| REGISTERED NUMBER: 15355297 (England and Wales) |
| COXCOCAPITAL LIMITED |
| GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
| CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| REGISTERED NUMBER: 15355297 (England and Wales) |
| COXCOCAPITAL LIMITED |
| GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
| CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| Page |
| Company Information | 1 |
| Group Strategic Report | 2 |
| Report of the Directors | 4 |
| Report of the Independent Auditors | 6 |
| Consolidated Income Statement | 10 |
| Consolidated Other Comprehensive Income | 11 |
| Consolidated Balance Sheet | 12 |
| Company Balance Sheet | 13 |
| Consolidated Statement of Changes in Equity | 14 |
| Company Statement of Changes in Equity | 15 |
| Consolidated Cash Flow Statement | 16 |
| Notes to the Consolidated Cash Flow Statement | 17 |
| Notes to the Consolidated Financial Statements | 20 |
| COXCOCAPITAL LIMITED |
| COMPANY INFORMATION |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountant & Statutory Auditor |
| Chancery House |
| 30 St Johns Road |
| Woking |
| Surrey |
| GU21 7SA |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| GROUP STRATEGIC REPORT |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| The directors present their strategic report of the company and the group for the period 16 December 2023 to 31 December 2024. |
| These are the first set of consolidated accounts prepared by Coxcocapital Limited. As a result there are no comparative recorded and the period of trade covers a long period from 22 December 2023 to 31 December 2024. |
| REVIEW OF BUSINESS |
| The group has completed a successful year of trading, with significant profit levels delivered. |
| During 2024 the trading entity, Westward Building Services Limited, has continued to focus on increasing its market presence and growing its market share, which has been a successful strategy. |
| Despite the tough economic conditions, with market competition putting pressure on margins, the trading business remains resilient and strong profit levels continue to be reported (2024: £4.65m, 2023: £4.44m.) |
| The declaration of dividends up to the ultimate parent company, Coxcocapital Limited, reflect the healthy position of the trading entity and the group as a whole. |
| At a group level, an accounting adjustment for amortisation of Goodwill on consolidation has reduced final profits reported, which totalled £1.6m. This has led to a relatively low retained profit in the period. Excluding this adjustment, consolidated profits for the group totalled £5.3m (2023: £4.2m). |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| The principal risk to the group is an increase in competition in the industry of the supply of power tools and materials to the building and DIY trade as well as any disruptions to the supply chain. The reputation of the group has grown over many years of trading and the directors consider themselves to be in a strong market position to deal with the increasing competition. |
| SECTION 172(1) STATEMENT |
| The directors are aware of their duty under s.172 of the Companies Act 2006 to act in the way which they consider, in good faith, would be most likely to promote the success of the group for the benefit of its shareholders. |
| The directors consider it crucial that the whole group maintains a reputation for high standards of business conduct. The directors are responsible for setting, monitoring and upholding the culture, values, standards, ethics, brand and reputation of the company. Management drives the embedding of the desired culture throughout the organisation. |
| GROUP STRUCTURE |
| Westward Building Services Limited is the 100% owned subsidiary of Coxco Holdings Limited which is the 100% subsidiary of Coxcocapital Limited. |
| For the year ended 31st December 2024, Group accounts have been prepared by Coxcocapital Limited. Group accounts for the prior year ended 31st December 2023 were prepared by Coxco Holdings Limited, excluding Coxcocapital Limited. Coxcocapital Limited only joined the group, becoming the ultimate parent company, on the 22nd of December 2023 and made its first set of accounts to the 31st December 2024. |
| FINANCIAL KEY PERFORMANCE INDICATORS |
| Westward Building Services Limited is the trading entity of the group, trading as a supplier to the building trades. As a supplier to the building trades, sales growth is of particular importance in order to maintain healthy margins. KPIs of the trading entity have been reported below for the 12 months ended 31 December 2024 and the comparative 12 months, in order to provide a meaningful analysis. |
| The group considers two key performance indicators to be as follows: |
| Turnover - the financial statements report an increase of 10.79% for 2024 (2023: 6.87% reduction on 2022). The increase in turnover comes from the efforts to strengthen the group's online presence. Whilst turnover has increased, the gross profit margin % has decreased. |
| Gross profit margin - reported at 18.66% (2023: 20.52%). This reflects the increased competition in the marketplace and pressure on margins in the industry as a whole. |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| GROUP STRATEGIC REPORT |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| ENVIRONMENT AND SUSTAINABILITY |
| The group continues with their sustainable approach to business, maintaining their drive to use environmentally friendly or recyclable products where possible. Reducing plastic consumption onsite is something the management team are actively working to achieve. |
| The trading subsidiary is now keeping a record of tonnes of packaging used so that it can be monitored and targets are set to reduce this. |
| EMPLOYEE INVOLVEMENT AND EQUAL OPPORTUNITY |
