Company registration number 14934831 (England and Wales)
THE WILLOWS 96 HOLDINGS LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2024
THE WILLOWS 96 HOLDINGS LTD
COMPANY INFORMATION
Director
J R Pilley
(Appointed 14 June 2023)
Company number
14934831
Registered office
Poolfoot Farm
Butts Road
Thornton-Cleveleys
FY5 4HX
Auditor
Sumer Auditco Limited
Fourth Floor
Unit 5B, The Parklands
Bolton
BL6 4SD
THE WILLOWS 96 HOLDINGS LTD
CONTENTS
Page
Strategic report
1 - 3
Director's report
4 - 5
Independent auditor's report
6 - 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
THE WILLOWS 96 HOLDINGS LTD
STRATEGIC REPORT
FOR THE PERIOD ENDED 30 JUNE 2024
- 1 -

The director presents the strategic report for the period ended 30 June 2024.

Review of the business - Group

The company was incorporated on 14 June 2023.

 

During the period the company acquired shares at deemed fair value in Fleetwood Wanderers Limited, The Leisure Channel Ltd and Power Grade Limited. The consideration paid for the acquired subsidiaries are detailed in note 21 and were in accordance with professional valuations obtained from Gulf Tax Accounting Group.

 

The company from herein is an investment holding company. Details of the subsidiaries are provided in 12.

 

Review of the business - Fleetwood Wanderers Limited

The club commenced the season with Scott Brown as Head Coach, the year saw the club compete for the tenth successive season (the longest serving club) in EFL Sky Bet League One, the third tier of English professional football. The club finished 22nd out of 24 clubs in the 2023/2024 season and was relegated on 43 points to EFL Sky Bet League Two for the 2024/2025 season. This club ended the season with Charlie Adam as Head Coach.

 

The club continued to invest strongly in the academy and achieved a Category 2 academy status, following a successful application, the second highest category in English football and became one of only a handful of clubs to hold this category, whilst playing in EFL Sky Bet League One.

 

In line with the club’s business model of investing into the academy through personnel and infrastructure the club continues to realise income from the sale of academy players and negotiated transfer clauses on those players, allowing for significant future sell on percentages, and other ongoing payments contingent on the performances of those players at their new clubs.

 

Review of the business - Power Grade Limited

Waterford Football Club, an established Irish association football club based in Waterford, Ireland, competes in the League of Ireland Premier Division. Following a strong performance in the 2023 season, the club secured promotion back to the Premier Division through a playoff victory after finishing 2nd in the First Division. The 2024 season marks Waterford FC’s return to the Premier Division for the first time since 2021, and as of June 2024, the club is well positioned to consolidate its status in the top tier.

 

The club has continued to work symbiotically with sister club Fleetwood Town, sharing expertise and facilitating player movements between the clubs. This relationship provides valuable player development opportunities in an environment that can be closely managed, while also enhancing prospects for sporting success.

 

The commencement of the 2024 season also coincided with significant off-field developments. The club officially opened its new retail store and offices, located close to the stadium and accessible to the public six days a week. This new facility offers enhanced visibility and a much-improved range of products and services for supporters. Additionally, a new Fan Zone was launched at the stadium, featuring a quality food and beverage outlet and entertainment options for supporters before and during halftime of matches.

 

These developments have not only enriched the matchday experience but have also contributed to increased revenue opportunities for the club. The combination of on-field progress and off-field investments has instilled a renewed sense of optimism for the future of Waterford Football Club.

 

Review of the business - The Leisure Channel Ltd

The principal activity of the company during the period continued to be that of digital advertising.

 

Post year end, in 2025, the decision was made to cease trade. The company will remain in existence for a period of time while assets are realised, debts collected and liabilities paid.

THE WILLOWS 96 HOLDINGS LTD
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
- 2 -
Principal risks and uncertainties - Group

The group seeks to manage risk through a combination of board oversight, operational routines, and policies and the principal risks are aggregated as follows:

 

Liquidity risk

The group seeks to manage financial risk by ensuring liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably. For short to medium term flexibility, from time to time related parties provide cash loans.

Industry specific risks

The principal risk to the football businesses included in the group, is poor on field performance resulting in relegation that would potentially damage income levels. With Fleetwood Town F.C., having been relegated at the end of the 2023/2024 season, the directors are working towards restructuring the business model to mitigate such risk going forward.

The club is impacted directly by the regulations and rules set by the FA, EFL, UEFA, and FIFA. The board monitors any changes within these regulations and ensure compliance to them.

