OutsideClinic Limited 02788492 false 2023-03-31 2024-03-28 2024-03-28 2024-03-28 The principal activity of the company is the provision of domiciliary healthcare Digita Accounts Production Advanced 6.30.9574.0 true true true false true false false false false false false false false false false false false false false false false false false false false false false false 02788492 2023-03-31 2024-03-28 02788492 2024-03-28 02788492 bus:Director1 bus:Consolidated 2024-03-28 02788492 bus:Director10 bus:Consolidated 2024-03-28 02788492 bus:Director3 bus:Consolidated 2024-03-28 02788492 bus:Director8 bus:Consolidated 2024-03-28 02788492 bus:Director9 bus:Consolidated 2024-03-28 02788492 bus:OrdinaryShareClass1 bus:Consolidated 2024-03-28 02788492 bus:Consolidated 2024-03-28 02788492 core:AcceleratedTaxDepreciationDeferredTax 2024-03-28 02788492 core:AcceleratedTaxDepreciationDeferredTax bus:Consolidated 2024-03-28 02788492 core:ProvisionsDeferredTax 2024-03-28 02788492 core:ProvisionsDeferredTax bus:Consolidated 2024-03-28 02788492 core:TaxLossesCarry-forwardsDeferredTax 2024-03-28 02788492 core:TaxLossesCarry-forwardsDeferredTax bus:Consolidated 2024-03-28 02788492 core:CapitalRedemptionReserve 2024-03-28 02788492 core:CapitalRedemptionReserve bus:Consolidated 2024-03-28 02788492 core:Non-controllingInterests bus:Consolidated 2024-03-28 02788492 core:RetainedEarningsAccumulatedLosses 2024-03-28 02788492 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2024-03-28 02788492 core:RevaluationReserve 2024-03-28 02788492 core:RevaluationReserve bus:Consolidated 2024-03-28 02788492 core:ShareCapital 2024-03-28 02788492 core:ShareCapital bus:Consolidated 2024-03-28 02788492 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2024-03-28 02788492 core:FinanceLeases core:CurrentFinancialInstruments 2024-03-28 02788492 core:FinanceLeases core:CurrentFinancialInstruments bus:Consolidated 2024-03-28 02788492 core:FinanceLeases core:Non-currentFinancialInstruments 2024-03-28 02788492 core:FinanceLeases core:Non-currentFinancialInstruments bus:Consolidated 2024-03-28 02788492 core:CurrentFinancialInstruments core:WithinOneYear 2024-03-28 02788492 core:CurrentFinancialInstruments core:WithinOneYear bus:Consolidated 2024-03-28 02788492 core:Non-currentFinancialInstruments core:AfterOneYear 2024-03-28 02788492 core:Non-currentFinancialInstruments core:AfterOneYear bus:Consolidated 2024-03-28 02788492 core:DevelopmentCostsCapitalisedDevelopmentExpenditure 2024-03-28 02788492 core:DevelopmentCostsCapitalisedDevelopmentExpenditure bus:Consolidated 2024-03-28 02788492 core:Goodwill 2024-03-28 02788492 core:Goodwill bus:Consolidated 2024-03-28 02788492 core:CostValuation 2024-03-28 02788492 core:RevaluationsIncreaseDecreaseInInvestments 2024-03-28 02788492 core:BetweenTwoFiveYears 2024-03-28 02788492 core:BetweenTwoFiveYears bus:Consolidated 2024-03-28 02788492 core:MoreThanFiveYears 2024-03-28 02788492 core:MoreThanFiveYears bus:Consolidated 2024-03-28 02788492 core:WithinOneYear 2024-03-28 02788492 core:WithinOneYear bus:Consolidated 2024-03-28 02788492 core:FurnitureFittingsToolsEquipment 2024-03-28 02788492 core:FurnitureFittingsToolsEquipment bus:Consolidated 2024-03-28 02788492 core:LandBuildings 2024-03-28 02788492 core:LandBuildings bus:Consolidated 2024-03-28 02788492 bus:FRS102 bus:Consolidated 2023-03-31 2024-03-28 02788492 bus:Audited bus:Consolidated 2023-03-31 2024-03-28 02788492 bus:FullAccounts bus:Consolidated 2023-03-31 2024-03-28 02788492 bus:RegisteredOffice bus:Consolidated 2023-03-31 2024-03-28 02788492 bus:Director1 bus:Consolidated 2023-03-31 2024-03-28 02788492 bus:Director10 bus:Consolidated 2023-03-31 2024-03-28 02788492 bus:Director2 2023-03-31 2024-03-28 02788492 bus:Director2 bus:Consolidated 2023-03-31 2024-03-28 02788492 bus:Director3 bus:Consolidated 2023-03-31 2024-03-28 02788492 bus:Director4 bus:Consolidated 2023-03-31 2024-03-28 02788492 bus:Director8 bus:Consolidated 2023-03-31 2024-03-28 02788492 bus:Director9 bus:Consolidated 2023-03-31 2024-03-28 02788492 bus:OrdinaryShareClass1 bus:Consolidated 2023-03-31 2024-03-28 02788492 bus:Consolidated 2023-03-31 2024-03-28 02788492 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 bus:PrivateLimitedCompanyLtd bus:Consolidated 2023-03-31 2024-03-28 02788492 bus:ConsolidatedGroupCompanyAccounts 2023-03-31 2024-03-28 02788492 core:CapitalRedemptionReserve 2023-03-31 2024-03-28 02788492 core:CapitalRedemptionReserve bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Non-controllingInterests bus:Consolidated 2023-03-31 2024-03-28 02788492 core:RetainedEarningsAccumulatedLosses 2023-03-31 2024-03-28 02788492 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2023-03-31 2024-03-28 02788492 core:RevaluationReserve 2023-03-31 2024-03-28 02788492 core:RevaluationReserve bus:Consolidated 2023-03-31 2024-03-28 02788492 core:ShareCapital 2023-03-31 2024-03-28 02788492 core:ShareCapital bus:Consolidated 2023-03-31 2024-03-28 02788492 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2023-03-31 2024-03-28 02788492 countries:UnitedKingdom bus:Consolidated 2023-03-31 2024-03-28 02788492 core:DevelopmentCostsCapitalisedDevelopmentExpenditure 2023-03-31 2024-03-28 02788492 core:DevelopmentCostsCapitalisedDevelopmentExpenditure bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Goodwill 2023-03-31 2024-03-28 02788492 core:Goodwill bus:Consolidated 2023-03-31 2024-03-28 02788492 core:IntangibleAssetsOtherThanGoodwill bus:Consolidated 2023-03-31 2024-03-28 02788492 core:FurnitureFittingsToolsEquipment 2023-03-31 2024-03-28 02788492 core:FurnitureFittingsToolsEquipment bus:Consolidated 2023-03-31 2024-03-28 02788492 core:LandBuildings 2023-03-31 2024-03-28 02788492 core:LandBuildings bus:Consolidated 2023-03-31 2024-03-28 02788492 core:LeaseholdImprovements bus:Consolidated 2023-03-31 2024-03-28 02788492 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2023-03-31 2024-03-28 02788492 core:Subsidiary1 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary1 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary10 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary10 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary11 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary11 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary12 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary12 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary13 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary13 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary14 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary14 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary15 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary15 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary16 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary16 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary17 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary17 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary18 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary18 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary19 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary19 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary2 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary2 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary20 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary20 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary21 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary21 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary22 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary22 