| All team members undergo a continuous training programme, relevant to their role, to ensure the safety of all customers, suppliers and employees. |
| The group is committed to non-discriminatory recruitment procedures and practices and all job offers are based on merit taking into account aptitude and capability to carry out the roles as defined in the job specification. |
| CREDITOR PAYMENT POLICY AND PRACTICE |
| It is the group's policy that payments to suppliers are made in accordance with those terms and conditions agreed between the group and its suppliers, provided that all trading terms and conditions have been complied with. At the year end, creditor days totalled 34.71 (2023: 38.01) this decrease comes continued efforts to work with suppliers to ensure prompt payments on invoices. |
| ON BEHALF OF THE BOARD: |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| REPORT OF THE DIRECTORS |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| The directors present their report with the financial statements of the company and the group for the period 16 December 2023 to 31 December 2024. |
| INCORPORATION |
| The group was incorporated on 16 December 2023 . |
| PRINCIPAL ACTIVITY |
| The principal activity of the group in the period under review was that of supply of products to building tools and materials industry. |
| DIVIDENDS |
| The total distribution of dividends for the period ended 31 December 2024 will be £ (3,500,010) . |
| DIRECTORS |
| The directors who have held office during the period from 16 December 2023 to the date of this report are as follows: |
| STAKEHOLDER RELATIONSHIPS & ENGAGEMENTS |
| The directors are responsible for overseeing meaningful engagements with stakeholders, including the workforce, and having regard to their views when taking decisions. |
| Customer safety and satisfaction are pivotal to the success of the business. The needs, behaviours, and feedback of the customers are collected, assessed and used to develop the long-term strategy of the business. |
| The directors regularly engage with suppliers and also receive frequent reporting regarding the business interactions. The directors consider the impact to suppliers when making key strategic decisions relating to product ranges or supply and logistics. |
| The directors recognise that the implementation of an effective people strategy and strong culture underpin the effective delivery of the company's strategy and drive strong performance. The directors acknowledge the importance of retaining talent and considering the views of the workforce when making decisions and considering the impact of those decisions on said workforce. |
| DISCLOSURE IN THE STRATEGIC REPORT |
| Information regarding business performance, risk and KPIs is reported in the strategic report. |
| ENERGY AND CARBON REPORT |
| The annual quantity of emissions arising from different sources in the trading subsidiary are as follows and cover the calender year from the 1st January 2024 to the 31st December 2024. |
| Scope 1 direct emissions from the burning of fuels for purposes of transport - 13.93 tonnes of C02e. |
| Scope 2 indirect emissions from the purchase of electricity or gas for own use - 36.05 tonnes of C02e. |
| Total emissions in the year amount to 244,675 kWh (49.98 tCO2e). This can be analysed as 1.79 tonnes of CO2e per full time employee or 0.87 tonnes of CO2e per million pound of turnover. |
| The conversion factors used for the current year have been obtained from the Department for Business, Energy and Industrial Strategy available at: https://www.gov.uk/government/publications/greenhouse-gas-reporting-conversion-factors-2024. |
| The group is committed to reducing any negative environmental impact resulting from their activities and continue to promote this ethos throughout their employees by encouraging recycling of all possible materials, reducing usage of single use plastics and encouraging employees to build on their understanding of green matters. |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| REPORT OF THE DIRECTORS |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations. |
| Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and 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 and then apply them consistently; |
| - | make judgements and accounting estimates that are reasonable and prudent; |
| - | state whether applicable 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 company will continue in business. |
| The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
| AUDITORS |
| The auditors, WP Audit Services LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| COXCOCAPITAL LIMITED |
| Opinion |
| We have audited the financial statements of Coxcocapital Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 31 December 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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 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 affairs as at 31 December 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 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 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 directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
| Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
| In connection with our audit of the financial statements, 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 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Group Strategic Report and the Report of the Directors 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 Report of the Directors. |
| We have nothing to report in respect of the following matters where 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. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| COXCOCAPITAL LIMITED |
| Responsibilities of directors |