Key performance indicators - Group

The Directors have, and will continue to, monitor all of the Key Performance Indicators (KPIs) and daily operating controls and maintain a strong focus on increasing performance of the group.

 

The main KPIs and corresponding results for the group for the period from formation are as follows:

 

 

2024

Turnover

£0.9m

Loss before taxation

(£1.8m)

 

 

Cash at bank and in hand

£0.2m

Net current liabilities

(£43.9m)

Net current liabilities (excluding related balances)

(£0.8m)

Net liabilities

(£1.8m)

Net assets (excluding related balances)

£41.3m

 

The corporate group was formed during the period, and as such, group turnover only includes turnover from acquired subsidiaries from the respective date of acquisition. Group turnover for 2025 is expected to be in excess of £6m.

 

The loss for the period is as expected given that football club operating costs exceed football related income. This is expected to continue, though the directors are monitoring and controlling costs and continue to seek new income streams and opportunities. The clubs have both invested in the academy, the players and the club facilities as this is important for the future success of both football clubs.

 

The group is in a net liabilities position and this is expected to continue, given two of the acquired subsidiaries are professional football clubs. Financial support continues to be provided by informal advances and loans from related companies to ensure that the on-going operating costs of the football clubs can be paid as they fall due. This in turn ensures the future stability of the football clubs.

THE WILLOWS 96 HOLDINGS LTD
STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
- 3 -

On behalf of the board

J R Pilley
Director
24 June 2025
THE WILLOWS 96 HOLDINGS LTD
DIRECTOR'S REPORT
FOR THE PERIOD ENDED 30 JUNE 2024
- 4 -

The director presents his annual report and financial statements for the period ended 30 June 2024.

Principal activities

The company was incorporated on 14 June 2023 with the principal activity being that of a holding company.

 

The principal activities of the group are the operation and management of professional football clubs, and digital advertising.

Results and dividends

The results for the period are set out on page 9.

No ordinary dividends were paid. The director does not recommend payment of a further dividend.

 

Going concern

The group is in a significant net current liabilities position and the going concern basis is entirely based on financial support provided by the wider group and from related companies. At the period end, net liabilities amounts to £1.8m, representing the groups loss from incorporation.

 

At the period end, the group has related company debts of £43.1m, which are included within other creditors: amounts falling due within one year. This is on the basis that there are no formal loan agreements in place and as such by default are deemed repayable upon demand. Signed confirmations have been obtained, confirming that repayment of these loans will not be sought until cash flow permits.

 

Additionally, it has been agreed that certain profitable related trading companies, will financially support the group for a period of more than 12 months from the signature of these accounts. This will predominately cover the ongoing costs of operating the football clubs as required. Financial forecasts have been prepared by these related companies and adequate financial funds are available to cover any shortfall of the company, based on budgets set for 2024/25 and 2025/26.

 

Based on the financial forecasts prepared, the directors are satisfied that, for the foreseeable future, the group can meet its projected working capital requirements. Implicit within these projections is the assumption that there will be continued support from related party companies. Consequently, the financial statements have been prepared on a going concern basis.

Director

The director who held office during the period and up to the date of signature of the financial statements was as follows:

J R Pilley
(Appointed 14 June 2023)
Future developments

The group will continue to consist of a parent holding company, with shares held in 3 trading subsidiaries as detailed in note 14. The operational management of 2 football clubs will continue, and the management team will continually seek new opportunities to offer additional football related services and experiences.

 

The digital agency activities undertaken by The Leisure Channel Ltd are to cease in 2025. This subsidiary will continue in existence for a period of time while assets are realised, debts collected and external liabilities paid.

Auditor

Sumer Auditco Limited were appointed as auditor to the group and deemed to be reappointed under section 487(2) of the Companies Act 2006.

THE WILLOWS 96 HOLDINGS LTD
DIRECTOR'S REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
- 5 -
Statement of director's responsibilities

The director is responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is required to:

 

 

The director is 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. He is 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
J R Pilley
Director
24 June 2025
THE WILLOWS 96 HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF THE WILLOWS 96 HOLDINGS LTD
- 6 -
Opinion

We have audited the financial statements of The Willows 96 Holdings Ltd (the 'parent company') and its subsidiaries (the 'group') for the period ended 30 June 2024 which comprise 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:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 director's 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 director with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is 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 WILLOWS 96 HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF THE WILLOWS 96 HOLDINGS LTD
- 7 -
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 director's 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:

Responsibilities of director

As explained more fully in the director's responsibilities statement, the director is 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 director determines 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 director is 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 director either intends to liquidate the parent company or to cease operations, or has 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.

