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Company Registration Number: 02298581



















PURE FISHING (UK) LIMITED
FINANCIAL STATEMENTS
 31 DECEMBER 2024













img4047.png

 
PURE FISHING (UK) LIMITED
 

COMPANY INFORMATION


Directors
G Moore (resigned 2 January 2024)
K H Clefjord (resigned 2 January 2024)
K M Jayson (resigned 2 January 2024)
J S Henderson (resigned 17 December 2024)
T A Conroy (appointed 2 January 2024, resigned 30 June 2024)
D J Styles (appointed 2 January 2024)
R Hall (appointed 13 January 2025)




Registered number
02298581



Registered office
2 Silverton Court
Northumberland Business Park

Cramlington

Northumberland

England

NE23 7RY




Independent auditors
Armstrong Watson Audit Limited
Chartered Accountants & Statutory Auditors

One Strawberry Lane

Newcastle Upon Tyne

NE1 4BX




Solicitors
Ward Hadaway
102 Quayside

Newcastle Upon Tyne

NE1 3DX





 
PURE FISHING (UK) LIMITED
 

CONTENTS



Page
Strategic Report
 
1 - 3
Directors' Report
 
4 - 5
Independent Auditors' Report
 
6 - 9
Statement of Comprehensive Income
 
10
Statement of Financial Position
 
11
Statement of Changes in Equity
 
12
Notes to the Financial Statements
 
13 - 27


 
PURE FISHING (UK) LIMITED
 

STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction
 
The directors present their strategic report for the year ended 31 December 2024.

Business review
 
The Company enjoyed a small expansion of its dealer network in 2024 which supported an improvement in the volume and quality of sales.  The company’s focus was promotion of innovative product development which generated consumer and dealer interest.
The UK market continues to be very competitive with high stocking levels in shops, however, differentiation of products compared to the competition has supported a confident outlook from our dealers.
The Company’s statement of comprehensive income shows a loss on ordinary activities before taxation of £2,501k (2023: Loss £11,570k).
As at the balance sheet date the Company had net assets of £149,354k (2023: £151,855k). 

Principal risks and uncertainties
 
The main risks and uncertainties facing the Company would have to be categorised as follows:
· Unpredictable consumer demand and general economic conditions.
· Severe and unseasonable weather in any prime selling seasons for fishing, as sales are always weather          dependent 
· Future inventory prices from China can fluctuate due to supply and currency. We purchase the majority of
 our inventory from China, denominated in USD which can alter the price we pay for product over time.
· Excessive short term fluctuations in foreign exchange rates affecting the price of products sourced from    overseas in foreign currency.
· The continued availability of credit facilities to the Company, as part of the wider Pure Fishing group, at    competitive prices.
All the above can be managed with good planning, long-term strategy and careful investment.
FOREIGN EXCHANGE RISK
The Company is exposed to foreign exchange risk on its products and on amounts due to and from fellow group undertakings. The Company monitors its exposure to foreign exchange risk on an ongoing basis.
CREDIT RISK
The Company trades with only recognised, creditworthy third parties. It is the Company’s policy that all customers who wish to trade on credit terms are subject to credit vetting procedures. In addition, receivable balances are monitored on an ongoing basis and, where appropriate, credit insurance is utilised with the result that the Company’s exposure to bad debts is mitigated.
LIQUIDITY RISK 
The Company’s objective is to maintain a balance between continuity of funding and flexibility through the use of loans from fellow group undertakings. The financing of the Company via group loan notes is linked to LIBOR as disclosed in notes 18 and 19. As such the liquidity of the Company can be impacted by interest rate volatility
PRICE RISK
The Company manufactures and purchases product with exposure to fluctuating purchase prices. Where this occurs the Company sets its selling prices accordingly to mitigate this effect.

