Registration number: 06753143

Hamsard 3145 Limited

Contents

Hamsard 3145 Limited

Company Information

Hamsard 3145 Limited

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

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

Principal activity

The principal activity of the company is to source and sell the highest quality tea, coffee and hot chocolate from around the world together with everything that enriches the experience of consuming them. We aim to leverage 139 years of British heritage to build a brand through developing enduring relationships with our customers. Our products are affordable luxuries that are perfect as self-treats or as gifts.

Routes to market include directly operated UK stores, a global ecommerce platform, international franchise stores and worldwide wholesale.

Fair review of the business and future developments

The results for the period and financial position of the company are as shown in the annexed financial statements.

Financial highlights:

The fourth consecutive year of growth with gross revenue (inc. VAT) exceeding £50m for the first time. The UK market saw growth of +6.5% with global growth of +26% continuing to highlight the growing demand for our brand and its products from consumers across the globe.

In the UK our revenue growth was driven by like for like growth, which continued to outpace the sector at +6% and portfolio optimisation, with the opening of our new brand concept store on Oxford Street, followed by further roll out in key relocations including: Gatwick North, Oxford Queen Street, Nottingham Victoria Centre, and Sheffield Meadowhall

A key success factor in the year included the launch of our new Whittard rewards loyalty programme, with annual member targets achieved in just six months from go live. The programme is designed to capture all direct-to-consumer transactions, which means that a customer can enjoy the benefits of the scheme at both home and abroad, regardless of channel shopped. As well as improved retention metrics, we also saw improved levels of acquisition with our active customer database growing 9% year on year, highlighting the increased customer demand.

Globally, we continue to focus on growth in Asia, US, Middle East, and Europe. Highlights in the year included, opening both our US office in New York, and unlocking faster distribution for B2B customers via a newly opened 3PL provider in Texas. We also opened new Wholesale partner accounts in the US, whilst also serving our first airline contract in the middle East. Finally, in Europe we achieved a 35% lift in revenues driven by our online channel as we managed to switch back on fulfilment following a prior year disruption to services.

Cost pressures have continued in FY25, with increased commodity prices, and staffing costs continuing to put pressure on the brand. However, growth momentum has continued to outpace the cost price pressures in H1 due to ongoing customer demand trends, and the relentless focus and dedication of our colleagues who make it all happen.

During the period, the Company employed an average of 490 employees in its operations and administration.

The Company is committed to upholding environmentally responsible practices as the directors are aware of the environmental impact of the business. The Company has implemented and maintains several measures and initiatives as part of a cross-business environmental policy to reduce its impact on the environment. Those relating to carbon emissions can be seen in the Directors report. Others include:
 

Hamsard 3145 Limited

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

Section 172(1) statement

The directors of the group must act in accordance with the duties detailed in section 172 of the Companies Act 2006 which is summarised as follows:

A director of a group must act in the way he considers, in good faith, would be most likely to promote the success of the group for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to:

(a) The likely consequences of any decision in the long-term
The directors have acted in a way which they consider, in good faith, would be most likely to promote the success of the group. The group is headed by an effective board who bring a wide range of commercial and financial experience which is responsible for the long-term success of the group. The business plan was designed to have a long-term beneficial impact on the group and to contribute to its success in delivering new and better-quality products for our customers in 2023 and beyond. We will continue to operate our business within tight budgetary controls but seeking to increase the group’s rate of growth and market share.

(b) The interests of the group's employees
We value our employees and continue to seek to recruit, retain and develop our talent. Our employees actively pursue opportunities for personal development and career progression with the support from management; a culture of inclusion and diversity; compensation and benefits and the ability to make a difference. We undertake various surveys and operate forums to foster participation in group events, invite opinions, questions and ideas to ensure our policies remain fit for purpose.

(c) The need to foster the group's business relationships with suppliers, customers and others
We aim to act responsibly and fairly in how we engage with our suppliers, customers and our investors all of whom are integral to the success of our business. We work with our suppliers closely in order to facilitate positive business relationships. We provide detailed management information to our Board and investors on a monthly basis.

(d) The impact of the group's operations on the community and environment
Our plan takes into account the impact of the group’s operations on the community and environment and our wider societal responsibilities. The business continues to make positive changes towards the company’s impact on the community and the environment, such as the increase in recyclable/biodegradable packaging in our products and our membership of the Ethical Tea Partnership.

(e) The desirability of the group maintaining a reputation for high standards of business conduct
As the Board of Directors, our intention is to behave responsibly and ensure that management operate the business in a responsible manner, operating within the high standards of business conduct and good governance expected for a business such as ours and in doing so, will contribute to the delivery of our plan. The board has a low risk appetite for reputational risk and therefore the reputational risk of decisions is always considered before being included in the group’s plans.

(f) The need to act fairly between members of the group
As the Board of Directors, our intention is to behave responsibly towards our shareholders and treat them fairly and equally, so they may benefit from the successful delivery of our plan. Our ultimate shareholder, EPE Special Opportunities Limited, is in regular contact with the directors. Performance updates are provided through established mechanisms.

Other major stakeholder groups include the group’s insurers, bankers, advisors, auditors, regulators and HMRC. With all these stakeholder groups, the directors maintain regular and open dialogue to ensure that all parties are kept informed. The directors believe this is essential to building strong working relationships.

Hamsard 3145 Limited

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

Principal risks and uncertainties

The execution of the group’s strategy is subject to a number of risks, which are more closely related to the activities of its trading subsidiary, Whittard Trading Limited. The process of identifying and managing risk is overseen by the directors and management.

