The Directors present their strategic report for Chik’n Limited (trading as Chicken Shop) for the year ended 31 December 2024. In preparing this strategic report, the directors have complied with s414C of the Companies Act 2006.

Principal activity

Chicken Shop serves premium fried chicken, born out of the melting pot of London. We have been trading since 2018 as “Chik’n” and as “Chicken Shop” since 2022, and have 8 sites across London. The concept is a simple one:

• Fried chicken like no other. Double coated for crunch, cooked fresh to order and sauced for flavour;

• Restaurant environments that complement the food;

• Amazing customer service.

At year-end, the Company operated 6 restaurants (2023: 6) in London and opened a further 2 sites in 2025. The directors believe that there are strong growth prospects in the premium fried chicken market and intend to continue the roll out of Chicken Shop in the United Kingdom.

The company continued to increase sales from its existing 6 restaurants with steady growth across the year. In 2024 we experienced relatively modest increases in core ingredient costs, however the impact of a significant increase in the minimum wage in April 2024 necessitated the implementation of modest price increases to offset this.

Revenue increased by 26.1% to £9.40m (2023: £7.45m) reflecting the like-for-like growth in all sites. Operating losses decreased to £3.24m (2023: £4.09m) as a result of the improved sales. The company reported a loss after tax of £6.61m (2023: loss of £6.36m).

Employment

The company continues to pay in excess of the National Living Wage with a pay structure that enables team members to be paid the London Living Wage on successfully learning all of our key skills. In addition we operate a mystery shopper programme and expect to pay up to 1% of revenue to employees in incentives for excellent service and standards.

The company is committed to developing and promoting its employees and invests significant time and money upgrading the skill set of its people. The company trains its employees in technical job skills, as well as softer skills required to be excellent leaders.

The company strives for an inclusive and open culture. We hire diverse and talented individuals, and all can build a successful career at Chicken Shop.

Diversity, equality and inclusion

At Chicken Shop we are incredibly proud of our culture and people. Chicken Shop is committed to encouraging equality, diversity and inclusion within our teams, including the employment of disabled persons, and preventing unlawful discrimination. Family is one of our values and together we continue in making sure that our restaurants are a safe and happy place for all of our people to be themselves and to feel accepted. We actively promote diversity and inclusion across the company and strive to demonstrate diversity through our leadership. We carry out all recruitment, promotion and other types of selection procedures on the basis of merit, using non-discriminatory and as far as possible objective criteria.

Credit risk

The company’s financial assets are cash and bank balances and trade and other receivables. The company’s credit risk is primarily attributable to its trade receivables. The amounts presented in the balance sheet are net of allowances for doubtful receivables. An allowance for impairment is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows.

Customer transactions are largely settled at the point of sale, with minimal trade receivables held apart from this. The limited number means that risk is concentrated in a small number of counterparties, meaning easier monitoring of the credit risk position.

Currency risk

The company has minor exposure to Euro exchange risk as a result of European supply. This is not significant enough to hedge.

Interest rate risk

The company borrows in Sterling with fixed rates of interest.

Liquidity risk

In order to maintain liquidity to ensure that sufficient funds are available for ongoing operations and future development, the company has debt finance from its principal shareholder. The Company had £24.82m (2023: £18.86m) of debt provided by its principal shareholder at year end.

Impairment risk

The directors understanding of the risks associated with the assets held by the entity relates to the potential impairment of those assets. To identify any potential impairment the company reviews the financial performance of its restaurants on a regular basis.

Climate change

The company is determined to reduce its carbon footprint. Packaging is optimised by enabling customers to chose Dine In or Takeaway at the point of ordering, with ancillary items such as napkins available on request. All straws are paper, all cutlery is wood. All waste is either recycled or used to generate power, zero waste goes to landfill. All of our used kitchen oil is recycled. This is part of the company’s improved long-term sustainability plan.

Supply chain and inflationary risk.

