Company registration number 02993093 (England and Wales)
WEARWELL (UK) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
WEARWELL (UK) LIMITED
COMPANY INFORMATION
Director
Mr R Wright
Company number
02993093
Registered office
Gagarin
Lichfield Road
Tamworth
Staffordshire
B79 7TR
Auditor
BK Plus Audit Limited
Azzurri House
Walsall Road
Aldridge
Walsall
WS9 0RB
WEARWELL (UK) LIMITED
CONTENTS
Page
Strategic report
1 - 3
Director's report
4
Director's responsibilities statement
5
Independent auditor's report
6 - 8
Statement of comprehensive income
9
Balance sheet
10
Statement of changes in equity
11
Notes to the financial statements
12 - 26
WEARWELL (UK) LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The director presents the strategic report for the year ended 31 December 2024.

Review of the business

The company is part of a group operating as a prominent manufacturer and supplier of corporate apparel within the United Kingdom. Our diverse customer base includes global corporations, SMEs, and sole traders. We offer a wide range of products that incorporate the latest technological innovations and contemporary design features.

Our manufacturing and supply capabilities support various sectors, including laundries, the Ministry of Defence, manufacturing, retail, healthcare, airlines, travel, distribution, the public sector, hospitality, facilities management, leisure, and beauty.

To support future growth and success, we continue to develop innovative products and tailored solutions for our customers. Wearwell's ability to deliver high-quality garments promptly and at competitive prices has attracted new clients and supported growth among existing ones. Our products are recognised for their functionality and design. Garment performance remains a key priority, and we maintain rigorous quality standards through continuous monitoring and improvement.

The company remains focused on pursuing opportunities for organic growth in its core markets. 2024 was a cautious trading year, with global and European events creating uncertainty among customers and impacting order volumes during the first three quarters. However, the final quarter of 2024 saw a marked increase in activity and order intake, providing a strong foundation for the 2025 trading year.

In 2024, Wearwell UK secured significant new contracts, with rollout scheduled for 2025. To support this anticipated growth, we will be expanding our sales and operational teams through the recruitment of key personnel. These appointments will strengthen our capacity to deliver growth, enhance operational transparency, and improve service levels to our expanding customer base.

The statutory profit before tax for the year ended 31 December was £259,119 (2023: profit of £235,353). Excluding exceptional costs, the business generated a pre-tax profit of £272,137 (2023: profit of £353,017). Management is satisfied with these results, particularly in light of the challenging market conditions during much of 2024, and remains optimistic about continued positive developments in 2025.

Principal risks and uncertainties

The company reviews the key risks and uncertainties faced on an on-going basis; these are set out below with their mitigating factors:

The business remains financially strong and cash generative. The Directors have considered the going concern status of the business through to the end of 2024 and are comfortable that the business will be able to operate within existing facilities throughout that period.

Financial risk management

The company's key financial risks are the effects of changes in market risk, credit risk and liquidity risk.

Market risk

The company has a broad end user customer base, the Directors are therefore of the opinion that the risk from loss of business through the lack of retention of key clients is mitigated. No single end user makes up a significant proportion of the company's turnover.

Credit risk

The company has implemented credit control policies that require credit checks on all potential customers before sales are made. We then carry out periodic credit checks to manage any adjustments required to their terms to further reduce any credit risk. The amount of exposure to any individual customer is subject to a limit, which is regularly reassessed by the Directors.

WEARWELL (UK) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Principal risks and uncertainties

 

Liquidity risk

The financial stability of the company depends on its future trading performance and liquidity. The company regularly prepare profit and cash flow forecasts based on likely levels of demand. Resulting working capital projections are reviewed regularly to ensure cash resources are adequate and levels of working capital are supported through the funding facilities available.

Supply chain management

The company has a robust selection process to ensure its suppliers operate within an appropriate ethical framework and are able to deliver on time to the required quality standards. Regular supplier audits and inspections are conducted to ensure compliance and efficiency of the supply chain is maintained.

The company monitors the domestic political and financial factors of the countries in which its suppliers operate.

Business continuity

Controls are in place to maintain the integrity and efficiency of the IT systems, including disaster recovery plans which would be implemented in the event of a major failure. IT security is monitored and updated to ensure data is protected from unauthorised use and corruption. The business continuity plan for all significant activities and operations is reviewed and tested on a regular basis.

Brexit

The decision to leave the European Union, has created a number of uncertainties. The extent to which operational and financial performance will be affected will only become clear as the process evolves. We consider no new principal risks to our business have arisen from the uncertainty that Brexit brings. Areas of potential risk are, exchange rate, changes in tariffs and duties, and economic uncertainty. The directors will continue to monitor the risks and uncertainties which may arise from the process of leaving the EU.

