53 Week Period ended
Registration number:
Seasalt Holdings Limited
Contents
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Company Information |
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Strategic Report |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Consolidated Statement of Comprehensive Income |
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Consolidated Balance Sheet |
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Balance Sheet |
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Consolidated Statement of Changes in Equity |
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Statement of Changes in Equity |
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Consolidated Statement of Cash Flows |
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Notes to the Financial Statements |
Seasalt Holdings Limited
Company Information
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Directors |
L G Chadwick N M Chadwick N J Dorbin M J Harrison P L Hayes |
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Company secretary |
L G Chadwick Michelmores Secretaries Limited |
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Registered office |
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Solicitors |
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Bankers |
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Auditors |
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Subsidiaries |
Seasalt Limited |
Seasalt Holdings Limited
Strategic Report
53 Week Period ended 1 February 2025
The directors present their strategic report for the Seasalt Holdings Limited group of companies for the 53 week period from 28 January 2024 to 1 February 2025.
PRINCIPAL ACTIVITY
The principal activity of the group is the design and sale of women’s and men’s clothing through its own stores, online and through third party channels in the UK and internationally.
BUSINESS OVERVIEW
Established in Cornwall by Don Chadwick four decades ago, Seasalt is a premium lifestyle brand that inspires people of all ages to dress with creativity and confidence. We are now a multichannel international retailer: as of 1 February 2025, we had 76 stores across the UK, Ireland and the US, a thriving online business, and hundreds of stockists across the UK and internationally. Our strategy is to maintain our position as one of the UK’s most popular clothing brands and to build and accelerate international growth with a growing community of loyal customers.
Our mission is to inspire a life worn well through making responsibly sourced clothing woven with stories of Cornwall. We focus on designing modern and stylish womenswear, with an expanding menswear range. Our creative and distinctive brand handwriting, inspired by our Cornish heritage, is brought to life by our talented team of in-house designers, making the Seasalt aesthetic instantly recognisable. We celebrate individuality, and our collections are crafted to bring creative, confident dressing to people of all ages. The result is a strong and passionate community of people who are connected beyond buying our products through shared values around sustainability, inclusion and cause-related initiatives.
All product innovation and design is carried out in-house in Cornwall by a talented team of fashion and textile designers, buyers and garment technicians who are responsible for creating the distinctive Seasalt aesthetic within our product range. The Seasalt brand is well known for newness and innovation, with internal teams constantly striving to push boundaries, in response to customer insight, market research and trends. Seasalt delivers eleven seasonally relevant launches per year with style, quality, comfort, performance and sustainability, with our current focus on Designing for Circularity. This is all supported by end-to-end product and marketing concepts to bring the story and brand to life for our customers.
From the outset Seasalt has been committed to sustainability. We are now a certified B Corp, joining a global community of like-minded organisations creating positive impact (with an impressive score of 100.2 vs a sector benchmark of 80.7), in recognition of our brand’s founding values and progressive approach to doing business. We are committed to ambitious targets, including increasing the use of certified responsible materials in products YOY, transitioning to become a Carbon Net Zero business by 2040, in alignment with the BRC roadmap, and working with trusted partners who share our values and commit to follow our ESG policies and procedures.
We have been recognised as a leader in the sector. Recent awards include British Business Awards - Retail Business of the Year; Drapers Conscious Fashion - Best Social Enterprise or Charity Initiative (our “Brave the Weather Together” campaign in support of mental health charity Mind); and Drapers - Best Place to Work.
Seasalt Holdings Limited
Strategic Report
53 Week Period ended 1 February 2025
PERFORMANCE REVIEW
Overall the year ended 1 February 2025 was an outstanding year for Seasalt with revenues of £150m, up 13% on the prior year. We have grown revenues by over £50m over the last three years and doubled the size of the business over the last five years, reflecting the resilience of our business model and the strength of our customer value proposition.
In the year ended 1 February 2025 we achieved a number of key milestones against our strategy, including becoming an accredited B Corp, rapidly scaling our European business with Germany becoming our second largest market in terms of retail sales, and opening our first store in the US. All our sales channels performed well, growing strongly year on year.
Stores continued the outstanding growth trajectory established over the last few years growing to sales of £56m, up 8% on the prior year. Like for like growth (on a 52-week basis) was 2%, building on 9% in the prior year, driven by growth in footfall. Our stores have never performed better and all our stores that have been opened for over twelve months are profitable.
We continue to believe that there is headroom for store growth in the UK. In the year ended February 2025 we opened stores in Glasgow and Rushden Lakes, as well as relocating our store in Cribbs Causeway Bristol. We also continued our international store expansion opening our fourth Irish store in Wexford and opening our first U.S. store on Cape Cod.
Online revenues grew 8% on the prior year to £58m, reflecting an increased investment in digital marketing on the prior year. Our International online revenues grew faster than our UK revenues, demonstrating the impact of our investments in international expansion in Stores and third-party channels, although online international revenues currently represent a relatively small proportion of total online sales.
Third-party channels (sales through strategic partners and wholesale channels) generated revenues of £36m (24% of total revenues) and our fastest growing channel. These third-party channels enable us to expand our customer base and continue to scale both domestically and international while providing our customers with flexibility and convenience, acknowledging customers continue to have preferred channels and retailers where they shop. Our established relationships with strategic partners such M&S, Zalando and Next performed well. We were recognised as one of Zalando’s fastest growing brands during 2024. We drove strong international growth both in existing markets, through entering new markets across Europe with existing partners and through entering new partnerships such as with Nordstrom in the US.
International revenues from all sales channels represented 11% of total revenues, up from 7% in the prior year.
Gross profit margin remained broadly in line year on year at 54.6% vs. 54.9% as improvements in sourcing were offset by the impact of changes in our sales channel mix and international growth.
Administrative costs grew slightly faster than sales in the year reflecting increased marketing and software investments.
As a result of the combined effect of the above, the Group reports net profit before non-recurring costs, interest and taxation of £7.7m in line with the prior year. EBITDA was £11.8m.
Seasalt Holdings Limited
Strategic Report
53 Week Period ended 1 February 2025
The Group’s key financial and other performance indicators during the period were:
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Financial KPIs |
53 weeks ended 1 Feb 2025 |
52 weeks ended 27 Jan 2024 |
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Turnover |
£149.6m |
£132.6m |
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EBITDA |
£11.8m |
£11.3m |
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EBITDA Calculation |
53 weeks ended 1 Feb 2025 |
52 weeks ended 27 Jan 2024 |
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Operating profit before non-recurring expenses |
£7.7m |
£7.9m |
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Depreciation and amortisation |
£4.0m |
£3.4m |
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Loss on disposals |
£0.1m |
- |
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EBITDA |
£11.8m |
£11.3m |
The Group continued to invest heavily in technology during the year. In March 2024 we implemented Microsoft D365 point-of sale software across our store estate, replacing Microsoft Dynamics AX. This has improved point-of-sale performance and as a result, operational efficiency and customer experience. We introduced Microsoft’s Order Management System (OMS) with its Distributed Order Management (DOM) solution. As a result, we have enhanced functionality that improves operational efficiency, customer experience and enables us to reduce the miles an order travels by fulfilling from a location closer to the customer. We invested in delivering our new loyalty program “Seasalt Rewards” which launched in May 2025 on Microsoft D365. This is an innovative rewards programme that replaces our legacy store-based loyalty cards and opens up our differentiated loyalty offering to our online customers. During 2024, we also began the implementation of Microsoft D365’s finance, stock and warehouse management elements. We had anticipated completing this project in 2025, however the project did not progress as quickly as expected and as a result was forecast to be materially more costly than planned. As a result, we decided to halt the project indefinitely, refocusing our capital allocation on projects supporting our ambitious growth plans, and resulting in an impairment, recognised in non-recurring administrative expenses, of £2.4m in the year ended 1 February 2025.
Other non-recurring administrative expenses included one-off redundancy costs and a provision for an outstanding Irish customs duty reclaim related to Brexit, bringing the total non-recurring administrative expenses to £2.9m.