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary3 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary3 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary4 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary4 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary5 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary5 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary6 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary6 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary7 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary7 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary8 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary8 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:Subsidiary9 bus:Consolidated 2023-03-31 2024-03-28 02788492 core:Subsidiary9 bus:Consolidated 1 2023-03-31 2024-03-28 02788492 core:UKTax bus:Consolidated 2023-03-31 2024-03-28 02788492 countries:EnglandWales bus:Consolidated 2023-03-31 2024-03-28 02788492 2023-03-30 02788492 bus:Consolidated 2023-03-30 02788492 core:CapitalRedemptionReserve 2023-03-30 02788492 core:CapitalRedemptionReserve bus:Consolidated 2023-03-30 02788492 core:Non-controllingInterests bus:Consolidated 2023-03-30 02788492 core:RetainedEarningsAccumulatedLosses 2023-03-30 02788492 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2023-03-30 02788492 core:RevaluationReserve 2023-03-30 02788492 core:RevaluationReserve bus:Consolidated 2023-03-30 02788492 core:ShareCapital 2023-03-30 02788492 core:ShareCapital bus:Consolidated 2023-03-30 02788492 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2023-03-30 02788492 core:DevelopmentCostsCapitalisedDevelopmentExpenditure 2023-03-30 02788492 core:DevelopmentCostsCapitalisedDevelopmentExpenditure bus:Consolidated 2023-03-30 02788492 core:Goodwill 2023-03-30 02788492 core:Goodwill bus:Consolidated 2023-03-30 02788492 core:FurnitureFittingsToolsEquipment 2023-03-30 02788492 core:FurnitureFittingsToolsEquipment bus:Consolidated 2023-03-30 02788492 core:LandBuildings 2023-03-30 02788492 core:LandBuildings bus:Consolidated 2023-03-30 02788492 2022-03-31 2023-03-30 02788492 2023-03-30 02788492 bus:OrdinaryShareClass1 bus:Consolidated 2023-03-30 02788492 bus:Consolidated 2023-03-30 02788492 core:AcceleratedTaxDepreciationDeferredTax 2023-03-30 02788492 core:AcceleratedTaxDepreciationDeferredTax bus:Consolidated 2023-03-30 02788492 core:ProvisionsDeferredTax 2023-03-30 02788492 core:ProvisionsDeferredTax bus:Consolidated 2023-03-30 02788492 core:TaxLossesCarry-forwardsDeferredTax 2023-03-30 02788492 core:TaxLossesCarry-forwardsDeferredTax bus:Consolidated 2023-03-30 02788492 core:CapitalRedemptionReserve 2023-03-30 02788492 core:CapitalRedemptionReserve bus:Consolidated 2023-03-30 02788492 core:Non-controllingInterests bus:Consolidated 2023-03-30 02788492 core:RetainedEarningsAccumulatedLosses 2023-03-30 02788492 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2023-03-30 02788492 core:RevaluationReserve 2023-03-30 02788492 core:RevaluationReserve bus:Consolidated 2023-03-30 02788492 core:ShareCapital 2023-03-30 02788492 core:ShareCapital bus:Consolidated 2023-03-30 02788492 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2023-03-30 02788492 core:FinanceLeases core:CurrentFinancialInstruments 2023-03-30 02788492 core:FinanceLeases core:CurrentFinancialInstruments bus:Consolidated 2023-03-30 02788492 core:FinanceLeases core:Non-currentFinancialInstruments 2023-03-30 02788492 core:FinanceLeases core:Non-currentFinancialInstruments bus:Consolidated 2023-03-30 02788492 core:CurrentFinancialInstruments core:WithinOneYear 2023-03-30 02788492 core:CurrentFinancialInstruments core:WithinOneYear bus:Consolidated 2023-03-30 02788492 core:Non-currentFinancialInstruments core:AfterOneYear 2023-03-30 02788492 core:Non-currentFinancialInstruments core:AfterOneYear bus:Consolidated 2023-03-30 02788492 core:DevelopmentCostsCapitalisedDevelopmentExpenditure 2023-03-30 02788492 core:DevelopmentCostsCapitalisedDevelopmentExpenditure bus:Consolidated 2023-03-30 02788492 core:Goodwill 2023-03-30 02788492 core:Goodwill bus:Consolidated 2023-03-30 02788492 core:CostValuation 2023-03-30 02788492 core:BetweenTwoFiveYears 2023-03-30 02788492 core:BetweenTwoFiveYears bus:Consolidated 2023-03-30 02788492 core:MoreThanFiveYears 2023-03-30 02788492 core:MoreThanFiveYears bus:Consolidated 2023-03-30 02788492 core:WithinOneYear 2023-03-30 02788492 core:WithinOneYear bus:Consolidated 2023-03-30 02788492 core:FurnitureFittingsToolsEquipment 2023-03-30 02788492 core:FurnitureFittingsToolsEquipment bus:Consolidated 2023-03-30 02788492 core:LandBuildings 2023-03-30 02788492 core:LandBuildings bus:Consolidated 2023-03-30 02788492 bus:Consolidated 2022-03-31 2023-03-30 02788492 core:CapitalRedemptionReserve 2022-03-31 2023-03-30 02788492 core:CapitalRedemptionReserve bus:Consolidated 2022-03-31 2023-03-30 02788492 core:Non-controllingInterests bus:Consolidated 2022-03-31 2023-03-30 02788492 core:RetainedEarningsAccumulatedLosses 2022-03-31 2023-03-30 02788492 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2022-03-31 2023-03-30 02788492 core:RevaluationReserve 2022-03-31 2023-03-30 02788492 core:RevaluationReserve bus:Consolidated 2022-03-31 2023-03-30 02788492 core:ShareCapital 2022-03-31 2023-03-30 02788492 core:ShareCapital bus:Consolidated 2022-03-31 2023-03-30 02788492 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2022-03-31 2023-03-30 02788492 countries:UnitedKingdom bus:Consolidated 2022-03-31 2023-03-30 02788492 core:Subsidiary1 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary10 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary11 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary12 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary13 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary14 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary15 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary16 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary17 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary18 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary19 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary2 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary20 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary21 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary22 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary3 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary4 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary5 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary6 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary7 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary8 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:Subsidiary9 bus:Consolidated 1 2022-03-31 2023-03-30 02788492 core:UKTax bus:Consolidated 2022-03-31 2023-03-30 02788492 2022-03-30 02788492 bus:Consolidated 2022-03-30 02788492 core:CapitalRedemptionReserve 2022-03-30 02788492 core:CapitalRedemptionReserve bus:Consolidated 2022-03-30 02788492 core:Non-controllingInterests bus:Consolidated 2022-03-30 02788492 core:RetainedEarningsAccumulatedLosses 2022-03-30 02788492 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2022-03-30 02788492 core:RevaluationReserve 2022-03-30 02788492 core:RevaluationReserve bus:Consolidated 2022-03-30 02788492 core:ShareCapital 2022-03-30 02788492 core:ShareCapital bus:Consolidated 2022-03-30 02788492 core:TotalEquityAttributableToOwnersParentBeforeNon-controllingInterests bus:Consolidated 2022-03-30 iso4217:GBP xbrli:pure xbrli:shares