Health and safety

The Board is aware of its responsibilities on all matters relating to health and safety of employees, customers, visitors to company premises and others affected by the company's activities. The company has clearly defined health and safety policies which follow current best practices and meet or exceed legal requirements. The policy is brought to the attention of all employees and copies of policy documents are available upon request to all interested parties.

The company has arrangements in place to consult employees regarding health and safety matters. There are regular meetings of site-based committees which comprise employee representatives and health and safety representatives as appropriate.

Key performance indicators

The directors consider the key financial indicators of the business to be as follows:

 

2024

2023

Gross margin percentage

27.5%

28.6%

EBITDA*

£374,764

£327,887

EBITDA before exceptional costs

£387,782

£445,551

Net assets

£9,028,667

£8,746,057

 

*Earnings before Interest, Taxation, Depreciation and Amortisation

In addition, management closely monitors sales pipeline, order fulfilment and garment quality measures. As noted above, the Board also monitors the availability of funding and is pleased to report that cash generation and funding headroom are both strong.

WEARWELL (UK) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -

On behalf of the board

Mr R Wright
Director
30 September 2025
WEARWELL (UK) LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -

The director presents his annual report and financial statements for the year ended 31 December 2024.

Principal activities

The principal activity of the company continued to be that of the manufacture and distribution of workwear clothing.

Results and dividends

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

No ordinary dividends were paid. The director does not recommend payment of a final dividend.

Director

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

Mr R Wright
Auditor

In accordance with the company's articles, a resolution proposing that BK Plus Audit Limited be reappointed as auditor of the company will be put at a General Meeting.

Statement of disclosure to auditor

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.

Medium-sized companies exemption

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

On behalf of the board
Mr R Wright
Director
30 September 2025
WEARWELL (UK) LIMITED
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -

The director is responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is required to:

The director is 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. He is 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.

WEARWELL (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF WEARWELL (UK) LIMITED
- 6 -
Opinion

We have audited the financial statements of Wearwell (UK) 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:

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 director's 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 director 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 director is 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:

WEARWELL (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF WEARWELL (UK) LIMITED (CONTINUED)
- 7 -
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 director's 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:

Responsibilities of director

As explained more fully in the director's responsibilities statement, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

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.

 

From the preliminary of the audit, we ensure our understanding of the entity is up to date. This includes, but is not limited to, current knowledge of their activities, the business and control environments, and their compliance with the applicable legal and regulatory frameworks. This information supports our risk identification and the subsequent design of audit procedures to mitigate those risks; ensuring that the audit evidence obtained is sufficient and appropriate to support our opinion.

 

In response to the risks identified, specific to this entity, we designed procedures which included, but were not limited to:

 

 

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.

WEARWELL (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF WEARWELL (UK) LIMITED (CONTINUED)
- 8 -

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 the member 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.

Amy Cotterill ACA (Senior Statutory Auditor)
For and on behalf of BK Plus Audit Limited, Statutory Auditor
Chartered Certified Accountants
Azzurri House
Walsall Road
Aldridge
Walsall
WS9 0RB
30 September 2025
WEARWELL (UK) LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
2024
2023
Notes
£
£
Turnover
3
7,017,331
7,548,607
Cost of sales
(5,087,342)
(5,392,425)
Gross profit
1,929,989
2,156,182
Administrative expenses
(1,596,957)
(1,761,762)
Other operating income
264
328
Exceptional items relating to administrative expenses
4
(13,018)
(117,664)
Operating profit
5
320,278
277,084
Interest receivable and similar income
7
-
0
367
Interest payable and similar expenses
8
(61,159)
(42,098)
Profit before taxation
259,119
235,353
Tax on profit
9
23,491
1,940
Profit for the financial year
282,610
237,293
Other comprehensive income
Revaluation of tangible fixed assets
-
0
200,000
Total comprehensive income for the year
282,610
437,293

