Company registration number 13767896 (England and Wales)
VISTA HOLDCO LIMITED
ANNUAL REPORT AND CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
VISTA HOLDCO LIMITED
COMPANY INFORMATION
Directors
Mr K McClure
Mr M Scoffield
(Appointed 4 December 2024)
Mr S A Chantler
(Appointed 6 March 2025)
Company number
13767896
Registered office
Units 2 & 3 Catheralls Industrial Estate
Brookhill Way
Buckley
Flintshire
CH7 3PS
Auditor
Xeinadin Audit Limited
2 Hilliards Court
Chester Business Park
Chester
Cheshire
CH4 9QP
VISTA HOLDCO LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Profit and loss account
8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 35
VISTA HOLDCO LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 1 -
The directors present the strategic report for the year ended 30 September 2024.
Review of the business
During 2024 the group continued to operate in extremely challenging and competitive markets, with the biggest challenges being the uncertainty of House Builders call off programmes. This resulted in lower than anticipated installation volumes in the year compared to the prior year. There are however some positive indicators from House Builders that they expect an uplift in their sales volumes in the second half of 2025.
The new build side of the business continued with its strategy to widen the customer base to reduce dependency on any one house builder, and has shown further success in this regard, opening further accounts with new National Housebuilders across a number of new regions. There was also success in a Barratt/ David Wilson Homes tender process securing several regions with this house builder for the first time.
This year was to be a year of consolidation for Europlas PVCU Ltd, we made the decision to open one new branch in South Wales (Pontypridd) but this didn’t happen to due building warranty delays.
We used this as an opportunity to develop our own marketing department, to gain more of a presence digitally in our branch geographics, by maximising the existing seven branches turnover, by direct mailing, using Facebook, Tik-Tock, Instagram, Linked In mediums for all customer prospects in their own regions.
We also added different revenue streams to our portfolio, for example Aluminium Windows, Liquid rubber roofing, hygiene/shower panels & Shadow cladding to name a few.
Europlas turnover increased from previous year of £5.5 million in 2022-2023 to £6.9 million in 2023 – 2024
This financial year also included group acquisition of two companies, one in Livingston, Scotland and the other in Wigan, Lancashire, for strategic reasons, relating to UPVC frame manufacture and new build growth. This has given an opportunity for Europlas to open new branches aligned to these two locations. Moving into 2024-2025, Europlas plans to open three new branches, in Livingston, Glasgow and the Wigan area.
Principal risks and uncertainties
The Directors consider the key risks facing the company are continuing macroeconomic pressures, the cost of living crisis, uncertainty in the mortgage market and high levels of employment in the UK impacting recruitment. It is too early to say what effect the change of Government is going to have on the housing market as this time.
In order to retain key shopfloor, office and field based staff the company continue to subscribe to the guidelines within The Real Living Wage Foundation and awarded a 5% increase in salaries across the board, which in turn will benefit the Business when recruiting.
Key performance indicators
Delivery of the company's strategic objectives is monitored periodically by the directors using the following key performance indicators:
Management Accounts
Order Book Value
Turnover
Daily Production Reports
Cashflow
Operating Profit
Cash Reserves
Capital Expenditure
Customer and Staff Retention
VISTA HOLDCO LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 2 -
Mr K McClure
Director
23 April 2025
VISTA HOLDCO LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 3 -
The directors present their annual report and financial statements for the year ended 30 September 2024.
Principal activities
The principal activity of the company and group continued to be that of PVCU window manufacturer, fitter and seller.
Results and dividends
The results for the year are set out on page 8.
No ordinary dividends were paid. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr K McClure
Mr C O'Riordan
(Resigned 29 July 2024)
Mr G McGrath
(Appointed 29 July 2024 and resigned 6 March 2025)
Mr M Scoffield
(Appointed 4 December 2024)
Mr D Leng
(Appointed 4 December 2024 and resigned 5 February 2025)
Mr S A Chantler
(Appointed 6 March 2025)
Disabled persons
Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.
Employee involvement
The group's policy is to consult and discuss with employees, where appropriate, in matters that are likely to affect employees' interests. The Group has also recently introduced a staff survey process.