 

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussions with the directors (as required by auditing standards) and discussed with the directors the policies and procedures regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. The potential effect of these laws and regulations on the financial statements varies considerably.

 

Firstly, the company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation, and taxation legislation. 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 is subject to many other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation or the loss of the company's license to operate. We identified the following areas as those most likely to have such an effect: laws related to the operation of a football team, employment law, data protection and health and safety.

 

Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and inspection of regulatory and legal correspondence, if any. Through these procedures we did not become aware of any actual or suspected non-compliance.

THE WILLOWS 96 HOLDINGS LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF THE WILLOWS 96 HOLDINGS LTD
- 8 -

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations

We design procedures in line with our responsibilities, outlined below to detect material misstatement due to fraud:

 

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.

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.

Caroline Snape (Senior Statutory Auditor)
For and on behalf of Sumer Auditco Limited, Statutory Auditor
Fourth Floor
Unit 5B, The Parklands
Bolton
BL6 4SD
24 June 2025
THE WILLOWS 96 HOLDINGS LTD
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 30 JUNE 2024
- 9 -
Period
ended
30 June
2024
Notes
£
Turnover
3
916,945
Cost of sales
(1,175,779)
Gross loss
(258,834)
Administrative expenses
(1,624,481)
Other operating income
100,182
Operating loss
4
(1,783,133)
Interest payable and similar expenses
7
(44,759)
Loss before taxation
(1,827,892)
Tax on loss
8
-
0
Loss for the financial period
(1,827,892)
Other comprehensive income
Currency translation loss taken to retained earnings
(10,331)
Total comprehensive income for the period
(1,838,223)
(Loss)/profit for the financial period is attributable to:
- Owners of the parent company
(1,782,452)
- Non-controlling interests
(45,440)
(1,827,892)
Total comprehensive income for the period is attributable to:
- Owners of the parent company
(1,792,783)
- Non-controlling interests
(45,440)
(1,838,223)
THE WILLOWS 96 HOLDINGS LTD
GROUP BALANCE SHEET
AS AT
30 JUNE 2024
30 June 2024
- 10 -
2024
Notes
£
£
Fixed assets
Goodwill
9
44,943,486
Other intangible assets
9
61,286
Total intangible assets
45,004,772
Tangible assets
10
3,478,275
48,483,047
Current assets
Stocks
13
68,959
Debtors
14
887,494
Cash at bank and in hand
239,225
1,195,678
Creditors: amounts falling due within one year
15
(45,058,669)
Net current liabilities
(43,862,991)
Total assets less current liabilities
4,620,056
Creditors: amounts falling due after more than one year
16
(6,458,179)
Net liabilities
(1,838,123)
Capital and reserves
Called up share capital
20
100
Profit and loss reserves
(1,792,783)
Equity attributable to owners of the parent company
(1,792,683)
Non-controlling interests
(45,440)
Total equity
(1,838,123)

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved and signed by the director and authorised for issue on 24 June 2025
24 June 2025
J R Pilley
Director
Company registration number 14934831 (England and Wales)
THE WILLOWS 96 HOLDINGS LTD
COMPANY BALANCE SHEET
AS AT 30 JUNE 2024
30 June 2024
- 11 -
2024
Notes
£
£
Fixed assets
Investments
11
5,257,071
Current assets
Debtors
14
100
Creditors: amounts falling due within one year
15
(9,001)
Net current liabilities
(8,901)
Total assets less current liabilities
5,248,170
Creditors: amounts falling due after more than one year
16
(5,301,532)
Net liabilities
(53,362)
Capital and reserves
Called up share capital
20
100
Profit and loss reserves
(53,462)
Total equity
(53,362)

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 £53,462.