| As explained more fully in the Statement of Directors' Responsibilities set out on page five, 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 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. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| COXCOCAPITAL LIMITED |
| 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 a Report of the Auditors 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. |
| Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud |
| Objectives |
| The objectives of our audit in respect of fraud, are: |
| - To identify and assess the risks of material misstatement of the financial statements due to fraud; |
| - To obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and |
| - To respond appropriately to instances of fraud or suspected fraud identified during the audit. |
| However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the group. |
| Audit approach |
| Our approach was as follows: |
| - We obtained an understanding of the legal and regulatory requirements applicable to the group and considered that the most significant are the Consumer Rights Act, the Consumer Protection (Distance Selling) Regulations, the Companies Act 2006, FRS 102, and UK taxation legislation. |
| - We obtained an understanding of how the group complies with these requirements by discussions with management and those charged with governance, as well a review of relevant correspondence and certifications. |
| - We assessed the risk of material misstatement of the financial statements and how it might occur (including the risk of material misstatement due to fraud), by holding discussions with management and those charged with governance. |
| - We used our knowledge of the group and the industry in which it operates to determine if management's explanations were consistent with our own conclusions. |
| - Based on our understanding developed from the above, we designed specific appropriate audit procedures to identify instances of non-compliance with the key laws and regulations which may result in potential fraud. This included making enquiries of management and those charged with governance, investigating unusual or unexpected relationships or movements in figures disclosed in the accounts and remaining alert for any transactions that appeared to be outside the normal course of business. |
| - Furthermore, as required by auditing standards, and taking into account our overall knowledge of the control environment, we have performed procedures to address the risks of management override of controls and the risk of fraudulent revenue recognition. Procedures such as a review of journal entries and assessing estimates for management bias have enabled us to conclude in this area. |
| No instances of fraud were identified from the above procedures. |
| As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also: |
| - Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. |
| - Obtain an understanding of internal control environment relevant to the audit, in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Group's internal control. |
| - Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the director. |
| - Conclude on the appropriateness of the director's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. |
| Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the group to cease to continue as a going concern. |
| - Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. |
| We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| COXCOCAPITAL LIMITED |
| Context of the ability of the audit to detect fraud or breaches of law or regulation |
| Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. |
| In addition, as with any audit, there remains a risk of non-detection of fraud, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations. |
| 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 Report of the Auditors. |
| Use of our report |
| This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors 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. |
| for and on behalf of |
| Chartered Accountant & Statutory Auditor |
| Chancery House |
| 30 St Johns Road |
| Woking |
| Surrey |
| GU21 7SA |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| CONSOLIDATED |
| INCOME STATEMENT |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| Notes | £ |
| TURNOVER | 5 | 695,867 |
| Cost of sales | (42,528 | ) |
| GROSS PROFIT | 653,339 |
| Distribution costs | (43,555 | ) |
| Administrative expenses | (3,617,532 | ) |
| OPERATING LOSS | 7 | (3,007,748 | ) |
| Interest receivable and similar income | 66,644 |
| (2,941,104 | ) |
| Interest payable and similar expenses | 8 | (97,133 | ) |
| LOSS BEFORE TAXATION | (3,038,237 | ) |
| Tax on loss | 9 | (187,053 | ) |
| LOSS FOR THE FINANCIAL PERIOD | ( |
) |
| Loss attributable to: |
| Owners of the parent | (3,225,290 | ) |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| CONSOLIDATED |
| OTHER COMPREHENSIVE INCOME |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| Notes | £ |
| LOSS FOR THE PERIOD | (3,225,290 | ) |
| OTHER COMPREHENSIVE INCOME | - |
| TOTAL COMPREHENSIVE INCOME FOR THE PERIOD |
(3,225,290 |
) |
| Total comprehensive income attributable to: |
| Owners of the parent | (3,225,290 | ) |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| CONSOLIDATED BALANCE SHEET |
| 31 DECEMBER 2024 |
| Notes | £ | £ |
| FIXED ASSETS |
| Intangible assets | 12 | 33,501,041 |
| Tangible assets | 13 | 829,153 |
| Investments | 14 | - |
| 34,330,194 |
| CURRENT ASSETS |
| Debtors | 15 | 1,600 |
| Cash at bank | 5,034,406 |
| 5,036,006 |
| CREDITORS |
| Amounts falling due within one year | 16 | 10,524,794 |
| NET CURRENT LIABILITIES | (5,488,788 | ) |
| TOTAL ASSETS LESS CURRENT LIABILITIES | 28,841,406 |
| CREDITORS |
| Amounts falling due after more than one year | 17 | 29,686,400 |
| NET LIABILITIES | (844,994 | ) |