Information about matters of concern to employees is given through a weekly newsletter informing employees of activities within the Group in order to seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance, as well as promoting any awards that have been won and other achievements made.
Auditor
In accordance with the company's articles, a resolution proposing that be reappointed as auditor of the group will be put at a General Meeting.
VISTA HOLDCO LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 4 -
Statement of directors' responsibilities
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 group and company, 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 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 and company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.
Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
On behalf of the board
Mr K McClure
Director
23 April 2025
VISTA HOLDCO LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF VISTA HOLDCO LIMITED
- 5 -
Opinion
We have audited the financial statements of Vista Holdco Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including 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 the parent company's affairs as at 30 September 2024 and of the group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
The information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
VISTA HOLDCO LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VISTA HOLDCO LIMITED
- 6 -
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 their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept 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, 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 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 parent company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
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:
· Enquiry of management and those charged with governance around actual and potential litigation and claims;
· Reviewing minutes of meetings of those charged with governance;
· Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the formal course of business and reviewing accounting estimates for bias;
· Enquiry of management and those charged with governance to identify any instances of non-compliance with laws and regulations.
VISTA HOLDCO LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VISTA HOLDCO LIMITED
- 7 -
The potential effect of these laws and regulations on the financial statements varies considerably.
Firstly, the company and group are subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation), distributable profits legislation and taxation legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.
Secondly, the company and group are subject to many other laws and regulations where the consequence of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance the imposition of fines or litigation or the loss of the company’s license to operate. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and other management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
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.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Alastair Jeffcott BA FCA (Senior Statutory Auditor)
23 April 2025
For and on behalf of Xeinadin Audit Limited, Statutory Auditor
Chartered Accountants
2 Hilliards Court
Chester Business Park
Chester
Cheshire
CH4 9QP
VISTA HOLDCO LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 8 -
2024
2023
Notes
£
£
Turnover
3
28,085,781
22,703,363
Cost of sales
(19,691,610)
(14,042,148)
Gross profit
8,394,171
8,661,215
Administrative expenses
(8,014,845)
(6,001,620)
Other operating income
266,103
76,875
Operating profit
4
645,429
2,736,470
Interest receivable and similar income
8
41,113
5,795
Interest payable and similar expenses
9
(514,540)
(467,733)
Profit before taxation
172,002
2,274,532
Tax on profit
10
(135,707)
(594,812)
Profit for the financial year
36,295
1,679,720
Profit for the financial year is all attributable to the owners of the parent company.
VISTA HOLDCO LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 9 -
2024
2023
£
£
Profit for the year
36,295
1,679,720
Other comprehensive income
-
-
Cash flow hedges gain arising in the year
Total comprehensive income for the year
36,295
1,679,720
Total comprehensive income for the year is all attributable to the owners of the parent company.
VISTA HOLDCO LIMITED
GROUP BALANCE SHEET
AS AT
30 SEPTEMBER 2024
30 September 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Goodwill
11
3,660,703
3,545,346
Tangible assets
12
1,510,921
686,047
5,171,624
4,231,393
Current assets
Stocks
16
1,705,545
1,297,549
Debtors
17
5,252,588
3,314,652
Cash at bank and in hand
2,119,440
3,669,733
9,077,573
8,281,934
Creditors: amounts falling due within one year
18
(5,941,152)
(4,176,361)
