Company registration number 14953510 (England and Wales)
LINSTOL MNH LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
PAGES FOR FILING WITH REGISTRAR
LINSTOL MNH LIMITED
CONTENTS
Page
Statement of financial position
1
Notes to the financial statements
2 - 8
LINSTOL MNH LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
2024
2023
as restated
Notes
$
$
$
$
Fixed assets
Investments
4
11,012,446
11,012,446
Current assets
Debtors
6
12,366
12,366
Creditors: amounts falling due within one year
7
(10,837,578)
(9,469,055)
Net current liabilities
(10,825,212)
(9,456,689)
Total assets less current liabilities
187,234
1,555,757
Creditors: amounts falling due after more than one year
8
(1,199,373)
(1,642,271)
Net liabilities
(1,012,139)
(86,514)
Capital and reserves
Called up share capital
9
12,366
12,366
Profit and loss reserves
(1,024,505)
(98,880)
Total equity
(1,012,139)
(86,514)

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

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

The financial statements were approved by the board of directors and authorised for issue on 20 August 2025 and are signed on its behalf by:
K J Peat
Director
Company Registration No. 14953510
LINSTOL MNH LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
1
Accounting policies
Company information

Linstol MNH Limited is a private company limited by shares incorporated in England and Wales. The registered office is Beech House North East Wing, Ancells Road, Fleet, Hampshire, GU51 2UN.

1.1
Accounting convention

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

The financial statements are prepared in US Dollars, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest $.

The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.

 

The financial statements of the company are consolidated in the financial statements of Linstol UK Limited. These consolidated financial statements are available from its registered office, Beech House Nort East Wing, Ancells Road, Fleet, Hampshire, GU51 2UN.

1.2
Business combinations

Contingent consideration is included in the cost of the combination at the acquisition date if additional payments are probable and can be measured reliably. The liability is measured at the present value of the estimated future payments, using a discount rate reflecting conditions at the acquisition date. If the additional payment becomes probable and/or reliably measurable only after the acquisition date it is recognised as an adjustment to the cost of the combination at that time. Similarly, if estimated future payments are revised, for example due to the non-occurrence of future events that had been expected to occur, the resulting adjustment is recorded against the cost of the combination. However, changes resulting from the unwinding of the discount are recognised in profit or loss.

1.3
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that thetrue company has adequate resources to continue in operational existence for the foreseeable future. The directors have considered the likely future cashflows of the business and have considered the balance sheet and the group facilities available at this point in time.

1.4
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

LINSTOL MNH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 3 -
1.5
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.6
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

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

 

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

Basic financial assets

Basic financial assets, which include debtors, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

1.7
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.8
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

LINSTOL MNH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.9
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

2
Judgements and key sources of estimation uncertainty

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

 

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

LINSTOL MNH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 5 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Deferred consideration

The company has acquired a business for which part of the consideration is contingent on future performance over a three year earn-out period. A financial liability for contingent consideration has been recognised as management have applied judgement and concluded that a payment is probable and that a reliable estimate can be made. The key assumptions applied in estimating the related liability are the expected performance of the acquired business against an earn-out target, for each earn-out year running from 1 July to 30 June, with the first year being 1 July 2023, to 30 June 2024.

The liability is measured at the present value of the estimated future payments using a discount rate that reflects the conditions at the acquisition date. As part of the acquisition process, a forecast is prepared of the financial performance of the business over the earn-out period. These forecasts are regularly reviewed and updated based on actual performance of the acquired business following the transaction. The liability recognised for contingent consideration, which reflects the time value of money, is disclosed in notes 7 and 8 along with information about the maximum exposure.

 

3
Employees

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

2024
2023
Number
Number
Total
2
2
4
Fixed asset investments
2024
2023
$
$
Shares in group undertakings and participating interests
11,012,446
11,012,446
LINSTOL MNH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
5
Subsidiaries

Details of the company's subsidiaries at 31 December 2024 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
MNH GRP Ltd
Rowfant Business Park, Wallage Lane, Rowfant, West Sussex, RH10 4NQ, United Kingdom.
Ordinary A, B, C, M, O and P
80.00
-
MNH Sustainable Cabin Services Ltd
Rowfant Business Park, Wallage Lane, Rowfant, West Sussex, RH10 4NQ, United Kingdom.
Ordinary A and B
0
80.00
MNH Management Services Ltd
Rowfant Business Park, Wallage Lane, Rowfant, West Sussex, RH10 4NQ, United Kingdom.
Ordinary
0
80.00
MNH Sustainable Cabin Services Pty Ltd
62-64 Burwood Road, Burwood, NSW 2134,
Australia.
Ordinary
0
80.00
MNH Global Laundry Services Pty Ltd
62-64 Burwood Road, Burwood, NSW 2134,
Australia.
Ordinary
0
80.00
MNH Global Laundry Services Inc
1300-1969 Upper Water Street, Halifax NS, B3J
3R7, Canada.
Ordinary
0
80.00
6
Debtors
2024
2023
Amounts falling due within one year:
$
$
Amounts owed by group undertakings
12,366
12,366
7
Creditors: amounts falling due within one year
2024
2023
as restated
$
$
Amounts owed to group undertakings
10,034,755
8,680,615
Corporation tax
781
-
0
Other creditors
802,042
788,440
10,837,578
9,469,055

Included within other creditors is contingent consideration of $791,755 (2023: $769,269). The liability has been calculated at its maximum exposure.

8
Creditors: amounts falling due after more than one year
2024
2023
as restated
$
$
Other creditors
1,199,373
1,642,271

Included within other creditors is contingent consideration of $1,199,373 (2023: $1,642,271). The liability has been calculated at its maximum exposure.

LINSTOL MNH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
9
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
$
$
Issued and fully paid
Ordinary shares of $1.2366 each
10,000
10,000
12,366
12,366
10
Audit report information

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

The auditor's report was unqualified.

Senior Statutory Auditor:
Michael Wesley FCA
Statutory Auditor:
Azets Audit Services
11
Parent company

The immediate parent company, which draws up consolidated financial statements, is Linstol UK Limited, incorporated in England and Wales. The registered office address is Beech House North East Wing, Ancells Road, Fleet, Hampshire, GU51 2UN.

 

The ultimate parent entity is The Jerrylin M. Hoffmann Trust, registered in the United States of America. The registered office is 825 Green Bay Road, Wilmette, IL 60091, United States of America.

 

12
Prior period adjustment
Changes to the statement of financial position
As previously reported
Adjustment
As restated at 31 Dec 2023
$
$
$
Creditors due within one year
Other creditors
(8,699,786)
(769,269)
(9,469,055)
Creditors due after one year
Other creditors
-
(1,642,271)
(1,642,271)
Provisions for liabilities
Other provisions
(2,411,540)
2,411,540
-
0
Net assets
(86,514)
-
(86,514)
Capital and reserves
Total equity
(86,514)
-
(86,514)
Changes to the income statement
As previously reported
Adjustment
As restated
Period ended 31 December 2023
$
$
$
Loss for the financial period
(98,880)
-
(98,880)
LINSTOL MNH LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
12
Prior period adjustment
(Continued)
- 8 -

The prior year has been restated to reclassify the earn-out contingent consideration as a liability, where previously it was recorded in the financial statements as a provision. There is no impact on the loss for the year nor the net assets at year end arising from this restatement.

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