| REGISTERED NUMBER: |
| Strategic Report, Directors' Report and |
| Audited Financial Statements for the Year Ended 31 March 2025 |
| for |
| The One Health Group - Contracts Limited |
| REGISTERED NUMBER: |
| Strategic Report, Directors' Report and |
| Audited Financial Statements for the Year Ended 31 March 2025 |
| for |
| The One Health Group - Contracts Limited |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Contents of the Financial Statements |
| for the Year Ended 31 March 2025 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Directors' Report | 6 |
| Independent Auditors' Report | 8 |
| Income Statement | 11 |
| Other Comprehensive Income | 12 |
| Statement of Financial Position | 13 |
| Statement of Changes in Equity | 14 |
| Notes to the Financial Statements | 15 |
| The One Health Group - Contracts Limited |
| Company Information |
| for the Year Ended 31 March 2025 |
| DIRECTORS: |
| SECRETARY: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Chartered Accountants |
| Statutory Auditor |
| 73 Cornhill |
| London |
| EC3V 3QQ |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Strategic Report |
| for the Year Ended 31 March 2025 |
| The directors present their strategic report of the company and the group for the year ended 31 March 2025. |
| One Health Group's strategic goal is to deliver safe, innovative, high-quality care to NHS patients across multiple geographies, free at the point of delivery, optimising outcomes so they can quickly continue healthy lives. |
| One Health Group was established in 2004 and provides free, high-quality care for NHS patients who are referred for treatment in Orthopaedics, Spinal Surgery, General Surgery, and Gynaecology. As a dedicated NHS-only provider, the company's values are strongly aligned with those of the NHS and its services are provided principally through 'Patient Choice' whereby NHS patients exercise their statutory right to select their provider of care when referred by their GP. In addition, One Health has provided support directly to several local NHS Trusts in the year to help manage internal waiting lists of patients who have already waited for long periods for treatment after having been referred to the NHS Trust. |
| Over the last year One Health treated more than 17,000 new NHS patients, resulting in over 42,000 consultations and more than 7,000 surgical procedures, a significant increase on the previous year. This increase reflects a greater awareness of both One Health's services across a widening geography and 'Patient Choice' which allows NHS patients to choose their provider of care following a GP referral. The service is delivered by utilising a team of over 130 NHS medical consultants and anaesthetists who provide their services through a network of almost 40 outreach clinics across West and South Yorkshire, North and South Lincolnshire, Derbyshire, Nottinghamshire, and Leicestershire. After over 20 years delivering support to the NHS, One Health is well-established as a fundamental part of the local NHS supply chain for over 60 commissioners across England, delivering faster, local, free treatment which ultimately put patients in control through the 'Patient Choice' initiative. |
| If a patient selects One Health as their provider of care though 'Patient Choice' there is no cost to them as all activity is fully funded by the NHS. One Health is paid by the NHS at the 'standard tariff', which is the same as an NHS hospital for the same procedure. It achieved Qualified Provider (AQP) status in 2012 which allows NHS patients to be treated across England. |
| The core benefits that One Health delivers to patients are: FAST - Helping to reduce NHS waiting lists as surgical procedures are typically performed within eight weeks of referral; FREE - All care provided to patients is delivered free, funded by the NHS; LOCAL - the network of almost 40 outreach clinics are situated in the community, close to patients' homes; EFFICIENT - A dedicated patient liaison team directly manages all activity and appointments and respond quickly to all patient queries or concerns. Over 95% of post procedure patients indicate they would be likely/extremely likely to recommend One Health Group to friends and family. |
| The overriding objective is to deliver as much of the patient care pathway as practicable within the community, close to patients' homes, minimising disruption, inconvenience, travel costs, and unnecessary distress. This approach is supplemented by multiple innovative digital strategies including phone and video consultations and on-line post-operative physiotherapy available at home at a time to suit the patient. |
| One Health's business model is unique, supporting NHS patient demand in the four highest demand outsourced specialties. These services are provided across England subject to establishing the appropriate clinical governance and operational infrastructure to support delivery, with patient safety always paramount. One Health was established in 2004, delivering care to NHS patients for over 20 years, over this period it has become embedded as a fundamental part of the local NHS supply chain for over 60 NHS commissioning bodies across England. In addition to increased demand through 'Patient Choice' GP referrals, requests for support directly from local NHS hospitals to help reduce their internal waiting lists have continued, this being a new 'post-pandemic' revenue stream. |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Strategic Report |
| for the Year Ended 31 March 2025 |