Registration number: 02788492

OutsideClinic Limited

Annual Report and Consolidated Financial Statements

for the Period from 31 March 2023 to 28 March 2024

 

OutsideClinic Limited

Contents

Company Information

1

Strategic Report

2 to 3

Directors' Report

4 to 5

Statement of Directors' Responsibilities

6

Independent Auditor's Report

7 to 9

Consolidated Profit and Loss Account

10

Consolidated Balance Sheet

11

Balance Sheet

12

Consolidated Statement of Changes in Equity

13

Statement of Changes in Equity

14

Notes to the Financial Statements

15 to 30

 

OutsideClinic Limited

Company Information

Directors

H J Pitman

N P Wingate

C E Noell

D A Ritter

M A Roberts

Registered office

Stirling House
10 Viscount Way
South Marston Industrial Estate
Swindon
SN3 4TN

Auditors

Hazlewoods LLP
Windsor House
Bayshill Road
Cheltenham
GL50 3AT

 

OutsideClinic Limited

Strategic Report for the period from 31 March 2023 to 28 March 2024

The directors present their strategic report for the period from 31 March 2023 to 28 March 2024.

Principal activity

The principal activity of the group is the provision of domiciliary healthcare

Business review and key financial performance indicators

The results for the year, which are set out in the profit and loss account, show turnover of £45,535,000 (2023 - £40,592,000) and an operating loss before amortisation and depreciation of £1,401,000 (2023 - £2,447,000). At 28 March 2024, the group had net liabilities of £2,112,000 (2023 - net assets of £947,000).

FY24 was a challenging year for the group. Despite continued progress with OutsideClinic, developing its business model and scale of operations and further strengthening its management team, we saw weaker trading across the year as the business looked to integrate the new acquisitions into the core model.

The Board will use a range of performance measures to monitor and manage the growth of business in the medium to long term. These will include financial metrics such as: revenue growth, gross margins, EBITDA, cash conversion, net debt, and debt leverage covenant headroom. We will also review non-financial metrics, such as, recruitment and staff turnover.

Principal risks and uncertainties

The Board considers that the following are the Group’s principal risks and uncertainties.

NHS Income

A proportion of the company’s turnover is generated through the provision of NHS commissioned services and there is a risk that the structure of these provisions could change in some way that would adversely impact the company. The Company has excellent relationships with the NHS and has a long history of delivering eye care at high clinical standards and as such is well placed to adapt to any changes.

Recruitment and retention of Optometrists and Audiologists

In the UK, there is a limited pool of only 14,800 Optometrists (of whom many work less than full time) and 1,400 Audiologists; there is much more demand than supply. Monthly surveys by the Recruitment & Employment Confederation (REC) continue to highlight that an Optometrist as being one of the hardest jobs for UK employers to fill. We see this as being a structural issue - historically there have been insufficient university places and too few graduates joining the profession.

We have been focussing on differentiating ourselves from other opticians and hearing companies – part of this by enhancing basic remuneration and developing our employee benefits package. We have also made considerable changes to enable flexible working practices.
We are currently strengthening our HR and recruitment teams to respond to the recruitment and retention challenge.

Information Technology/Cyber Risks

The Group is dependent on its technology systems to deliver its services. Our systems successfully coped with the switch to a remote operating model proving their effectiveness and resilience. We continue to invest in our cyber security capabilities.

Interest Rate Exposure

The Group is exposed to market risk arising from changing interest rates. We have fixed plus SONIA rate liabilities with one financial institution, with predictable monthly redemption payments and a long-term profile ranging from 15 to 25 years. The Bank of England has recently maintained base rates at 5.25% to combat the UK’s inflation.

 

OutsideClinic Limited

Strategic Report for the period from 31 March 2023 to 28 March 2024

Liquidity risk

The Group needs to manage the seasonality of trading and the working capital requirements of a growing business. The Group’s treasury function centrally co-ordinates relationships with banks, manages borrowing requirements and cash management.

Outside Clinic, a member of the group, has agreed bank covenants linked to EBITDA generation and minimum cash balances. The results presented to management for the two months to 31 May 2025 indicate that the group is ahead of forecasts against which covenants will be tested. It is recognised however, that the company is at a relatively early stages of its turnaround plan, and there remains a risk that the company may fail to meet its required improvement targets and covenants.

Future Outlook
The business had a challenging start to FY24 both in Optics and Hearing due to a shortfall in revenue (due to macro-economic conditions and competitor landscape) and ongoing challenges with recruitment.

We have diversified the advertising mix to help generate new, cost effective, bookings to aid scheduling and productivity.