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

WEARWELL (UK) LIMITED
BALANCE SHEET
AS AT 31 DECEMBER 2024
31 December 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Intangible assets
11
167,623
137,669
Tangible assets
12
1,435,869
1,455,275
1,603,492
1,592,944
Current assets
Stocks
13
3,014,724
3,033,193
Debtors
14
9,020,767
8,078,057
Cash at bank and in hand
1,225
116,960
12,036,716
11,228,210
Creditors: amounts falling due within one year
15
(3,996,166)
(3,408,733)
Net current assets
8,040,550
7,819,477
Total assets less current liabilities
9,644,042
9,412,421
Creditors: amounts falling due after more than one year
16
(615,375)
(642,873)
Provisions for liabilities
Deferred tax liability
18
-
0
23,491
-
(23,491)
Net assets
9,028,667
8,746,057
Capital and reserves
Called up share capital
20
146,178
146,178
Share premium account
21
132,943
132,943
Revaluation reserve
21
891,740
891,740
Capital redemption reserve
21
71,463
71,463
Other reserves
21
795,582
795,582
Profit and loss reserves
21
6,990,761
6,708,151
Total equity
9,028,667
8,746,057

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved and signed by the director and authorised for issue on 30 September 2025
Mr R  Wright
Director
Company registration number 02993093 (England and Wales)
WEARWELL (UK) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
Share capital
Share premium account
Revaluation reserve
Capital redemption reserve
Merger reserve
Capital contribution reserve
Profit and loss reserves
Total
£
£
£
£
£
£
£
£
Balance at 1 January 2023
146,178
132,943
691,740
71,463
692,696
-
6,470,858
8,205,878
Year ended 31 December 2023:
Profit
-
-
-
-
-
-
237,293
237,293
Other comprehensive income:
Revaluation of tangible fixed assets
-
-
200,000
-
-
-
-
200,000
Total comprehensive income
-
-
200,000
-
-
-
237,293
437,293
Other movements
-
-
-
-
-
102,886
-
102,886
Balance at 31 December 2023
146,178
132,943
891,740
71,463
692,696
102,886
6,708,151
8,746,057
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
-
-
-
-
282,610
282,610
Balance at 31 December 2024
146,178
132,943
891,740
71,463
692,696
102,886
6,990,761
9,028,667
WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
1
Accounting policies
Company information

Wearwell (UK) Limited is a private company limited by shares incorporated in England and Wales. The registered office is Gagarin, Lichfield Road, Tamworth, Staffordshire, B79 7TR.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. 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:

 

 

The financial statements of the company are consolidated in the financial statements of Wearwell Group Holdings Limited. These consolidated financial statements are available from its registered office, Gargarin, Lichfield Road, Tamworth, Staffordshire, England, B79 7TR.

1.2
Going concern

Atruet the time of approving the financial statements, the director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

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:

WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

 

1.4
Intangible fixed assets other than goodwill

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

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

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:

Software
10% Straight line
1.5
Tangible fixed assets

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:

Freehold land and buildings
2% per annum
Plant and equipment
10-20% per annum
Fixtures and fittings
20% per annum
Office equipment
10-33% per annum
Motor vehicles
20% per annum

Freehold land is not depreciated.

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.

1.6
Impairment of fixed assets

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). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.7
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is based on the cost of purchases on a weighted average basis. Work in progress and finished goods include labour and attributable overheads.

 

At each balance sheet 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 the profit and loss.

1.8
Cash and cash equivalents

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

1.9
Financial instruments

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

 

Financial instruments are recognised in the company's 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

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 unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, 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, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
Impairment of financial assets

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.

Derecognition of financial assets

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.

Classification of financial liabilities

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

Basic financial liabilities

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

 

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. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

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

1.10
Equity instruments

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

WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
1.11
Taxation

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

Current tax

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

Deferred tax

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

 

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

1.12
Employee benefits

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

 

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

 

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

1.13
Retirement benefits

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

1.14
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

 

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

The company participates in a share-based payment arrangement granted to its employees and employees of its subsidiaries. The company has elected to recognise and measure its share-based payment expense on the basis of a reasonable allocation of the expense for the group recognised in its consolidated accounts. The directors consider the number of unvested options granted to the company’s employees compared to the total unvested options granted under the group plan to be a reasonable basis for allocating the expense.

 

The expense in relation to options over the company’s shares granted to employees of a subsidiary is recognised by the company as a capital contribution, and presented as an increase in the company’s investment in that subsidiary.

1.15
Leases

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.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the director is 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.

Key sources of estimation uncertainty

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

Stock

It is the company policy to make a provision against stock for any stock lines which are considered slow moving or which may not be used going forward and which may therefore realise less than their full cost. The provision is to reduce the value of stock to its estimated net realisable value. The provision included in these financial statements for slow moving and obsolete stock is £275,068 (2023: £155,068).

3
Turnover and other revenue
2024
2023
£
£
Other revenue
Interest income
-
367
WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
3
Turnover and other revenue
(Continued)
- 18 -

Turnover is all generated from one class of business, being the manufacture and wholesale distribution of workwear products.