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved and signed by the director and authorised for issue on 24 June 2025
24 June 2025
J R Pilley
Director
Company registration number 14934831 (England and Wales)
THE WILLOWS 96 HOLDINGS LTD
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 JUNE 2024
- 12 -
Share capital
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
Balance at 14 June 2023
-
-
-
-
-
Period ended 30 June 2024:
Loss for the period
-
(1,782,452)
(1,782,452)
(45,440)
(1,827,892)
Other comprehensive income:
Currency translation differences
-
(10,331)
(10,331)
-
(10,331)
Total comprehensive income
-
(1,792,783)
(1,792,783)
(45,440)
(1,838,223)
Issue of share capital
20
100
-
100
-
100
Balance at 30 June 2024
100
(1,792,783)
(1,792,683)
(45,440)
(1,838,123)
THE WILLOWS 96 HOLDINGS LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 JUNE 2024
- 13 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 14 June 2023
-
-
-
Period ended 30 June 2024:
Profit and total comprehensive income
-
(53,462)
(53,462)
Issue of share capital
20
100
-
100
Balance at 30 June 2024
100
(53,462)
(53,362)
THE WILLOWS 96 HOLDINGS LTD
GROUP STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 30 JUNE 2024
- 14 -
2024
Notes
£
£
Cash flows from operating activities
Cash generated from operations
25
5,454,553
Interest paid
(44,759)
Net cash inflow from operating activities
5,409,794
Investing activities
Purchase of intangible assets
(2,796)
Proceeds from disposal of intangibles
5,000
Purchase of tangible fixed assets
(32,661)
Purchase of subsidiaries, net of cash acquired
(5,162,667)
Net cash used in investing activities
(5,193,124)
Financing activities
Repayment of bank loans
20,822
Net cash generated from financing activities
20,822
Net increase in cash and cash equivalents
237,492
Cash and cash equivalents at beginning of period
-
Effect of foreign exchange rates
1,733
Cash and cash equivalents at end of period
239,225
THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 JUNE 2024
- 15 -
1
Accounting policies
Company information

The Willows 96 Holdings Ltd (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Poolfoot Farm, Butts Road, Thornton Cleveleys, FY5 4HX.

 

The group consists of The Willows 96 Holdings Ltd and all of its subsidiaries.

1.1
Reporting period

The company was incorporated on 14 June 2023. The accounting reference date has been extended to 30 June 2025, to be aligned to fellow group companies.

1.2
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:

 

1.3
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.

THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 16 -
1.4
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company The Willows 96 Holdings Ltd together with all entities controlled by the parent company (its subsidiaries).

 

All financial statements are made up to 30 June 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.

1.5
Going concern

At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future, based on continued financial support provided by related parties. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

 

Due to losses incurred since the formation of the group, principally associated with the professional football subsidiaries, the group's balance sheet shows net current liabilities of £43,862,991 and net liabilities of £1,838,123.

 

The group requires continued financial support from related parties, namely the agreement that related party debts will not be sought for repayment unless company cash flow permits. Financial support also extends to on-going working capital funding as required to ensure the group has adequate financial funds available to cover costs, predominantly associated with operating the two football clubs. This financial support has been confirmed for a period of at least 12 months from the signature of the accounts, supported by the preparation of financial forecasts and budgets set for 2024/25 and 2025/26.

 

As at 30 June 2024, the group owed related companies £43,107,896 as included in creditors: amounts falling due after more than one year. These balances are included within other creditors: amounts falling due with one year, on the basis that there are no formal loan agreements and therefore by default are deemed to be repayable upon demand, from a statutory financial statements presentation perspective. This is despite the practical assurances received that related company balances will not be sought for repayment until cash flow permits.

 

The director has considered the financial forecasts of related parties and their ability to financial support the group and is satisfied that adequate resources are available, enabling this group to continue as a going concern. Based on financial forecasts and budgets set for 2024/25 and 2025/26, the director is satisfied that, for the foreseeable future, the group can meet its projected working capital requirements. Implicit within these forecasts is the assumption that that there will be continued support from related parties. Consequently, the financial statements have been prepared on a going concern basis.

THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 17 -
1.6
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. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

 

Turnover is recognised as services and events are provided. Income generated from football matches is recognised as matches are played, this includes seasonal packages which are split equally between league home games. Sponsorship and similar commercial income is recognised over the duration of the football season whilst additional facility fee for live coverage or highlights are taken when earned. Merit awards, where applicable, are accounted for only when known at the end of the season.

 

Where turnover represents prize money, it is recognised in the accounting period in which the prize money is determined.

 

Merchandise sales are recognised at the fair value of the consideration received for goods sold and is shown net of VAT and other sales related taxes.

 

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

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.

1.7
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.

THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 18 -
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.