The Group profit for the year after tax was £2.7m (YE January 2024 - £4.7m). Balance sheet cash was £4.8m as at 1 February 2025, compared to £13.8m as at January 2024 reflecting the impact of our capital investments made in the year - both in new stores and on technology projects. Working capital was a use of cash in the year reflecting both the impact of the growth of our third-party business and our investments in stock where we brought stock in for our Spring Summer 2025 season earlier than in prior years. Liquidity remained strong, at no point in the year was the Revolving Credit Facility utilised, which represents an additional £7.0m of unused headroom.
BUSINESS ENVIRONMENT
Though the external business environment remained challenging in 2024 and remains so to date, the Group expects to see a further growth in all sales channels in 2025. The Directors are particularly focussed on international growth and are in the process of scaling distribution with partners in a number of international markets. They will continue to focus investment on opportunities to streamline processes and drive efficiencies as well as managing costs.
Seasalt Holdings Limited
Strategic Report
53 Week Period ended 1 February 2025
PRINCIPAL RISKS AND UNCERTAINTIES
The Group has exposure to a variety of risks, which are managed with the purpose of minimising any potential adverse effect on the Group's performance. The directors have policies for managing each of these risks and they are summarised as follows:
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Risk area |
Risk |
Mitigation |
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Strategic Risk |
Changes in the macroeconomy could have an impact on consumer confidence impacting our sales, and increasing our costs. |
The business continues to monitor consumer spending and the cost base of the business updating our budgets and business forecasts as required. The business has intentionally grown its international business, diversifying to reduce exposure to the UK consumer. Additionally, we have demonstrated the flexibility and agility of our business to respond to external changes (for example the recent increase in UK employer national insurance and the Real Living Wage) by taking swift actions to manage our cost base. |
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Failure to comply with ethical, sustainable and governance (ESG) requirements or manage ESG risks could damage our brand impacting our sales. |
ESG is integral in our corporate strategy. Our Director of ESG and their dedicated team are responsible for ESG compliance and reporting, in addition to continually monitoring the performance of the company against our ESG objectives. We utilise a robust suite of policies, programs and third party audits to provide assurance around our ESG risks. |
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Operational Risk |
Disruption in our supply chain through the failure of one of our suppliers or shipping disruption could impact our sales. |
We have a diversified supply base both in terms of country of origin and supplier. Additionally, our launch calendar – with 11 launches a year provides us flexibility in the event of shipping disruptions. |
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Disruption or loss of IT networks and systems or physical locations could compromise the operations of the business. |
We have robust protective monitoring in place across our systems in addition to physical security measures across the estate. Additionally, the business ensures appropriate insurance is held in relation to key risk areas. |
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Financial Risks |
Unfavourable movement in exchange rates could have a material impact on the costs of goods sold purchased from overseas territories and denominated in US Dollars |
The Group has a foreign exchange hedging policy buying its US Dollar requirements twelve to eighteen months in advance to reduce exposure to volatility. |
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Deterioration of liquidity could result in the Group being unable to meet its financial obligations. |
The Group works closely with its shareholders and bank to secure finance appropriate to the nature of the business. The Group maintains tight controls over cashflow and prepares detailed cashflow forecasts to ensure liquidity is maintained into the medium term. |
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Seasalt Holdings Limited
Strategic Report
53 Week Period ended 1 February 2025
ENVIRONMENTAL, SOCIAL, EMPLOYEE AND COMMUNITY MATTERS
In July 2024, the Group became a Certified B Corporation with a score of 100.2, materially ahead of the score of 80 which qualifies for B Corp Certification. We are proud to have joined a global community of businesses dedicated to building a better world. Our B Corp certification reflects that we meet the highest standards of social and environmental performance, accountability and transparency.
Ethical trading is a core element of our sustainability practices. We are proud to have been a member of the Ethical Trading Initiative (ETI) since 2018. As a full member, we require every Seasalt supplier to adhere to an internationally recognised labour code covering fair and safe working practices, reasonable working hours and living wages. More details of our Sustainability Policies and Practices can be found https://www.seasaltcornwall.com/reports-policies
The Environment
The Group's largest environmental impact comes from the production of the materials used to make our clothing. Ensuring that our fabrics are responsibly sourced is a great opportunity to create positive change - both within Seasalt and across the entire industry. In 2020, we set ambitious science based (Scope 1 & 2) sustainability targets that kept our impact on people and environment at the forefront of our design choices each season. We’re proud to say that we’ve now met those requirements, converting four of our most used fabrics to a more responsible alternative of the same fibre.
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100% of our cotton fibre is now traceable and certified as organic |
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100% of our virgin wool is certified to the RWS Responsible Wool Standard (CUC 885150) |
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100% of our viscose comes from responsible managed plant sources and is being made using closed-loop systems |
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100% of our leather is sourced from gold and silver-rated Leather Working Group tanneries |
The Group recognises that its global operations have an environmental impact and is committed to monitoring and reducing emissions year-on-year. The Group is also aware of its reporting obligations under The Companies (Directors’ Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018. We continue to report all material GHG emissions across our global operations.
Seasalt Holdings Limited
Strategic Report
53 Week Period ended 1 February 2025
Carbon reporting
Seasalt Limited is reporting against the Streamlined Energy and Carbon Reporting (SECR) framework for the reporting period of 01 February 2024 to 31 January 2025. Seasalt Limited is reporting as a 'large' unquoted company and all the minimum requirements have been addressed and are presented here alongside the energy usage and emissions.
Seasalt Holdings Limited is the parent company of Seasalt Limited, a large unquoted company with an obligation to report under the regulations. Benmari, an independent third party has reviewed Seasalt Limited’s carbon emissions and reports as follows.
The methodology used to calculate emissions is the WBCSD/WRI Greenhouse Gas Protocol: a corporate accounting standard: revised edition in conjunction with UK Government environmental reporting guidelines including SECR guidance, March 2019. Emissions have been calculated using UK Government greenhouse gas emissions conversion factors for company reporting 2024. An operational control approach has been taken.
Scope 2 emissions from purchased electricity are reported using a location-based approach. However, Scope 2 emissions using a market-based approach were also calculated. The majority of Seasalt Limited’s purchased electricity is from 100% renewable sources, and therefore Scope 2 emissions are reduced using a market-based approach. Using a location-based approach, total greenhouse gas emissions are 554.06 tonnes CO2e, an increase of 45.67 tCO2e (9%) from FY23/34. Using a market-based approach the total greenhouse gas emissions are 66.56 tonnesCO2e, an over 50% reduction from 137.63 tonnesCO2e in 23-24 due to our transition of all of our UK operations to a renewable energy tariff.
Seasalt Limited’s total energy consumption for 2024-25 was 2,542,555 kWh. For comparison the energy consumption for the previous SECR period 2023-24 was 2,417,271 kWh. This includes the company’s electricity and natural gas usage, and transport fuels for business travel in employee-owned cars and hire cars.
Under the UK Government GHG reporting guidelines, outside of scopes (also referred to as ‘biogenic’) emissions should be disclosed within GHG footprints but do not need to be included in total emissions. Outside of scopes emissions account for the direct CO2 impact of burning fuels from a biogenic source (e.g. biomass, like wood, and biofuels, like HVO). These CO2 emissions are excluded in the standard emission factors as they are determined to be a net zero CO2 emission (since the fuel source itself, e.g. a tree, absorbs the CO2 released when burnt during its growth phase). The recorded biogenic emissions in FY 2024-25 was 302 tCO2e, resulting from biomethane and grid electricity consumption.