| 2025 has been a year of very strong growth during which One Health has achieved new records in monthly and annual revenue as a result of significant increases in NHS patient volumes with One Health further extending its support of the NHS, as part of the wider initiative to reduce the post-pandemic waiting list. Notably, the vast majority of in year activity has been from new patient referrals, not the current NHS waiting list. One Health has also established 5 year agreements with its two largest commissioners, representing around 70% of annual revenue, moving away from the historic annual renewal process. The support provided to the NHS by the independent sector has increased significantly in recent years and it is now a generally accepted principle that it has an important part to play in reducing the national waiting list. This was recognised in the establishing of a new NHS and independent sector agreement that was announced by Wes Streeting and Kier Starmer on the 6th of January 2025 to help tackle waiting lists, give patients greater choice and to increase the use of the independent sector. |
| With record demand for NHS care, the patient's right to choose their care provider through 'Patient Choice' has never been more important, enabling them to access One Health's high-quality treatment, quickly and free at the point of delivery. The Government has further plans to reinforce this message, supported by the 'NHS App', educating patients to ensure there is a greater understanding of 'Patient Choice', to ease pressure on the NHS infrastructure. |
| The ongoing organic growth of the business is underpinned by the development and maintenance of close working relationships with multiple stakeholders and facilitating strong collaboration with NHS organisations and independent hospitals across the regions within which we deliver care. We intend to continue to build on this approach, increasing capacity and capability, delivering a highly effective and efficient service to meet the needs of our NHS commissioners and patients. In addition, we continue to extend our community-based network of outreach clinics, taking the care to the patient, reducing the need to travel. |
| We continue to pro-actively source new surgical capacity in new geographies to support organic growth as well as working in collaboration with our independent provider and NHS hospital partners to maximise and extend utilisation of their facilities, we have made good progress on plans to develop our first owned, new- build surgical hub. Full planning was submitted in March 2025 for this facility with contracts exchanged to purchase land subject to approval. We anticipate building starting in 2025 with completion in 2026. The future hub development strategy is focussed on geographies with little or no surgical capacity, either NHS or independent sector, and high NHS patient demand, with patients unable to 'self-pay privately or afford medical insurance. |
| The Board envisages that One Health's growth will continue to be achieved by: |
| - Increasing the number of patients treated in our community-based outreach clinics by continuing to review and expand this network of facilities appropriately, increasing the number of NHS patients choosing One Health as their provider of care when referred by their GP. |
| - Continuing to attract increasing numbers of consultants across wider geographies to provide their services to One Health, increasing our operating coverage into the West and East Midlands, West Yorkshire, and Lincolnshire. |
| - Increasing the availability of surgical operating capacity within existing and new independent hospitals across a wider geography, in addition to identifying appropriate underserved locations to develop new surgical hubs, owned and operated by the Group. |
| - Investing in our people, nurturing and developing the best talent and expertise within the One Health team to support robust, clinically safe growth. |
| - Building on the significant successes of 2024/25in securing contracts directly with NHS Trusts to help reduce internal waiting lists by transferring long wait patients into One Health for treatment and discharge. |
| - Continuing to ensure the delivery of very high levels of patient safety and satisfaction through excellent clinical governance. |
| - Building on newly established relationships to support a wider collaboration with our NHS colleagues, ensuring needs are identified and met to develop closer integration with the NHS, whilst supporting with a pro-active and flexible approach to challenges. |
| - Being open to appropriate and culturally aligned acquisition or merger opportunities which might arise, and which demonstrate tangible benefits to the future of One Health Group and its shareholders. |
| Our financial Key Performance Indicators (KPIs) are: revenue, gross margin, (adjusted) EBITDA and (adjusted) EPS. Our operational KPIs are: number of new NHS patient, consultations and surgical procedures, number of consultants providing their services to the Group and number of outreach clinics. |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Strategic Report |
| for the Year Ended 31 March 2025 |
| 2024-25 | 2023-24 |
| Financial KPI's |
| Revenue (£m) | 28.4 | 23.0 |
| Gross margin (£m) | 5.4 | 4.0 |
| EBITDA (Adjusted) (pence) | 2.02 | 1.5 |
| EPS (Adjusted) (pence) | 13.75 | 7.42 |
| Net Cash (£m) | 11.4 | 4.7 |
| Operational KPI's |
| Number of new patients | 17,020 | 13,266 |
| Number of consultations | 42,238 | 33,695 |
| Number of surgical procedures | 7,043 | 6,169 |
| Number of consultants (excl. anaesthetists) | 80 | 63 |
| Number of outreach clinics | 37 | 35 |
| The directors are reassured and satisfied with these results, which demonstrate another year of strong organic growth and the fourth consecutive year of double-digit growth in NHS patients choosing One Health. We are confident that the momentum generated over 2024/25 will deliver a strong start to 2025/26. One Health continues to explore innovative and collaborative ways to support the NHS system in managing and reducing NHS patient waiting times and making progress in reducing national waiting lists. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| One Health Group has a proactive and highly effective approach for the identification, management, and mitigation of risks and uncertainties that could have a materially adverse effect on the patient, our strategy, performance, results, financial condition, and reputation. |