 

In accordance with FRS102 "Goodwill and Intangible Assets", fees payable on the transfer of players' registrations are capitalised at cost and written off over the length of the players' contracts. Profit or loss on the sale of players' registrations is based on transfer fees receivable and amortised cost of the players and is recognised in the period in which the transfers are made. Players' registrations are written down for impairment when the carrying amount exceeds the amount recoverable through use or sale. Future payments for the acquisition of a player's registration, which may become due dependent on the performance of the team and/or the individual player, are recognised within the original cost of acquisition if, in the opinion of the Directors, it is probable that these payments will eventually be made. Similar terms may exist in contracts for the sale of players' registrations but such payments are not recognised as part of the proceeds of disposal until the event upon which the payment is dependent is known to have occurred. Provision is made for any impairment.

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:

Intellectual property rights
5 years straight line
Player registration
Over the length of the contract
Purchased goodwill
10 years straight line
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 land and buildings
5% p.a. straight line
Leasehold improvements
5% p.a. straight line
Plant and equipment
15% p.a. reducing balance/20% p.a. straight line
Fixtures and fittings
15% p.a. reducing balance
Computers
33% p.a. straight line/20% p.a. straight line
Motor vehicles
25% p.a. 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.

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.

 

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.

THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 19 -

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.

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.

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.

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.

THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 20 -
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.

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.

THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 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
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.

1.18
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.19
Leases

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
1
Accounting policies
(Continued)
- 22 -
1.20
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the director is 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.

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.

Intangible fixed assets

The useful economic life of intangible fixed assets has to be estimated by the directors of the group to ensure and appropriate amortisation charge is recognised each year.

 

The amortisation charge included within these financial statements amounts to £558,432.

 

Refer to note 9 for the carrying value of intangible assets impacted by this key accounting estimate.

3
Turnover

An analysis of the group's turnover is as follows:

2024
£
Turnover analysed by class of business
Football operations
859,866
Digital advertising
57,079
916,945
THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
3
Turnover
(Continued)
- 23 -
2024
£
Turnover analysed by geographical market
United Kingdom
491,613
Ireland
425,332
916,945
4
Operating loss
2024
£
Operating loss for the period is stated after charging:
Depreciation of owned tangible fixed assets
42,604
Amortisation of intangible assets
558,432
Loss on disposal of intangible assets
16,065
5
Auditor's remuneration
2024
Fees payable to the company's auditor and associates:
£
For audit services
Audit of the financial statements of the group and company
8,500
Audit of the financial statements of the company's subsidiaries
20,500
29,000
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the period was:

Group
Company
2024
2024
Number
Number
Playing staff
84
-
Non-playing staff
159
-
Total
243
-
0
THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
6
Employees
(Continued)
- 24 -

Their aggregate remuneration comprised:

Group
Company
2024
2024
£
£
Wages and salaries
878,890
-
0
Social security costs
125,329
-
Pension costs
5,611
-
0
1,009,830
-
0
7
Interest payable and similar expenses
2024
£
Interest on bank overdrafts and loans
297
Other interest
44,462
Total finance costs
44,759
THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
- 25 -
8
Taxation

The actual charge for the period can be reconciled to the expected credit for the period based on the profit or loss and the standard rate of tax as follows:

2024
£
Loss before taxation
(1,827,892)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00%
(456,973)
Tax effect of expenses that are not deductible in determining taxable profit
1,946
Tax effect of income not taxable in determining taxable profit
(299,639)
Unutilised tax losses carried forward
3,485
Losses not recognised
751,181
Taxation charge
-

In October 2022, the government announced an increase in the corporation tax main rate from 19% to 25% for companies with profit over £250,000. There is a small company rate of 19% for taxable profits under £50,000 and marginal relief available for profits falling between £50,000 - £250,000 with effect from 1 April 2023.