The group continued to generate an operating loss in the year to March 2025 and faced a cashflow deficit in December 2024. The Board appointed Interpath, a corporate restructuring specialist and underwent a court-sanctioned restructuring plan (“RP”) under Part 26A of the companies act 2006. This plan was successfully sanctioned on 28th March 2025. £2.1m of new shareholder equity was committed alongside the compromise of trade creditor and HMRC balances. Also, inter-company loans were written off. These actions have significantly improved the net asset balance sheet position of the company. The RP also included the conversion of £2m bank debt to an equity instrument and a reset of loan covenants.

Actual results for April and May show the group outperforming the company budget and is moving forward to a return to profitability.

We have confidence that we will see revenue growth in the full year, with growing profitability in FY25 .

Approved by the Board on 25 June 2025 and signed on its behalf by:


H J Pitman
Director

 

OutsideClinic Limited

Directors' Report for the Period from 31 March 2023 to 28 March 2024

The directors present their report and the for the period from 31 March 2023 to 28 March 2024.

Directors of the company

The directors who held office during the period were as follows:

R J Gibson (resigned 31 December 2023)

H J Pitman

A Wilmot-Sitwell (resigned 25 October 2024)

N P Wingate

The following directors were appointed after the period end:

C E Noell (appointed 25 March 2025)

D A Ritter (appointed 25 March 2025)

M A Roberts (appointed 25 March 2025)

Results and Dividends
The loss for the year amounted to £2,133,000 (2023: £2,234,000).

Important non adjusting events after the financial period

On 28 March 2025 the Group successfully completed a restructuring plan that was sanctioned by the High Court enabling a total of £5.9m overdue creditors to be written off, the Group also raised £2.1m through a rights issue of equity shares, leading to Optimism Health Group Limited relinquishing control of the group to OutsideClinic Limited shareholders. The parent's existing debt facility was restructured and novated from Optimism Health Group Limited to OutsideClinic Limited. This included the agreement of new covenants. In exchange for the portion of the loan that was written down, a special share was issued to the bank. Furthermore, the investment in Optimism Health Group II Limited was transferred from Optimism Health Group Limited to OutsideClinic Limited.

Employee involvement

The group's policy is to consult and discuss with employees, through regular operational meetings, matters likely to affect employees' interests.

Information on matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

Employment of disabled persons

The group's policy is to recruit disabled workers for those vacancies that they are able to fill. All necessary assistance with initial training courses is given. Once employed, a career plan is developed so as to ensure suitable opportunities for each disabled person, to enable them to perform work identified as appropriate to their aptitudes and abilities.

Financial instruments

Objectives and policies

The board constantly monitors the group's trading results and revise projections as appropriate to ensure that the group can meet its future obligations as they fall due.

Price risk, credit risk, liquidity risk and cash flow risk

The group is exposed to the usual credit and cash flow risks associated with selling on credit and manages this through credit control procedures. The group's bank loans and loan stock are subject to price and liquidity risk as disclosed in note 15 to the financial statements.

In accordance with the Financial Reporting Council's 'Going Concern and Liquidity Risk: Guidance for Directors of UK Companies 2009', the directors of all companies are now required to provide disclosures regarding the adoption of the going concern basis of accounting.

 

OutsideClinic Limited

Directors' Report for the Period from 31 March 2023 to 28 March 2024

Going concern

Recent years have been challenging for Outside Clinic following the acquisition and integration of new trading entities.

In the year ended March 2024, the group has incurred operating losses before amortisation and depreciation of £1.4m (2023: loss of £2.4m) and has net current liabilities of £8.1m, which includes £5.8m of inter-company creditors.

The group continued to generate an operating loss the year to March 2025 and faced a cash flow deficit in December 2024. The Board appointed Interpath, a corporate restructuring specialist and underwent a court-sanctioned restructuring plan (“RP”) under Part 26A of the companies act 2006. This plan was successfully sanctioned on 28 March 2025. £2.1m of new shareholder equity was committed alongside the compromise of trade creditor and HMRC balances. Also, inter-company loans were written off. These actions have significantly improved the net asset balance sheet position of the group. The RP also included the conversion of £2m bank debt to an equity instrument and a reset of loan covenants.

The group has undertaken business model improvements and cost saving initiatives throughout 2024 and 2025 to improve the operating margin and is forecast to be profitable in the year to March 2026.

Following these restructuring activities the group has agreed bank covenants linked to EBITDA generation and minimum cash balances. These were set in accordance with the financial forecasts utilised in the RP. At the end of May 2025, the Directors present financial results that are ahead of forecasts against which covenants will be tested. It is recognised however, that the group is at a relatively early stage of its turnaround plan, and there remains a risk that the group may fail to meet its required improvement targets and covenants. If covenant targets are not successfully achieved, this would require the group to renegotiate its lender covenants. The Directors consider that this represents a material uncertainty that could cast significant doubt over the group’s ability to continue as a going concern.

Disclosure of information to the auditor

Each director has taken the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.

Reappointment of auditors

Hazlewoods LLP have expressed their willingness to continue in office.

Approved by the Board on 25 June 2025 and signed on its behalf by:


H J Pitman
Director

 

OutsideClinic Limited

Statement of Directors' Responsibilities

The directors are responsible for preparing the Strategic Report, Directors' Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with 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 of 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 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; and

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 group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and the 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 the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

OutsideClinic Limited

Independent Auditor's Report to the Members of OutsideClinic Limited

Opinion

We have audited the financial statements of OutsideClinic Limited (the 'parent company') and its subsidiaries (the 'group') for the period from 31 March 2023 to 28 March 2024, which comprise the Consolidated Profit and Loss Account, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including 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 28 March 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 auditor 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.

Material uncertainty relating to going concern

We draw attention to note 2 of the financial statements which indicates that there are uncertainties as to whether the group will be able to trade within committed financing facilities. These events or conditions indicate that a material uncertainty exists that may cast significant doubt on the group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

 

OutsideClinic Limited

Independent Auditor's Report to the Members of OutsideClinic Limited

Opinion on other matter prescribed by the Companies Act 2006

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

the information given in the Strategic Report and Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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

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.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page 6, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group’s and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

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.

Extent to which the audit was capable of detecting irregularities, including fraud

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:

We considered the nature of the group’s industry and its control environment and reviewed the groups’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.

We obtained an understanding of the legal and regulatory framework that the group operates in and identified the key laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements, including the UK Companies Act and tax legislation, and, those that do not have a direct effect on the financial statements but compliance with which may be fundamental to the group’s ability to operate or to avoid a material penalty.