| All current and potential risks are assigned owners and are reviewed on an ongoing basis by the Senior Management Team with significant risks discussed as a fixed agenda item at our Board Meetings. It is accepted that not all risks are within our control and that our policy for identifying all potential risks will not always be successful, the 2020 pandemic being a stark example of an unforeseen risk that had a material impact on every aspect of our society. |
| The focus over 2025/26 is to further develop ways to collaborate with key stakeholders and look for new ways to support the NHS in addressing the NHS waiting lists, both locally and nationally. |
| The NHS continues to be reliant on the independent sector, including One Health Group, to work together to reduce waiting lists. In addition to the ongoing high numbers of patients on the NHS waiting list, there has been a notable increase in new patients choosing One Health for their elective care through the 'Choose and Book', system which allows patients to choose their NHS-funded treatment provider following a GP referral. |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Strategic Report |
| for the Year Ended 31 March 2025 |
| The specific risks identified are: |
| Surgical Capacity - Patient consulting room capacity and outreach clinics are straightforward, quick and relatively easy to establish. Operating theatre capacity is more challenging to procure and essential to support the 30 to 40% of new patients who require a surgical procedure of some description following a consultation. Long-term contracts are in place for all current providers, and we continue to source additional providers in wider geographies. Over the next five years this capacity will be supplemented with the establishing of new surgical hubs in locations with little or no supply and high NHS patient demand. Full planning has been submitted for the first surgical hub, with cash raised as part of the recent AIM IPO to support the purchase of the land and the funding of the build. |
| Recruitment Challenge - Sourcing, attracting and retaining high-quality candidates to support growth is essential to support growth. In an increasingly competitive job market, with employees being more selective, we continue to focus heavily on our work environment, employment benefits, and staff engagement to maximise retention and to ensure we are an attractive employer to new and existing employees. Further measures agreed with our Remuneration Committee have helped to ensure we are able to attract and retain the required talent to grow as a business. |
| NHS Patient Demand - One Health is currently dependent on NHS patient activity to fund growth. A reduction in NHS patients volumes would reduce turnover. The post pandemic NHS waiting list remains very high at approximately 7.4 million. Following the May 2024 general election, Labour has made reducing waiting lists a key initiative, with a commitment to returning to pre pandemic waiting time targets by the end of this parliament, this will require a concerted effort and increased support of the independent sector. In recognition of this requirement, on the 6th of January 2025 a new NHS and independent sector agreement was announced that will help tackle waiting lists, give patients greater choice and increase the use of the independent sector. This also emphasises the right of patients already on NHS waiting lists to choose to change their provider for faster treatment. |
| Cost Inflation - Within continuing turbulence and uncertainty in the current global and national macro-economic environment, general costs, and in particular labour and energy, have increased over the last two years, impacting margin. One Health has a strong track record of strong cost control, including energy usage, and as a currently asset-light business, the largest overhead is labour. Our internal wage inflation is well-controlled and recruitment is directly aligned to activity, so effectively funded by growth. Our revenue is derived from the 'NHS Tariff' which generally continues to reflect the impact of inflation, and in particular wage inflation, within the national healthcare system. |
| ON BEHALF OF THE BOARD: |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Directors' Report |
| for the Year Ended 31 March 2025 |
| The directors present their report with the financial statements of the company for the year ended 31 March 2025. |
| PRINCIPAL ACTIVITY |
| The principal activity of the company in the year under review was that of the provision of medical services. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 March 2025 (31 March 2024 - £Nil). |
| The results for the year can be seen on page 11. |
| FUTURE DEVELOPMENTS |
| The Board's view of the future growth of the company is referred to in the Strategic Report. |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 April 2024 to the date of this report. |
| FINANCIAL INSTRUMENTS |
| The directors have considered the exposure of the entity to price risk, credit risk, liquidity risk and cash flow risk, and feel that none of these pose a material risk to the company. |
| GOING CONCERN |
| Following the parent's listing on the AIM market, the senior management team with the input of the directors recently undertook an exercise preparing a five-year forecast which considers the growth in the business following the delivery of their first surgical hub. This forecast, while prepared at group level shows a significant rise in revenue and profitability while also continuing to be in a net cash position over that period and it is also inclusive of the significant cash generated by the Company. |
