| REGISTERED NUMBER: |
| AMERICAN PAN UK LTD |
| STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
| AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 |
| REGISTERED NUMBER: |
| AMERICAN PAN UK LTD |
| STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
| AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Report of the Directors | 3 |
| Report of the Independent Auditors | 5 |
| Income Statement | 8 |
| Other Comprehensive Income | 9 |
| Balance Sheet | 10 |
| Statement of Changes in Equity | 11 |
| Notes to the Financial Statements | 12 |
| AMERICAN PAN UK LTD |
| COMPANY INFORMATION |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Statutory Auditors |
| Chartered Accountants |
| Fryern House |
| 125 Winchester Road |
| Chandlers Ford |
| Hampshire |
| SO53 2DR |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| The directors present their strategic report for the year ended 31 December 2024. |
| REVIEW OF BUSINESS |
| The business environment continued to be challenging in 2024 from a geopolitical perspective, and also due to inflationary pressures. Continued focus on operational performance has again contributed towards the improved performance. |
| The business delivered a positive financial performance in 2024. Revenue grew to £16.8 million, an increase of 33.2% compared with 2023. The strong performance was driven by an increase in new pan sales. The gross profit margin declined to 14% compared to 22% in 2023. The mix of sales contributed to this decline and was in line with expected results. The business achieved a net profit of £377k compared to £52k in 2023. In general, costs were higher due to inflation but a continued focus on cost control helped to minimise the impact. The business also implemented some price increases to the customer base. |
| Our customer base remained loyal, and some new markets were established during the year. American Pan UK's approach to relationship management and being a business partner has proven successful alongside our quality promise and high service levels. The UK market remains strong. Business development initiatives in Ireland and some other European countries will see further growth in this business. |
| Cash in hand at the year end was in excess of £1 million, compared with an excess of £2 million in 2023. A strong sales finish led to an increase in debtors that impacted the cash availability. The repayment of shareholder loans was also a contributing factor to the cash reduction. Stock holding was reduced with a continued emphasis on lower raw material stock levels. |
| The management team are confident that the strategic direction American Pan UK is on is the right one, and will deliver on revenue and profitability growth in the next year. Supporting this approach are the ultimate shareholders who have committed to continue providing the necessary resources to the business. |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| The geopolitical landscape will continue to be a risk, but the business has put in place the appropriate policies to mitigate the said risk. |
| Environmental and sustainability requirements vary across the jurisdictions the business trades in, but American Pan UK are at the forefront of research and development to minimise this risk and stay abreast of legislative changes in the jurisdictions they sell into. |
| KEY PERFORMANCE INDICATORS |
| The Company's key performance indicators are considered to be revenue, gross profit margin and net profit. The analysis of these indicators has been considered within the Review of Business above. |
| ON BEHALF OF THE BOARD: |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| REPORT OF THE DIRECTORS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| The directors present their report with the financial statements of the company for the year ended 31 December 2024. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 December 2024 (2023: £Nil). |
| RESEARCH AND DEVELOPMENT |
| The business continues to invest in R&D having its own internal team based in Europe, and being affiliated to its USA partners. The research and development work spans both its coating activities where substantial investment in the next generation of coating products are being tested. American Pan UK also works closely with the leading manufacturers of cooking ovens, designing pan solutions to deliver more sustainable product ranges. |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report. |
| FINANCIAL INSTRUMENTS RISKS |
| Price risk |
| The Company manages price risk through buying strategies that include a mix of price hedging and leveraging group buying power. The Company works very strategically with its suppliers of core materials across Europe and in the USA. With the continuing unrest in Ukraine and Gaza coupled with the political situation in the USA, the Company is monitoring commodity pricing very closely. |
| Credit and cash flow risk |
| Credit management, be it offering or taking, is managed by the finance function. Robust control policies are in place to ensure debt is managed in a timely manner and risk is minimised. |
| Liquidity risk |
| Credit and cash flow management coupled with shareholders support ensure there is no liquidity risk. Payment terms with customers are set at levels that minimise any risk. |
| FUTURE DEVELOPMENTS |