Net current assets
3,136,421
4,105,573
Total assets less current liabilities
8,308,045
8,336,966
Creditors: amounts falling due after more than one year
19
(4,541,002)
(4,866,526)
Provisions for liabilities
Provisions
22
169,815
63,259
Deferred tax liability
24
282,849
129,097
(452,664)
(192,356)
Net assets
3,314,379
3,278,084
Capital and reserves
Called up share capital
27
1,056
1,073
Share premium account
1,223,919
1,373,927
Capital redemption reserve
150,008
Profit and loss reserves
1,939,396
1,903,084
Total equity
3,314,379
3,278,084
The financial statements were approved by the board of directors and authorised for issue on 23 April 2025 and are signed on its behalf by:
23 April 2025
Mr K McClure
Director
Company registration number 13767896 (England and Wales)
VISTA HOLDCO LIMITED
COMPANY BALANCE SHEET
AS AT 30 SEPTEMBER 2024
30 September 2024
- 11 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
13
10,534,887
10,534,884
Current assets
Debtors
17
17,515
4,136
Cash at bank and in hand
975
10,155
18,490
14,291
Creditors: amounts falling due within one year
18
(2,615,377)
(1,688,219)
Net current liabilities
(2,596,887)
(1,673,928)
Total assets less current liabilities
7,938,000
8,860,956
Creditors: amounts falling due after more than one year
19
(4,251,243)
(4,851,526)
Net assets
3,686,757
4,009,430
Capital and reserves
Called up share capital
27
1,056
1,073
Share premium account
1,223,919
1,373,927
Capital redemption reserve
150,008
Profit and loss reserves
2,311,774
2,634,430
Total equity
3,686,757
4,009,430
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £322,674 (2023 - £200,774 loss).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The financial statements were approved by the board of directors and authorised for issue on 23 April 2025 and are signed on its behalf by:
23 April 2025
Mr K McClure
Director
Company registration number 13767896 (England and Wales)
VISTA HOLDCO LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 12 -
Share capital
Share premium account
Capital redemption reserve
Own shares
Profit and loss reserves
Total
Notes
£
£
£
£
£
£
Balance at 1 October 2022
1,073
1,373,927
223,364
1,598,364
Year ended 30 September 2023:
Profit and total comprehensive income
-
-
-
-
1,679,720
1,679,720
Balance at 30 September 2023
1,073
1,373,927
1,903,084
3,278,084
Year ended 30 September 2024:
Profit and total comprehensive income
-
-
-
-
36,295
36,295
Own shares acquired
-
-
-
17
17
34
Disposals of own shares
-
-
-
(17)
-
(17)
Redemption of shares
27
-
-
150,008
-
-
150,008
Reduction of shares
27
(17)
-
-
-
-
(17)
Other movements
-
(150,008)
-
-
-
(150,008)
Balance at 30 September 2024
1,056
1,223,919
150,008
1,939,396
3,314,379
VISTA HOLDCO LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 13 -
Share capital
Share premium account
Capital redemption reserve
Own shares
Profit and loss reserves
Total
Notes
£
£
£
£
£
£
Balance at 1 October 2022
1,073
1,373,927
2,835,204
4,210,204
Year ended 30 September 2023:
Loss and total comprehensive income for the year
-
-
-
-
(200,774)
(200,774)
Balance at 30 September 2023
1,073
1,373,927
2,634,430
4,009,430
Year ended 30 September 2024:
Profit and total comprehensive income
-
-
-
-
(322,673)
(322,673)
Own shares acquired
-
-
-
17
17
34
Disposals of own shares
-
-
-
(17)
-
(17)
Redemption of shares
27
-
-
150,008
-
-
150,008
Reduction of shares
27
(17)
-
-
-
-
(17)
Other movements
-
(150,008)
-
-
-
(150,008)
Balance at 30 September 2024
1,056
1,223,919
150,008
2,311,774
3,686,757
VISTA HOLDCO LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 14 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
33
598,452
2,417,041
Interest paid
(514,540)
(467,733)
Income taxes paid
(143,259)
(278,812)
Net cash (outflow)/inflow from operating activities
(59,347)
1,670,496
Investing activities
Purchase of business
-
(136,215)
Purchase of intangible assets
(562,272)
-
Purchase of tangible fixed assets
(1,208,320)
(223,345)
Proceeds from disposal of tangible fixed assets
26,575
8,882
Interest received
41,113
5,795
Net cash used in investing activities
(1,702,904)
(344,883)
Financing activities
Redemption of shares
(17)
Purchase of treasury shares
34
Sale of treasury shares
(17)
Repayment of bank loans
(243,272)
(230,023)
Payment of finance leases obligations
455,230
(129,221)
Net cash generated from/(used in) financing activities
211,958
(359,244)
Net (decrease)/increase in cash and cash equivalents
(1,550,293)
966,369
Cash and cash equivalents at beginning of year
3,669,733
2,703,364
Cash and cash equivalents at end of year
2,119,440
3,669,733
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 15 -
1
Accounting policies
Company information
Vista Holdco Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Units 2 & 3 Catheralls Industrial Estate, Brookhill Way, Buckley, Flintshire, CH7 3PS.