Page 1

 
PURE FISHING (UK) LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Financial key performance indicators
 
Turnover increased by £511k (3.0%) (2023: increased £628k (3.8%)).
The Company purchases the majority of its products in US dollars but sells them in Sterling.  The profitability of the Company is therefore heavily dependent upon foreign exchange rates.
The Company’s key financial and other performance indicators during the year were as follows:
 

2024
2023
      £000
      £000
Turnover

17,529

17,018
 
Gross profit

4,694

3,745
 
Gross profit as a % of turnover

27%

22%
 
Pre exceptional operating loss

(2,367)

(3,370)
 
(Loss)/profit for the financial year

(2,501)

(11,570)
 
Net assets

149,354

151,855
 
Current assets as a % of current liabilities

115.2%

125.1%
 
Average number of employees

81

81
 

Page 2

 
PURE FISHING (UK) LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024


Section 172 Statement

The directors work to promote the success of the Company by considering the impact that their decisions may have on the Company, along with the Company's stakeholders. The issues and factors which have guided the directors' decisions are outlined in the "Review of the Business" and "Principal Risks and Uncertainties" section of this report. 
The Company's key stakeholders include but are not limited to:
• Customers 
• Employees 
• Suppliers 
• Funders 
During the financial year ended 31 December 2024 the directors, having regard to the financial performance and position of the Company, and the ability to meet the expectations of its key stakeholders, decided not to pay a dividend. 
The core values at Pure Fishing are to work as a team, providing great customer experience. These values underpin the Pure Fishing group's strategy and vision. The vision is to be the leading global player in the fishing tackle industry, and its strategy is to have the best employees, products and processes to create a platform for growth. 
The directors of the Company promote good governance, which is key to driving the success of the business. The directors aim to promote strong relationships with key stakeholders at all times which are also critical to achieving long term growth and success. 
The Senior Leadership team meet at least every quarter to review the business and its operations to ensure it is meeting targets and that decisions taken are in line with the groups' values and objectives. 
The Company also engaged with external customers to ensure a positive customer experience and to ensure the new product development was in line with market trends. 
Internally the Company looked at its operations to determine productivity improvements that could be made to strengthen its ability to compete in the marketplace.
The business is mindful of its impact on the environment and supports sustainable fishing practices in the markets in which it operates and participates actively in many local organisations. 


This report was approved by the board and signed on its behalf.





................................................
D J Styles
Director

Date: 24 September 2025

Page 3

 
PURE FISHING (UK) LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

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

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements 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.

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 to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Results and dividends

The loss for the year, after taxation, amounted to £2,501k (2023 - loss £11,570k).

No dividends were paid during the year (2023: £Nil). The Directors do not recommend payment of a final dividend for 2024 (2023: £Nil).

Going Concern

The directors believe that preparing the financial statements on the going concern basis is appropriate due to the continued financial support of the ultimate parent company, Pure Fishing Inc. The directors have received confirmation that the parent company, via its subsidiary undertaking SP PF Cayman Holdings I LP intends to support the Company for at least one year from the date these financial statements are signed. 

Directors

The directors who served during the year were:

G Moore (resigned 2 January 2024)
K H Clefjord (resigned 2 January 2024)
K M Jayson (resigned 2 January 2024)
J S Henderson (resigned 17 December 2024)
D J Styles (appointed 2 January 2024)

Page 4

 
PURE FISHING (UK) LIMITED
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Future developments

Overall in the coming year the Company expects to continue operating with its current business model.
We will continue to develop strong relationships with our customers, suppliers and with the fishing industry in general, generating new business where possible and seeking growth for the business.  

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Auditors

Under section 487(2) of the Companies Act 2006Armstrong Watson Audit Limited will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

This report was approved by the board and signed on its behalf.
 





................................................
D J Styles
Director

Date: 24 September 2025

Page 5

 
PURE FISHING (UK) LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PURE FISHING (UK) LIMITED
 

Opinion


We have audited the financial statements of Pure Fishing (UK) Limited (the 'Company') for the year ended 31 December 2024, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 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 United Kingdom, including the Financial Reporting Council'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 Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Page 6

 
PURE FISHING (UK) LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PURE FISHING (UK) LIMITED (CONTINUED)


Opinion 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 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.


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 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 directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 4, 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.


Page 7

 
PURE FISHING (UK) LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PURE FISHING (UK) LIMITED (CONTINUED)


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 an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.


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

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations was as follows:
• the engagement partner ensured that the engagement team collectively had the appropriate     competence, capabilities and skills to identify or recognise non-compliance with applicable laws and    regulations;
• we identified the laws and regulations applicable to the company through discussion with management; 
• we assessed the extent of compliance with the laws and regulations identified above through making    enquiries of management; and 
• identified laws and regulations were communicated within the audit team regularly and the team     remained alert to instances of non-compliance throughout the audit. 
We assessed the susceptibility of the Company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
• making enquiries of management as to where they considered there was susceptibility to fraud, their    knowledge of actual, suspected or alleged fraud; and
• considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and    regulations.
In address the risk of fraud through management bias and override of controls, we:
• performed analytical procedures as a risk assessment tool to identify any unusual or unexpected     relationships; and
• tested journal entries to identify unusual transactions; and 
• tested the discounted cash flow model for review of impairment to valuation of investments. 
• reviewed the accounting provisions against stock and trade debtors to gain comfort over valuation and    recoverability.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included but were not limited to:
• agreeing financial statement disclosures to underlying supporting documentation; and
• enquiring of management as to actual and potential litigation and claims. 