 

All turnover arose within the United Kingdom.

 

4
Exceptional items
2024
2023
£
£
Expenditure
Legal and professional costs
13,018
-
Wages and salaries
-
117,664
13,018
117,664
5
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange (gains)/losses
(20,598)
6,734
Fees payable to the company's auditor for the audit of the company's financial statements
16,000
16,000
Depreciation of owned tangible fixed assets
35,679
39,919
Amortisation of intangible assets
18,807
10,884
Impairment of stocks recognised or reversed
120,000
-
0
Share-based payments
-
90,170
Operating lease charges
19,076
20,670
6
Employees

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

2024
2023
Number
Number
Production and Sales
42
49
Management and Administration
10
11
Directors
1
1
Total
53
61
WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
6
Employees
(Continued)
- 19 -

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
1,291,114
1,372,220
Social security costs
102,690
114,957
Pension costs
29,309
31,050
1,423,113
1,518,227
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Other interest income
-
0
367
8
Interest payable and similar expenses
2024
2023
£
£
Interest on bank overdrafts and loans
61,159
42,098
9
Taxation
2024
2023
£
£
Deferred tax
Origination and reversal of timing differences
(23,491)
(1,940)
WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
9
Taxation
(Continued)
- 20 -

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

2024
2023
£
£
Profit before taxation
259,119
235,353
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
64,780
55,356
Tax effect of expenses that are not deductible in determining taxable profit
-
0
28
Tax effect of utilisation of tax losses not previously recognised
(18,569)
-
0
Effect of change in corporation tax rate
-
0
(115)
Group relief
(69,846)
(57,315)
Depreciation on assets not qualifying for tax allowances
113
106
Deferred tax adjustments in respect of prior years
31
-
0
Taxation credit for the year
(23,491)
(1,940)
10
Impairments

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

2024
2023
Notes
£
£
In respect of:
Stocks
13
120,000
-
0
Recognised in:
Cost of sales
120,000
-
WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
11
Intangible fixed assets
Software
£
Cost
At 1 January 2024
158,118
Additions - internally developed
48,884
At 31 December 2024
207,002
Amortisation and impairment
At 1 January 2024
20,449
Amortisation charged for the year
18,807
Transfers
123
At 31 December 2024
39,379
Carrying amount
At 31 December 2024
167,623
At 31 December 2023
137,669
12
Tangible fixed assets
Freehold land and buildings
Plant and equipment
Fixtures and fittings
Office equipment
Motor vehicles
Total
£
£
£
£
£
£
Cost or valuation
At 1 January 2024
1,350,000
537,969
204,358
219,150
54,861
2,366,338
Additions
-
0
15,450
260
440
-
0
16,150
Disposals
-
0
-
0
-
0
-
0
(29,444)
(29,444)
At 31 December 2024
1,350,000
553,419
204,618
219,590
25,417
2,353,044
Depreciation and impairment
At 1 January 2024
-
0
461,160
178,134
218,001
53,768
911,063
Depreciation charged in the year
-
0
20,536
8,823
5,227
1,093
35,679
Eliminated in respect of disposals
-
0
-
0
-
0
-
0
(29,444)
(29,444)
Transfers
-
0
17,099
(7,588)
(9,634)
-
0
(123)
At 31 December 2024
-
0
498,795
179,369
213,594
25,417
917,175
Carrying amount
At 31 December 2024
1,350,000
54,624
25,249
5,996
-
0
1,435,869
At 31 December 2023
1,350,000
76,809
26,224
1,149
1,093
1,455,275
WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
12
Tangible fixed assets
(Continued)
- 22 -

Freehold land and buildings with a carrying amount of £1,350,000 (2023 - £1,350,000) have been pledged to secure borrowings of the company. The company is not allowed to pledge these assets as security for other borrowings or to sell them to another entity.

Freehold property is held at market valuation, the valuation was performed on an open market with vacant possession basis by the board of directors using market-based information available at the time of assessment.

The following assets are carried at valuation. If the assets were measured using the cost model, the carrying amounts would be as follows:

Freehold property
2024
2023
£
£
Cost
876,257
876,257
Accumulated depreciation
(618,822)
(601,297)
Carrying value
257,435
274,960
13
Stocks
2024
2023
£
£
Raw materials and consumables
377,277
392,027
Work in progress
2,164,909
1,803,711
Finished goods and goods for resale
472,538
837,455
3,014,724
3,033,193

The increase of impairment losses of £120,000 (2023: nil) was recognised in cost of sales against stock during the year in respect of previously impaired slow moving and obsolete stocks.