The company has in recent years been subject to periods of high inflation, and we continue to operate with tight supply of chicken in the UK. We have built long standing partnerships with our key suppliers, allowing us to have full visibility of the supply chain and thus mitigate inflationary pressures as much as possible, along with ensuring continuity of supply.

Health and Safety

Ensuring our employees and customers are safe is of paramount importance to our business. We set the highest standards of health and safety and perform regular audits of our restaurants to ensure these are met.

Customers demand

In a high inflation environment there is a risk of reduced customer demand. We continue to focus on our core principles and believe that these will continue to give us a competitive advantage.

Increased competition

The American fried chicken chains are arriving in the UK, with Wingtop and Popeye’s now established, Dave’s Hot Chicken opened in December 2024 and Raising Canes and Chik-fil-a announcing imminent arrivals. As these brands arrive with their established brands and positioning, there will be more competition within the fried chicken sector that could impact on our performance.

We will continue to focus on our key differentiating factors to maintain our position in the market, and maintain our position within London culture.

Cyber security and data protection

The company understands the need to protect both our valuable business information and our customers sensitive data from potential cyber threats. We adopt a proactive approach in our cybersecurity strategy, updating our systems as required and the company has implemented data protection protocols that limit access to confidential information.

On behalf of the board

The directors present their annual report and financial statements for the year ended 31 December 2024.

The principal activity of the company continued to be that of providing restaurant services.

The results for the year are set out on page 9.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

The directors are responsible 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 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;

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

• 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 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.

We have audited the financial statements of Chik'n Limited (the 'company') for the year ended 31 December 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including 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 loss 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 Auditor's 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 other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of 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 our audit:

• the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

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 directors' report.

We have nothing to report in respect of the following matters in relation to which 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 remuneration specified by law are not made; or

• we have not received all the information and explanations we require for our audit.

As explained more fully in the directors' responsibilities statement, 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 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.

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.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

As part of our planning process:

• We enquired of management the systems and controls the company has in place, the areas of the financial statements that are most susceptible to the risk of irregularities and fraud, and whether there was any known, suspected or alleged fraud.

• We obtained an understanding of the legal and regulatory frameworks applicable to the company. We determined that the following were most relevant: Food hygiene, health and safety, FRS 102 and Companies Act 2006.

• We considered the incentives and opportunities that exist in the company, including the extent of management bias, which present a potential for irregularities and fraud to be perpetuated, and tailored our risk assessment accordingly.

• Using our knowledge of the company, together with the discussions held with the company at the planning stage, we formed a conclusion on the risk of misstatement due to irregularities including fraud and tailored our procedures according to this risk assessment.

The key procedures we undertook to detect irregularities including fraud during the course of the audit included:

• Identifying and testing journal entries and the overall accounting records, in particular any that were significant and unusual.

• Reviewing the financial statement disclosures and determining whether accounting policies have been appropriately applied.

• Reviewing and challenging the assumptions and judgements used by management in their significant accounting estimates, in particular their brand valuation.

• Assessing the extent of compliance, or lack of, with the relevant laws and regulations in particular food hygiene and health & safety.

• Testing key revenue lines, in particular cut-off, for evidence of management bias.

• Performing a physical verification of a sample of key assets.

• Obtaining third-party confirmation of bank and other loan balances.

• Reviewing documentation such as the company board minutes, correspondence with solicitors, for discussions of irregularities including fraud.

• Documenting and verifying all significant related party balances and transactions.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements even though we have properly planned and performed our audit in accordance with auditing standards. The primary responsibility for the prevention and detection of irregularities and fraud rests with management.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://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 member 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 member 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 member for our audit work, for this report, or for the opinions we have formed.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

Chik'n Limited is a private company limited by shares incorporated in England and Wales. The registered office is 146 Freston Road, London, W10 6TR.

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.

The financial statements are prepared in sterling, 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. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 33 'Related Party Disclosures': Compensation for key management personnel.

The financial statements of the company are consolidated in the financial statements of Freston Chicken Limited. These consolidated financial statements are available from its registered office, 146 Freston Road, London, United Kingdom, W10 6TR.