The key business risks and uncertainties affecting the group, and how these risks are mitigated are summarised as:

Price and credit risk
The group is exposed to the usual credit risk and cash flow risk associated with selling on credit and manages this through credit control procedures and staged payments.

Liquidity risk
The group is funded by short term shareholder and connected party loans, which in the period to date have been re-financed as and when they fall due for repayment.

Cash Flow
The nature of the trading subsidiary's business, being that of a retailer, is such that the timing of cash flows is heavily weighted towards certain months of the year. The working capital demand is managed through the use of facilities provided to the group.

Approved by the Board on 8 July 2025 and signed on its behalf by:

N Smith
Director

Hamsard 3145 Limited

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

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

Directors of the company

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

G Brand

N Smith

P Spinks

H Jones

R Hunter

D Boynton (appointed 1 January 2024)

M Pritchard (appointed 31 May 2024)

J Osborne (resigned 30 June 2024)

Future developments

The directors forecast growth in 2025 having implemented new strategic initiatives to drive growth, with the aim of continuing to improve their brand proposition to its current customers whilst also attracting new customers.

Information included in the Strategic Report

Information on the engagement with employees and engagement with suppliers, customers and others in included in the strategic report in s172(1) statement. The group’s business environment and risks, together with details of monitoring undertaken by the directors, are dealt with elsewhere in the Strategic Report.

Financial instruments

Objectives and policies
The group's financial instruments, other than derivatives, comprise cash and liquid resources, and various other items such as trade debtors, trade creditors etc. that arise directly from its operations. The main purpose of these financial instruments is to finance the operations of the group.

The main risks arising from the group's financial instruments are set out below:

Price risk, credit risk, liquidity risk and cash flow risk
Credit risk
The group is exposed to the usual credit risk and cash flow risk associated with selling on credit and manages this through credit control procedures and staged payments.

Liquidity risk
The group is funded through its working capital and by shareholder and connected party loans. The group aims to mitigate liquidity risk by managing cash generation by its operations and monitoring the group's trading results to ensure that it can meet future obligations as they fall due.

Cash Flow
The nature of the trading subsidiary's business, being that of a retailer, is such that the timing of cash flows is heavily weighted towards certain months of the year. The working capital demand is managed through the use of facilities provided to the group.

Hamsard 3145 Limited

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

Under the Streamlined Energy and Carbon Reporting regulations the group may report annually on greenhouse gas emissions from Scope 1 and Scope 2 Electricity, Gas and Transport.

The data is provided as tonnes of carbon dioxide equivalent (tCO2e) and has been compiled in line with the March 2019 BEIS “Environmental Reporting Guidelines”. All measured emissions from group activities are included. The carbon figures have been calculated using the BEIS carbon conversion factors for all fuels. We do not consider refrigerant losses on our air conditioning units to be material and as such these are not reported in our emissions data.

We have reported on the emissions sources required under the Companies Act 2006 (Strategic Report and Directors' Reports) Regulations 2013 apart from the exclusions noted. The reported sources fall within our Financial Statements and are for emissions over which we have financial control. We do not have responsibility for any emissions sources that are not included in our financial statements.

The group considers the environmental impact of its operations and has taken the following actions in the current year;
 

Going concern

The directors have prepared projected cash flow information for the period to 31 December 2026. The projections indicate that the group will further improve profit in 2025, both in terms of absolute value and operating margin percentage. On the assumption that trading meets expectations and that the group’s ultimate controlling party, EPE Special Opportunities Limited, continues to provide financial support, the directors consider it appropriate to prepare the financial statements on a going concern basis.

Employment of disabled persons

Disclosure of information to the auditor

Hamsard 3145 Limited

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

Reappointment of auditors

In accordance with section 485 of the Companies Act 2006, a resolution for the re-appointment of Hazlewoods LLP as auditors of the company is to be proposed at the forthcoming Annual General Meeting.

Approved by the Board on 8 July 2025 and signed on its behalf by:

.........................................
N Smith
Director

Hamsard 3145 Limited

Statement of Directors' Responsibilities

Hamsard 3145 Limited

Independent Auditor's Report to the Members of Hamsard 3145 Limited

Opinion

We have audited the financial statements of Hamsard 3145 Limited (the 'parent company') and its subsidiaries (the 'group') for the period from 31 December 2023 to 28 December 2024, which comprise the Consolidated Profit and Loss Account, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, 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:

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 directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group'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.

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:

Matters on which we are required to report by exception

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

Hamsard 3145 Limited

Independent Auditor's Report to the Members of Hamsard 3145 Limited

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page 8, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

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

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

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

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

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

Hamsard 3145 Limited

Independent Auditor's Report to the Members of Hamsard 3145 Limited

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

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

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Paul Fussell (Senior Statutory Auditor)
For and on behalf of Hazlewoods LLP, Statutory Auditor

Staverton Court
Staverton
Cheltenham
GL51 0UX

8 July 2025

Hamsard 3145 Limited

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

The above results were derived from continuing operations.

The group has no other comprehensive income for the period.

Hamsard 3145 Limited

(Registration number: 06753143)
Consolidated Balance Sheet as at 28 December 2024

Approved and authorised by the Board on 8 July 2025 and signed on its behalf by:
 

N Smith
Director

Hamsard 3145 Limited

(Registration number: 06753143)
Balance Sheet as at 28 December 2024

The company made a profit after tax for the financial period of £1,640,072 (2023 - profit of £903,991).

Approved and authorised by the Board on 8 July 2025 and signed on its behalf by:
 

N Smith
Director