The group consists of Vista Holdco Limited and all of its subsidiaries.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
1.2
Business combinations
In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.
Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 16 -
1.3
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Vista Holdco Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 30 September 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.
Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.
If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.
Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.
1.4
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.5
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes.
Retentions are written off each year against income until their receipt becomes virtually certain. Retentions previously written off are recognised on receipt.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
1.6
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 17 -
1.7
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.8
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Software
5 years straightline
1.9
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Leasehold improvements
33.33% reducing balance
Plant and equipment
33.33% reducing balance
Fixtures and fittings
33.33% reducing balance
Computers
33.33% reducing balance
Motor vehicles
33.33% reducing balance
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 18 -
1.10
Fixed asset investments
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
Any deferred consideration that is contingent on future performance targets is recognised at it's net present value in the year it is agreed, to the extent that is is probable that the future performance targets will be met.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.
Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.
In the parent company financial statements, investments in associates are accounted for at cost less impairment.
Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.11
Impairment of fixed assets
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 19 -
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.12
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.13
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.14
Financial instruments
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 20 -
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 21 -
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
1.15
Equity instruments
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
1.16
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are 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. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.17
Provisions
Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, 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. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
1
Accounting policies
(Continued)
- 22 -
1.18
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.19
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.20
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
2
Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 23 -
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Deferred Consideration
Any deferred consideration that is contingent on future performance targets is recognised at it's net present value in the year it is agreed, to the extent that is is probable that the future performance targets will be met. There is however always the potential that the company will not meet performance targets. This would effect the company's creditors and investment valuation in a subsequent period if the conditions are not met.
Valuation of work in progress
Work in progress in the accounts is valued as the percentage of a plot's completion in comparison to it's projected costs. Variations to a plot's completion progress could result in under or over expenditure recognition.
Determining residual values and useful economic lifes of plant and equipment
The company depreciates tangible assets over their estimated useful lives based on historic performance. The actual lives can vary. Judgement is applied also in the residual values of plant and equipment. When determining the residual value the directors aim to assess the amount that the asset would currently obtain if the asset were disposed using market prices where possible.
3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
New build sales
25,563,397
16,731,556
Retail sales
163,492
140,556
Service calls
654,036
467,135
Trade counter sales
1,704,856
5,364,116
28,085,781
22,703,363
2024
2023
£
£
Other revenue
Interest income
41,113
5,795
4
Operating profit
2024
2023
£
£
Operating profit for the year is stated after charging/(crediting):
Research and development costs
9,125
-
Depreciation of owned tangible fixed assets
366,350
302,377
Depreciation of tangible fixed assets held under finance leases
-
6,826
(Profit)/loss on disposal of tangible fixed assets
(9,478)
6,101
Amortisation of intangible assets
446,915
411,530
Operating lease charges
589,490
276,286
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 24 -
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
6,000
3,800
Audit of the financial statements of the company's subsidiaries
32,600
18,700
38,600
22,500
For other services
All other non-audit services
18,325
17,820
6
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
Production
220
108
-
-
Retail
60
27
-
-
Administration
1
27
1
1
Total
281
162
1
1
Their aggregate remuneration comprised:
Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
7,503,856
4,717,722
481,723
82,544
Social security costs
699,135
424,914
30,793
5,130
Pension costs
145,674
99,498
3,337
1,536
8,348,665
5,242,134
515,853
89,210
7
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
233,930
170,864
Sums paid to third parties for directors' services
-
20,300
233,930
191,164
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
7
Directors' remuneration
(Continued)
- 25 -
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
113,348
36,543
Company pension contributions to defined contribution schemes
1,321
-
Remuneration was paid to third parties for directors services of £106,437 (2023: £36,543).