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial
Page 8

 
PURE FISHING (UK) LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PURE FISHING (UK) LIMITED (CONTINUED)


Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' 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 2006Our 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 Auditors' 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.





Simon Turner (Senior Statutory Auditor)
for and on behalf of
Armstrong Watson Audit Limited
Chartered Accountants & Statutory Auditors
Newcastle upon Tyne

24 September 2025
Page 9

 
PURE FISHING (UK) LIMITED
 

STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
Note
£000
£000

  

Turnover
 4 
17,529
17,018

Cost of sales
  
(12,835)
(13,273)

Gross profit
  
4,694
3,745

Distribution costs
  
(5,491)
(5,467)

Administrative expenses
  
(1,570)
(648)

Exceptional administrative expenses
 11 
-
(6,586)

Operating loss
 5 
(2,367)
(8,956)

Income from shares in group undertakings
  
2,623
-

Interest receivable and similar income
 8 
62
62

Interest payable and similar expenses
 9 
(2,819)
(2,676)

Loss before tax
  
(2,501)
(11,570)

Loss for the financial year
  
(2,501)
(11,570)

There was no other comprehensive income for 2024 (2023:£NIL).

The notes on pages 13 to 27 form part of these financial statements.

Page 10

 
PURE FISHING (UK) LIMITED
REGISTERED NUMBER: 02298581

STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024

2024
2023
Note
£000
£000

Fixed assets
  

Intangible assets
 12 
2,201
2,385

Tangible assets
 13 
1,117
1,295

Investments
 14 
239,141
239,141

  
242,459
242,821

Current assets
  

Stocks
 15 
7,899
7,686

Debtors: amounts falling due within one year
 16 
7,795
7,274

Cash at bank and in hand
 17 
847
578

  
16,541
15,538

Creditors: amounts falling due within one year
 18 
(14,358)
(12,424)

Net current assets
  
 
 
2,183
 
 
3,114

Total assets less current liabilities
  
244,642
245,935

Creditors: amounts falling due after more than one year
 19 
(95,288)
(94,080)

  

Net assets
  
149,354
151,855


Capital and reserves
  

Called up share capital 
 20 
4,712
4,712

Share premium account
  
177,248
177,248

Profit and loss account
  
(32,606)
(30,105)

  
149,354
151,855


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




................................................
D J Styles
Director

Date: 24 September 2025

The notes on pages 13 to 27 form part of these financial statements.

Page 11

 
PURE FISHING (UK) LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024


Called up share capital
Share premium account
Profit and loss account
Total equity

£000
£000
£000
£000

At 1 January 2024
4,712
177,248
(30,105)
151,855



Loss for the year
-
-
(2,501)
(2,501)


At 31 December 2024
4,712
177,248
(32,606)
149,354



STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Share premium account
Profit and loss account
Total equity

£000
£000
£000
£000

At 1 January 2023
4,712
177,248
(18,535)
163,425



Loss for the year
-
-
(11,570)
(11,570)


At 31 December 2023
4,712
177,248
(30,105)
151,855


The notes on pages 13 to 27 form part of these financial statements.

Page 12

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

The principal activity of the Company is the purchasing of fishing tackle for distribution to retailers. The Company is a private company, limited by shares and incorporated and registered in England, United Kingdom. The address of the registered office is 2 Silverton Court, Northumberland Business Park, Cramlington, Northumberland, England, NE23 7RY.
These financial statements have been presented in Pound Sterling as this is the currency of the primary economic environment in which the Company operates. Figures are rounded to the nearest thousand.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The Company's results are consolidated in the group financial statements produced by SP PF Cayman Holdings I LP and are filed at Companies House in accordance with the provisions of the Companies Act 2006. Accordingly, the Company has taken advantage of the exemption from preparing consolidated financial statements afforded by Section 401 Companies Act 2006. 

The following principal accounting policies have been applied:

 
2.2

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue is recognised upon dispatch of goods.