We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

 

OutsideClinic Limited

Independent Auditor's Report to the Members of OutsideClinic Limited

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgments made in accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition to the above, our procedures to respond to the risks identified included the following:

reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatements due to fraud;

enquiring of management concerning actual and potential litigation and claims and instances of non-compliance with laws and regulations; and

reading minutes of meetings of those charged with governance.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

A further description of our responsibilities is available on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 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.





James Morter (Senior Statutory Auditor)
For and on behalf of Hazlewoods LLP, Statutory Auditor

Windsor House
Bayshill Road
Cheltenham
GL50 3AT

25 June 2025

 

OutsideClinic Limited

Consolidated Profit and Loss Account for the Period from 31 March 2023 to 28 March 2024

Note

31 March 2023 to 28 March 2024
 £ 000

Year ended 30 March 2023
 £ 000

Turnover

3

45,535

40,592

Cost of sales

 

(33,999)

(32,071)

Gross profit

 

11,536

8,521

Administrative expenses

 

(12,937)

(10,968)

Operating loss before amortisation and depreciation

 

(1,401)

(2,447)

Amortisation

 

(395)

(109)

Depreciation

 

(525)

(451)

Operating loss after amortisation and depreciation

 

(2,321)

(3,007)

Interest payable and similar charges

4

(33)

(20)

Loss before tax

 

(2,354)

(3,027)

Taxation

8

221

793

Loss for the financial period

 

(2,133)

(2,234)

Profit/(loss) attributable to:

 

Owners of the company

 

(2,811)

(2,757)

Minority interests

 

678

523

 

(2,133)

(2,234)

The above results were derived from continuing operations.

The group has no recognised gains or losses for the period other than the results above.

 

OutsideClinic Limited

(Registration number: 02788492)
Consolidated Balance Sheet as at 28 March 2024

Note

28 March 2024
 £ 000

30 March 2023
 £ 000

Fixed assets

 

Intangible assets

9

3,797

4,104

Tangible assets

10

2,394

4,187

 

6,191

8,291

Current assets

 

Stocks

12

905

1,210

Debtors

13

4,359

3,852

Cash at bank and in hand

 

2,232

2,122

 

7,496

7,184

Creditors: Amounts falling due within one year

14

(15,561)

(14,176)

Net current liabilities

 

(8,065)

(6,992)

Total assets less current liabilities

 

(1,874)

1,299

Creditors: Amounts falling due after more than one year

14

(238)

(352)

Net (liabilities)/assets

 

(2,112)

947

Capital and reserves

 

Called up share capital

17

10

10

Capital redemption reserve

1

1

Revaluation reserve

-

110

Profit and loss account

(2,328)

303

Equity attributable to owners of the company

 

(2,317)

424

Minority interests

 

205

523

Total equity

 

(2,112)

947

Approved and authorised by the Board on 25 June 2025 and signed on its behalf by:
 

H J Pitman
Director

 

OutsideClinic Limited

(Registration number: 02788492)
Balance Sheet as at 28 March 2024

Note

28 March 2024
 £ 000

30 March 2023
 £ 000

Fixed assets

 

Intangible assets

9

2,628

259

Tangible assets

10

2,319

4,103

Investments

11

1,892

6,507

 

6,839

10,869

Current assets

 

Stocks

12

878

1,182

Debtors

13

4,475

3,220

Cash at bank and in hand

 

1,658

1,623

 

7,011

6,025

Creditors: Amounts falling due within one year

14

(15,911)

(13,760)

Net current liabilities

 

(8,900)

(7,735)

Total assets less current liabilities

 

(2,061)

3,134

Creditors: Amounts falling due after more than one year

14

(238)

(352)

Net (liabilities)/assets

 

(2,299)

2,782

Capital and reserves

 

Called up share capital

17

10

10

Capital redemption reserve

1

1

Revaluation reserve

-

110

Profit and loss account

(2,310)

2,661

Total equity

 

(2,299)

2,782

The company made a loss after tax for the financial period of £4,256,000 (2023 - loss of £1,808,000).

Approved and authorised by the Board on 25 June 2025 and signed on its behalf by:
 

H J Pitman
Director

 

OutsideClinic Limited

Consolidated Statement of Changes in Equity for the Period from 31 March 2023 to 28 March 2024
Equity attributable to the parent company

Share capital
£ 000

Capital redemption reserve
£ 000

Revaluation reserve
£ 000

Profit and loss account
£ 000

Total
£ 000

Non- controlling interests
£ 000

Total equity
£ 000

At 31 March 2023

10

1

110

303

424

523

947

(Loss)/profit for the period

-

-

-

(2,811)

(2,811)

678

(2,133)

Dividends

-

-

-

-

-

(926)

(926)

Transfers

-

-

(110)

110

-

-

-

Adjustment to non-controlling interest

-

-

-

70

70

(70)

-

At 28 March 2024

10

1

-

(2,328)

(2,317)

205

(2,112)

Share capital
£ 000

Capital redemption reserve
£ 000

Revaluation reserve
£ 000

Profit and loss account
£ 000

Total
£ 000

Non- controlling interests
£ 000

Total equity
£ 000

At 31 March 2022

10

1

110

3,800

3,921

-

3,921

(Loss)/profit for the period

-

-

-

(2,757)

(2,757)

523

(2,234)

Dividends

-

-

-

(740)

(740)

-

(740)

At 30 March 2023

10

1

110

303

424

523

947

 

OutsideClinic Limited

Statement of Changes in Equity for the Period from 31 March 2023 to 28 March 2024

Share capital
£ 000

Capital redemption reserve
£ 000

Revaluation reserve
£ 000

Profit and loss account
£ 000

Total
£ 000

At 31 March 2023

10

1

110

2,661

2,782

Loss for the period

-

-

-

(4,256)

(4,256)

Transfers

-

-

(110)

110

-

Adjustment recognised on hive up

-

-

-

(825)

(825)

At 28 March 2024

10

1

-

(2,310)

(2,299)

Share capital
£ 000

Capital redemption reserve
£ 000

Revaluation reserve
£ 000

Profit and loss account
£ 000

Total
£ 000

At 31 March 2022

10

1

110

4,469

4,590

Loss for the period

-

-

-

(1,808)

(1,808)

At 30 March 2023

10

1

110

2,661

2,782

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

 

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
Stirling House
10 Viscount Way
South Marston Industrial Estate
Swindon
SN3 4TN

 

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

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.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.

Basis of preparation

These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.

The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the group operates. Monetary amounts in these financial statements are rounded to the nearest Pound.

Summary of disclosure exemptions

The group has not presented a cash flow statement on the grounds that the company is a wholly owned subsidiary and a group cash flow statement is included in the financial statements of the immediate parent company, Optimism Health Group Limited.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 28 March 2024.