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2024 - 2025 |
2023 - 2024 |
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Annual Carbon Emissions (tCO2e) |
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Scope 1 |
24.0 |
14.6 |
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Scope 2 (Location Based) |
497.5 |
426.9 |
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Scope 2 (Market Based) |
9.9 |
56.2 |
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Scope 3 (Grey Fleet) |
32.6 |
67.0 |
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Total (Location Based) |
554.1 |
508.4 |
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Total (Market Based) |
66.6 |
137.6 |
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Seasalt Holdings Limited
Strategic Report
53 Week Period ended 1 February 2025
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Annual Energy Consumption (kWh) |
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Scope 1 |
138,065 |
79,593 |
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Scope 2 |
2,404,490 |
2,061,747 |
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Scope 3 (Grey Fleet) |
- * |
275,930 |
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Total |
2,542,555 |
2,417,270 |
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Direct Biogenic Emissions |
302 |
- |
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Intensity Ratio ** |
0.10 |
0.09 |
* Spend data only available in 2024 -2025
** The reported emissions intensity ratio is the total gross emissions per 1’000 units sold
The Group’s energy efficiency and carbon mitigation actions during this reporting period included:
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All UK operations are on a 100% renewable energy tariff, with the exception of recharges associated with a shared AC system in the Oxford and Mumbles retail stores; |
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Biomethane gas has been used as an alternative to natural gas in all UK operations, significantly reducing carbon emissions; |
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A programme of LED upgrades is underway across all retail properties; and |
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A programme to replace gas boilers is underway. |
Social and community
We are committed to making meaningful contributions to charities and communities close to us. As one of Cornwall’s biggest employers, we have the passion and resources to strengthen community resilience both in Cornwall and further afield. We recognise that our activities have a direct impact on the wellbeing of employees, customers, suppliers and the wider communities in the places where Seasalt has retail outlets. That’s why, in 2022, we set ourselves the target of donating £1 million to charity and achieving 20,000 hours of volunteering, by the end of 2025.
In 2024 we expanded our volunteering programme, Doing Good Things. Offering every employee up to two days of paid volunteering leave. In 2024 colleagues contributed an incredible 3,458 hours of volunteering.
In 2021, we launched a three-year partnership with mental health charity, Mind. Since then, we’ve raised over £900,000 to support the charity’s vital work and communicate to Seasalt employees and customers that no one should have to face a mental health problem alone. On World Mental Health Day (10th October), we released the second edition of our Between The Lines Charity Sailor Shirt featuring Mind’s signature blue. In 2024, our customers bought 1,684 Charity Sailor Shirts. All profits were donated to Mind, specifically to the expansion of its Infoline and legal line, both of which are experiencing increased numbers of calls year on year.
Seasalt Holdings Limited
Strategic Report
53 Week Period ended 1 February 2025
On a regional level, our work includes a joint project with Cornwall Wildlife Trust to restore carbon-capturing seagrass meadows. We embarked on this groundbreaking partnership project in 2022, as we approach the third year of the trials Cornwall Wildlife Trust is testing new planting methods while exploring new sites for seagrass restoration. This is the first step in trialling seagrass re-establishment in estuaries where dwarf seagrass has not been found since the 1980s. We also launched a new partnership with Cornwall Pride in 2024, the largest LGBTQ+ charity in Cornwall. Cornwall Pride is a vibrant charity that supports marginalised and underrepresented communities in Cornwall. As an official sponsor, we have taken an active role in raising awareness for the difficulties faced by the Cornish LGBTQ+ community. This includes the introduction of pronoun badges and our first ever Pride window display for shops throughout the UK and Ireland.
As a Cornish brand, we have an important responsibility to support the diverse and sometimes vulnerable communities around us. Our approach includes providing development and employment opportunities for individuals from lower socio-economic backgrounds through apprenticeships or work experience placements. Our first Cornwall-based apprentices completed the programme in 2024, with 84% securing permanent roles with us at the end of their apprenticeship.
Employees
The Group employed 1,342 people as of January 2025 with a diverse range of talent and we are committed to valuing this diversity in the effective employment of people in the best interests of the Group and of our staff. Everything we do comes down to the collective energy of our employees. We believe in creating a positive environment where our differences are respected and each of us feels valued for our contribution. Our 2024 engagement survey result was that 74% of our employees are actively engaged with a 90% participation rate. We are proud of our culture, and this resulted in us winning two awards in 2024, the Drapers ‘Best Place to Work’ award and the CIPD award of ‘Best Reward and Recognition Initiative’.
We pay everyone at Seasalt at least the Real Living Wage, setting us apart from many in the retail sector.
We are proud that our workforce is made up of 82% women, and we have developed a range of policies and resources to address the specific health challenges that women face. Our policies also embrace flexible working, enhanced annual leave, enhanced gender-blind family leave, long service recognition and employee volunteering and giving.
Seasalt is an equal opportunities employer providing employment and development opportunities to suitably skilled people regardless of age, race, colour, religion, gender, sexual orientation, ethnic origin, nationality, marital status or disability. Seasalt ensures that the working environment is inclusive and progressive so that employees can reach their potential and fulfil their ambitions. Seasalt is a Disability Confident Committed employer. Disability Confident is creating a movement encouraging employers to think differently about disability and improve how they recruit, retain and develop disabled people.
To further support inclusivity as a business priority, Seasalt’s Inclusion strategy covers three pillars:
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Opening Doors: nurturing talent from all backgrounds, supporting social mobility and inclusion in Cornwall and beyond |
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Empowering Women: living our commitment to equality by breaking down barriers to women’s careers in Retail |
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Valuing perspectives: representing uniqueness and celebrating difference within our communities |
Seasalt Holdings Limited
Strategic Report
53 Week Period ended 1 February 2025
The Group regularly communicates business strategic objectives and reflects culture through content on the intranet, newsletters, events and training to ensure the cascade of information throughout the Group.
The Group recognises employees’ lives can change over time and tries to accommodate these changes within the work structure wherever practical. This has included facilitating hybrid and remote working for our workforce.
Pension Reform
The Group introduced a workplace pension scheme in April 2014.
GOING CONCERN
The financial statements have been prepared on a Going Concern Basis. The Directors consider this to be appropriate for the following reasons:
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The Group continues to trade well, despite a volatile macro environment, posting strong results for the year ended 1 February 25; |
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The Group maintains a 5 year long-range plan, the latest version of this indicates that Seasalt generates robust free cash flow and has sufficient liquidity to cover liabilities; |
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Liquidity remains strong: the Group had £4.8m of cash as at 1 February 25, and was undrawn on the £7m revolving Credit Facility; and |
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The Group maintains a comprehensive suite of risk registers which are up to date and subject to continuous ongoing review at the Executive Board level and with the Audit Committee. The Group has demonstrated over recent years that it can identify issues early and respond with agility to mitigate risks appropriately. |
POST BALANCE SHEET EVENTS
Following the rise in employment costs resulting from the increase in employer’s national insurance contribution announced in the Chancellor’s Budget of October 2024, alongside the rise in the Real Living Wage, the Group conducted Collective Consultations across its Head Office and Retail teams resulting in 76 redundancies.
Seasalt Holdings Limited
Strategic Report
53 Week Period ended 1 February 2025
Section 172 (1) Statement
The Group’s key strategic decisions taken during the period were to support the growth and long-term success of the business. The directors recognise their obligations to key stakeholders - customers, employees, communities, landlords, suppliers and shareholders - to operate a responsible business whilst promoting the long-term success of the Group for the benefit of its members as a whole. As set out above at the start of this report, business dealings and interactions by the Group and its representatives are grounded in long-held core values.
Details of how the directors have had regard to the matters set out in section 172(1) are given below:
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To support its strategic growth, the Group considers a number of factors including commercial viability, environment and sustainability, and local demographics and geography; |
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The Group seeks to be a brand of choice for consumers by continually looking for new and innovative ways to improve the customer experience in order to improve customer engagement; |
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The Group seeks to be an employer of choice for its employees, offering those employees opportunities for development and advancement and creating new roles in stores, distribution centres and head office locations; |
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The Group has a cross-functional team dedicated to improving the sustainability of the Group's operations and reduce the environmental impact across the business; |
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The Group maintains its programme of charitable giving and staff volunteering to ensure it is making a positive contribution to the communities in which it operates; and |
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The Group holds itself to high ethical standards, and also expects the same ethical standards from the people and organisations with which the Group does business. |
Approved and authorised by the
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Seasalt Holdings Limited
Directors' Report
53 Week Period ended 1 February 2025
The directors present their report and the for the period from 28 January 2024 to 1 February 2025.
Results and dividends
The profit after tax for the financial year amounted to £2.7m (Year ended January 2024 - profit of £4.6m).