| The business continues to invest in research and development and works closely with manufacturers to ensure they are abreast of market trends and future concepts. The business is also developing new markets through its networks of sales teams across Europe, and attending necessary trade shows. |
| THIRD PARTY INDEMNITIES |
| Qualifying third party indemnity provisions for the benefit of the directors were in force during the year under review and remain in force as at the date of approval of the financial statements. |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing the Strategic Report, the Report of the Directors 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 company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to: |
| - | select suitable accounting policies and then apply them consistently; |
| - | make judgements and accounting estimates that are reasonable and prudent; |
| - | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| REPORT OF THE DIRECTORS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES - continued |
| The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| AUDITORS |
| The auditors, Rothmans Audit LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| AMERICAN PAN UK LTD |
| Opinion |
| We have audited the financial statements of American Pan UK Ltd (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
| In our opinion the financial statements: |
| - | give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended; |
| - | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
| - | have been prepared in accordance with the requirements of the Companies Act 2006. |
| Basis for opinion |
| We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. |
| Conclusions relating to going concern |
| In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. |
| Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. |
| Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
| Other information |
| The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
| Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. |
| In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. |
| Opinions on other matters prescribed by the Companies Act 2006 |
| In our opinion, based on the work undertaken in the course of the audit: |
| - | the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
| Matters on which we are required to report by exception |
| In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors. |
| We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
| - | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
| - | the financial statements are not in agreement with the accounting records and returns; or |
| - | certain disclosures of directors' remuneration specified by law are not made; or |
| - | we have not received all the information and explanations we require for our audit. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| AMERICAN PAN UK LTD |
| Responsibilities of directors |
| As explained more fully in the Statement of Directors' Responsibilities set out on pages three and four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. |
| In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so. |
| Auditors' responsibilities for the audit of the financial statements |
| 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 a Report of the Auditors 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 below: |
| We obtained an understanding of the legal and regulatory framework that the Company operates in, focusing on those laws and regulations that had a direct effect on the Financial Statements or that had a fundamental effect on the operations of the Company. The key laws and regulations we considered in this context included the UK Companies Act and Health and Safety regulations. |
| Discussions were held within the engagement team regarding how and where fraud might occur in the Financial Statements and any potential indicators of fraud. As part of this discussion, we identified potential risk areas such as the completeness of revenue. Audit procedures were designed to ensure all of the risks were addressed. |
| In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
| - enquiring of management as to actual and potential litigation and claims; and |
| - reviewing any correspondence with regulators and the Company's legal advisors. |
| To address the risk of fraud through management bias and override of controls, we: |
| - performed analytical procedures to identify any unusual or unexpected relationships; |
| - tested journal entries to identify unusual transactions and bias. |
| There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. |
| Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion. |
| A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| AMERICAN PAN UK LTD |
| 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 a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
| for and on behalf of |
| Statutory Auditors |
| Chartered Accountants |
| Fryern House |
| 125 Winchester Road |
| Chandlers Ford |
| Hampshire |
| SO53 2DR |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| INCOME STATEMENT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| TURNOVER | 3 |
| Cost of sales |
| GROSS PROFIT |
| Administrative expenses |
| OPERATING PROFIT | 5 |
| Interest receivable and similar income | 7 |
| 554,820 | 235,623 |
| Interest payable and similar expenses | 8 |
| PROFIT BEFORE TAXATION |
| Tax on profit | 9 |