A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

Basis of consolidation (continued)
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.

Parent Company Guarantee

OutsideClinic Limited has provided a guarantee in accordance with section 479A of the companies act 2006 to the below named subsidiaries to allow them to claim exemption from audit.

OutsideClinic JVP 01 Limited (13813795)
OutsideClinic JVP 02 Limited (13815432)
OutsideClinic JVP 03 Limited (13815424)
OutsideClinic JVP 04 Limited (13903845)
OutsideClinic JVP 05 Limited (13903876)
OutsideClinic JVP 06 Limited (13903901)
OutsideClinic JVP 07 Limited (13903975)
OutsideClinic JVP 08 Limited (14093131)
OutsideClinic JVP 09 Limited (14083148)
OutsideClinic JVP 10 Limited (14118168)
OutsideClinic JVP 11 Limited (14150392)
OutsideClinic JVP 12 Limited (14143429)
OutsideClinic JVP 13 Limited (14143343)
OutsideClinic JVP 14 Limited (14144609)
OutsideClinic JVP 15 Limited (14144653)
OutsideClinic JVP 16 Limited (14144678)
OutsideClinic JVP 17 Limited (14144748)
OutsideClinic JVP 18 Limited (14157618)
OutsideClinic JVP 19 Limited (14159145)
OutsideClinic JVP 20 Limited (14157818)

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

Going concern

Recent years have been challenging for Outside Clinic following the acquisition and integration of new trading entities.

In the year ended March 2024, the group has incurred operating losses of £1.4m (2023: loss of £2.4m) and has net current liabilities of £8.1m, which includes £5.8m of inter-company creditors.

The group continued to generate an operating loss the year to March 2025 and faced a cash flow deficit in December 2024. The Board appointed Interpath, a corporate restructuring specialist and underwent a court-sanctioned restructuring plan (“RP”) under Part 26A of the companies act 2006. This plan was successfully sanctioned on 28 March 2025. £2.1m of new shareholder equity was committed alongside the compromise of trade creditor and HMRC balances. Also, inter-company loans were written off. These actions have significantly improved the net asset balance sheet position of the group. The RP also included the conversion of £2m bank debt to an equity instrument and a reset of loan covenants.

The group has undertaken business model improvements and cost saving initiatives throughout 2024 and 2025 to improve the operating margin and is forecast to be profitable in the year to March 2026.

Following these restructuring activities the group has agreed bank covenants linked to EBITDA generation and minimum cash balances. These were set in accordance with the financial forecasts utilised in the RP. At the end of May 2025, the Directors present financial results that are ahead of forecasts against which covenants will be tested. It is recognised however, that the group is at a relatively early stage of its turnaround plan, and there remains a risk that the group may fail to meet its required improvement targets and covenants. If covenant targets are not successfully achieved, this would require the group to renegotiate its lender covenants. The Directors consider that this represents a material uncertainty that could cast significant doubt over the group’s ability to continue as a going concern.

Judgements and estimation uncertainty

These financial statements do not contain any significant judgements or estimation uncertainty.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the group’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the group. The group recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and specific criteria have been met for each of the group's activities.

Government grants

Government grants are recognised based on the accrual model and are measured at the fair value of the asset received or receivable. Grants are classified as relating either to revenue or to assets. Grants relating to revenue are recognised in income over the period in which the related costs are recognised. Grants relating to assets are recognised over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.

Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements and on unused tax losses or tax credits in the group. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

Tangible assets

Tangible assets are stated in the statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Freehold property

Nil

Furniture, fittings and equipment

10%-25% straight line at varying rates on cost

The directors consider that the estimated residual value of freehold property is not materially different to the carrying value and, therefore, that any depreciation charge would also be immaterial.

Business combinations

Business combinations are accounted for using the purchase method. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.

Intangible assets

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date.

Negative goodwill arising on an acquisition is recognised on the face of the balance sheet on the acquisition date and subsequently the excess up to the fair value of non-monetary assets acquired is recognised in profit or loss in the periods in which the non-monetary assets are recovered.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Goodwill

Straight line over 10 years

Research and development

Straight line over 5 years

Investments

Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the debtors.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.

At each reporting date, stocks are assessed for impairment. If stocks are impaired, the carrying amount is reduced to its selling price less costs to complete and sell; the impairment loss is recognised immediately in profit or loss.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.

Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the Balance Sheet as a finance lease obligation.

Lease payments are apportioned between finance costs in the Profit and Loss Account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the group’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

Financial instruments


Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.

 Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

 Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.

For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

 

3

Revenue

The analysis of the group's turnover for the period from continuing operations is as follows:

31 March 2023 to 28 March 2024
£ 000

Year ended 30 March 2023
£ 000

Rendering of services

45,535

40,592

The analysis of the group's turnover for the period by market is as follows:

31 March 2023 to 28 March 2024
£ 000

Year ended 30 March 2023
£ 000

UK

45,535

40,592

The total turnover of the group has been derived from its principal activity wholly undertaken in the United Kingdom.

 

4

Interest payable and similar expenses

31 March 2023 to 28 March 2024
£ 000

Year ended 30 March 2023
£ 000

Interest expense on other finance liabilities

33

20

 

5

Staff costs

Group
The aggregate payroll costs (including directors' remuneration) were as follows:

31 March 2023 to 28 March 2024
 £ 000

Year ended 30 March 2023
 £ 000

Wages and salaries

18,625

18,495

Social security costs

2,099

1,734

Pension costs, defined contribution scheme

778

572

21,502

20,801

The average number of persons employed by the group (including directors) during the period, analysed by category was as follows:

31 March 2023 to 28 March 2024
 No.

Year ended 30 March 2023
 No.

Field

410

425

Administration

115

108

Dispensing

9

15

Management

10

6

544

554

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

 

6

Directors' remuneration

The directors' remuneration for the period was as follows:

31 March 2023 to 28 March 2024
£ 000

Year ended 31 March 2023
£ 000

Remuneration

153

177

Contributions paid to money purchase schemes

12

8

165

185

 

7

Auditors' remuneration

31 March 2023 to 28 March 2024
£ 000

Year ended 31 March 2023
£ 000

Audit of these financial statements

48

41

Other fees to auditors

All other non-audit services

6

16

 

8

Taxation

Tax charged/(credited) in the profit and loss account

31 March 2023 to 28 March 2024
 £ 000

Year ended 30 March 2023
 £ 000

Current taxation

UK corporation tax

401

254

UK corporation tax adjustment to prior periods

199

(120)

600

134

Deferred taxation

Arising from origination and reversal of timing differences

(613)

(927)

Arising from previously unrecognised tax loss, tax credit or temporary difference of prior periods

(208)

-

Total deferred taxation

(821)

(927)

Tax receipt in the income statement

(221)

(793)

The tax on profit before tax for the period is the same as the standard rate of corporation tax in the UK (2023 - higher than the standard rate of corporation tax in the UK) of 25% (2023 - 19%).