The Group declared and paid dividend obligations to BGF amounting to £1.1m during the year (Year ended January 2024 - £2.2m). The directors will continue to declare and pay dividend obligations to BGF during the current year. Note that these obligations are treated as debt-like items in our financial statements and as such, dividend payments are included in interest expense. In addition, the Group declared and paid a dividend of £0.3m to shareholders, including BGF, in the year.
Directors of the group
The directors who held office during the period were as follows:
Qualifying third party provisions
The Company has taken out qualifying third party indemnity insurance in respect of the directors and officers of the Company.
Matters covered in the strategic report
A fair review of the business, likely future developments, details of research and development activities and employment policies are set out in the Strategic Report, which further includes details of the principal and financial risks facing the Group and the policies to address these risks.
Disclosure of information to the auditor
Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.
Independent auditor
Under section 487(2) of the Companies Act 2006, PKF Francis Clark will be deemed to have been reappointed as auditor 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the financial statements with the registrar, whichever is earlier.
Seasalt Holdings Limited
Directors' Report
53 Week Period ended 1 February 2025
Approved and authorised by the
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Seasalt Holdings Limited
Statement of Directors' Responsibilities
The directors acknowledge their responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and the company and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
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select suitable accounting policies and apply them consistently; |
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make judgements and accounting estimates that are reasonable and prudent; |
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state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and |
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prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Seasalt Holdings Limited
Independent Auditor's Report to the Members of Seasalt Holdings Limited
Opinion
We have audited the financial statements of Seasalt Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period from 28 January 2024 to 1 February 2025, which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
• | give a true and fair view of the state of the group's and the parent company's affairs as at 1 February 2025 and of the group's profit for the period then ended; |
• | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
• | have been prepared in accordance with the requirements of the Companies Act 2006. |
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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 and parent company's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
Seasalt Holdings Limited
Independent Auditor's Report to the Members of Seasalt Holdings Limited
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
|
• |
the information given in the Strategic Report and Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and |
|
• |
the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception
In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
• | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
• | the parent company financial statements are not in agreement with the accounting records and returns; or |
• | certain disclosures of directors' remuneration specified by law are not made; or |
• | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page 14, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the group’s and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.
Seasalt Holdings Limited
Independent Auditor's Report to the Members of Seasalt Holdings Limited
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 as follows:
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 misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspsected 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 group and management.
We obtained an understanding of the legal and regulatory frameworks that are applicable to the group at the planning stage of the audit. We gained an understanding of the industry in which the group operates as part of this assessment to identify the key laws and regulations affecting the group. As part of this, we reviewed the group’s website for indication of any regulations and certification in place which are applicable to the group and discussed these with the relevant individuals responsible for compliance. Based on our understanding of the group and industry, we identified that the principal risks of non-compliance with laws and regulations related to The General Data Protection Regulation (“GDPR”), health and safety regulations, employment laws and product safety standards where 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 group’s licence to operate. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and tax legislation.
We discussed with management how compliance with these laws and regulations is monitored and discussed the policies and procedures in place. As part of our planning procedures, we assessed the risk of any non-compliance with laws and regulations on the group's ability to continue trading and the risk of material misstatement to the accounts.
We also evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements. The key incentive is to meet the expectations of the group and we determined that the principal risks were related to the overstatement of profit and the intention to show steady growth in the group.
Based on this understanding, we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved the following:
|
• |
Enquiries of management regarding their knowledge of any non-compliance with laws and regulations that could affect the financial statements. As part of these enquiries we also discussed with management whether there have been any known instances of fraud; |
|
• |
Reviewed board meeting minutes for the year and post year end minutes available to identify possible non-compliance with laws and regulations; |
Seasalt Holdings Limited
Independent Auditor's Report to the Members of Seasalt Holdings Limited
|
• |
Reviewed legal and professional costs to identify any legal costs in respect of non-compliance with laws and regulations; |
|
• |
Searched the Information Commissioner’s Office website for any reported GDPR breaches and enquiries with the group’s compliance officer as to the occurrence and outcome of any reportable breaches; |
|
• |
Considered the filings made at Companies House, and any omissions thereon; |
|
• |
Reviewed estimates and judgments made in the accounts for any indication of bias and challenged assumptions used by management in making the estimates; |
|
• |
Audited the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business; and |
|
• |
Audited income with a multifaceted approach to assess whether income was complete, accurate and recognised in the correct period. We also assessed whether there was any evidence of fraud in revenue recognition. |
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements. This risk increases the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements as we are less likely to become aware of instances of non-compliance. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from an error, as fraud may involve deliberate concealment, collusion, omission or misrepresentation.
A further description of our responsibilities is available on the Finanical Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
......................................
Melville Building East
Unit 18
23 Royal William Yard
Devon
PL1 3GW
Seasalt Holdings Limited
Consolidated Statement of Comprehensive Income
53 Week Period ended 1 February 2025
|
Note |
2025 |
2024 |
|
|
Turnover |
|
|
|
|
Cost of sales |
( |
( |
|
|
Gross profit |
|
|
|
|
Administrative expenses |
( |
( |
|
|
Other operating income |
|
|
|
|
Operating profit before non recurring expenses |
|
|
|
|
Non recurring administrative expenses |
(2,886,838) |
- |
|
|
Operating profit |
4,796,209 |
7,875,835 |
|
|
Gain on financial assets at fair value through profit and loss |
|
|
|
|
Other interest receivable and similar income |
- |
|
|
|
Interest payable and similar expenses |
( |
( |
|
|
Profit before tax |
|
|
|
|
Tax on profit |
( |
( |
|
|
Profit for the financial period |
|
|
|
|
Profit/(loss) attributable to: |
|||
|
Owners of the company |
|
|
Seasalt Holdings Limited
Consolidated Balance Sheet
1 February 2025
|
Note |
2025 |
2024 |
|
|
Fixed assets |
|||
|
Intangible assets |
|
|
|
|
Tangible assets |
|
|
|
|
Investments |
|
|
|
|
|
|
||
|
Current assets |
|||
|
Stocks |
|
|
|
|
Debtors |
|
|
|
|
Cash at bank and in hand |
|
|
|
|
|
|
||
|
Creditors: Amounts falling due within one year |
( |
( |
|
|
Net current assets |
|
|
|
|
Total assets less current liabilities |
|
|
|
|
Creditors: Amounts falling due after more than one year |
( |
( |
|
|
Provisions for liabilities |
( |
( |
|
|
Net assets |
|
|
|
|
Capital and reserves |
|||
|
Called up share capital |
|
|
|
|
Share premium reserve |
|
|
|
|
Capital redemption reserve |
|
|
|
|
Other reserves |
( |
( |
|
|
Profit and loss account |
|
|
|
|
Equity attributable to owners of the company |
|
|
|
|
Shareholders' funds |
|
|
Approved and authorised by the
|
......................................... |
Company Registration Number: 04512575
Seasalt Holdings Limited
Balance Sheet
1 February 2025
|
Note |
2025 |
2024 |
|
|
Fixed assets |
|||
|
Investments |
|
|
|
|
Current assets |
|||
|
Debtors |
|
2,037,192 |
|
|
Cash at bank and in hand |
|
|
|
|
|
|
||
|
Creditors: Amounts falling due within one year |
( |
( |
|
|
Net current assets |
|
|
|
|
Total assets less current liabilities |
|
|
|
|
Creditors: Amounts falling due after more than one year |
( |
( |
|
|
Net assets |
|
|
|
|
Capital and reserves |
|||
|
Called up share capital |
|
|
|
|
Share premium reserve |
|
|
|
|
Capital redemption reserve |
|
|
|
|
Other reserves |
( |
( |
|
|
Profit and loss account |
|
|
|
|
Shareholders' funds |
|
|
The company has taken the exemption in section 408 of the Companies Act 2006 and has not presented its individual profit and loss account. The company made a loss after tax for the financial period of £57,997 (2024 - profit of £2,934,736).
