Company Registration No. 06660765 (England and Wales)
It's Fresh Limited
Financial statements
for the year ended 31 December 2024
Pages for filing with the registrar
It's Fresh Limited
Contents
Page
Statement of financial position
1
Statement of changes in equity
2
Notes to the financial statements
3 - 11
It's Fresh Limited
Statement of financial position
As at 31 December 2024
1
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Tangible assets
4
56,671
58,928
Current assets
Stocks
763,812
665,861
Debtors
5
275,534
381,904
Cash at bank and in hand
597,356
75,006
1,636,702
1,122,771
Creditors: amounts falling due within one year
6
(30,955,132)
(28,509,697)
Net current liabilities
(29,318,430)
(27,386,926)
Net liabilities
(29,261,759)
(27,327,998)
Capital and reserves
Called up share capital
7
4
4
Other reserves
8
153,444
100,158
Profit and loss reserves
(29,415,207)
(27,428,160)
Total equity
(29,261,759)
(27,327,998)

The directors of the company have elected not to include a copy of the income statement within the financial statements.true

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 1 August 2025 and are signed on its behalf by:
S Hollingsworth
Director
Company Registration No. 06660765
It's Fresh Limited
Statement of changes in equity
For the year ended 31 December 2024
2
Share capital
Other reserves
Profit and loss reserves
Total
£
£
£
£
As restated for the period ended 31 December 2023:
Balance at 1 January 2023
4
22,159
(24,627,844)
(24,605,681)
Year ended 31 December 2023:
Loss and total comprehensive income
-
-
(2,800,316)
(2,800,316)
Other movements
-
77,999
-
77,999
Balance at 31 December 2023
4
100,158
(27,428,160)
(27,327,998)
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
(1,987,047)
(1,987,047)
Other movements
-
53,286
-
53,286
Balance at 31 December 2024
4
153,444
(29,415,207)
(29,261,759)
It's Fresh Limited
Notes to the financial statements
For the year ended 31 December 2024
3
1
Accounting policies
Company information

It's Fresh Limited is a private company, limited by shares, incorporated in England and Wales. The registered office is 19d Cobbett Road, Burntwood Business Park, Burntwood, England, WS7 3GL.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The functional currency of the company is US Dollars which is different to the presentational currency which is Pound sterling.

1.2
Going concern

As part of the preparation of these financial statements, the directors have assessed the appropriateness of adopting the going concern basis of accounting, taking into account the company’s current financial position and strategic plans.true

The company is a wholly owned subsidiary of Food Freshness Technology Limited, an intermediate holding company, which is in turn owned by Food Freshness Technology Holdings Limited (the “group”). The company has continued to report losses of £1,987,047 (2023 - £2,800,316) and has a deficit on shareholders’ funds of £29,261,759 (2023 - £27,327,998) at 31 December 2024.

The company is in a planned growth phase and, as outlined in its strategic business plan, is expected to remain loss-making until 2027. This reflects ongoing investment in commercial activities, operational infrastructure, and expansion into new markets—each essential to achieving long-term scalability and profitability.

The company’s strategy includes a continued focus on research and development (R&D), aimed at supporting product innovation and securing competitive advantage. R&D is regarded by the directors as fundamental to the business model and long-term value creation.

Due to the company’s seasonal trading cycle, working capital requirements increase during the Southern Hemisphere supply season. Additional funding will also be required to support the planned scaling of operations.

The directors have prepared detailed forecasts and cash flow projections covering at least 12 months from the approval of these financial statements. These forecasts indicate that the company has sufficient cash resources to meet its obligations through to at least August 2025. Thereafter, additional funding will be required to continue executing the growth strategy.

The company benefits from strong support from its existing investors, who have indicated their intention to provide further funding as required. A bridging round is currently being prepared to extend the cash runway in advance of the next growth capital raise, subject to continued progress in market adoption of the company’s technology.

In light of this ongoing support, historical track record of funding, and confidence in the business model, the directors believe that the company will be able to raise the necessary capital in due course.