The differences are reconciled below:

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

31 March 2023 to 28 March 2024
£ 000

Year ended 30 March 2023
£ 000

Loss before tax

(2,354)

(3,027)

Corporation tax at standard rate

(589)

(575)

Increase/(decrease) in UK and foreign current tax from adjustment for prior periods

199

(120)

Tax decrease from effect of capital allowances and depreciation

(39)

(178)

Effect of expense not deductible in determining taxable profit (tax loss)

416

80

Deferred tax credit from unrecognised temporary difference from a prior period

(208)

-

Total tax credit

(221)

(793)

Deferred tax

Group

Deferred tax assets and liabilities

2024

Asset
£ 000

Fixed asset timing differences

(531)

Short term timing differences

45

Losses

1,576

1,090

2023

Asset
£ 000

Fixed asset timing differences

(559)

Short term timing differences

18

Losses

1,019

478

Company

Deferred tax assets and liabilities

2024

Asset
£ 000

Fixed asset timing differences

(531)

Short term timing differences

45

Losses

1,576

1,090

2023

Asset
£ 000

Fixed asset timing differences

(559)

Short term timing differences

18

Losses

1,019

478

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

 

9

Intangible assets

Group

Goodwill
 £ 000

Development costs
 £ 000

Total
£ 000

Cost

At 31 March 2023

4,121

356

4,477

Additions

-

88

88

At 28 March 2024

4,121

444

4,565

Amortisation

At 31 March 2023

276

97

373

Amortisation charge

298

97

395

At 28 March 2024

574

194

768

Carrying amount

At 28 March 2024

3,547

250

3,797

At 30 March 2023

3,845

259

4,104

Company

Goodwill
 £ 000

Development costs
 £ 000

Total
£ 000

Cost

At 31 March 2023

-

356

356

Reclassification of investments to goodwill

3,203

-

3,203

Additions

-

88

88

At 28 March 2024

3,203

444

3,647

Amortisation

At 31 March 2023

-

97

97

Amortisation charge

-

97

97

Transfer of amortisation

825

-

825

At 28 March 2024

825

194

1,019

Carrying amount

At 28 March 2024

2,378

250

2,628

At 30 March 2023

-

259

259

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

 

10

Tangible assets

Group

Freehold land and buildings
£ 000

Furniture, fittings and equipment
 £ 000

Total
£ 000

Cost

At 31 March 2023

1,676

4,779

6,455

Additions

22

408

430

Disposals

(1,698)

(141)

(1,839)

At 28 March 2024

-

5,046

5,046

Depreciation

At 31 March 2023

-

2,268

2,268

Charge for the year

-

519

519

Eliminated on disposal

-

(135)

(135)

At 28 March 2024

-

2,652

2,652

Carrying amount

At 28 March 2024

-

2,394

2,394

At 30 March 2023

1,676

2,511

4,187

Company

Freehold land and buildings
£ 000

Furniture, fittings and equipment
 £ 000

Total
£ 000

Cost

At 31 March 2023

1,676

4,642

6,318

Additions

22

408

430

Disposals

(1,698)

(141)

(1,839)

At 28 March 2024

-

4,909

4,909

Depreciation

At 31 March 2023

-

2,215

2,215

Charge for the year

-

510

510

Eliminated on disposal

-

(135)

(135)

At 28 March 2024

-

2,590

2,590

Carrying amount

At 28 March 2024

-

2,319

2,319

At 30 March 2023

1,676

2,427

4,103

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

 

11

Investments

Company

2024
£ 000

2023
£ 000

Investments in subsidiaries

1,892

6,507

Subsidiaries

£ 000

Cost and carrying amount

At 31 March 2023 and at 30 March 2024

6,507

Reclassification

(4,615)

At 28 March 2024

1,892

Due to Visioncall being hived up into OutsideClinic Limited, the investment value has been reclassified to ensure the carrying value is the same as the carrying amount of goodwill.

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the group holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2024

2023

Subsidiary undertakings

SureSpecs Limited

England and Wales

Ordinary

100%

100%

 

     

Visioncall Limited

Scotland

Ordinary

100%

100%

 

     

OutsideClinic JVP 12 Limited

England and Wales

Ordinary

51%

51%

 

     

OutsideClinic JVP 13 Limited

Englad and Wales

Ordinary

51%

51%

 

     

OutsideClinic JVP 14 Limited

England and Wales

Ordinary

51%

51%

 

     

OutsideClinic JVP 15 Limited

England and Wales

Ordinary

51%

51%

 

     

OutsideClinic JVP 16 Limited

England and Wales

Ordinary

51%

51%

 

     

Visioncall Ireland Limited*

Northern Ireland

Ordinary

30%

30%

 

     

OutsideClinic JVP 17 Limited

England and Wales

Ordinary

51%

51%

 

     

OutsideClinic JVP 18 Limited

England and Wales

Ordinary

51%

51%

 

     

OutsideClinic Services Limited

England and Wales

Ordinary

100%

100%

 

     

Community Eye Care Limited

England and Wales

Ordinary

100%

100%

 

     

OutsideClinic JVP 19 Limited

England and Wales

Ordinary

51%

51%

 

     

OutsideClinic JVP 20 Limited

England and Wales

Ordinary

51%

51%

 

     

Complete Community Care Limited

England and Wales

Ordinary

100%

100%

 

     

OutsideClinic JVP 01 Limited

England and Wales

Ordinary

51%

51%

 

     

OutsideClinic JVP 02 Limited

England and Wales

Ordinary

51%

51%

 

     

OutsideClinic JVP 03 Limited

England and Wales

Ordinary

51%

51%

 

     

OutsideClinic JVP 04 Limited

England and Wales

Ordinary

51%

51%

 

     

OutsideClinic JVP 05 Limited

England and Wales

Ordinary

51%

51%

 

     

OutsideClinic JVP 06 Limited

England and Wales

Ordinary

51%

51%

 

     

OutsideClinic JVP 07 Limited

England and Wales

Ordinary

51%

51%

 

     

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

Investments (continued)

The principal activity of Visioncall Limited, OutsideClinic Services Limited, Caring Practice Southern Limited, Visioncall Ireland Limited, Community Eye Care Limited and Complete Community Care Limited is the provision of optical and audiology services.