Approved and authorised by the
|
......................................... |
Company Registration Number: 04512575
Seasalt Holdings Limited
Consolidated Statement of Changes in Equity
53 Week Period ended 1 February 2025
For the 53 week period ended 1 February 2025
|
Share capital |
Treasury shares |
Share premium |
Capital redemption reserve |
Profit and loss account |
Total |
|
|
At 28 January 2024 |
|
( |
|
|
|
|
|
Profit for the period |
- |
- |
- |
- |
|
|
|
Dividends |
- |
- |
- |
- |
( |
( |
|
Purchase and cancellation of own share capital |
(493) |
- |
(7,993) |
493 |
(493) |
(8,486) |
|
Other share premium reserve movements |
- |
- |
|
- |
- |
|
|
Share based payment transactions |
- |
- |
- |
- |
169,756 |
169,756 |
|
At 1 February 2025 |
|
( |
|
|
|
|
For the 52 week period ended 27 January 2024
|
Share capital |
Treasury shares |
Share premium |
Capital redemption reserve |
Profit and loss account |
Total |
|
|
At 29 January 2023 |
|
( |
|
|
|
|
|
Profit for the period |
- |
- |
- |
- |
|
|
|
Total comprehensive income |
- |
- |
- |
- |
|
|
|
New share capital subscribed |
|
- |
- |
- |
- |
|
|
Purchase and cancellation of own share capital |
(720) |
- |
- |
720 |
(720) |
(720) |
|
Share based payment transactions |
- |
- |
- |
- |
169,756 |
169,756 |
|
At 27 January 2024 |
|
( |
|
|
|
|
Seasalt Holdings Limited
Statement of Changes in Equity
53 Week Period ended 1 February 2025
For the 53 week period ended 1 February 2025
|
Share capital |
Treasury shares |
Share premium |
Capital redemption reserve |
Profit and loss account |
Total |
|
|
At 28 January 2024 |
|
( |
|
|
|
|
|
Loss for the period |
- |
- |
- |
- |
( |
( |
|
Dividends |
- |
- |
- |
- |
( |
( |
|
Purchase and cancellation of own share capital |
(493) |
- |
(7,993) |
493 |
(493) |
(8,486) |
|
Other share premium reserve movements |
- |
- |
|
- |
- |
|
|
Share based payment transactions |
- |
- |
- |
- |
169,756 |
169,756 |
|
At 1 February 2025 |
|
( |
|
|
|
|
For the 52 week period ended 27 January 2024
|
Share capital |
Treasury shares |
Share premium |
Capital redemption reserve |
Profit and loss account |
Total |
|
|
At 29 January 2023 |
|
( |
|
|
( |
|
|
Profit for the period |
- |
- |
- |
- |
|
|
|
Total comprehensive income |
- |
- |
- |
- |
|
|
|
New share capital subscribed |
|
- |
- |
- |
- |
|
|
Purchase and cancellation of own share capital |
(720) |
- |
- |
720 |
(720) |
(720) |
|
Share based payment transactions |
- |
- |
- |
- |
169,756 |
169,756 |
|
At 27 January 2024 |
|
( |
|
|
|
|
Seasalt Holdings Limited
Consolidated Statement of Cash Flows
53 Week Period ended 1 February 2025
|
Note |
2025 |
2024 |
|
|
Cash flows from operating activities |
|||
|
Profit for the period |
|
|
|
|
Adjustments to cash flows from non-cash items |
|||
|
Depreciation and amortisation |
|
|
|
|
Net fair value movement |
( |
( |
|
|
Impairment |
|
- |
|
|
Loss on disposal of tangible assets |
|
- |
|
|
Finance income |
- |
( |
|
|
Finance costs |
|
|
|
|
Share based payment transactions |
|
|
|
|
Income tax expense |
|
|
|
|
Foreign exchange gains/losses |
( |
- |
|
|
(Increase)/decrease in stocks |
( |
|
|
|
Increase in trade debtors |
( |
( |
|
|
Increase/(decrease) in trade creditors |
|
( |
|
|
Increase/(decrease) in provisions |
|
( |
|
|
Cash generated from operations |
|
|
|
|
Income taxes paid |
( |
( |
|
|
Net cash flow from operating activities |
|
|
|
|
Cash flows from investing activities |
|||
|
Interest received |
- |
|
|
|
Acquisitions of tangible assets |
( |
( |
|
|
Proceeds from sale of tangible assets |
|
- |
|
|
Acquisition of intangible assets |
( |
( |
|
|
Proceeds from sale of intangible assets |
|
- |
|
|
Net cash flows from investing activities |
( |
( |
|
|
Cash flows from financing activities |
|||
|
Interest paid |
( |
( |
|
|
Proceeds from issue of ordinary shares, net of issue costs |
- |
|
|
|
Payments for purchase of own shares |
( |
( |
|
|
Proceeds from bank borrowing draw downs |
- |
|
|
|
Repayment of bank borrowing |
( |
( |
|
|
Repayment of other borrowing |
( |
( |
|
|
Dividends paid |
( |
- |
|
|
Net cash flows from financing activities |
( |
( |
|
|
Net (decrease)/increase in cash and cash equivalents |
( |
|
|
Seasalt Holdings Limited
Consolidated Statement of Cash Flows
53 Week Period ended 1 February 2025
|
Note |
2025 |
2024 |
|
|
Cash and cash equivalents at 28 January |
|
|
|
|
Cash and cash equivalents at 1 February |
4,807,434 |
13,789,415 |
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
|
General information |
The company is a private company limited by share capital, incorporated and domiciled in England and Wales.
The address of its registered office is:
|
Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
The financial statements have been prepared in accordance with FRS102 - the Financial Reporting Standard applicable in the UK and Republic of Ireland and the Companies Act 2006.
Basis of preparation
The financial statements have been prepared on the going concern basis, under the historical cost convention.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the group's accounting policies. Further commentary is provided later in this note.
The functional currency of the company is considered to be pounds sterling because this is the currency of the primary economic environment in which the company operates.
Monetary accounts in these financial statements are rounded to the nearest pound.
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
Summary of disclosure exemptions
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102:
• the requirements of Section 4 Statement of Financial Position paragraph 4.12(a)(iv)
• the requirements of Section 7 Statement of Cash Flows
• the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d)
• the requirements of Section 11 Financial Instruments paragraphs 11.39 to 11.48A
• the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.29
• the requirements of Section 33 Related Party Disclosures paragraph 33.7 The company discloses transactions with related parties that are not wholly owned within the same group. It does not disclose transactions with members of the same group that are wholly owned [FRS102 para 33.1A].
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 1 February 2025.
The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements. The loss after tax of the parent company for the year was £122,546 (2024 - profit of £2,934,736).
A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the Statement of Comprehensive Income from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.
The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.
Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.
General Clothing Stores Limited and Seasalt Clothing (Ireland) Limited are not consolidated on the basis of them being dormant.
Going concern
The financial statements have been prepared on a Going Concern Basis. The Directors consider this to be appropriate for the following reasons:
|
• |
The Group continues to trade well, despite a volatile macro environment, posting strong results for the year ended 1 February 25; |
|
• |
The Group maintains a 5 year long-range plan, the latest version of this indicates that Seasalt generates robust free cash flow and has sufficient liquidity to cover liabilities; |
|
• |
Liquidity remains strong: the Group had £4.8m of cash as at 1 February 25, and was undrawn on the £7m revolving Credit Facility; and |
|
• |
The Group maintains a comprehensive suite of risk registers which are up to date and subject to continuous ongoing review at the Executive Board level and with the Audit Committee. The Group has demonstrated over recent years that it can identify issues early and respond with agility to mitigate risks appropriately. |
Revenue recognition
Turnover recognised by the group is in respect of goods and services supplied during the year, exclusive of Value Added Tax and trade discounts. Turnover is recognised on delivery when the risks and rewards are deemed to have transferred to the customer.
Loyalty card stamps issued by the group when a customer makes a qualifying purchase of goods are a separate performance obligation providing a material right to a future benefit. The amount allocated to loyalty card stamps, adjusted for expected redemption rates (breakage), is deferred from the revenue associated with the qualifying purchase as a contract liability within trade and other payables. Completed loyalty cards are exchanged for gift cards and revenue is recognised at the point that these are redeemed by the customer.