Accordingly, the directors have a reasonable expectation that the company will have adequate resources to continue in operational existence for the foreseeable future. However, as future funding is not committed as of the approval date of these financial statements, this constitutes a material uncertainty which may cast significant doubt upon the company’s ability to continue as a going concern.

 

It's Fresh Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
4
1.3
Turnover

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.

Other income is generated through waste material which is sent for refinement, the refined product is then sold to a third party.

1.4
Research and development expenditure

Expenditure on research and development is charged to the statement of comprehensive income in the year in which it is incurred.

1.5
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:

Plant and equipment
Straight line over 2 to 5 years
Fixtures and fittings
Straight line over 5 to 10 years
Computer equipment
Straight line over 3 years
1.6
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible 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.

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.

It's Fresh Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
5
1.7
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to net realisable value. Cost comprises direct materials and, where applicable, freight costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.8
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash at bank and in hand.

1.9
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.

 

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors, 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.

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 company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans and loans from fellow group companies 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.

1.10
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

It's Fresh Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
6
Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 company’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. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. Deferred tax assets and liabilities are offset when the company has 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.

1.11
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.

1.12
Retirement benefits

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

1.13
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

 

The expense in relation to options over the parent company’s shares granted to employees has been recognised in the wages and salaries expense in the income statement. The corresponding credit has been recognised within equity as a capital contribution from the parent company.

1.14
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

It's Fresh Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
1
Accounting policies (continued)
7
1.15
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Critical accounting judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

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.

Bad and doubtful debts

The company has recognised provisions for bad and doubtful debts on its trade debtors of £6,865 (2023: £5,814) and on its group debtors of £6,294,591 (2023: £6,569,883). This is based on an assessment of ageing and due date of receivables and other risk indicators. The judgement of management is then applied to provide for debts which are no longer considered recoverable.

Stock provision

The company has recognised provisions on stock of £nil (2023: £19,285). The stock provision is based on a review of unbranded stock items. Stocks identified as having no or nominal consideration are measured at the lower of cost and net realisable value.

3
Employees

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

2024
2023
Number
Number
Total
17
12
It's Fresh Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
8
4
Tangible fixed assets
Plant and equipment
£
Cost
At 1 January 2024
303,268
Additions
23,351
Disposals
(91,132)
At 31 December 2024
235,487
Depreciation and impairment
At 1 January 2024
244,340
Depreciation charged in the year
25,608
Eliminated in respect of disposals
(91,132)
At 31 December 2024
178,816
Carrying amount
At 31 December 2024
56,671
At 31 December 2023
58,928
5
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
14,043
66,407
Corporation tax recoverable
80,000
229,069
Amounts owed by group undertakings
87,780
-
0
Other debtors
93,711
86,428
275,534
381,904
6
Creditors: amounts falling due within one year
2024
2023
£
£
Trade creditors
74,745
33,428
Amounts owed to group undertakings
30,514,533
28,045,532
Corporation tax
(22,964)
-
0
Other taxation and social security
222,550
259,113
Other creditors
166,268
171,624
30,955,132
28,509,697

Amounts owed to group undertakings are unsecured, interest free and repayable on demand.

It's Fresh Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
9
7
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A Shares of £1 each
2
2
2
2
Ordinary B Shares of £1 each
2
2
2
2
4
4
4
4

The 'A' and 'B' ordinary shares rank pari passu in all aspects.

8
Other reserves

Other reserves relate to the capital contribution made by the parent company in respect of share options issued.

9
Audit report information

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified.

Senior Statutory Auditor:
Diane Petit-Laurent FCA
Statutory Auditors:
Saffery LLP
Date of audit report:
1 August 2025
10
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:

2024
2023
£
£
65,970
1,875
11
Related party transactions

The company is a wholly owned subsidiary of Food Freshness Technology Limited and has taken advantage of the exemption conferred by FRS 102 Section 1A ‘Small Entities’ not to disclose transactions with Food Freshness Technology Holdings Limited or other wholly owned members of the group.

