in the period against trade debtors.


19.


Cash and cash equivalents

Group
2024
£

Cash at bank and in hand
5,756,650



20.


Creditors: Amounts falling due within one year

Group
Company
2024
2024
£
£

Trade creditors
2,411,231
-

Amounts owed to group undertakings
-
127,800

Corporation tax
469,196
-

Other taxation and social security
166,112
-

Obligations under finance lease and hire purchase contracts
359,381
-

Other creditors
343,395
178,250

Accruals and deferred income
580,133
-

4,329,448
306,050


Net obligations under hire purchase contracts are secured against the assets to which they relate.

Amounts owed to group are unsecured, interest free and repayable on demand.

Page 34

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

21.


Creditors: Amounts falling due after more than one year

Group
Company
2024
2024
£
£

Net obligations under finance leases and hire purchase contracts
909,791
-

Share capital treated as debt
6,199,998
6,199,998

7,109,789
6,199,998


Disclosure of the terms and conditions attached to the non-equity shares is made in note 24.

Net obligations under hire purchase contracts are secured against the assets to which they relate.


22.


Hire purchase and finance leases


Minimum lease payments under hire purchase fall due as follows:

Group
2024
£

Within one year
403,546

Between 1-5 years
988,551

1,392,097


23.


Deferred taxation


Group



2024


£






Charged to profit or loss
55,231


Credited to other comprehensive income
(6,551)


Arising on business combinations
574,870



At end of year
623,550

Page 35

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024
 
23.Deferred taxation (continued)

The deferred taxation balance is made up as follows:

Group
30 September
2024
£

Accelerated capital allowances
514,790

Deferred tax on revaluation
113,620

Other timing differences
(4,860)

623,550


24.


Share capital

30 September
2024
£
Shares classified as equity

Allotted, called up and fully paid


6,250 Class A Ordinary shares of £1.00 each
6,250
8,750 Class B Ordinary shares of £1.00 each
8,750

15,000

30 September
2024
£
Shares classified as debt

Allotted, called up and fully paid


6,199,998 Preference shares of £1.00 each
6,199,998


The Company was incorporated on 23 September 2023, with 1 Ordinary share of nominal value £1.
On 24 May 2024 the Company issued 6,250 A ordinary shares, 8,750 B ordinary shares and 6,199,998 preference shares in consideration for the transfer of the entire issued share capital of Swallow Holdings Limited, in accordance with the terms of a share purchase agreement. All shares issued have a nominal value of £1 each.
The A ordinary and B ordinary shares rank pari passu. The preference shares are classified as debt as the Company is obliged to pay a fixed dividend at 3.5% above base rate, they hold no voting rights and the holders have priority over equity shareholders in receiving their fixed dividend on winding up.

Page 36

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

25.


Reserves

Profit and loss account

Comprises all current period profits and losses.


26.
 

Business combinations

On 24 May 2024 the Company acquired 100% of the share capital of Swallow Holdings Limited.
The acquisition of Swallow Holdings Limited has been accounted for using the acquisition method in accordance with FRS 102. The identifiable assets and liabilities of the acquired entities were assessed for fair value at the acquisition date, and in these cases, the book values were deemed to approximate their fair values. Any excess consideration has been recognised as goodwill.

Acquisition of Swallow Holdings Limited and its subsidiaries

Recognised amounts of identifiable assets acquired and liabilities assumed

Book value
Fair value
£
£

Fixed Assets

Tangible
6,798,389
6,798,389

Intangible
208,801
208,801

7,007,190
7,007,190

Current Assets

Stocks
501,865
501,865

Debtors
4,021,935
4,021,935

Cash at bank and in hand
5,719,876
5,719,876

Total Assets
17,250,866
17,250,866

Creditors

Due within one year
(4,495,764)
(4,495,764)

Deferred taxation
(574,869)
(574,869)

Total identifiable net assets
12,180,233
12,180,233


Goodwill
12,619,767

Total purchase consideration
24,800,000

Page 37

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

26.Business combinations (continued)

Consideration

£


Share capital
24,672,200

Directly attributable costs
127,800

Total purchase consideration
24,800,000

Cash inflow/(outflow) on acquisition

£


Directly attributable costs
(127,800)

(127,800)

Less: Cash and cash equivalents acquired
5,719,876

Net cash inflow on acquisition
5,592,076

The results of Swallow Holdings Limited and its subsidiaries since acquisition are as follows:

Current period since acquisition
£

Turnover
10,896,145

Profit for the period since acquisition
262,132


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 £65,873. Contributions totalling £19,441 were payable to the fund at the balance sheet date and are included in creditors.

Page 38

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

28.


Commitments under operating leases

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


Group

2024
£

Land and buildings

Not later than 1 year
28,720

Later than 1 year and not later than 5 years
72,693

Later than 5 years
428,710

530,123
Group
2024
£

Motor vehicles

Not later than 1 year
90,311

Later than 1 year and not later than 5 years
76,338

166,649

Page 39

 
Horsfield Group Limited
 
 
 
Notes to the Financial Statements
For the Period Ended 30 September 2024

29.

Leases

Group as a lessor
The Group has entered lease agreements as a lessor that are considered to be operating leases.
Operating leases
The following table summarises the undiscounted lease payments receivable after the reporting date.

30 September
2024
        £
Not later than one year

80,000

Between one and two years

61,500

Between two and three years

43,000

Between three and four years

43,000

Between four and five years

43,000

Later than five years

21,500

Total undiscounted lease payments recievable

292,000



30.


Related party transactions

The directors have taken advantage of the exemption available under FRS 102 section 33.1A and have not disclosed transactions with companies wholly owned within the group.
Key management personnel compensation totalled £41,780.


31.


Post balance sheet events

On the 2 November 2024, the group acquired the trade of 2 full and 1 part depot from Mortons Dairies Limited, as well as business assets in respect of owned vehicles and stock. The consideration for this transaction was £408,018, which was financed from the groups cash reserves.


32.


Controlling party

The group is under the control of C Swallow by virtue of his majority shareholding.

Page 40