 
2.3

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

Page 13

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.4

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.5

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.6

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

  
2.7

Going concern

The financial statements have been prepared under the going concern basis because the directors have confirmed that continuing finance will be made available from a parent company, SP PF Cayman Holdings I LP, in order for the Company to meet its liabilities as they fall due and to continue operations without realisation of its assets, for a period of at least 12 months from the date of signing the financial statements. This continuing finance is likely to be in the form of the ultimate parent not setting in motion any group structure review that require settlement of inter company debt. In addition, the Company does not rely on external borrowings and has a strong net asset position.

 
2.8

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

 
2.9

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Statement of Comprehensive Income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Page 14

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.10

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Long-term leasehold property
-
15.5 years
Plant and machinery
-
3 to 10 years
Computer equipment
-
2 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.11

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in Subsidiaries are assessed for impairment on an annual basis by comparing recoverable amounts to carrying value. Where recoverable amount is less than the carrying value an impairment charge is recognised. Recoverable amount is the higher of net realisable value or fair value in use. Net realisable value, where available, is derived from publicly available market data. Fair value in use is determined by the calculation of the net present value of future cash flows.  

 
2.12

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.13

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.14

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Page 15

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.15

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.16

Financial instruments


The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
Investments in non-derivative instruments that are equity to the issuer are measured:
• at fair value with changes recognised in the Statement of Comprehensive Income if the shares are publicly traded or their fair value can otherwise be measured reliably;
• at cost less impairment for all other investments.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the reporting date.
Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or income as appropriate. The company does not currently apply hedge accounting for interest rate and foreign exchange derivatives.

Page 16

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of the accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from estimates. 
Estimates and underlying assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are reasonable under the circumstances. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected. 
Fixed asset investments
As noted above, to determine whether there has been an impairment of fixed asset investment (see note 2.11), management consider annually the expected future financial performance of the asset using a Discounted Cash Flow model. 
The key base assumptions of the model used include:
Weighted Average Cost of Capital (WACC) calculated at 9%.  This is based on the global groups cost of capital and debt, alongside the investment appraisal model used by the Groups ultimate owners.  Whilst management recognise that alternative WACC rates based on market participants rates could be calculated and would give an alternative outcome.
Growth rates between 1.6% and 9.3% based on forecast performance of subsidiary undertakings.  Management recognise that projected growth and sales performance may not perform in line with projections (positively and negatively) and have considered worst case sensitivities accordingly in assessing whether these variables create any impairment risk.
Operating expenditure derived from budgets 
And a terminal growth rate of 3%.

The model is sensitive to changes in the assumptions as highlighted below:
 
A change in WACC of +0.5% would result an adverse movement in fair value in use of £43.2m, however does not result in impairment to the carrying value.  The WACC would have to increase to 12.4% for the model to show an impairment.
 
A change in the growth rate of - 2% would result in movement in an adverse fair value in use of £57.3m, however, this would not result in impairment to the carrying value. Within the discounted cash flow model, the worst case growth prediction would result in an impairment to the carrying value of (£65.5m).  Against an asset value of £239.1m this is not considered material by management.  Management do not consider their worse case model to be a feasible outcome.
 
Management have assessed that the terminal growth rate would need to fall to below zero% for an impairment to arise.  Given global inflation remains positive management do not consider that this outcome is feasible.
 
A change in FX rates of -5% would result in movement in an adverse fair value in use of £14.2m, however, this does not result in impairment to the carrying value.

Page 17

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

4.


Turnover

Analysis of turnover by country of destination:

2024
2023
£000
£000

United Kingdom
15,554
14,790

Other Europe
1,478
1,339

Rest of the World
497
889

17,529
17,018



5.


Operating loss

The operating loss is stated after charging:

2024
2023
£000
£000

Depreciation - owned assets
244
262

Amortisation - goodwill
183
183

Impairment of trade receivables
(58)
25

Operating lease rentals (Note 21):
-
-

  - land and buildings
467
564

  - plant and machinery
94
14

Auditors' remuneration:
-
-

  - audit services relating to this Company
29
52

  - the auditing of accounts of any related group company
15
-

Foreign exchange (gains)/losses
75
377

Defined contribution pension cost
-
185

Page 18

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

6.