9
Intangible fixed assets
Group
Goodwill
Intellectual property rights
Player registration
Purchased goodwill
Total
£
£
£
£
£
Cost
At 14 June 2023
-
0
-
0
-
0
-
0
-
0
Additions - business combinations
45,519,450
500
53,145
35,376
45,608,471
Disposals
-
0
-
0
(22,779)
-
0
(22,779)
Exchange adjustments
(23,807)
-
0
-
0
-
0
(23,807)
At 30 June 2024
45,495,643
500
30,366
35,376
45,561,885
Amortisation and impairment
At 14 June 2023
-
0
-
0
-
0
-
0
-
0
Amortisation charged for the period
552,157
42
4,045
2,188
558,432
Disposals
-
0
-
0
(1,714)
-
0
(1,714)
Exchange adjustments
-
0
-
0
-
0
395
395
At 30 June 2024
552,157
42
2,331
2,583
557,113
Carrying amount
At 30 June 2024
44,943,486
458
28,035
32,793
45,004,772
The company had no intangible fixed assets at 30 June 2024.
THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
- 26 -
10
Tangible fixed assets
Group
Leasehold land and buildings
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
£
£
Cost
At 14 June 2023
-
0
-
0
-
0
-
0
-
0
-
0
-
0
Additions
-
0
-
0
72,402
-
0
-
0
-
0
72,402
Business combinations
1,724,653
870,802
387,469
390,203
29,031
48,180
3,450,338
Exchange adjustments
-
0
-
0
-
0
(233)
(178)
-
0
(411)
At 30 June 2024
1,724,653
870,802
459,871
389,970
28,853
48,180
3,522,329
Depreciation and impairment
At 14 June 2023
-
0
-
0
-
0
-
0
-
0
-
0
-
0
Depreciation charged in the period
21,920
3,784
4,440
3,753
7,523
1,184
42,604
Exchange adjustments
-
0
-
0
1,490
(40)
-
0
-
0
1,450
At 30 June 2024
21,920
3,784
5,930
3,713
7,523
1,184
44,054
Carrying amount
At 30 June 2024
1,702,733
867,018
453,941
386,257
21,330
46,996
3,478,275
The company had no tangible fixed assets at 30 June 2024.
THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
- 27 -
11
Fixed asset investments
Group
Company
2024
2024
Notes
£
£
Investments in subsidiaries
12
-
0
5,257,071
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 14 June 2023
-
Additions
5,257,071
At 30 June 2024
5,257,071
Carrying amount
At 30 June 2024
5,257,071
12
Subsidiaries

Details of the company's subsidiaries at 30 June 2024 are as follows:

Name of undertaking
Address
Class of
% Held
shares held
Direct
The Leisure Channel Ltd
2
Ordinary
100.00
Power Grade Limited (T/A Waterford Football Club)
3
Ordinary
100.00
Fleetwood Wanderers Limited (T/A Fleetwood Town Football Club)
1
Ordinary
98.00

Registered office addresses (all UK unless otherwise indicated):

1
Poolfoot Farm, Butts Road, Thornton-Cleveleys, FY5 4HX
2
Unit 2, Darwin Court, Hawking Place, Blackpool, Lancashire. FY2 0JN
3
Unit 2, Kingsmeadow Retail Park, Cork Road, Waterford, X91 EK20
13
Stocks
Group
Company
2024
2024
£
£
Finished goods and goods for resale
68,959
-
0
THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
- 28 -
14
Debtors
Group
Company
2024
2024
Amounts falling due within one year:
£
£
Trade debtors
448,270
-
0
Unpaid share capital
100
100
Corporation tax recoverable
70
-
0
Other debtors
76,233
-
0
Prepayments and accrued income
362,821
-
0
887,494
100
15
Creditors: amounts falling due within one year
Group
Company
2024
2024
Notes
£
£
Bank loans
17
20,822
-
0
Trade creditors
747,668
-
0
Other taxation and social security
346,016
-
Deferred income - government grants
18
616,949
-
0
Other creditors
43,111,162
1
Accruals and deferred income
216,052
9,000
45,058,669
9,001

The bank loan is guaranteed by the UK Government under the Coronavirus Bounce Back Loan (BBL) Scheme.

16
Creditors: amounts falling due after more than one year
Group
Company
2024
2024
Notes
£
£
Deferred income - government grants
18
36,187
-
0
Other creditors
6,414,210
5,293,750
Accruals and deferred income
7,782
7,782
6,458,179
5,301,532
THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
- 29 -
17
Loans and overdrafts
Group
Company
2024
2024
£
£
Bank loans
20,822
-
0
Payable within one year
20,822
-
0

The bank loan is guaranteed by the UK Government under the Coronavirus Bounce Back Loan (BBL) Scheme.

The bank loan term was for 5 years. Repayments are paid monthly and interest is charged at 11.2% p.a. Full repayment was made post year end, during February 2025.

18
Deferred income
Group
Company
2024
2024
£
£
Arising from government grants
43,874
-
Other deferred income
609,262
-
653,136
-

Deferred income is included in the financial statements as follows:

Current liabilities
616,949
-
0
Non-current liabilities
36,187
-
0
653,136
-
19
Retirement benefit schemes
2024
Defined contribution schemes
£
Charge to profit or loss in respect of defined contribution schemes
5,611

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.