14
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
2,001,927
1,972,213
Amounts owed by group undertakings
6,954,039
6,044,555
Other debtors
13,327
13,327
Prepayments and accrued income
51,474
47,962
9,020,767
8,078,057

Amounts due from group undertakings are interest free and repayable on demand.

 

An impairment loss of £11,160 (2023: £520) was recognised in administrative expenses against trade debtors during the year due to irrecoverable balances.

WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
15
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Bank loans and overdrafts
17
155,460
31,840
Other borrowings
17
1,665,164
1,727,765
Trade creditors
1,584,547
1,450,765
Taxation and social security
312,935
140,991
Other creditors
6,547
2,125
Accruals and deferred income
271,513
55,247
3,996,166
3,408,733
16
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Bank loans and overdrafts
17
615,375
642,873
Amounts included above which fall due after five years are as follows:
Payable by instalments
485,197
509,169
17
Loans and overdrafts
2024
2023
£
£
Bank loans
643,904
674,713
Bank overdrafts
126,931
-
0
Other loans
1,665,164
1,727,765
2,435,999
2,402,478
Payable within one year
1,820,624
1,759,605
Payable after one year
615,375
642,873

Security

 

Included in other loans is an amount of £1,665,164 (2023: £1,727,765) relating to an invoice discounting facility which is secured by a fixed and floating charge over the company's assets, held by HSBC Invoice Finance (UK) Limited, dated 23/01/2019 together with a legal assignment of contract monies with HSBC UK Bank Plc dated 15/02/2024.

 

The bank loan and mortgage are secured by a legal mortgage, with HSBC UK Bank Plc dated 09/01/2019, over the company's freehold property located on the west side of Gargarin Road, Tamworth, as well as fixed and floating charges over all assets of the company and its parent companies, Wearwell Group Limited and Wear to Work Solutions Limited, dated 16/01/2019.

WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
17
Loans and overdrafts
(Continued)
- 24 -

Terms

 

The bank loan is payable over 5 years with an initial fixed rate interest of 2.48% per annum for a period of 12 months. Thereafter interest accrues at a variable rate of Bank of England base rate plus 1.49% per annum.

 

The mortgage is payable until February 2039 and accrues interest at a variable rate of Bank of England base rate plus 1.49% per annum.

18
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
-
23,491
2024
Movements in the year:
£
Liability at 1 January 2024
23,491
Credit to profit or loss
(23,491)
Liability at 31 December 2024
-

 

19
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
29,309
31,050

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.

20
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
146,178
146,178
146,178
146,178

The company has one class of ordinary share which holds the right to one vote per share, dividends and return of capital.

WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 25 -
21
Reserves
Share premium

Includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.

Revaluation reserve

This reserve records movements on the fair value of freehold land and property purchased by the company.

Capital redemption reserve

This reserve records the nominal value of shares repurchased by the company.

Merger reserve

The merger reserve arose on the acquisition of a business.

Capital contribution reserve

This has arisen due to group share options whereby the equity has been granted in the parent company.

Profit and loss reserves

Includes all current and prior period distributable retained profit and losses.

22
Operating lease commitments
Lessee

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:

2024
2023
£
£
Within one year
14,101
18,364
Between two and five years
1,428
9,155
15,529
27,519
23
Related party transactions
Transactions with related parties

During the year the company entered into the following transactions with related parties:

Consultancy
2024
2023
£
£
Key management personnel
48,000
-
2024
2023
Amounts due to related parties
£
£
Key management personnel
57,600
-
WEARWELL (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
23
Related party transactions
(Continued)
- 26 -
Other information

The company has taken advantage of the exemption available under section 33.1A of FRS102 from disclosing related party transactions and balances with other companies that are wholly owned as part of the group.

24
Ultimate controlling party

The parent company of Wearwell (UK) Limited is Wearwell Group Limited and its registered office is Gargarin, Lichfield Road, Tamworth, Staffordshire, B79 7TR.

The ultimate parent company of Wearwell (UK) Limited is Wearwell Group Holdings Limited and its registered office is Gargarin, Lichfield Road, Tamworth, Staffordshire, England, B79 7TR.

 

The ultimate controlling party is deemed to be Mr Richard Wright by virtue of his shareholding in Wearwell Group Holdings Limited.

The following are the parents of the largest and smallest groups in which this company's results are consolidated:

Largest group
- Wearwell Group Holdings Limited
Smallest group
- Wearwell Group Holdings Limited

Consolidated accounts are available from the registered office of Wearwell Group Holdings Limited.

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