Finance income and costs policy
Finance costs are charged to the Statement of Comprehensive Income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount.
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
Foreign currency transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the date of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses, resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies, are recognised in the Statement of Comprehensive Income.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within administrative expenses.
Tax
The tax expense for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date in the countries where the company and the group operates and generates income. Deferred balances are recognised in respect of all timing differences that have originated but not reversed by the Balance Sheet date, except that:
• The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
• Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date.
Deferred tax is recognised on all timing differences at the balance sheet date unless indicated below. Timing differences are differences between taxable profits and the results as stated in the Consolidated Statement of Comprehensive Income and Other Comprehensive Income. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
Tangible assets
Tangible assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
The group adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the group. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.
Depreciation
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
|
Asset class |
Depreciation method and rate |
|
Short leasehold land and buildings |
over the life of the lease or useful economic life if shorter |
|
Motor vehicles |
4 - 5 years |
|
Fixtures and fittings |
5 - 7 years |
|
Computer equipment |
3 - 5 years |
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised within 'other operating income' in the Statement of Comprehensive Income.
Business combinations
Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.
Intangible assets
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
Intangible assets are reviewed annually for impairment where things like technological advancement might indicate that the carrying value has changed significantly. The assets' residual values, useful lives and amortisation methods are reviewed, and adjusted prospectively if appropriate. Amortisation is calculated, using the straight-line method, to allocate the depreciable amount of the assets over their estimated useful lives. This is estimated to be between 1 to 10 years. Amortisation is charged to ‘Administrative expenses’ in the Statement of Comprehensive Income.
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
|
Asset class |
Amortisation method and rate |
|
Internally generated software development costs |
1 - 10 years straight line |
Investments
Investments in subsidiaries are measured at cost less accumulated impairment and are classified as fixed asset investments.
Stocks
Inventory is stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on an average cost basis and includes purchase price, including taxes, duties, transport and handling directly attributable to bringing the inventory to its present location and condition.
At each balance sheet date, inventory is assessed for impairment. If inventory is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the Statement of Comprehensive Income.
Provisions
Provisions are made where an event has taken place that gives the group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to the Statement of Comprehensive Income in the year that the group becomes aware of the obligation and are measured at the best estimate at the Balance Sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance Sheet.
Leases
Leases that do not transfer all the risks and rewards of ownership are classified as operating leases. Payments under operating leases are charged to the Statement of Comprehensive Income on a straight-line basis over the period of the lease.
Incentives received or paid to enter into an operating lease are credited or debited to the Statement of Comprehensive Income, to reduce or increase the rental expense, on a straight-line basis over the period of the lease.
Defined contribution pension obligation
The group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the group pays fixed contributions into a separate entity. Once the contributions have been paid, the group has no further payment obligations.
The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the group in independently administered funds.
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
Share based payments
Share-based payment arrangements in which the company receives services as consideration for its own equity instruments are accounted for as equity-settled share-based payment transactions.
The annual charge related to share-based payments takes into account the likely time horizon over which the value for the shares may be realised by the relevant employees.
Where Seasalt Holdings Limited grants options over its own shares to the employees of its subsidiaries it recognises, in its individual financial statements, an increase in the cost of investment in its subsidiaries equivalent to the equity-settled share-based payment charge recognised in its consolidated financial statements with the corresponding credit being recognised directly in equity.
Financial instruments
Classification
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration, expected to be paid or received.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an 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.
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
Derivative financial instruments
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the statement of comprehensive income over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Interest income
Interest income is recognised in the Statement of Comprehensive Income using the effective interest method.
Research and development
Research expenditure is recognised as an expense when it is incurred. Development expenditure is recognised as an expense except that expenditure incurred on development projects will be capitalised as long-term assets to the extent that such expenditure is expected to generate future economic benefits in excess of the cost.
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
Judgements in applying accounting policies and key sources of estimation uncertainty
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. Management have identified the areas below as the key judgements involving estimation uncertainty.
Key Judgements
Inventory
At each balance sheet date, inventory is assessed for impairment. If inventory is impaired, the carrying amount is reduced to its estimated selling price less costs to complete and sell. The impairment loss is recognised immediately in the Consolidated Statement of Comprehensive Income. The provision for impairment is shown within note 16 of these financial statements.
Useful economic lives of intangible and tangible assets
The annual amortisation / depreciation charge for intangible and tangible assets is sensitive to changes in the estimated economic lives of the assets, so these are re-assessed annually and amended when necessary to reflect current estimates. The amortisation charge and depreciation charge and the carrying values of the related assets are shown within note 13 and note 14 of these financial statements.
Impairment of debtors
The company makes an estimate for the recoverable value of trade and other debtors. When assessing impairment of debtors, management consider factors including the ageing profile of debtors and historical experience. See note 17 for the net carrying value of the debtors and associated impairment provision.
Loyalty card breakage
At each balance sheet date, the total value of all active loyalty card stamps are assessed, the company makes an estimate for expected redemption rates (breakage) and an adjustment is made to reduce the turnover. The breakage percentage is based on historical experience and is updated annually. The carrying value of the unredeemed loyalty cards at the period end is £894,613 (2024 - £691,514) and is included in accruals and deferred revenue in note 19 of these financial statements.
Returns provision
The company makes an estimate for the expected returns on sales. The returns provision is shown within short-term provisions in note 19 of these financial statements.
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
|
Turnover |
The analysis of the group's Turnover for the period from continuing operations is as follows:
|
2025 |
2024 |
|
|
Sale of goods |
|
|
The analysis of the group's Turnover for the period by market is as follows:
|
2025 |
2024 |
|
|
UK |
|
|
|
Europe |
|
|
|
Rest of world |
|
|
|
|
|
Turnover arises from the sale of clothes, shoes, and accessories through retail, online and wholesale channels.
|
Other operating income |
The analysis of the group's other operating income for the period is as follows:
|
2025 |
2024 |
|
|
Miscellaneous other operating income |
|
|
Other operating income includes the government grant receivable.
|
Non recurring administrative expenses |
During the 53 week period, the group incurred one-off redundancy costs, a provision for an outstanding Irish customs duty reclaim related to Brexit and impairment of IT software. These non-recurring expenses totalled £2,886,838 (2024 - £nil).