8
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
41,113
4,918
Other interest income
-
877
Total income
41,113
5,795
9
Interest payable and similar expenses
2024
2023
£
£
Interest on bank overdrafts and loans
79,917
86,021
Interest on finance leases and hire purchase contracts
22,771
2,555
Other interest
411,852
379,157
Total finance costs
514,540
467,733
10
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
31,339
602,519
Adjustments in respect of prior periods
(49,384)
Total current tax
(18,045)
602,519
Deferred tax
Origination and reversal of timing differences
153,752
(7,707)
Total tax charge
135,707
594,812
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
10
Taxation
(Continued)
- 26 -
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
Profit before taxation
172,002
2,274,532
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 22.00%)
43,001
500,397
Tax effect of expenses that are not deductible in determining taxable profit
105,496
120
Tax effect of utilisation of tax losses not previously recognised
17,546
Permanent capital allowances in excess of depreciation
(220,791)
9,678
Amortisation on assets not qualifying for tax allowances
39,304
91,350
Tax at marginal rate
(231)
(200)
Profit/Loss on sale of fixed assets
(2,370)
1,174
Deferred tax movement
153,752
(7,707)
Taxation charge
135,707
594,812
11
Intangible fixed assets
Group
Goodwill
Software
Total
£
£
£
Cost
At 1 October 2023
4,105,239
3,973
4,109,212
Additions - business combinations
562,272
562,272
At 30 September 2024
4,667,511
3,973
4,671,484
Amortisation and impairment
At 1 October 2023
559,893
3,973
563,866
Amortisation charged for the year
446,915
446,915
At 30 September 2024
1,006,808
3,973
1,010,781
Carrying amount
At 30 September 2024
3,660,703
3,660,703
At 30 September 2023
3,545,346
3,545,346
The company had no intangible fixed assets at 30 September 2024 or 30 September 2023.
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 27 -
12
Tangible fixed assets
Group
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
£
Cost
At 1 October 2023
77,975
574,323
327,555
979,853
Additions
71,789
515,567
31,787
66,206
522,971
1,208,320
Disposals
(154,047)
(154,047)
At 30 September 2024
149,764
1,089,890
31,787
66,206
696,479
2,034,126
Depreciation and impairment
At 1 October 2023
13,659
232,512
47,635
293,806
Depreciation charged in the year
22,270
169,035
8,573
7,065
159,407
366,350
Eliminated in respect of disposals
(136,951)
(136,951)
At 30 September 2024
35,929
401,547
8,573
7,065
70,091
523,205
Carrying amount
At 30 September 2024
113,835
688,343
23,214
59,141
626,388
1,510,921
At 30 September 2023
64,316
341,811
279,920
686,047
The company had no tangible fixed assets at 30 September 2024 or 30 September 2023.
The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.
Group
Company
2024
2023
2024
2023
£
£
£
£
Plant and equipment
139,922
115,556
Motor vehicles
162,886
11,093
302,808
126,649
-
-
13
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
14
10,534,887
10,534,884
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
13
Fixed asset investments
(Continued)
- 28 -
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 October 2023
10,534,884
Additions
3
At 30 September 2024
10,534,887
Carrying amount
At 30 September 2024
10,534,887
At 30 September 2023
10,534,884
14
Subsidiaries
Details of the company's subsidiaries at 30 September 2024 are as follows:
Name of undertaking
Address
Class of
% Held
shares held
Direct
Indirect
Rooms & Views Manufacturing Limited
1
Ordinary
100.00
-
Rooms & Views Manufacturing (South Wales & West) Limited
1
Ordinary
0
100.00
Rooms & Views Installations Limited
1
Ordinary
0
100.00
Europlas PVCU Limited
1
Ordinary
0
100.00
Rooms & Views (Retail) Limited
1
Ordinary
0
100.00
R&V New Build Windows Ltd
1
Ordinary
100.00
-
ERV Group Ltd
1
Ordinary
100.00
-
New Build PVCU Windows Ltd
1
Ordinary
100.00
-
Registered office addresses (all UK unless otherwise indicated):
1
Units 2 & 3, Catheralls Industrial Estate, Pinfold Lane, Buckley, Flintshire, CH7 3PS
15
Financial instruments
Group
Company
2024
2023
2024
2023
£
£
£
£
Carrying amount of financial assets include:
Debt instruments measured at amortised cost
4,669,291
3,182,393
n/a
n/a
Carrying amount of financial liabilities include:
Measured at amortised cost
9,593,555
8,339,673
n/a
n/a
As permitted by the reduced disclosure framework within FRS 102, the company has taken advantage of the exemption from disclosing the carrying amount of certain classes of financial instruments, denoted by 'n/a' above.