| The group directors have confirmed that they will ensure sufficient cash is made available to The One Health Group - Contracts Limited in order to meet its day to day liabilities for at least 12 months from the date of signed financial statements for the financial year ended 31 March 2025. |
| The Directors have tested their cash flow analysis to take into account the impact on their business of possible scenarios alongside the measures that they can take to mitigate the impact of possible scenarios based on these assessments, given the measures that could be undertaken to mitigate the current adverse conditions, and the current resources available, the Directors have concluded that they can continue to adopt the going concern basis in preparing the annual report and accounts. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Strategic Report, the 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). |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Directors' Report |
| for the Year Ended 31 March 2025 |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES - continued |
| 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 profit or loss of the company for that period. In preparing these financial statements, the directors are required to: |
| - select suitable accounting policies and then apply them consistently; |
| - make judgements and accounting estimates that are reasonable and prudent; |
| - state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; |
| - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
| The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| AUDITORS |
| The auditors, Gerald Edelman LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| Independent Auditors' Report to the Members of |
| The One Health Group - Contracts Limited |
| Opinion |
| We have audited the financial statements of The One Health Group - Contracts Limited (the 'company') for the year ended 31 March 2025 which comprise the Income Statement, Other Comprehensive Income, Statement of Financial Position, 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 company's affairs as at 31 March 2025 and of its profit for the year then ended; |
| - | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
| - | have been prepared in accordance with the requirements of the Companies Act 2006. |
| Basis for opinion |
| We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
| Conclusions relating to going concern |
| In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
| Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
| Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
| Other information |
| The directors are responsible for the other information contained within the annual report. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. The directors are responsible for the other information contained within the annual report. |
| Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
| In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
| Opinions on other matters prescribed by the Companies Act 2006 |
| In our opinion, based on the work undertaken in the course of the audit: |
| - | the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements. |
| Independent Auditors' Report to the Members of |
| The One Health Group - Contracts Limited |
| Matters on which we are required to report by exception |
| In the light of the 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 or 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, or returns adequate for our audit have not been received from branches not visited by us; or |
| - | the 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 pages six and seven, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
| In preparing the financial statements, the directors are responsible for assessing the 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 company or to cease operations, or have no realistic alternative but to do so. |
| Auditors' responsibilities for the audit of the financial statements |
| The objectives of our audit, in respect to fraud are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatements due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management. |
| 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. |
| Our audit procedures were primarily directed towards testing the accounting systems in operation upon which we have based our assessment of the financial statements for the period ended 31 March 2025. |
| We planned our audit so that we have a reasonable expectation of detecting material misstatements in the financial statements resulting from irregularities, fraud or non-compliance with law or regulations. |
| The extent to which the audit was considered capable of detecting irregularities including fraud |
| In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and |
| non-compliance with laws and regulations, our procedures included the following: |
| · The engagement partner ensured that the engagement team collectively had the appropriate competence, |
| capabilities and skills to identify or recognise non-compliance with applicable laws and regulations. |
| · Enquiring of management of whether they are aware of any non-compliance with laws and regulations. |
| · Enquiring of management whether they have knowledge of any actual, suspected or alleged fraud. |
| · Enquiring of management their internal controls established to mitigate risk related to fraud or non-compliance with |
| laws and regulations. |
| · Discussions amongst the engagement team on how and where fraud might occur in the financial statements and any potential indicators of fraud. As part of this discussion, we identified potential for fraud in the following areas; posting of unusual journals. |