Employees

Staff costs, including directors' remuneration, were as follows:


2024
2023
£000
£000

Wages and salaries
3,221
3,278

Social security costs
331
356

Pension Costs
187
196

3,739
3,830


The average monthly number of employees, including the directors, during the year was as follows:


        2024
        2023
            No.
            No.







Production, warehouse and service
25
25



Administration and selling
56
56

81
81


7.


Directors' remuneration

2024
2023
£000
£000

Directors' emoluments
315
169

Company contributions to defined contribution pension schemes
22
-


Emoluments of the highest paid director were £168k (2023: £169k).


8.


Interest receivable

2024
2023
£000
£000


Group interest receivable
62
62


9.


Interest payable and similar expenses

2024
2023
£000
£000


Group interest payable
2,819
2,676

Page 19

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

10.


Taxation


2024
2023
£000
£000



Total current tax
-
-

Deferred tax

Total deferred tax
-
-


Taxation on profit on ordinary activities
-
-

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 23.52% (2023 - 23.52%). The differences are explained below:

2024
2023
£000
£000


Loss on ordinary activities before tax
(2,501)
(11,570)


Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.52%)
(625)
(2,721)

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
123
52

Non taxable income
(655)
1,549

Group relief surrendered
489
297

Deferred tax not recognised
668
823

Total tax charge for the year
-
-


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 20

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

11.


Exceptional items

2024
2023
£000
£000


Impairment of Investment in Subsidiaries
-
6,586

-
6,586

During the prior year annual impairment review (see note 2.11 and note 3) the recoverable value of certain investments was deemed to be less than carrying value. An impairment for this amount was recognised as a non recurring exceptional cost on the face of the profit and loss account.


12.


Intangible fixed assets




Goodwill

£000



Cost


At 1 January 2024
3,668



At 31 December 2024

3,668



Amortisation


At 1 January 2024
1,283


Charge for the year on owned assets
184



At 31 December 2024

1,467



Net book value



At 31 December 2024
2,201



At 31 December 2023
2,385



Page 21

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

13.


Tangible fixed assets





Long-term leasehold property
Plant and machinery
Office equipment
Total

£000
£000
£000
£000



Cost or valuation


At 1 January 2024
1,545
731
203
2,479


Additions
30
18
19
67



At 31 December 2024

1,575
749
222
2,546



Depreciation


At 1 January 2024
613
395
176
1,184


Charge for the year on owned assets
150
76
19
245



At 31 December 2024

763
471
195
1,429



Net book value



At 31 December 2024
812
278
27
1,117



At 31 December 2023
932
336
27
1,295


14.


Fixed asset investments





Investments in subsidiary companies

£000



Cost or valuation


At 1 January 2024
239,141



At 31 December 2024
239,141




Page 22

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Holding

Pure Fishing Netherlands B.V.
Tinstraat 3-5 2nd floor, Breda, 4823 AA, Netherlands
100%
Pure Fishing Korea Co. Limited *
Suite 906, 38 Digital-Ro 29Gil, Guro-Gu, Seoul, 08381, South Korea
100%
Pure Fishing Malaysia Sdn. Bhd. *
Unit 30-01, Level 30, Tower A, Vertical Business Suite Avenue 3, Bangsar South, No. 8, Jalan Kerinchi 59200 Kuala Lumpur, Malaysia
100%
Pure Fishing Japan Co. Limited *
MA Building, 2-15-12 Kiba, Koto-ku, Tokyo, 135-0042, Japan
100%
Pure Fishing Spirit B.V. *
Tinstraat 3-5 2nd floor, Breda, 4823 AA, Netherlands
100%
Outdoor Technologies (Canada) ULC *
1026 Cooke Blvd., Unit #1, Burlington, ON L7T 4AB, Canada
100%
Pure Fishing Poland Sp. Z.O.O. *
ul. Skladowa 13, 62-023, Zerniki, Poland
100%
Abu Garcia AB *
C/O ABU AB, 37681, Svängsta, Sweden
100%
Pure Fishing Finland OY *
Turvekuja 6, FI-00700 Helsinki, Finland
100%
Abu Garcia Pty Limited *
Unit 1, 16 Pioneer Avenue, Tuggerah NSW, 2259, Australia
100%
Pure Fishing (NZ) Limited *
15/3 Oracle Drive, Albany, Auckland 0632, New Zealand
100%
Abu AB *
37681, Svangsta, Sweden
100%
Pure Fishing Norway AS *
Kjeller vest 3, 2007 Kjeller, Norway
100%
OTG-Cani Denmark A/S *
Haraldsvej 60, locale 330, 8960 Randers SØ, Denmark
100%
Pure Fishing Deutschland GmbH *
Hanauer Landstrasse 553, 2nd Floor, D-60386 Frankfurt, Germany
100%
Pure Fishing Europe SAS *
65 Avenue Kleber, 75116 Paris, France
100%
Hardy & Greys Limited
2 Silverton Court, Northumberland Business Park, Cramlington, Northumberland, England, NE23 7RY
100%
Page 23