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 29 -
16
Stocks
Group
Company
2024
2023
2024
2023
£
£
£
£
Raw materials and consumables
1,187,186
804,622
-
-
Work in progress
518,359
492,927
-
-
1,705,545
1,297,549
-
-
17
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
4,155,882
2,990,322
Other debtors
721,049
59,199
17,515
4,136
Prepayments and accrued income
375,657
265,131
5,252,588
3,314,652
17,515
4,136
Trade debtors are stated net of any bad debt provision 2024: £484,541 (2023: £234,958).
In addition to trade debtors, there are amounts due to the company in respect of retentions of £1,640.430 (2023: £1,575,216). In line with accounting policies these are fully provided for.
18
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans
20
286,333
274,322
286,333
274,322
Obligations under finance leases
21
292,251
111,780
Trade creditors
3,367,298
2,338,473
1,637
3,127
Amounts owed to group undertakings
1,965,454
1,037,459
Corporation tax payable
240,836
402,140
Other taxation and social security
535,040
190,984
1,799
2,555
Deferred income
25
112,723
110,090
Other creditors
814,121
383,150
345,257
345,226
Accruals and deferred income
292,550
365,422
14,897
25,530
5,941,152
4,176,361
2,615,377
1,688,219
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 30 -
19
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Debenture loans
20
3,775,000
3,775,000
3,775,000
3,775,000
Bank loans and overdrafts
20
476,243
731,526
476,243
731,526
Obligations under finance leases
21
274,759
Other creditors
15,000
360,000
345,000
4,541,002
4,866,526
4,251,243
4,851,526
20
Loans and overdrafts
Group
Company
2024
2023
2024
2023
£
£
£
£
Debenture loans
3,775,000
3,775,000
3,775,000
3,775,000
Bank loans
762,576
1,005,848
762,576
1,005,848
4,537,576
4,780,848
4,537,576
4,780,848
Payable within one year
286,333
274,322
286,333
274,322
Payable after one year
4,251,243
4,506,526
4,251,243
4,506,526
The debenture loans are issued to a director of the group and the group's ultimate parent. Interest on these loans notes is charged at 10% per annum. Further disclosure can be found in notes 30 and 31.
On the 9 May 2022 Barclays Bank PLC registered fixed and floating charges at Companies House against all assets and property of the Vista Holdco Limited group. The charge also includes cross company guarantee with all companies in the Vista Holdco Company group.
The above loan attracts interest on a floating rate basis under which the interest will never be less that the margin of 3.8% per annum. The loan term is over 5 years and is repayable in monthly instalments.
21
Finance lease obligations
Group
Company
2024
2023
2024
2023
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
292,251
111,780
In two to five years
274,759
567,010
111,780
-
-
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
21
Finance lease obligations
(Continued)
- 31 -
Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
22
Provisions for liabilities
Group
Company
2024
2023
2024
2023
£
£
£
£
169,815
63,259
-
-
Movements on provisions:
Group
£
Additional provisions in the year
169,815
The warranty provision represents the estimated liability Rooms & Views Manufacturing Limited has against faulty manufacture or installation of PVCu windows. Warranties extend for a two year period from the point of sale. However, as the group now has sufficient PI insurance, the provision is considered no longer required.
Provisions are classified based on the amounts that are expected to be settled within the next 12 months - 2024: £0 (2023: £30,553), or more than 12 months - 2024: £0 (2023: £32,706).
Additional provisions in the year are for a TUPE claim in ERV Group of £107,815 that was paid in February 2025. Also, in New Build PVCU Windows Ltd a provision of £62,000 relating to the redundancies of staff made in March 2025.
23
Deferred Consideration
Included in other creditors is deferred consideration in relation to the acquisition of Rooms & Views Manufacturing Limited and its subsidiaries. There is £345,00 falling due within 1 year. The deferred consideration is contingent on future performance targets. The directors have assessed that it is probable that the future performance targets will be met in full. As such the total deferred consideration has been recognised as a liability in the 2024 accounts.