| · Obtaining understanding of the legal and regulatory framework the company operates in focusing on those laws and regulations that had a direct effect on the financial statements or that had a fundamental effect on the operations. |
| The key laws and regulations we considered in this context included UK Companies Act, tax legislation, data |
| protection, anti-bribery, employment and health and safety. |
| Independent Auditors' Report to the Members of |
| The One Health Group - Contracts Limited |
| Audit response to the risks identified |
| Fraud due to management override |
| To address the risk of fraud through management bias and override of controls, we: |
| · Performed analytical procedures to identify any unusual or unexpected relationships. |
| · Audited the risk of management override of controls, including through testing journal entries for appropriateness |
| · Assessed whether judgements and assumptions made in determining the accounting estimates set out in note 2 |
| were indicative of potential bias; and |
| · Investigated the rationale behind significant or unusual transactions. |
| Irregularities and non-compliance with laws and regulations |
| In response to the risk of irregularities and non compliance with laws and regulations, we designed procedures which included, but are not limited to: |
| · Agreeing financial statements disclosures to underlying supporting documentation. |
| · Enquiring of management as to actual and potential litigation claims. |
| The test nature and other inherent limitations of an audit, together with the inherent limitations of any accounting |
| and internal control system, mean that there is an unavoidable risk that even some material misstatements in respect |
| of irregularities may remain undiscovered even though the audit is properly planned and performed in accordance |
| with ISAs (UK). Furthermore, the more removed that laws and regulations are from financial transactions, the less |
| likely that we would become aware of non-compliance. |
| Our examination should therefore not be relied upon to disclose all such material misstatements or frauds, errors or |
| instances of non-compliance that might exist. The responsibility for safeguarding the assets of the company and for |
| the prevention and detection of fraud, error and non-compliance with law or regulations rests with the directors. |
| A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report. |
| Use of our report |
| This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 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 Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
| for and on behalf of |
| Chartered Accountants |
| Statutory Auditor |
| 73 Cornhill |
| London |
| EC3V 3QQ |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Income Statement |
| for the Year Ended 31 March 2025 |
| 31.3.25 | 31.3.24 |
| Notes | £ | £ |
| TURNOVER | 3 |
| Cost of sales | ( |
) | ( |
) |
| GROSS PROFIT |
| Administrative expenses | ( |
) | ( |
) |
| OPERATING LOSS | 5 | ( |
) | ( |
) |
| Interest receivable and similar income | 6 |
| PROFIT BEFORE TAXATION |
| Tax on profit | 7 | ( |
) | ( |
) |
| PROFIT FOR THE FINANCIAL YEAR |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Other Comprehensive Income |
| for the Year Ended 31 March 2025 |
| 31.3.25 | 31.3.24 |
| Notes | £ | £ |
| PROFIT FOR THE YEAR |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Statement of Financial Position |
| 31 March 2025 |
| 31.3.25 | 31.3.24 |
| Notes | £ | £ |
| CURRENT ASSETS |
| Debtors | 8 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 9 |
| NET CURRENT ASSETS |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
| CAPITAL AND RESERVES |
| Called up share capital | 10 |
| Retained earnings | 11 |
| SHAREHOLDERS' FUNDS |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Statement of Changes in Equity |
| for the Year Ended 31 March 2025 |
| Called up |
| share | Retained | Total |
| capital | earnings | equity |
| £ | £ | £ |
| Balance at 1 April 2023 |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 March 2024 |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 March 2025 |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Notes to the Financial Statements |
| for the Year Ended 31 March 2025 |
| 1. | STATUTORY INFORMATION |
| The One Health Group - Contracts Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| Following the parent's listing on the AIM market, the senior management team with the input of the directors recently undertook an exercise preparing a five-year forecast which considers the growth in the business following the delivery of their first surgical hub. This forecast, while prepared at group level shows a significant rise in revenue and profitability while also continuing to be in a net cash position over that period and it is also inclusive of the significant cash generated by the Company. |
| The group directors have confirmed that they will ensure sufficient cash is made available to The One Health Group - Contracts Limited in order to meet its day to day liabilities for at least 12 months from the date of signed financial statements for the financial year ended 31 March 2025. |
| The Directors have tested their cash flow analysis to take into account the impact on their business of possible scenarios alongside the measures that they can take to mitigate the impact of possible scenarios based on these assessments, given the measures that could be undertaken to mitigate the current adverse conditions, and the current resources available, the Directors have concluded that they can continue to adopt the going concern basis in preparing the annual report and accounts. |
| The accounts are presented in Sterling currency, and rounded to the nearest pound. |