 

During the year the company made sales amounting to £13,875 (2023: £nil) with a company of which a director is also a director of this company. Transactions were made at arms length basis.

It's Fresh Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
10
12
Parent company

The company is a wholly owned subsidiary of Food Freshness Technology Limited, a company registered in England and Wales. Food Freshness Technology Holdings Limited is the ultimate parent company.

 

The largest and smallest group that includes the company and for which consolidated financial statements are prepared, is Food Freshness Technology Holdings Limited. Copies of these financial statements can be obtained from the registered office address at 19d Cobbett Road, Burntwood Business Park, Burntwood, England, WS7 3GL.

It's Fresh Limited
Notes to the financial statements (continued)
For the year ended 31 December 2024
11
13
Prior period adjustment

The stock valuation at 31 December 2023 included an item of stock that was valued to include palladium when it was incorrect to do so. This resulted in stock and profit to be overstated by £87,356.

Reconciliation of changes in equity
1 January
31 December
2023
2023
£
£
Adjustments to prior year
Stock provisions
-
(87,356)
Equity as previously reported
(24,605,681)
(27,240,642)
Equity as adjusted
(24,605,681)
(27,327,998)
Analysis of the effect upon equity
Profit and loss reserves
-
(87,356)
Reconciliation of changes in loss for the previous financial period
2023
£
Adjustments to prior year
Stock provisions
(87,356)
Loss as previously reported
(2,712,960)
Loss as adjusted
(2,800,316)
2024-12-312024-01-01false01 August 2025CCH SoftwareCCH Accounts Production 2024.210No description of principal activityThis audit opinion is unqualifiedSimon HollingsworthJustin CreasyGraham EllisS Hollingsworthfalsefalse066607652024-01-012024-12-31066607652024-12-31066607652023-12-3106660765core:PlantMachinery2024-12-3106660765core:PlantMachinery2023-12-3106660765core:CurrentFinancialInstrumentscore:WithinOneYear2024-12-3106660765core:CurrentFinancialInstrumentscore:WithinOneYear2023-12-3106660765core:CurrentFinancialInstruments2024-12-3106660765core:CurrentFinancialInstruments2023-12-3106660765core:ShareCapital2024-12-3106660765core:ShareCapital2023-12-3106660765core:OtherMiscellaneousReserve2024-12-3106660765core:OtherMiscellaneousReserve2023-12-3106660765core:RetainedEarningsAccumulatedLosses2024-12-3106660765core:RetainedEarningsAccumulatedLosses2023-12-3106660765core:ShareCapital2022-12-3106660765core:RetainedEarningsAccumulatedLosses2022-12-3106660765core:ShareCapitalOrdinaryShares2024-12-3106660765core:ShareCapitalOrdinaryShares2023-12-3106660765bus:CompanySecretaryDirector12024-01-012024-12-3106660765core:RetainedEarningsAccumulatedLosses2023-01-012023-12-31066607652023-01-012023-12-3106660765core:RetainedEarningsAccumulatedLosses2024-01-012024-12-3106660765core:PlantMachinery2024-01-012024-12-3106660765core:FurnitureFittings2024-01-012024-12-3106660765core:ComputerEquipment2024-01-012024-12-3106660765core:PlantMachinery2023-12-3106660765core:WithinOneYear2024-12-3106660765core:WithinOneYear2023-12-3106660765bus:PrivateLimitedCompanyLtd2024-01-012024-12-3106660765bus:SmallCompaniesRegimeForAccounts2024-01-012024-12-3106660765bus:FRS1022024-01-012024-12-3106660765bus:Audited2024-01-012024-12-3106660765bus:Director12024-01-012024-12-3106660765bus:Director22024-01-012024-12-3106660765bus:Director32024-01-012024-12-3106660765bus:CompanySecretary12024-01-012024-12-3106660765bus:FullAccounts2024-01-012024-12-31xbrli:purexbrli:sharesiso4217:GBP