| CAPITAL AND RESERVES |
| Called up share capital | 21 | 1 |
| Share premium | 22 | 11,571,376 |
| Capital redemption reserve | 22 | 4,995,125 |
| Retained earnings | 22 | (17,411,496 | ) |
| SHAREHOLDERS' FUNDS | (844,994 | ) |
| The financial statements were approved by the Board of Directors and authorised for issue on 20 May 2025 and were signed on its behalf by: |
| W C Cox - Director |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| COMPANY BALANCE SHEET |
| 31 DECEMBER 2024 |
| Notes | £ | £ |
| FIXED ASSETS |
| Intangible assets | 12 |
| Tangible assets | 13 |
| Investments | 14 |
| CURRENT ASSETS |
| Debtors | 15 |
| CREDITORS |
| Amounts falling due within one year | 16 |
| NET CURRENT LIABILITIES | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CREDITORS |
| Amounts falling due after more than one year | 17 |
| NET ASSETS |
| CAPITAL AND RESERVES |
| Called up share capital | 21 |
| Share premium | 22 |
| Capital redemption reserve | 22 |
| Retained earnings | 22 |
| SHAREHOLDERS' FUNDS |
| Company's profit for the financial year | 11,522,578 |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| Called up | Capital |
| share | Retained | Share | redemption | Total |
| capital | earnings | premium | reserve | equity |
| £ | £ | £ | £ | £ |
| Changes in equity |
| Deficit for the period | - | (3,225,290 | ) | - | - | (3,225,290 | ) |
| Preference share redemption | - | (5,000,000 | ) | - | 5,000,000 | - |
| Total comprehensive income | - | (8,225,290 | ) | - | 5,000,000 | (3,225,290 | ) |
| Dividends | - | 3,500,010 | - | - | 3,500,010 |
| Issue of share capital | 1 | - | 11,571,376 | - | 11,571,377 |
| Balance at 31 December 2024 | 1 | (4,725,280 | ) | 11,571,376 | 5,000,000 | 11,846,097 |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| COMPANY STATEMENT OF CHANGES IN EQUITY |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| Called up | Capital |
| share | Retained | Share | redemption | Total |
| capital | earnings | premium | reserve | equity |
| £ | £ | £ | £ | £ |
| Changes in equity |
| Profit for the period | - | 11,522,578 | - | - | 11,522,578 |
| Preference share redemption | - | (5,000,000 | ) | - | - |
| Total comprehensive income | - | - |
| Issue of share capital | - | - |
| Balance at 31 December 2024 |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| CONSOLIDATED CASH FLOW STATEMENT |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| Notes | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | 2,973,635 |
| Tax paid | (378,066 | ) |
| Net cash from operating activities | 2,595,569 |
| Cash flows from investing activities |
| Purchase of tangible fixed assets | (1 | ) |
| Sale of tangible fixed assets | 1 |
| Cash arising on group reorganisation | 8,548,496 |
| Stamp duty paid on acquisition | (289,300 | ) |
| Interest received | 66,644 |
| Net cash from investing activities | 8,325,840 |
| Cash flows from financing activities |
| Amount withdrawn by directors | (3,305,591 | ) |
| Share issue | (1,125 | ) |
| Equity dividends paid | 3,500,010 |
| Net cash from financing activities | 193,294 |
| Increase in cash and cash equivalents | 11,114,703 |
| Cash and cash equivalents at beginning of period |
2 |
- |
| Cash and cash equivalents at end of period | 2 | 5,034,406 |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 1. | RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
| £ |
| Loss before taxation | (3,038,237 | ) |
| Depreciation charges | 3,740,931 |
| Finance costs | 97,133 |
| Finance income | (66,644 | ) |
| 733,183 |
| Decrease in stocks | 9,084,060 |
| Increase in trade and other debtors | (27,870 | ) |
| Decrease in trade and other creditors | (6,815,738 | ) |
| Cash generated from operations | 2,973,635 |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
| Period ended 31 December 2024 |
| 31.12.24 | 16.12.23 |
| £ | £ |
| Cash and cash equivalents | 5,034,406 | - |
| 3. | ANALYSIS OF CHANGES IN NET DEBT |
| Other |
| non-cash |
| At 16.12.23 | Cash flow | changes | At 31.12.24 |
| £ | £ | £ | £ |
| Net cash |
| Cash at bank | - | 5,034,406 | 5,034,406 |
| - | 5,034,406 | 5,034,406 |
| Debt |
| Debts falling due |
| within 1 year | - | - | (5,000,000 | ) | (5,000,000 | ) |
| Debts falling due |
| after 1 year | - | - | (29,686,400 | ) | (29,686,400 | ) |
| - | - | (34,686,400 | ) | (34,686,400 | ) |
| Total | - | 5,034,406 | (34,686,400 | ) | (29,651,994 | ) |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 4. | MAJOR NON-CASH TRANSACTIONS |
| During the period there was a restructure of the group. On 22nd December 2023, 100% of the share capital of Coxco Holdings Limited was acquired by Coxcocapital Limited. |
| The consideration for this transaction was as follows: |
| Cash consideration £6,600,001 |
| Preference Shares £39,686,400 |
| Share Capital £1,124 |
| Share Premium £11,571,376 |
| Total consideration £57,858,901 |
| None of this consideration resulted in a physical cash payment, as the cash consideration element has been credited to the Directors' Loan Account. |
| Similarly, although there has been a £5,000,000 redemption of preference shares in the period, this has been credited to the Directors' Loan Account, rather than a physical payment occurring. |
| As a result, the above transactions are not shown in the Cash Flow Statement, instead there are directors drawings recorded. |
| On acquisition there was cash in the subsidiaries amounting to £8,548,496, which has been disclosed on the face of the Cash Flow Statement, within investing activities. |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| ERROR MESSAGES FROM THE CONSOLIDATED CASH FLOW STATEMENT |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| ** | CURRENT YEAR - MOVEMENT IN CASH AND CASH EQUIVALENTS |
| AS CALCULATED IN CONSOLIDATED CASH FLOW STATEMENT |