| PROFIT FOR THE FINANCIAL YEAR |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| OTHER COMPREHENSIVE INCOME |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| PROFIT FOR THE YEAR |
| OTHER COMPREHENSIVE INCOME | - | - |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| BALANCE SHEET |
| 31 DECEMBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Intangible assets | 10 |
| Tangible assets | 11 |
| CURRENT ASSETS |
| Stocks | 12 |
| Debtors | 13 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 14 |
| NET CURRENT LIABILITIES | ( |
) | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES |
( |
) |
( |
) |
| CREDITORS |
| Amounts falling due after more than one year |
15 |
| NET LIABILITIES | ( |
) | ( |
) |
| CAPITAL AND RESERVES |
| Called up share capital | 18 |
| Capital contribution reserve | 19 |
| Retained earnings | 19 | ( |
) | ( |
) |
| SHAREHOLDERS' FUNDS | ( |
) | ( |
) |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| STATEMENT OF CHANGES IN EQUITY |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Called up | Capital |
| share | Retained | contribution | Total |
| capital | earnings | reserve | equity |
| £ | £ | £ | £ |
| Balance at 1 January 2023 | ( |
) | ( |
) |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 December 2023 | ( |
) | ( |
) |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 December 2024 | ( |
) | ( |
) |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| NOTES TO THE FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 1. | COMPANY INFORMATION |
| American Pan UK Ltd was incorporated on 14 June 1993 under the Companies Act 1985, as a private limited company and is registered in England and Wales. The principal activity of American Pan UK Ltd is the sale and refurbishment of industrial bakeware. The address of its head office and registered office is Excalibur Way, Irlam, Manchester, England, M44 5DL. |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention. |
| The presentation currency is £ sterling. |
| Going concern |
| American Pan UK Ltd is reliant on the continued support from its parent and the wider group. The ultimate parent company has confirmed their continued support, and the financial statements have therefore been prepared on a going concern basis. |
| Financial Reporting Standard 102 - reduced disclosure exemptions |
| The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
| • | the requirements of Section 7 Statement of Cash Flows; |
| • | the requirement of paragraph 3.17(d); |
| • | the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c); |
| • | the requirements of paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A; |
| • | the requirement of paragraph 33.7. |
| Significant judgements and estimates |
| The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date, and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. |
| The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements. |
| 1) Leases |
| A lease that does not transfer substantially all of the risks and rewards of ownership is classified as an operating lease and is therefore not included in the statement of financial position. |
| Other key sources of estimation uncertainty; |
| 1) Tangible fixed assets |
| Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. Residual value assessments consider issues such as market conditions, the remaining life of the asset and projected disposal values. |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Turnover |
| Turnover represents net sales during the year (excluding value added tax) adjusted for accrued and deferred income where applicable. |
| Turnover from the sale of goods is recognised on despatch. |
| Intangible fixed assets |
| Goodwill which represents the excess of cost of acquisitions of business over the value attributed to their net assets and other intangible assets, is amortised through the Income Statement by equal instalments over its estimated useful economic life. |
| Other intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
| Amortisation is calculated so as to write off the cost of an intangible asset, less its estimated residual value, evenly over the useful economic life of that asset as follows; |
| Goodwill | - 10 years |
| Patents and licences | - 5 years |
| Tangible fixed assets |
| All fixed assets are initially recognised at cost and subsequently carried at cost less accumulated depreciation and accumulated impairment losses. |
| The cost of fixed assets initially recognised includes its purchase price and any cost that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in a manner intended by management. |
| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life as follows: |
| Plant and machinery | 10% to 20% reducing balance |
| Fixtures and fittings | 10% to 20% reducing balance |
| No depreciation is provided on assets in the course of construction as the assets are not available for use. Depreciation will be provided on these assets when management consider them capable of operation. |
| The assets' residual values and useful lives are reviewed and adjusted, if appropriate, at the end of each reporting period. The effect of any change is accounted for prospectively. |
| Tangible fixed assets are derecognised on disposal or when no future economic benefits are expected. On disposal, the difference between the net disposal proceeds and the carrying amount is recognised in the Income Statement. |
| Stocks |