 

As at the balance sheet date, contributions due to the schemes in respect of the current reporting year were £14,540.

THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
- 30 -
20
Share capital
Group and company
2024
2024
Ordinary share capital
Number
£
Issued and not fully paid
Ordinary shares of £1 each
100
100

On incorporation 100 Ordinary shares of £1 each were issued at par value. At the balance sheet date, other debtors includes £100 unpaid share capital.

21
Acquisition of a business

On 31 October 2023 the group acquired the business of The Leisure Channel Ltd.

Book Value
Adjustments
Fair Value
Net assets acquired
£
£
£
Intangible assets
792
-
792
Property, plant and equipment
25,238
-
25,238
Trade and other receivables
19,368
-
19,368
Cash and cash equivalents
5,389
-
5,389
Trade and other payables
(251,038)
-
(251,038)
Total identifiable net assets
(200,251)
-
(200,251)
Goodwill
200,252
Total consideration
1
The consideration was satisfied by:
£
Cash
1
Contribution by the acquired business for the reporting period included in the group statement of comprehensive income since acquisition:
£
Turnover
57,079
Profit after tax
31,738

The goodwill arising on the acquisition of the business is attributable to the surplus paid on the net assets of the company, and totals £200,252.

THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
21
Acquisition of a business
(Continued)
- 31 -

On 1 March 2024 the group acquired 100% percent of the issued capital of Power Grade Ltd (T/A Waterford Football Club).

Book Value
Adjustments
Fair Value
Net assets acquired
£
£
£
Intangible assets
40,377
-
40,377
Property, plant and equipment
113,484
-
113,484
Inventories
31,267
-
31,267
Trade and other receivables
173,624
-
173,624
Cash and cash equivalents
48,807
-
48,807
Trade and other payables
(2,554,758)
-
(2,554,758)
Total identifiable net assets
(2,147,199)
-
(2,147,199)
Goodwill
2,404,269
Total consideration
257,070
The consideration was satisfied by:
£
Issue of loan
257,070
Contribution by the acquired business for the reporting period included in the group statement of comprehensive income since acquisition:
£
Turnover
425,332
Loss after tax
(732,737)

The goodwill arising on the acquisition of the business is attributable to the surplus paid on the net assets of the company, and totals £2,403,963.

THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
21
Acquisition of a business
(Continued)
- 32 -

On 23 May 2024 the group acquired 98% percent of the issued capital of Fleetwood Wanderers Limited.

Book Value
Adjustments
Fair Value
Net assets acquired
£
£
£
Intangible assets
45,056
-
45,056
Property, plant and equipment
3,351,357
-
3,351,357
Inventories
53,082
-
53,082
Trade and other receivables
2,182,827
-
2,182,827
Cash and cash equivalents
40,208
-
40,208
Trade and other payables
(43,587,765)
-
(43,587,765)
Total identifiable net assets
(37,915,235)
-
(37,915,235)
Goodwill
42,915,235
Total consideration
5,000,000
The consideration was satisfied by:
£
Issue of loan
5,000,000
Contribution by the acquired business for the reporting period included in the group statement of comprehensive income since acquisition:
£
Turnover
434,534
Loss after tax
(518,974)

The goodwill arising on the acquisition of the business is attributable to the surplus paid on the net assets of the company, and totals £42,915,235.

22
Operating lease commitments

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
2024
£
£
Within one year
101,400
-
Between two and five years
248,000
-
349,400
-
THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
- 33 -
23
Related party transactions
Transactions with related parties

The company has taken advantage of the exemption available in accordance with Financial Reporting Standard 102 Section 33, not to disclose transactions entered into between two or more members of a group, where any subsidiary party to the transaction is wholly owned.

 

During the period the company acquired a 97% share holding in Fleetwood Wanderers Limited from a related company, due to common ownership at deemed fair value of £4,948,980. The company acquired a further 1% share holding in Fleetwood Wanderers Limited from a close family member of the director at deemed fair value of £51,020. The total consideration of £5,000,000 is deem paid by way of a related company advance from East Pines Holdings Ltd.

 

At the balance sheet date, as included within other creditors payable after more than 12 months, is an amount of £5,000,000 due to East Pines Holdings Ltd, a company under common control. The loan is unsecured and has a maturity date of 29 May 2029. Interest is charged on the principal loan at a rate of SONIA plus 375 basis points per annum with late interest of 1% per annum applied when interest is paid late. Interest of £36,680 has been incurred to 30 June 2024 and is included within interest payable and within other creditors payable after more than one year.