| DOES NOT AGREE TO MOVEMENT PER BALANCE SHEET |
| COMPARE MOVEMENT ON CONSOLIDATED CASH FLOW STATEMENT | = | 11,114,703 |
| TO | MOVEMENT PER BALANCE SHEET |
| CASH AND CASH EQUIVALENTS | = | 5,034,406 |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 1. | STATUTORY INFORMATION |
| Coxcocapital Limited is a |
| The presentation currency of the financial statements is the Pound Sterling (£). |
| 2. | STATEMENT OF COMPLIANCE |
| These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. |
| 3. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| The financial statements have been prepared under the historical cost convention. |
| 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. |
| The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied, to all the years presented, unless otherwise stated. |
| Basis of consolidation |
| On the 22nd of December 2023 Coxcocapital Limited acquired the shares in Coxco Holdings Limited in exchange for a combination of cash, redeemable preference shares and ordinary share capital. |
| The consolidated financial statements present the results of Coxcocapital and its owned subsidiaries ("the Group") as if they formed 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 Income from the date on which control is obtained. They are deconsolidated from the date control ceases. |
| Related party exemption |
| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
| Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 3. | ACCOUNTING POLICIES - continued |
| Turnover |
| Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods has transferred to the buyer, which is on delivery. Delivery is deemed to have taken place on the earlier of: |
| - Delivery to agent or carrier |
| - Delivery to the customer |
| - Collection from site |
| - Dispatch of goods in the post |
| Customers are able to return goods within 30 days of delivery and such returns are debited to sales once the return has been issued. |
| Purchase rebates |
| Purchase rebates from suppliers are recognised in the period in which they were earned and are credited to the profit & loss against the value of purchases. |
| 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 Income Statement over its useful economic life. |
| A ten year amortisation period for goodwill has been chosen as the directors are of the opinion that this period most accurately reflects the goodwill life. |
| Investments in subsidiaries |
| Investments in subsidiary undertakings are shown at cost with impairment losses recognised in profit or loss. The director reviews the investments for impairment on an annual basis. |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 3. | ACCOUNTING POLICIES - continued |
| Tangible fixed assets |
| Tangible fixed assets under the cost model are stated at a 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 | 50 years |
| Leasehold improvements | 10 years |
| Plant and machinery | 8 years |
| Fixtures and fittings | 10 years |
| Motor vehicles | 4 years |
| Computer equipment | 5 years |
| Note that the fixtures and fittings with a cost of £44,933 are not being depreciated as these are considered to be collectibles, with a residual value in excess of the original cost. |
| 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. |
| Tangible assets are derecognised on disposal or when no future economic benefits are expected. On disposal, the difference between the net disposal proceeds and the carrying amount is recognised in profit or loss. |
| Impairment of assets |
| At each reporting date fixed assets are reviewed to determine whether there is any indication that those assets have suffered an impairment loss. If there is an indication of possible impairment, the recoverable amount of any affected asset is estimated and compared with its carrying amount. If estimated recoverable amount is lower, the carrying amount is reduced to its estimated recoverable amount, and an impairment loss is recognised immediately in profit or loss. |
| If an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but not in excess of the amount that would have been determined had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised immediately in profit or loss. |
| Debtors |
| Short term debtors are measured at transaction price, less any impairment. |
| Creditors |
| Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transactions costs, and are measured subsequently at amortised costs using the effective interest method |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 3. | ACCOUNTING POLICIES - continued |
| Taxation |
| Current tax is recognised for the amount of income tax payable in respect of the taxable profit for the current or past reporting periods using the tax rates and laws that have been enacted or substantively enacted by the reporting date. |
| Deferred tax is recognised in respect of all timing differences at the reporting date, except as otherwise indicated. |
| Deferred tax assets are only recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. If and when all conditions for retaining tax allowances for the cost of a fixed asset have been met, the deferred tax is reversed. |
| Deferred tax is calculated using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference. |
| The tax expense (income) is presented either in profit or loss, other comprehensive income or equity depending on the transaction that resulted in the tax expense (income). |
| Foreign currencies |
| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
| Pension costs and other post-retirement benefits |
| The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations. |
| The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability ain the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds. |
| Provisions for liabilities |