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Subsidiary undertakings (continued)


Name

Registered office

Holding

Hardy Advanced Composites Limited **
2 Silverton Court, Northumberland Business Park, Cramlington, Northumberland, England, NE23 7RY
100%
Svendsen Sport A/S *
Drejergangen 3A, DK-2690, Karlslunde, Denmark
100%
MIE4 7 Datter ApS *
Drejergangen 3A, DK-2690, Karlslunde, Denmark
100%

* Investments held indirectly (subsidiaries of Pure Fishing Netherlands B.V.)
** Investments held indirectly (subsidiaries of Hardy & Greys Limited) 
During the year the Company received dividends of £Nil from subsidiary undertakings.


15.


Stocks

2024
2023
£000
£000

Raw materials and consumables
305
431

Work in progress (goods to be sold)
217
191

Finished goods and goods for resale
7,377
7,064

7,899
7,686


The replacement cost of the above inventory is not materially different from the values stated.
The amount of inventory recognised as an expense in the year is
 £10,772k (2023: £10,595k).

Page 24

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

16.


Debtors

2024
2023
£000
£000


Trade debtors
3,270
3,555

Amounts owed by group undertakings
4,096
3,164

Prepayments and accrued income
429
555

7,795
7,274



17.


Cash and cash equivalents

2024
2023
£000
£000

Cash at bank and in hand
847
578



18.


Creditors: Amounts falling due within one year

2024
2023
£000
£000

Trade creditors
1,039
880

Amounts owed to group undertakings
7,996
6,358

Other taxation and social security
286
402

Other Creditors
-
600

Loan notes issued by group undertakings
2,909
2,564

Accruals and deferred income
2,128
1,620

14,358
12,424


Amounts owed to group undertakings are trading balances, which are unsecured and interest free and repayable on demand.
The loan notes are unsecured, bearing interest of 3 month LIBOR + 2.50% and are repayable on demand.

Page 25

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

19.


Creditors: Amounts falling due after more than one year

2024
2023
£000
£000

Loan notes issued by group undertakings
95,288
94,080


£87,646k of the above balance bears interest at 2.38% p.a. and is payable on 25 October 2030.
£7,755k of the above balance bears interest at 3 month LIBOR + 2.5% and is payable on 19 December 2030. 
 


20.


Share capital

2024
2023
£000
£000
Allotted, called up and fully paid



750,002 (2023 - 750,002) Ordinary shares of £1 each shares of £1.00 each
750
750
3,961,629 (2023 - 3,961,629) Non-voting shares of £1 each shares of £1.00 each
3,962
3,962

4,712

4,712


Page 26

 
PURE FISHING (UK) LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024


21.


Commitments under operating leases

At 31 December 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2024
2023
£000
£000



Not later than 1 year
320
530

Later than 1 year and not later than 5 years
949
1,269

1,269
1,799

2024
2023
£000
£000

Other


Not later than 1 year
92
93

Later than 1 year and not later than 5 years
60
134


22.


Related party transactions

The Company has taken advantage of the exemption under paragraph 33.1A from the provision of section 33 FRS 102 'Related party disclosures' on the grounds it is a wholly owned subsidiary and its results are included in the consolidated financial statements of SP PF Cayman Holdings I LP which are filed at Companies House in accordance with the provisions of the Companies Act 2006.


23.


Ultimate parent undertaking and controlling party

The directors regard Pure Fishing Inc. as the ultimate parent company. 
Pure Fishing Inc. regards SP PF Cayman Aggregator LP as its ultimate controlling party and consolidated financial statements for the Pure Fishing Group are prepared by SP PF Cayman Holdings I LP. These are filed at Companies House in accordance with the provisions of the Companies Act 2006. This is the only set of consolidated financial statements prepared by the Pure Fishing Group and therefore represents both the largest and smallest group of undertakings for which group financial statements are drawn up and of which Pure Fishing (UK) Limited is a member. 

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