|
Operating profit |
Arrived at after charging/(crediting)
|
2025 |
2024 |
|
|
Depreciation expense |
|
|
|
Amortisation expense |
|
|
|
Non recurring administrative expenses |
|
- |
|
Foreign exchange (gains)/losses |
( |
|
|
Loss on disposal of property, plant and equipment |
|
- |
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
|
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
|
2025 |
2024 |
|
|
Wages and salaries |
|
|
|
Social security costs |
|
|
|
Pension costs, defined contribution scheme |
|
|
|
Other employee expense |
|
|
|
|
|
The average number of persons employed by the group during the period including directors, analysed by category was as follows:
|
2025 |
2024 |
|
|
Administration and support |
|
|
|
Sales |
|
|
|
Distribution |
|
|
|
|
|
|
Directors' remuneration |
The directors' remuneration for the period was as follows:
|
2025 |
2024 |
|
|
Remuneration |
|
|
|
Contributions paid to money purchase schemes |
|
|
|
886,875 |
840,712 |
During the period the number of directors who were receiving benefits and share incentives was as follows:
|
2025 |
2024 |
|
|
Accruing benefits under money purchase pension scheme |
|
|
In respect of the highest paid director:
|
2025 |
2024 |
|
|
Remuneration |
|
|
|
Company contributions to money purchase pension schemes |
|
|
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
|
Auditor's remuneration |
|
2025 |
2024 |
|
|
Audit of these financial statements |
14,460 |
12,000 |
|
Audit of the financial statements of subsidiaries of the company pursuant to legislation |
70,200 |
65,000 |
|
|
|
|
|
Other fees to auditors |
||
|
All other assurance services (amounts paid to previous auditor) |
- |
|
|
All other non-audit services (amounts paid to current year auditor) |
|
|
|
|
|
|
Other interest receivable and similar income |
|
2025 |
2024 |
|
|
Interest income on bank deposits |
- |
|
|
Interest payable and similar expenses |
|
2025 |
2024 |
|
|
Interest on bank borrowings |
|
|
|
Interest on obligations under finance leases and hire purchase contracts |
|
|
|
Interest expense on other finance liabilities |
|
|
|
Other interest paid |
|
- |
|
|
|
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
|
Taxation |
Tax charged/(credited) in the consolidated statement of comprehensive income
|
2025 |
2024 |
|
|
Current taxation |
||
|
UK corporation tax |
|
|
|
UK corporation tax adjustment to prior periods |
( |
|
|
Double taxation relief |
- |
( |
|
868,472 |
1,760,114 |
|
|
Foreign tax |
|
|
|
Foreign tax adjustment to prior periods |
|
- |
|
91,362 |
32,350 |
|
|
Total current income tax |
959,834 |
1,792,464 |
|
Deferred taxation |
||
|
Arising from origination and reversal of timing differences |
|
|
|
Arising from previously unrecognised tax loss, tax credit or temporary difference of prior periods |
190,545 |
37,094 |
|
Total deferred taxation |
|
|
|
Tax expense in the income statement |
|
|
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
The tax on profit before tax for the period is higher than the standard rate of corporation tax in the UK (2024 - higher than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
|
2025 |
2024 |
|
|
Profit before tax |
|
|
|
Corporation tax at standard rate |
|
|
|
Tax increase from effect of capital allowances and depreciation |
|
|
|
Effect of expense not deductible in determining taxable profit (tax loss) |
|
|
|
(Decrease)/increase in UK and foreign current tax from unrecognised tax loss or credit |
( |
|
|
Deferred tax expense from unrecognised temporary difference from a prior period |
|
|
|
Deferred tax expense relating to changes in tax rates or laws |
- |
|
|
Tax decrease from other tax effects |
( |
- |
|
Total tax charge |
|
|
On 1 April 2023 there was an increase in the main rate of corporation tax to 25%, with the rate prior to that date being 19%. Consequently there has been an increase in the applicable tax rate to 25% (2024 - 24.03%), being the average rate for the year.
Deferred tax
Group
Deferred tax assets and liabilities
|
2025 |
Liability |
|
Accelerated capital allowances |
|
|
Short term timing differences |
( |
|
|
|
2024 |
Liability |
|
Accelerated capital allowances |
|
|
Short term timing differences |
( |
|
|
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
|
Intangible assets |
Group
|
IT software |
|
|
Cost or valuation |
|
|
At 28 January 2024 |
|
|
Additions acquired separately |
|
|
Disposals |
( |
|
At 1 February 2025 |
|
|
Amortisation |
|
|
At 28 January 2024 |
|
|
Amortisation charge |
|
|
Amortisation eliminated on disposals |
( |
|
Impairment |
|
|
At 1 February 2025 |
|
|
Carrying amount |
|
|
At 1 February 2025 |
|
|
At 27 January 2024 |
|
The software intangible assets include the group's ERP system, which is in the process of being upgraded.
The impairment charge is for the ERP project due to the recoverable amount being less than NBV. Post-year end it was decided the majority of the project has been paused. There will be a further impairment charge in the 2026 financial period.
The amortisation charge for these assets is recognised within administrative expenses in the Consolidated Statement of Comprehensive Income.
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
|
Tangible assets |
Group
|
Land and buildings |
Furniture, fittings and equipment |
Motor vehicles |
Plant and machinery |
Total |
|
|
Cost or valuation |
|||||
|
At 28 January 2024 |
|
|
|
|
|
|
Additions |
|
|
- |
|
|
|
Disposals |
( |
( |
( |
( |
( |
|
At 1 February 2025 |
|
|
|
|
|
|
Depreciation |
|||||
|
At 28 January 2024 |
|
|
|
|
|
|
Charge for the period |
|
|
|
|
|
|
Eliminated on disposal |
( |
( |
( |
( |
( |
|
At 1 February 2025 |
|
|
|
|
|
|
Carrying amount |
|||||
|
At 1 February 2025 |
|
|
|
|
|
|
At 27 January 2024 |
|
|
|
|
|
Included within the net book value of land and buildings above is £11,131,650 (2024 - £10,743,783) in respect of short leasehold land and buildings.
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
|
Investments |
Company
Details of undertakings
Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
|
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
|
2025 |
2024 |
|||
|
Subsidiary undertakings |
||||
|
|
Unit 8 Falmouth Business Park, Bickland Water Road, Falmouth, Cornwall, TR11 4SZ |
|
|
|
|
UK |
||||
|
|
Corporation Trust Center, 1209 Orange St, Wilmington, Delaware 19801 |
|
|
|
|
USA |
||||
|
|
Corporation Trust Center, 1209 Orange St, Wilmington, Delaware 19801
|
|
|
|
|
|
Corporation Trust Center, 1209 Orange St, Wilmington, Delaware 19801 |
|
|
|
|
USA |
||||
|
|
Temple Chambers, 3 Burlington Road, Dublin 4, Dublin, D04RD68 |
|
|
|
|
Ireland |
||||
|
|
Unit 8 Falmouth Business Park, Bickland Water Road, Falmouth, Cornwall, TR11 4SZ |
|
|
|
|
UK |
||||
* indicates direct investment of the company
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
Subsidiary undertakings
|
Seasalt Limited The principal activity of Seasalt Limited is |
|
Seasalt USA Incorporated The principal activity of Seasalt USA Incorporated is |
|
Seasalt USA (Partners) Incorporated (formerly Seasalt Cornwall Incorporated) The principal activity of Seasalt USA (Partners) Incorporated (formerly Seasalt Cornwall Incorporated) is |
|
Seasalt USA (Retail) Incorporated The principal activity of Seasalt USA (Retail) Incorporated is |
|
Seasalt Clothing (Ireland) Limited The principal activity of Seasalt Clothing (Ireland) Limited is |
|
General Clothing Stores Limited The principal activity of General Clothing Stores Limited is |
As the accounts of General Clothing Stores Limited and Seasalt Clothing (Ireland) Limited are dormant, these have not been consolidated as part of these financial statements.
The group investment of £1 (2024 - £1) held in the consolidated balance sheet represents the investment held by Seasalt Limited in General Clothing Stores Limited.
Company
|
2025 |
2024 |
|
|
Investments in subsidiaries |
|
|
|
Subsidiaries |
£ |
|
Cost or valuation |
|
|
At 28 January 2024 |
|
|
Additions |
|
|
At 1 February 2025 |
|
|
Provision |
|
|
At 28 January 2024 |
- |
|
At 1 February 2025 |
- |
|
Carrying amount |
|
|
At 1 February 2025 |
|
|
At 27 January 2024 |
|
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
|
Stocks |
|
Group |
Company |
|||
|
2025 |
2024 |
2025 |
2024 |
|
|
Finished goods and goods for resale |
|
|
- |
- |
The difference between purchase price and their replacement cost is not material.
Inventories recognised in cost of sales during the period as an expense was £53,709,248 (2024 - £49,791,709). The inventories are stated after provision for impairment of £1,491,942 (2024 - £1,385,795).
|
Debtors |
|
Group |
Company |
||||
|
Note |
2025 |
2024 |
2025 |
2024 |
|
|
Trade debtors |
|
|
- |
- |
|
|
Amounts due from group undertakings |
- |
- |
1,058,870 |
1,998,469 |
|
|
Other debtors |
|
|
18,885 |
12,400 |
|
|
Prepayments |
|
|
37,450 |
26,323 |
|
|
Accrued income |
|
|
- |
- |
|
|
Financial instruments |
|
- |
- |
- |
|
|
Income tax asset |
|
- |
- |
- |
|
|
|
|
1,115,205 |
2,037,192 |
||
Trade debtors are stated after provisions for impairment of £87,493 (2024 - £20,934).