| Provisions are recognised when the group has a present (legal or constructive) obligation as a result of a past event; it is probable that an outflow of resources will be required to settle the obligation; and the amount of the obligation can be estimated reliably. |
| The amount recognised as a provision is the best estimate of the consideration required to settle the present recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. |
| Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value using a pre-tax discount rate. The unwinding of the discount is recognised as a finance costs in profit or loss in the period it arises. |
| The group recognises a provision for annual leave accrued by employees for services rendered in the current period, and which employees are entitled to carry forward and use within the next 12 months, measured at the salary costs payable for the period of absence. |
| Dividends |
| Dividends are recognised when they become legally payable. |
| Grant income |
| Income received in relation to grants are classified either as relating to revenue or to assets. |
| Grants relating to revenue are recognised in other income on a systematic basis over the periods in which the entity recognises the related costs for which the grant is intended to compensate. Where a timing difference arises, the income is held on the balance sheet. When received in arrears the expected income is recognises as a debtor so long as the relevant conditions have been satisfied. When received in advance of costs, the income is held as deferred income and systematically released to the profit and loss in the periods the cost is incurred. |
| Grants relating to assets are recognised initially as deferred income and released to other income on a systematic basis over the expected useful life of the asset. |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 4. | CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY |
| The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for the assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. |
| The estimates and assumptions made by management in the course of preparing the financial statements are set out below: |
| (i) Useful economic life of tangible assets |
| The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets. |
| (ii) Stock provisioning |
| The group's products are subject to changing industry demands and market trends. As a result it is necessary to consider the recoverability of the cost of stock and the associated provisioning required. When calculating the stock provision, management considers the nature and condition of the stock, as well as applying assumptions around anticipated saleability of stock and work in progress. |
| (iii) 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.Goodwill is amortised on a straight line basis to the Income Statement over its useful economic life. A 10 year amortisation period for goodwill has been chosen as the director is of the opinion that this period most accurately reflects the goodwill's life. This fits with the director's future plans for the group and expectations for the future. |
| (iv) Supplier rebates |
| Purchase rebates from suppliers are recognised in the period in which they were earned and are credited to the profit or loss account, against purchases. The estimated accrued amount in the accounts is based on the most recent and up to date estimates provided by suppliers based on their knowledge of purchasing volumes and other criteria required to hit the rebate targets. |
| (v) Impact of accrued purchase rebates on stock |
| In line with general industry practice, at times the company receives rebates from some suppliers in relation to purchases made. At any one time there is stock held on which rebates have or are due to be received, which would reduce the actual unit cost of this stock below the initial amount invoiced. To reflect the impact of these rebates on the stock value, and properly record stock at the lower of cost and net realisable value, an adjustment has been made to lower the value of stock reported. The director has estimated the impact of the purchase rebates on stock by looking at ratios of rebates, purchases and stock. |
| (vi) Preference share maturity disclosures |
| There is some uncertainty around the redemption of the preference shares, however this only effects the maturity disclosures between the amounts due within one year and greater than one year. The directors have estimated the maturity disclosures based on past levels of annual redemption, and the ability of the group to fund further redemption in the next 12 months. |
| 5. | TURNOVER |
| The turnover and loss before taxation are attributable to the one principal activity of the group. |
| An analysis of turnover by geographical market is given below: |
| £ |
| United Kingdom | 58,379,098 |
| Channel Islands | 57,300 |
| 58,436,398 |
| **TURNOVER ENTERED ON CLIENT SCREEN - CURRENT YEAR | 58,436,398 |
| **DOES NOT AGREE TO TURNOVER PER TRIAL BALANCE | 695,867 |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 6. | EMPLOYEES AND DIRECTORS |
| £ |
| Wages and salaries | 280,157 |
| Social security costs | 36,084 |
| Other pension costs | (475 | ) |
| 315,766 |
| The average number of employees during the period was as follows: |
| Administration | 6 |
| Warehouse | 14 |
| Selling | 10 |
| £ |
| Directors' remuneration | 264,000 |
| The number of directors to whom retirement benefits were accruing was as follows: |
| Money purchase schemes | 1 |
| Information regarding the highest paid director is as follows: |
| £ |
| Emoluments etc | 240,000 |
| The above represents gross salary only. In addition, the company made pension contributions on behalf of a director to the value of £10,000. |
| A director received benefits in kind during the 2024 year, paid by Westward Building Services Limited, to the value of £36,324. |