In November 2024 the final payment of deferred consideration of £345,000 was paid in full.
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 32 -
24
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Liabilities
Liabilities
2024
2023
Group
£
£
Accelerated capital allowances
282,849
129,097
The company has no deferred tax assets or liabilities.
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 October 2023
129,097
-
Charge to profit or loss
153,752
-
Liability at 30 September 2024
282,849
-
The deferred tax liability set out above is expected to reverse and relates to accelerated capital allowances that are expected to mature within the same period.
25
Deferred income
Group
Company
2024
2023
2024
2023
£
£
£
£
Other deferred income
112,723
110,090
-
-
Deferred income represents deposits paid on account in advance of windows being manufactured for Trade sales. This entire balance it to be recognised in income within the next 12 months.
26
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
145,674
99,498
A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 33 -
27
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A Shares of 1p each
84,746
84,746
847
847
Ordinary B1 Shares of 1p each
11,299
11,299
113
113
Ordinary B2 Shares of 1p each
7,344
9,039
73
90
Ordinary C Shares of 1p each
2,260
2,260
23
23
105,649
107,344
1,056
1,073
28
Operating lease commitments
Lessee
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
640,392
231,170
-
-
Between two and five years
2,337,624
652,541
-
-
In over five years
2,356,428
337,126
-
-
5,334,444
1,220,837
-
-
29
Events after the reporting date
Subsequent to the year-end, in March 2025, the group undertook a restructuring process within one of its subsidiary companies, resulting in redundancy costs amounting to £62,000. Vista Holdco Limited and Rooms and Views Manufacturing Limited have committed to covering these costs on behalf of the subsidiary.
30
Related party transactions
Remuneration of key management personnel
The remuneration of key management personnel is as follows.
2024
2023
£
£
Aggregate compensation
211,799
276,232
Other information
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
30
Related party transactions
(Continued)
- 34 -
At the year end the group has a loan note issued to its parent entity totalling £3,375,000 (2023: £3,375,000). During the year interest of £337,500 (2023: £337,500) was charged on this loan note.
At the year end the group has a loan note issued to a director totalling £400,000 (2023: £400,000). During the year interest of £40,000 (2023: £40,000) was charged on this loan note.
The group was charged directors fees of £106,437 (2023: £36,543) from its parent entity.
During the year the company had income from management charges to group companies of £717,867 (2023: £415,000).
31
Directors' transactions
At the year end, Rooms and Views Manufacturing Limited has a loan note issue to one of its directors totalling £400,000 (2023: £400,000). During the year, interest was charged on this loan note of £40,000 (2023: £40,000).
32
Controlling party
Foresight Regional Investment III LP (CRN: LP021669) is the ultimate controlling party of Vista Holdco Limited by virtue of its holding of more than 75% of the share capital and voting rights in the company.
33
Cash generated from group operations
2024
2023
£
£
Profit after taxation
36,295
1,679,720
Adjustments for:
Taxation charged
135,707
594,812
Finance costs
514,540
467,733
Investment income
(41,113)
(5,795)
(Gain)/loss on disposal of tangible fixed assets
(9,478)
6,101
Amortisation and impairment of intangible assets
446,915
411,530
Depreciation and impairment of tangible fixed assets
366,350
309,203
Increase in provisions
106,556
-
Movements in working capital:
Increase in stocks
(407,996)
(136,688)
Increase in debtors
(1,937,936)
(805,608)
Increase/(decrease) in creditors
1,385,979
(143,699)
Increase in deferred income
2,633
39,732
Cash generated from operations
598,452
2,417,041
VISTA HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2024
- 35 -
34
Analysis of changes in net debt - group
1 October 2023
Cash flows
30 September 2024
£
£
£
Cash at bank and in hand
3,669,733
(1,550,293)
2,119,440
Borrowings excluding overdrafts
(4,780,848)
243,272
(4,537,576)
Obligations under finance leases
(111,780)
(455,230)
(567,010)
(1,222,895)
(1,762,251)
(2,985,146)
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