| Significant judgements and estimates |
| In preparing the financial statements it is necessary to make certain judgements, estimates and assumptions that affect the amounts recognised in the financial statements. These assumptions are reassessed annually as part of the accounts preparation process. |
| The critical judgments that the directors have made in the process of applying the company's accounting policies that have the most significant effect on the statutory financial statements are discussed below. |
| Recoverability of debtors |
| The company establishes a provisions for debtors that are estimated not to be recoverable. When assessing recoverability, the directors have considered factors such as the ageing of debtors, past experience of recoverability and the credit profile of individual or groups of customers. |
| Financial Reporting Standard 102 - reduced disclosure exemptions |
| The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
| • | the requirements of Section 7 Statement of Cash Flows. |
| Turnover |
| The company provides the provision of medical services, specialist treatments and diagnostics services to the public. Revenue is recognised once the agreed specific treatment, consultation or operation has been undertaken at the fair value of the consideration receivable. |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 March 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Financial instruments |
| The company 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. |
| Basic financial assets, including trade and other receivables, cash and bank balances and investments in commercial paper, are initially recognised at transaction price, 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. Such assets are subsequently carried at amortised cost using the effective interest method. |
| At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. |
| Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. |
| Basic financial liabilities, including trade and other payables, 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 receipts discounted at a market rate of interest. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. |
| Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it relates. |
| Trade payables 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 payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method. |
| Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires. |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date. |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 March 2025 |
| 2. | ACCOUNTING POLICIES - continued |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| Cash and cash equivalents |
| Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less and bank overdrafts. Bank overdrafts, when applicable, are shown within borrowings in current liabilities. |
| 3. | TURNOVER |
| The turnover and profit before taxation are attributable to the one principal activity of the company. |
| An analysis of turnover by class of business is given below: |
| 31.3.25 | 31.3.24 |
| £ | £ |
| The turnover is attributable to the principal activity of the company all based in the United Kingdom |
| 4. | EMPLOYEES AND DIRECTORS |
| There are no staff costs for the year ended 31 March 2025, nor for the year ended 31 March 2024. |
| Two directors served during the year ended 31 March 2025 and 31 March 2024, but took no remuneration. |
| 5. | OPERATING LOSS |
| Auditors remuneration is charged to the parent company, of which £15,000 (2024: £15,000) relates to the company. |
| 6. | INTEREST RECEIVABLE AND SIMILAR INCOME |
| 31.3.25 | 31.3.24 |
| £ | £ |
| Deposit account interest |
| 7. | TAXATION |
| UK corporation tax has been charged at 19% (2024: 19%) on profit, and there are no reconciling items. |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 March 2025 |
| 8. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.3.25 | 31.3.24 |
| £ | £ |
| Trade debtors |
| Amounts owed by group undertakings |
| Prepayments and accrued income |
| 9. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.3.25 | 31.3.24 |
| £ | £ |
| Trade creditors |
| Amounts owed to group undertakings |
| Amounts owed to participating interests | 14,816,894 | 11,340,658 |
| Tax |
| Accruals and deferred income |
| 10. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 31.3.25 | 31.3.24 |
| value: | £ | £ |
| Ordinary | £1 | 100 | 100 |
| 11. | RESERVES |
| Retained |
| earnings |
| £ |
| At 1 April 2024 |
| Profit for the year |
| At 31 March 2025 |
| 12. | ULTIMATE PARENT COMPANY |
| One Health Group Plc is regarded by the directors as being the company's ultimate parent company. |
| 13. | CONTINGENT LIABILITIES |
| The Group's bankers have a fixed and floating charge over the assets of the company by virtue of a cross guarantee given by it's parent One Health Group Plc and it's fellow subsidiary The One Health Group - Medico-Legal Limited |
| The One Health Group - Contracts Limited (Registered number: 05081675) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 March 2025 |
| 14. | RELATED PARTY DISCLOSURES |
| The fees for subcontractor medical services include £773,520 (2024: £683,602) from One Health Group - General Surgery & Gynaecology LLP, £1,835,461 (2024: £1,619,587) from One Health Group - Orthopaedic LLP, and £867,255 (2024: £615,111) from One Heath Spine Clinic LLP. |
| At the year-end, the company owed £3,739,921 (2024: £2,966,401) to One Health Group - General Surgery & Gynaecology LLP, £8,051,027 (2024: £6,215,566) to One Health Group - Orthopaedics LLP, and £3,025,946 (2024: £2,158,691) to One Health Spine LLP. These amounts are interest-free and repayable on demand. |
| Mr Bickerstaff is a member of One Health Group - General Surgery & Gynaecology LLP and One Health Group - Orthopaedics LLP. |
| Mr Binns is a member of One Health Spine Clinic LLP. |