| Stocks are valued at the lower of cost and net realisable value, on a 'first in, first out' basis. Net realisable value is based on estimated selling price less additional costs to completion and disposal. |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| Taxation |
| The charge for taxation is based on the profit for the year and takes into account taxation deferred. |
| Current tax is measured at amounts expected to be paid using tax rates and laws that been enacted or substantively enacted at the balance sheet date. |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events have occurred at that date that will result in an obligation to pay more, or a right to pay less or to receive more, tax with the following exception: |
| - deferred tax assets are recognised only to the extent that the directors consider that it is more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted. |
| Deferred tax is measured at the tax rates that are expected to apply in the periods in which timing differences reverse, based on tax rates and laws enacted or substantively enacted at the balance sheet date. |
| Research and development |
| Expenditure on research and development is written off in the year in which it is incurred. |
| Foreign currencies |
| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
| Operating lease commitments |
| Rentals paid under operating leases are charged to the Income Statement on a straight line basis over the period of the lease. |
| Pension costs and other post-retirement benefits |
| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to the Income Statement in the period to which they relate. |
| Financial instruments |
| The company only has financial assets and liabilities of the kind that qualify as basic financial instruments. Basic financial instruments are initially recognised at transaction value and debt instruments are subsequently measured at amortised cost. |
| Finance costs |
| Finance costs are charged to the Income Statement over the term of the debt using the effective interest rate method so that the amount charged is at a constant rate on the carrying amount. |
| 3. | TURNOVER |
| Turnover comprises the sale of goods to customers. |
| The analysis of turnover by geographical segment is not disclosed since, in the opinion of the directors, this would be prejudicial to the interests of the company. |
| 4. | EMPLOYEES AND DIRECTORS |
| 2024 | 2023 |
| £ | £ |
| Wages and salaries |
| Social security costs |
| Other pension costs |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 4. | EMPLOYEES AND DIRECTORS - continued |
| The average number of employees during the year was as follows: |
| 2024 | 2023 |
| Production staff | 27 | 24 |
| Administrative staff | 14 | 17 |
| 2024 | 2023 |
| £ | £ |
| Directors' remuneration |
| 5. | OPERATING PROFIT |
| The operating profit is stated after charging/(crediting): |
| 2024 | 2023 |
| £ | £ |
| Hire of plant and machinery |
| Depreciation - owned assets |
| Loss on disposal of fixed assets |
| Foreign exchange differences | ( |
) | ( |
) |
| Auditors' remuneration |
| Operating leases |
| 6. | EXCEPTIONAL ITEMS |
| Exceptional items totalling £99,048 (2023: £Nil) relate to office restructure costs and are included within administrative expenses. |
| 7. | INTEREST RECEIVABLE AND SIMILAR INCOME |
| 2024 | 2023 |
| £ | £ |
| Bank interest receivable |
| 8. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| 2024 | 2023 |
| £ | £ |
| Interest payable |
| Included within interest payable is £128,415 (2023: £137,861) of interest due to group entities. |
| 9. | TAXATION |
| Analysis of the tax charge |
| No liability to UK corporation tax arose for the year ended 31 December 2024 nor for the year ended 31 December 2023. |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 9. | TAXATION - continued |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
| 2024 | 2023 |
| £ | £ |
| Profit before tax |
| Profit multiplied by the standard rate of corporation tax in the UK of (2023 - |
| Effects of: |
| Expenses disallowed | 3,398 | 39,403 |
| Impact of super deduction | - | (1,326 | ) |
| Group relief | 14,177 | 10,780 |
| Movement in deferred tax unprovided | (112,419 | ) | (57,302 | ) |
| Other timing differences | 700 | (4,515 | ) |
| Total tax charge | - | - |
| The company has estimated tax losses of £3.762m (2023: £4.282m) carried forward. |
| 10. | INTANGIBLE FIXED ASSETS |
| Patents and |
| Goodwill | licences | Totals |
| £ | £ | £ |
| COST |
| At 1 January 2024 |
| and 31 December 2024 |
| AMORTISATION |
| At 1 January 2024 |
| and 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 11. | TANGIBLE FIXED ASSETS |
| Assets in |
| the course | Fixtures |
| of | Plant and | and |
| construction | machinery | fittings | Totals |
| £ | £ | £ | £ |
| COST |
| At 1 January 2024 |
| Additions |
| Disposals | ( |
) | ( |
) | ( |
) |
| Reclassification/transfer | ( |
) |
| At 31 December 2024 |
| DEPRECIATION |
| At 1 January 2024 |
| Charge for year |
| Eliminated on disposal | ( |
) | ( |
) | ( |
) |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| 12. | STOCKS |
| 2024 | 2023 |
| £ | £ |
| Raw materials |
| 13. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Trade debtors |
| Amounts owed by related |
| parties |
| Prepayments and accrued income |
| 14. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Shareholder loans |
| (see note 16) |
| Trade creditors |
| Amounts owed to related |
| parties |
| Social security and other taxes |
| Other creditors |