In determining whether the company's financial statements can be prepared on a going concern basis, the directors have considered all the factors likely to affect their future development, performance and the financial position. The directors have approved a budget for 2025. Existing loan facilities are provided by a shareholder of the controlling holding company and the lender has confirmed that they will not request repayment of the loan and continue to support the operations of the company for at least 12 months from the signing of these financial statements. Thus, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for at least twelve months following the signing of these financial statements. Accordingly, they continue to adopt the going concern basis in preparing these financial statements on the basis of continuing support from the ultimate shareholder.

Turnover represents amounts receivable for food and drink net of VAT.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually at the point of sale), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Assets under construction do not have depreciation charged on them until they are ready for use.

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).

Stocks consists of ingredients and goods purchased for resale and are stated at the lower of cost and estimated selling price.

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

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 balance sheet 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, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method. Financial assets classified as receivable within one year are not amortised.

Other financial assets are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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, including creditors and loans, are initially recognised at transaction price. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

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.

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

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

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

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.

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

FRS 102 Section 27 requires an assessment at each reporting date of whether there is any indication that an asset within its scope may be impaired.

In 2022 the entity acquired the brand "Chicken Shop", which has been included in intangible fixed assets. Management has performed an impairment review of the brand by preparing detailed forecasts, which take into account the entity's cost of debt funding, and provide a basis for valuing the expected future cashflows from the brand.

This is an area of significant judgment, as any change in the assumptions, including the anticipated performance, could materially impact the impairment evaluation. Based on this review management have recognised an impairment expense of £943,109 (2024: £Nil).

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2023: 2).

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

Their aggregate remuneration comprised:

The actual charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

Assets under construction relate to a new location which has opened after the year end.

Other borrowings include a loan received from a majority shareholder of the parent company. The loan is secured by a fixed and floating charge and negative pledge which has been registered by the shareholder of the parent company over all the property and undertakings of the Company.

Compound interest is accrued on the loan draw downs and has been included in the other borrowings balance. The prior year accrued interest balance of £3,582,374 has been reclassified from accruals to other borrowings in the comparatives.

Additional funds drawn down on the loan have been disclosed in the Relates Parties. See note 23.

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

All shares shall be treated as if they constituted one class of share, save for the following additional rights:

A - E shares have full rights to dividend distributions. No distributions or dividends will be paid among the holders of the deferred shares without the prior consent of the A Shareholder majority.

In the event of a capital distribution, following payment of the company's liabilities including payment of any principal and interest due in respect of the company's borrowings, the following order of priority applies:

• A-E shares have rights initially to an amount equal to any unpaid dividends, and subsequently to a distribution of the balance of the company's remaining assets.

• After distribution of the first £1,000,000,000 of the assets, a deferred shareholder is entitled to receive an amount equal to the nominal paid on each deferred share, or if there are insufficient proceeds, to receive a distribution in proportion to the number of shares held.

A shares carry full voting rights. B - E shares and deferred shares do not carry full voting rights, and are only subject to a vote where there is a general meeting or shareholder written resolution involving a change to the rights attached to their particular ordinary or deferred share class.

In addition, in the event of a funding adjustment, B shares can hold the same rights as A shares, and the above restrictions will no longer apply.

The shares do not confer any rights of redemption.

This reserve represents amounts paid in excess of the nominal value of share capital.

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

During the year the company drew down a further £2,575,000 (2023: £3,750,000) of an existing loan facility from the main shareholder. At 31 December 2024 the principal balance outstanding was £17,850,000 (2023: £15,275,000). Total interest accrued during the year, calculated at 15%, is £3,385,978 (2023: £2,270,688). The total accrued interest is £6,968,352 (2023: £3,582,374). All amounts are included in Creditors falling due after more than one year.

The ultimate controlling party is Freston Chicken Limited, whose registered office is 146 Freston Road, London, United Kingdom, W10 6TR. The results of Chik'n Limited are included within the consolidated financial statements of Freston Chicken Limited, which are publically available at Companies House.