| 7. | OPERATING LOSS |
| The operating loss is stated after charging: |
| £ |
| Depreciation - owned assets | 18,593 |
| Goodwill amortisation | 3,722,338 |
| Auditors' remuneration | 4,000 |
| Other advisory services | 9,767 |
| Taxation compliance services | 750 |
| Other non- audit services | 2,114 |
| Formation costs | (420,000 | ) |
| 8. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| £ |
| Preference dividends | 97,133 |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 9. | TAXATION |
| Analysis of the tax charge |
| The tax charge on the loss for the period was as follows: |
| £ |
| Current tax: |
| UK corporation tax | 185,653 |
| Over/under provision of CT | 1,400 |
| Tax on loss | 187,053 |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the period is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
| £ |
| Loss before tax | 1,613,588 |
| Loss multiplied by the standard rate of corporation tax in the UK of 25 % | 403,397 |
| Effects of: |
| Expenses not deductible for tax purposes | 956,929 |
| Capital allowances in excess of depreciation | (5,164 | ) |
| Deferred tax movement | (422 | ) |
| Total tax charge | 1,354,740 |
| ** | PROFIT BEFORE TAX FOR CURRENT YEAR ON CLIENT SCREEN OF | 1,613,588 |
| DOES NOT AGREE TO AMOUNT ON INCOME STATEMENT OF | (3,038,237 | ) |
| ** | TAX CHARGE FOR CURRENT YEAR ON CLIENT SCREEN OF | 1,354,740 |
| DOES NOT AGREE TO AMOUNT PER TB OF | 187,053 |
| 10. | INDIVIDUAL INCOME STATEMENT |
| As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
| 11. | DIVIDENDS |
| £ |
| B Ordinary shares of 1 each |
| Interim | (3,500,010 | ) |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 12. | INTANGIBLE FIXED ASSETS |
| Group |
| Goodwill |
| £ |
| COST |
| Additions | 37,223,379 |
| At 31 December 2024 | 37,223,379 |
| AMORTISATION |
| Amortisation for period | 3,722,338 |
| At 31 December 2024 | 3,722,338 |
| NET BOOK VALUE |
| At 31 December 2024 | 33,501,041 |
| During the period, on 22nd December 2023, 100% of the share capital of Coxco Holdings Limited was acquired. |
| The consideration for this transaction was as follows: |
| Cash consideration £6,600,001 |
| Preference Shares £39,686,400 |
| Share Capital £1,124 |
| Share Premium £11,571,376 |
| Total consideration £57,858,901 |
| The excess of the consideration paid over the fair value of the assets acquired has been recorded as a goodwill addition. |
| 13. | TANGIBLE FIXED ASSETS |
| Group |
| Freehold | Long | Plant and |
| property | leasehold | machinery |
| £ | £ | £ |
| COST |
| At 16 December 2023 | - | (49,738 | ) | (277,345 | ) |
| Additions | 800,000 | 36,024 | 104,580 |
| Disposals | - | - | 19,632 |
| At 31 December 2024 | 800,000 | (13,714 | ) | (153,133 | ) |
| DEPRECIATION |
| At 16 December 2023 | - | (13,714 | ) | (175,578 | ) |
| Charge for period | 16,000 | - | 2,593 |
| Eliminated on disposal | - | - | 19,632 |
| At 31 December 2024 | 16,000 | (13,714 | ) | (153,353 | ) |
| NET BOOK VALUE |
| At 31 December 2024 | 784,000 | - | 220 |
| At 15 December 2023 | - | (36,024 | ) | (101,767 | ) |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 13. | TANGIBLE FIXED ASSETS - continued |
| Group |
| Fixtures |
| and | Motor | Computer |
| fittings | vehicles | equipment | Totals |
| £ | £ | £ | £ |
| COST |
| At 16 December 2023 | (121,611 | ) | (328,371 | ) | (88,454 | ) | (865,519 | ) |
| Additions | 80,424 | 154,580 | 30,614 | 1,206,222 |
| Disposals | 9,080 | 95,888 | - | 124,600 |
| At 31 December 2024 | (32,107 | ) | (77,903 | ) | (57,840 | ) | 465,303 |
| DEPRECIATION |
| At 16 December 2023 | (86,120 | ) | (173,791 | ) | (57,840 | ) | (507,043 | ) |
| Charge for period | - | - | - | 18,593 |
| Eliminated on disposal | 9,080 | 95,888 | - | 124,600 |
| At 31 December 2024 | (77,040 | ) | (77,903 | ) | (57,840 | ) | (363,850 | ) |
| NET BOOK VALUE |
| At 31 December 2024 | 44,933 | - | - | 829,153 |
| At 15 December 2023 | (35,491 | ) | (154,580 | ) | (30,614 | ) | (358,476 | ) |
| Included within freehold property is property that was acquired with an original cost of £580,000 in Coxco Holdings Limited. At the consolidation date the net book value was £466,861, however this has been uplifted to a fair value of £800,000 at the consolidation date, in order to correctly reflect the fair value of the asset at that date. |
| 14. | FIXED ASSET INVESTMENTS |
| Company |
| Shares in |
| group |
| undertakings |
| £ |
| COST |
| Additions |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
| Subsidiaries |
| Registered office: Burraton Road, Saltash, Cornwall, PL12 6LU |
| Nature of business: |
| % |
| Class of shares: | holding |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 14. | FIXED ASSET INVESTMENTS - continued |
| Registered office: Burraton Road, Saltash, Cornwall, PL12 6LU |
| Nature of business: |
| % |
| Class of shares: | holding |
| The shares in Westward Building Services Limited are held indirectly by the subsidiary Coxco Holdings Limited. |
| 15. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| Group | Company |
| £ | £ |
| Amounts owed by group undertakings | - |
| Other debtors | 1,417 |
| Prepayments | 183 |
| 1,600 |
| 16. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| Group | Company |
| £ | £ |
| Preference shares (see note 18) | 5,000,000 |
| Amounts owed to group undertakings | 1,774,232 |
| Tax | 54,000 |
| Social security and other taxes | 13,815 |
| VAT | 21,824 | - |
| Other creditors | 1,470 |
| Directors' current accounts | 3,639,493 | 3,639,493 |
| Accruals and deferred income | 19,960 |
| 10,524,794 |
| 17. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| Group | Company |
| £ | £ |
| Preference shares (see note 18) | 29,686,400 |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 18. | LOANS |
| An analysis of the maturity of loans is given below: |