| Accruals and deferred income |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 15. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
| 2024 | 2023 |
| £ | £ |
| Shareholder loans |
| (see note 16) |
| 16. | LOANS |
| An analysis of the maturity of loans is given below: |
| 2024 | 2023 |
| £ | £ |
| Amounts falling due within one year or on demand: |
| Shareholder loans | 3,637,071 | 3,622,816 |
| Amounts falling due between one and two years: |
| Shareholder loans |
| Amounts falling due between two and five years: |
| Shareholder loans |
| Amounts falling due in more than five years: |
| Repayable by instalments |
| Shareholder loans | - | 41,576 |
| The shareholder loans totalling £2,637,181 provided by American Pan International Holdings Limited are repayable on demand from January 2021 with a maximum term of 15 years, ending in December 2032. Interest accrues on the loans at 3% per annum. |
| The shareholder loans totalling £657,630 provided by MCIH Limited are repayable on demand from January 2021 with a maximum term of 15 years, ending in December 2032. Interest accrues on the loans at 3.4% per annum. |
| The shareholder loan totalling £1,474,459 provided by American Pan Company is repayable in quarterly instalments with full repayment due by February 2029. Interest accrues on the loan at a rate of 3% per annum. |
| 17. | LEASING AGREEMENTS |
| Minimum lease payments under non-cancellable operating leases fall due as follows: |
| 2024 | 2023 |
| £ | £ |
| Within one year |
| Between one and five years |
| 18. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 2024 | 2023 |
| value: | £ | £ |
| Ordinary | £1 | 1,000,000 | 1,000,000 |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 18. | CALLED UP SHARE CAPITAL - continued |
| All shares are equal in all rights. |
| 19. | RESERVES |
| Capital |
| Retained | contribution |
| earnings | reserve | Totals |
| £ | £ | £ |
| At 1 January 2024 | ( |
) | (3,360,593 | ) |
| Profit for the year |
| At 31 December 2024 | ( |
) | (2,984,016 | ) |
| Retained earnings are the accumulated profits and losses to date. |
| The capital contribution reserve represents funds injected to the capital of the business by shareholders. |
| 20. | ULTIMATE PARENT COMPANY AND ULTIMATE CONTROLLING PARTY |
| American Pan Company is the ultimate parent company, incorporated in the US. |
| The largest and smallest group in which the results of the company are consolidated is that headed by American Pan International Holdings Limited, a company incorporated in England and Wales. The consolidated accounts are available to the public and may be obtained from the Registrar of Companies. |
| The directors do not consider there to be an ultimate controlling party. |
| AMERICAN PAN UK LTD (REGISTERED NUMBER: 02826812) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 21. | RELATED PARTY DISCLOSURES |
| The company is part of the Bundy Baking Solutions group. Companies within this group have shareholders in common to American Pan UK Ltd. Trading transactions and balances with companies within this group are shown below. |
| 2024 | 2023 |
| Sales | Purchases | Net balance due |
Sales | Purchases | Net balance due |
| (to)/from | (to)/from |
| related party | related party |
| £ | £ | £ | £ | £ | £ |
| American Pan Prestige SRL | 916,693 | 9,397,373 | (2,315,610 | ) | 196,965 | 6,284,724 | (2,088,779 |
| Pan Glo UK Limited | 1,373,326 | 312,305 | 389,433 | 1,236,280 | 192,935 | 216,427 |
| American Pan Southern Europe Limited |
6,138 |
53,959 |
250 |
250 |
77,071 |
(4,435 |
| Cainco Equipmentos Para Panificacai |
38,087 |
402,249 |
5,753 |
145,982 |
363,859 |
(67,324 |
| American Pan Company (Durashield) |
- |
430,399 |
- |
- |
274,285 |
(140,833 |
| American Pan Company | 162,998 | 37,069 | (15,043 | ) | - | 159,955 | (159,955 |
| American Pan Ireland | 1,170,632 | 406,936 | 275,438 | 272,793 | 170,574 | 43,872 |
| American Pan Germany GmbH |
19,934 |
- |
19,934 |
644 |
223,412 |
(55,998 |
| Runex AB | 1,170 | 10,104 | (8,934 | ) | 15,119 | 73,700 | 17,334 |
| Turbelco Endüstriyel Kaplama San Tic AS |
8,833 |
173,616 |
5,059 |
1,153 |
123,547 |
(30,180 |
| American Pan International Holdings Limited, the intermediate parent company, has provided the company with a loan. The balance outstanding at the year end is £2,637,181 (2023: £2,637,181) and is included within shareholder loans. The loan bears interest at a rate of 3%. Interest of £355,280 (2023: £289,519) has been accrued at the year end. The loan is repayable on demand from January 2021 and is due for repayment in full by December 2032. |
| MCIH Limited, a shareholder, has provided the company with a loan. The balance outstanding at the year end is £657,630 (2023: £657,630) and is included within shareholder loans. The loan bears interest at a rate of 3.4%. Interest of £98,167 (2023: £81,847) has been accrued at the year end. The loan is repayable on demand from January 2021 with a maximum term of 15 years, ending in December 2032. |
| American Pan Company, the ultimate parent company, has provided the company with a loan. The balance outstanding inclusive of interest at the year end is £1,474,459 (2023: £1,783,250) and is included within shareholder loans. The loan bears interest at a rate of 3%. Repayments are due on the loan quarterly. The balance is due for repayment in full by February 2029. |
| Interest charged on loans provided by shareholders in the year totals £178,243 (2023: £183,782). |