 

During the period the company acquired a 100% shareholding in Power Grade Ltd and 100% shareholding in The Leisure Channel Ltd, both from a close family member of the director at deemed fair value of £257,070 and £1 respectively.

 

The various share purchases in the period were in-accordance with professional valuations prepared by Gulf Tax Accounting Group.

 

At the balance sheet date, as included in within other creditors payable after more than 12 months, is an amount of £257,070 due to a close family member of the director. The loan is unsecured and has a maturity date of 28 February 2029. Interest is charged on the principal loan at a rate of SONIA plus 375 basis points per annum with late interest of 1% per annum applied when interest is paid late. Interest of £7,782 has been accrued to 30 June 2024 and is included within interest payable and accruals payable after more than 12 months. Other creditors, amounts falling due within one year includes £1 due to a close family member. This balance is unsecured, non-interest bearing and repayable on demand.

 

An historic amount of £1,120,460 is also due to the same close family member of a director as the above loan. This balance is unsecured, non-interest bearing and has no fixed terms of repayment. This balance is included in other creditors, amounts payable after more than one year.

 

Included in other creditors is an amount of £6,238,890 due to Commercial Power Limited. This company is related by virtue of common shareholders. This balance is unsecured, non-interest bearing and repayable on demand.

THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
23
Related party transactions
(Continued)
- 34 -

During the period the group has incurred recharges of other administrative expenses of £16,939 from Ruby Gas Ltd, a company under common control. At the balance sheet date £5,857,582 was owed to Ruby Gas Ltd, as included within other creditors. This balance is unsecured, non interest bearing and repayable on demand.

 

During the period the group has received credit notes regarding administrative expenses of £27 from Ruby Electricity Ltd, a company under common control. At the balance sheet date £735 was owed to Ruby Electricity Ltd, as included within other creditors. This balance is unsecured, non interest bearing and repayable on demand.

 

During the period the group has incurred fees included within other administrative expenses of £8,120 from New Primrose Developments LLP, a entity under common control. At the balance sheet date £20,100 was owed to New Primrose Developments LLP, as included within other creditors. This balance is unsecured, non interest bearing and repayable on demand.

 

At the balance sheet date £97,901 was owed to CX Global Holdings FZCO by the group. This balance is unsecured, non interest bearing and repayable on demand.

 

During the period, £28,550 was advanced to Fleetwood United Football Club (Dubai), a related company. During the period a provision of £28,550 for non-recovery of this related party balance has been recognised. At the balance sheet date (after the provision) £Nil was owed by Fleetwood United Football Club (Dubai), as included in other debtors.

 

During the period £9,885 was donated by the group to Hout Bay Charitable Trust ZSA, a charity under common control.

 

At the balance sheet date, £4,250 was owed to Card Saver Limited, a company under common control. This balance is unsecured, non interest bearing and repayable on demand.

 

At the balance sheet date, £30,888,437 was owed to JRP Property Management Services Limited, a company under common control. This balance is unsecured, non interest bearing and repayable on demand.

 

At the balance sheet date, £4,157 was owed by Smart Choice Metering Limited, a company under common control. This balance is unsecured, non interest bearing and repayable on demand.

 

At the balance sheet date, £7,715 was owed by Davidson Family Limited, a company under common control. This balance is unsecured, non interest bearing and repayable on demand.

24
Controlling party

The ultimate controlling party is J R Pilley based on his 100% shareholding.

THE WILLOWS 96 HOLDINGS LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 JUNE 2024
- 35 -
25
Cash generated from group operations
2024
£
Loss after taxation
(1,827,892)
Adjustments for:
Finance costs
44,757
Loss on disposal of intangible assets
16,065
Amortisation and impairment of intangible assets
558,432
Depreciation and impairment of tangible fixed assets
42,604
Movements in working capital:
Decrease in stocks
15,390
Decrease in debtors
1,502,732
Increase in creditors
4,449,329
Increase in deferred income
653,136
Cash generated from operations
5,454,553
26
Analysis of changes in net funds - group
14 June 2023
Cash flows
Exchange rate movements
30 June 2024
£
£
£
£
Cash at bank and in hand
-
237,492
1,733
239,225
Borrowings excluding overdrafts
-
(20,822)
-
(20,822)
-
216,670
1,733
218,403
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