| Group | Company |
| £ | £ |
| Amounts falling due within one year or on | demand: |
| Preference shares | 5,000,000 | 5,000,000 |
| Amounts falling due between one and two years: |
| Preference shares | 1,000,000 | 1,000,000 |
| Amounts falling due between two and five years: |
| Preference shares | 3,000,000 | 3,000,000 |
| Amounts falling due in more than five years: |
| Repayable otherwise than by instalments |
| Preference shares | 25,686,400 | 25,686,400 |
| Details of shares shown as liabilities are as follows: |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal |
| value: | £ |
| Preference | 1 | 34,686,400 |
| On 22 December 2023, preference shares totalling £39,686,400 were issued at a nominal value of £1 each. |
| On 23 October 2024, a total of £5,000,000 preference shares were redeemed. |
| The preference dividend rate is at 0.25% per annum and the shares hold no voting rights. |
| The preference shares are redeemable on demand with a minimum redemption of £1,000,000 at a time, with a maximum redemption of £5,000,000 unless varied by an ordinary resolution. |
| 19. | LEASING AGREEMENTS |
| Minimum lease payments fall due as follows: |
| Group |
| Non- cancellable | operating leases |
| £ |
| Within one year | 154,814 |
| Between one and five years | 586,793 |
| In more than five years | 109,409 |
| 851,016 |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 20. | PROVISIONS FOR LIABILITIES |
| Group |
| Deferred |
| tax |
| £ |
| Provided during period | (422 | ) |
| Acquired on group restructure | 60,422 |
| Balance at 31 December 2024 | 60,000 |
| Group |
| BALANCE ABOVE AT END OF YEAR RE DEFERRED TAX ON CLIENT SCREEN OF | 60,000 |
| DOES NOT AGREE TO CURRENT YEAR TOTAL OF ACCOUNTS PER TB | - |
| PLEASE CHECK CLIENT SCREEN - NOTES TO FINANCIAL STATEMENTS - BALANCE SHEET ITEMS - PROVISIONS FOR LIABILITIES - MOVEMENT IN PROVISIONS ETC |
| Please note: a deferred tax asset should be entered as a negative balance (i.e. include a "-" sign) |
| 21. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal |
| value: | £ |
| B Ordinary | 1 | 1 |
| On incorporation, 2 B Ordinary shares were issued for par value. |
| As part of a share exchange agreement, 900 B Ordinary shares were issued for par value and 224 B Ordinary shares were issued for £51,658.93 each, resulting in £51,657.93 premium per share. |
| 22. | RESERVES |
| Group |
| Capital |
| Retained | Share | redemption |
| earnings | premium | reserve | Totals |
| £ | £ | £ | £ |
| At 16 December 2023 | (12,686,216 | ) | - | (4,875 | ) | (12,691,091 | ) |
| Deficit for the period | (3,225,290 | ) | (3,225,290 | ) |
| Dividends | 3,500,010 | 3,500,010 |
| Cash share issue | - | 11,571,376 | - | 11,571,376 |
| Preference share redemption | (5,000,000 | ) | - | 5,000,000 | - |
| At 31 December 2024 | (17,411,496 | ) | 11,571,376 | 4,995,125 | (844,995 | ) |
| Company |
| Capital |
| Retained | Share | redemption |
| earnings | premium | reserve | Totals |
| £ | £ | £ | £ |
| Profit for the period |
| Cash share issue | - | 11,571,376 | - | 11,571,376 |
| Preference share redemption | (5,000,000 | ) | - | 5,000,000 | - |
| At 31 December 2024 | 23,093,954 |
| COXCOCAPITAL LIMITED (REGISTERED NUMBER: 15355297) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE PERIOD 16 DECEMBER 2023 TO 31 DECEMBER 2024 |
| 22. | RESERVES - continued |
| The retained earnings at the consolidated level are negative. However, at each of the individual company levels within the group there are positive reserves. |
| There are positive reserves in the Coxcocapital Limited individual accounts to support the preference share redemption that occurred in the period. |
| 23. | PENSION COMMITMENTS |
| The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £19,187. Contributions totalling £Nil were payable to the fund at the reporting date. |
| 24. | RELATED PARTY DISCLOSURES |
| The Directors |
| On 22nd December 2023 the Directors were issued a mixture of equity shares and redeemable preference shares. Initial cash consideration was also payable to the Directors of £6,600,001 by Coxcocapital Limited. |
| At the date of the restructure, a directors loan account balance was acquired totalling £4,752,045 (in debit). |
| During the period, repayments of loans and advances of the above cash consideration were made to the directors totalling £3,305,596. |
| During the period, interest on redeemable preference shares was earned by the directors of £97,133. |
| During the period, £5,000,000 of redeemable preference shares were redeemed against director loan accounts. |
| The company did not declare any dividends to the directors in the period. |
| The balance owed to the directors at the current period end was £3,639,493. |
| Powertoolmate Prizes Limited |
| Powertoolmate Prizes Limited is a company with Directors in common. |
| The group sold goods with a value of £3,957,646 inclusive of VAT, to Powertoolmate Prizes Limited. £3,704,792 of these sales were paid for in full during the period. In addition, £160,061 was received in the period in relation to opening trade debtors acquired on restructure. |
| The group recharged VAT inclusive expenses of £408,743 to Powertoolmate Prizes Limited this year of which £408,743 has been paid in full. |
| Transfers of £121 were received by the group from Powertoolmate Prizes Limited. |
| At the period end, Powertoolmate Prizes Limited owed the group £253,724 of which £871 is held within Other Debtors. |
| 25. | ULTIMATE CONTROLLING PARTY |
| There is no ultimate controlling party by virtue of the shareholding structure of Coxcocapital Limited. |
| 26. | CONTINGENT LIABILITIES |
| Westward Building Services Ltd entered into an Unlimited Debenture dated 16 May 2002 with its bankers incorporating a fixed and floating charge over the assets of that company. |