The principal activity of OutsideClinic JVP 01 Limited, OutsideClinic JVP 02 Limited, OutsideClinic JVP 03 Limited, OutsideClinic JVP 04 Limited, OutsideClinic JVP 05 Limited, OutsideClinic JVP 06 Limited and OutsideClinic JVP 07 Limited, OutsideClinic JVP 08 Limited, OutsideClinic JVP 09 Limited, OutsideClinic JVP 10 Limited, OutsideClinic JVP 11 Limited, OutsideClinic JVP 12 Limited, OutsideClinic JVP 14 Limited and OutsideClinic JVP 18 Limited, OutsideClinic JVP 19 Limited and OutsideClinic JVP 20 Limited is the provision of optical services.

The principal activity of OutsideClinic JVP 13 Limited, OutsideClinic JVP 15 Limited, OutsideClinic JVP 16 Limited and OutsideClinic JVP 17 Limited is that of dormant companies.

Caring Practice Wales Limited, Caring Practice North West Limited, Caring Practice East Midlands Limited, Caring Practice North East Limited, Caring Practice Midlands Limited, Caring Practice Essex Limited, Caring Practice South West Limited, Caring Practice Scotland Limited, Caring Practice Hampshire Limited, Caring Practice Southern Limited, Caring Practice Yorkshire Limited, Visioncall Group Limited, Visioncall Labs Holdings Limited, Visioncall Labs Limited and Surespecs Limited were all dissolved during the year.

Visioncall Limited, OutsideClinic Services Limited, Caring Practice Southern Limited, Visioncall Ireland Limited, Community Eye Care Limited and Complete Community Care Limited were all dissolved after the balance sheet date.

*Visioncall Ireland Limited is noted as an associate rather than subsidiary.

 

12

Stocks

 

Group

Company

2024
£ 000

2023
£ 000

2024
£ 000

2023
£ 000

Raw materials and consumables

905

1,210

878

1,182

 

13

Debtors

   

Group

Company

Note

28 March 2024
 £ 000

30 March 2023
 £ 000

28 March 2024
 £ 000

30 March 2023
 £ 000

Trade debtors

 

1,977

2,324

1,975

1,764

Other debtors

 

92

34

210

145

Prepayments

 

1,200

1,016

1,200

1,016

Deferred tax assets

8

1,090

478

1,090

295

   

4,359

3,852

4,475

3,220

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

 

14

Creditors

   

Group

Company

Note

28 March 2024
 £ 000

30 March 2023
 £ 000

28 March 2024
 £ 000

30 March 2023
 £ 000

Due within one year

 

Loans and borrowings

15

131

131

131

131

Trade creditors

 

4,523

4,244

4,523

4,150

Amounts due to group undertakings

21

5,782

4,003

6,745

4,862

Social security and other taxes

 

585

1,273

606

1,273

Outstanding defined contribution pension costs

 

129

125

130

125

Other creditors

 

1,455

978

1,408

890

Accrued expenses

 

2,555

3,168

2,368

2,329

Corporation tax liability

8

401

254

-

-

 

15,561

14,176

15,911

13,760

Due after one year

 

Loans and borrowings

15

238

352

238

352

 

15

Loans and borrowings

 

Group

Company

2024
£ 000

2023
£ 000

2024
£ 000

2023
£ 000

Current loans and borrowings

Hire purchase contracts

131

131

131

131

 

Group

Company

2024
£ 000

2023
£ 000

2024
£ 000

2023
£ 000

Non-current loans and borrowings

Hire purchase contracts

238

352

238

352

Hire purchase contracts are secured on the assets to which they relate.

 

16

Pension and other schemes

Defined contribution pension scheme

The group operates a defined contribution pension scheme. The pension cost charge for the period represents contributions payable by the group to the scheme and amounted to £778,000 (2023 - £572,000).

Contributions totalling £129,000 (2023 - £125,000) were payable to the scheme at the end of the period and are included in creditors.

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

 

17

Share capital

Allotted, called up and fully paid shares

2024

2023

No. 000

£ 000

No. 000

£ 000

Ordinary shares of £1 each

10

10

10

10

       
 

18

Obligations under leases and contracts

Group

Operating leases

The total of future minimum lease payments is as follows:

2024
£ 000

2023
£ 000

Not later than one year

1,453

730

Later than one year and not later than five years

1,941

830

Later than five years

1,959

-

5,353

1,560

Company

Operating leases

The total of future minimum lease payments is as follows:

2024
£ 000

2023
£ 000

Not later than one year

1,453

730

Later than one year and not later than five years

1,941

830

Later than five years

1,959

-

5,353

1,560

 

19

Dividends

28 March 2024
 £ 000

30 March 2023
 £ 000

Dividends paid

926

740

 

20

Financial guarantee contracts

The company is bound by an intra-group cross-guarantee in respect of bank debt with other members of the group headed by its ultimate parent undertaking, Optimism Health Group Limited. The amount guaranteed is £6,709,000 (2023 - £9,002,000).

 

OutsideClinic Limited

Notes to the Financial Statements for the Period from 31 March 2023 to 28 March 2024

 

21

Related party transactions

Company

Summary of transactions with key management

Key management personnel are considered to be the directors of the company and key management personnel compensation is disclosed in note 6 to the financial statements.

 

22

Non adjusting events after the financial period

On 28 March 2025 the Group successfully completed a restructuring plan that was sanctioned by the High Court enabling a total of £5.9m overdue creditors to be written off, the Group also raised £2.1m through a rights issue of equity shares, leading to Optimism Health Group Limited relinquishing control of the group to OutsideClinic Limited shareholders. The parent's existing debt facility was restructured and novated from Optimism Health Group Limited to OutsideClinic Limited. This included the agreement of new covenants. In exchange for the portion of the loan that was written down, a special share was issued to the bank. Furthermore, the investment in Optimism Health Group II Limited was transferred from Optimism Health Group Limited to OutsideClinic Limited.

 

23

Parent and ultimate parent undertaking

At the balance sheet date, the company's immediate parent is Optimism Health Group Limited, incorporated in England and Wales.

 The most senior parent entity producing publicly available financial statements is Optimism Health Group Limited. At the balance sheet date, the ultimate controlling party is the shareholders of Optimism Health Group Limited.

At the date of signing, the group's ultimate controlling party is OutsideClinic Limited shareholders as referred to in note 22.