|
Cash and cash equivalents |
|
Group |
Company |
|||
|
2025 |
2024 |
2025 |
2024 |
|
|
Cash on hand |
|
|
- |
- |
|
Cash at bank |
|
|
|
|
|
|
|
|
|
|
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
|
Creditors |
|
Group |
Company |
||||
|
Note |
2025 |
2024 |
2025 |
2024 |
|
|
Due within one year |
|||||
|
Loans and borrowings |
|
|
- |
- |
|
|
Trade creditors |
|
|
- |
- |
|
|
Corporation tax |
32,960 |
354,051 |
32,960 |
115,342 |
|
|
Other creditors |
|
|
- |
34,880 |
|
|
Social security and other taxes |
|
|
- |
- |
|
|
Outstanding defined contribution pension costs |
|
|
- |
- |
|
|
Lease liabilities |
1,549,952 |
1,810,906 |
- |
- |
|
|
D share liability |
|
|
1,169,557 |
943,237 |
|
|
Financial instruments |
- |
362,471 |
- |
- |
|
|
Short-term elements of provisions |
1,629,171 |
1,093,316 |
- |
- |
|
|
Accruals and deferred income |
|
|
53,922 |
88,175 |
|
|
|
|
1,256,439 |
1,181,634 |
||
|
Due after one year |
|||||
|
Loans and borrowings |
|
|
- |
- |
|
|
D share liability |
|
|
813,463 |
1,523,367 |
|
|
2,875,963 |
6,860,867 |
813,463 |
1,523,367 |
||
The short term provision balance relates to an estimate for returns expected post year end.
|
2025 |
|
|
As at 28 January 2024 |
1,093,316 |
|
Utilised in year |
(1,093,316) |
|
Created in year |
1,629,171 |
|
At 1 February 2025 |
1,629,171 |
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
|
Loans and borrowings |
|
Group |
Company |
|||
|
2025 |
2024 |
2025 |
2024 |
|
|
Non-current loans and borrowings |
||||
|
Bank borrowings |
- |
|
- |
- |
|
Other borrowings |
|
|
- |
- |
|
|
|
- |
- |
|
Current loans and borrowings
|
Group |
Company |
|||
|
2025 |
2024 |
2025 |
2024 |
|
|
Bank borrowings |
|
|
- |
- |
|
Other borrowings |
|
|
- |
- |
|
|
|
- |
- |
|
Bank loans and overdrafts are secured by debentures giving a fixed and floating charge on the assets of Seasalt Holdings Limited and of Seasalt Limited and by unlimited guarantees from Seasalt Holdings Limited.
Bank loans are repayable by instalments. Interest is charged at SONIA + 2.25%.
Other loans are repayable by instalments, starting in August 2023 and interest is charged at 10%. The full amount is repayable by 28 February 2027.
|
Obligations under leases and hire purchase contracts |
Group
Operating leases
The total of future minimum lease payments is as follows:
|
2025 |
2024 |
|
|
Not later than one year |
|
|
|
Later than one year and not later than five years |
|
|
|
Later than five years |
|
|
|
|
|
The amount of non-cancellable operating lease payments recognised as an expense during the period was £5,662,416 (2024 - £5,069,890).
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
|
Analysis of changes in net debt |
Group
|
|
|
At 28 |
At 1 |
||
|
January |
February |
||
|
2024 |
Cash flow |
2025 |
|
|
£ |
£ |
£ |
|
|
Cash at bank and on hand |
13,789,415 |
(8,981,981) |
4,807,434 |
|
Bank overdrafts |
- |
- |
- |
|
Cash and cash equivalents |
13,789,415 |
(8,981,981) |
4,807,434 |
|
Bank borrowings |
(3,000,000) |
750,000 |
(2,250,000) |
|
D share liability |
(2,466,604) |
483,634 |
(1,982,970) |
|
Other borrowings |
(3,312,500) |
375,000 |
(2,937,500) |
|
Net debt |
5,010,311 |
(7,373,347) |
(2,363,036) |
|
Provisions for liabilities |
Group
|
Deferred tax |
|
|
At 28 January 2024 |
|
|
Increase / (decrease) in existing provisions |
|
|
At 1 February 2025 |
|
|
|
|
See note 12 for a more detailed breakdown of the deferred tax provision.
|
Pension and other schemes |
Defined contribution pension scheme
The group operates a defined contribution pension scheme. The pension cost charge for the period represents contributions payable by the group to the scheme and amounted to £
Contributions totalling £
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
|
Share capital |
Allotted, called up and fully paid shares
|
1 February 2025 |
27 January 2024 |
|||
|
No. |
£ |
No. |
£ |
|
|
|
|
190,695 |
|
190,695 |
|
|
|
5,064.50 |
|
5,557.20 |
|
|
|
458 |
|
458 |
|
|
|
- |
- |
- |
|
|
|
136.90 |
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136.90 |
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On 28 March 2024 there was a cancellation of 4,927 ordinary C shares.
After the financial period, on 29 April 2025 there was an issue of ordinary C shares at nominal value. 3,910 shares were issued at £0.10 per share.
On 24 May 2024 there was an issue of ordinary F shares at nominal value. One share was issued at £0.00001 per share.
Rights, preferences and restrictions
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Ordinary A have the following rights, preferences and restrictions: |
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Non-voting C have the following rights, preferences and restrictions: |
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Voting D have the following rights, preferences and restrictions: |
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Voting E have the following rights, preferences and restrictions: |
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Non-voting F have the following rights, preferences and restrictions: |
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
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Non-voting Z have the following rights, preferences and restrictions: |
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Reserves |
Consolidated Statement of Comprehensive Income
The Consolidated Statement of Comprehensive Income represents the accumulated profits, losses and distributions of the company and the group.
Treasury shares
The treasury shares reserve represents the company’s deemed investment in its own shares related to the growth share management inventive scheme, see Note 29. The shareholding at the year end was 18,886 shares at £1,886 aggregate nominal value (2024 - 18,886 shares at £1,886 aggregate nominal value).
Capital redemption reserve
The capital redemption reserve is a non-distributable reserve representing the cost of shares purchased by the company for cancellation or redemption.
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
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Financial instruments |
Categorisation of financial instruments
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1 February 2025 |
27 January 2024 |
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Financial assets measured at fair value through profit or loss |
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- |
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Financial liabilities measured at fair value through profit or loss |
- |
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Financial assets and financial liabilities measured at fair value through profit or loss comprise foreign exchange forward contracts and options.
Foreign Currency Risk
The group imports most of its stock as finished goods from overseas, some of which are settled in US Dollars or Euros. The group manages the risk of foreign exchange fluctuations in relation to US Dollars through foreign exchange forward contracts.
The total purchases in US Dollars for each season are estimated in advance. The group enters into forward currency contracts allowing the purchase of that quantity of US Dollars, between a range of dates, at a fixed USD / GBP rate. As payments for stock are made, the currency is drawn down from those contracts to cover the requirement. Although, at the time of entering into the contracts, fixed orders have not been placed for stock, the expected profile can be predicted with a high degree of accuracy.
Any unused currency contracts are valued at each year end in accordance with fair value accounting rules. The unrealised gain or loss is disclosed in the group’s balance sheet as a financial asset or liability and any changes in valuation are reported through the Consolidated Statement of Comprehensive Income.
Seasalt Holdings Limited
Notes to the Financial Statements
53 Week Period ended 1 February 2025
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Related party transactions |
Group
The group discloses transactions with related parties which are not wholly owned with the same group. It does not disclose transactions with members of the same group that are wholly owned.
Key management personnel
Key management personnel is comprised of the legal directors.
Transactions with directors
Rents of £546,533 (2024 - £434,725) were paid to the Chadwick SSAS of which Mr L G Chadwick (Director), Mr D A Chadwick (Director) and Mr N M Chadwick (Director) are Trustees and beneficiaries.
Summary of transactions with other related parties
Remuneration of £68,461 (2024 - £116,044) was paid to relatives of the directors and group shareholders for employment services to the company.
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Share-based payments |
Seasalt Holdings Limited has issued shares to certain members of the senior management team in relation to their employment with the company which are treated as equity-settled share-based payments. 16,689 shares were issued in the year ended 1 February 2025.
The annual charge related to share-based payments takes into account the likely time horizon over which the value for the shares may be realised by the relevant employees. The charge recognised for the year ended 1 February 2025 was £169,756 (27 January 2024: £169,756).
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Controlling party |
The company is controlled by