The directors present the strategic report for the year ended 31 December 2024.
The principal activity of the group is undertaking a Private Finance Initiative (PFI) concession contract at the Cumberland Infirmary, Carlisle.
The PFI concession managed by the group is in a mature operational stage and continues to operate broadly in line with long term operational plans.
In addition to the core concession management, the group manages the delivery of capital variation projects for the Trust on a pass-through basis.
As shown in the group’s profit and loss account on page 10 the group’s turnover increased by £1.7m (2023: increased by £1.9m) mainly due to higher RPI and higher value of variations conducted in the year. The operating profit decreased by £1.1m (2023: increased by £0.9m) for the same reason. Net assets at 31 December 2024 were £6.2m (2023: £3.3m).
Principal risks and uncertainties
Operational risks are monitored closely involving full-time representation on site through the group’s management services agent, periodic reporting by an independent Technical Assessor and regular dialogue with the executive team at the North Cumbria University Hospitals NHS Trust.
The group could be exposed to subcontractor failure to perform their obligations. This risk is being monitored closely but with principal focus being on the management and monitoring of ongoing service delivery.
Over the past few years, the group was engaged in a dispute with the NHS Trust over Retained Estate lifecycle expenditure. This dispute was taken to an adjudication court and the Expert's decision favoured the Trust. The group therefore decided to comply with the expert's determination to replace specific lifecycle items on the Retained Estate in line with the frequency set out in the underlying project agreement and informed the Trust.
The group has naturally reserved it’s right to dispute the Expert's decision, however it is not currently the intention to do so. The group has carried out a lifecycle review and costing exercise to ensure all additional lifecycle items on the Retained Estate determination are included in future lifecycle plans and the lender's technical advisor has been engaged in this process. The Retained Estate lifecycle work is now being delivered against the plan. The latest financial model includes a lifecycle cost profile which includes the agreed Retained Estate plan of works to ensure no current or future ratio breaches occur and this financial model has been approved by the lender.
Additionally as we approach the five year handback period, a condition survey is being undertaken by a specialist on behalf of the group who will produce a report detailing what lifecycle obligations the group is responsible for. The results from this survey is estimated to be concluded in October 25 and the company will be in a position to assess what lifecycle works are required up to the handback date. It is expected that the current model lifecycle cost profile will be sufficient to meet these requirements.
Financial risk management
The group has exposure to a variety of financial risks which are managed with the purpose of minimising any potential adverse effect on the group’s performance. The directors have policies for managing each of these risks and they are summarised below:
Interest rate risk
The senior debt interest has been fixed through the use of fixed funding rates, plus a margin, as set out in note 13. In order to hedge against interest variations on its loan, the group entered into a fixed interest rate swap arrangement during 2010. The group’s exposure to interest rate fluctuation will continue to be monitored.
Inflation risk
The group’s project revenue and most of its costs were linked to inflation at the inception of the project, resulting in the project being largely insensitive to inflation. In order to hedge against inflation, the group entered into a fixed-rate 22 year RPI swap during 2005. The group’s exposure to inflationary fluctuation will continue to be monitored.
Liquidity risk
The group adopts a prudent approach to liquidity management by endeavouring to maintain sufficient cash and liquid resources to meet its obligations as they fall due.
Credit risk
The group receives its revenue from an NHS Trust and is not exposed to significant credit risk. Cash investments and swap arrangements are with institutions of a suitable credit quality.
Major maintenance replacement risk
The group takes the risk that its projections for ongoing major maintenance replacement of the building and relevant equipment are adequate. These projections have been agreed with third parties and are subject to regular review by the directors.
The group’s operations are managed under the supervision of its shareholders and funders and are largely determined by the detailed terms of the PFI contract. This contract stipulates key performance criteria on operational activities as managed by the sub-contractor.
The group also monitors its results against the financial covenants stipulated in the finance agreements. DSCR (Debt Service Cover Ratio) is required to exceed 1.05 and LLC (Loan Life Cover) is required to exceed 1.10. The group exceeded these thresholds in the financial year.
On behalf of the board
The directors present their annual report and financial statements for the year ended 31 December 2024.
The results for the year are set out on page 10.
Dividends of £2.2m were paid during the year (2023: £1.1m). Post year end dividends of £1.0m have also been paid.
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Details of financial instruments and financial risk management are included in the Strategic Report on page 2.
The auditor, Johnston Carmichael LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
We have audited the financial statements of Health Management (Carlisle) Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows 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).
Basis for 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 group's and parent 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
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
The information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below:
We assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations by considering their experience, past performance and support available.
All engagement team members were briefed on relevant identified laws and regulations and potential fraud risks at the planning stage of the audit. Engagement team members were reminded to remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
We obtained an understanding of the legal and regulatory frameworks that are applicable to the group and parent company, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The most relevant frameworks we identified include:
UK Generally Accepted Accounting Practice, including FRS 102
Companies Act 2006
UK Corporation Tax legislation
VAT legislation
We gained an understanding of how the group and parent company is complying with these laws and regulations by making enquiries of management and those charged with governance. We corroborated these enquiries through our review of submitted returns and board meeting minutes.
We assessed the susceptibility of the group and parent company’s financial statements to material misstatement, including how fraud might occur, by meeting with management and those charged with governance to understand where it was considered there was susceptibility to fraud. This evaluation also considered how management and those charged with governance were remunerated and whether this provided an incentive for fraudulent activity. We considered the overall control environment and how management and those charged with governance oversee the implementation and operation of controls. In areas of the financial statements where the risks were considered to the higher, we performed procedures to address each identified risk. We identified a heightened fraud risk in relation to:
Management override of controls
Revenue recognition
In addition to the above, the following procedures were performed to provide reasonable assurance that the financial statements were free of material fraud or error:
Reviewing minutes of meetings of those charged with governance for reference to: breaches of laws and regulation or for any indication of any potential litigation and claims; and events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud;
Reviewing the level of and reasoning behind the group and company’s procurement of legal and professional services;
Performing audit work procedures over the risk of management override of controls, including testing ofjournal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing judgements made by management in their calculation of accounting estimates for potential management bias;
Recalculating the unitary charge received by taking the base charge per the project agreement and uplifting for RPI;
Agreeing a sample of months’ income receipts to invoice and bank statements;
Performing an assessment on the service margins used in the year and agreeing margins used to the active financial models;
Reconciling the finance income and amortisation to the finance debtor reconciliation to ensure allocation methodology is in line with contractual terms and relevant accounting standards;
Completion of appropriate checklists and use of our experience to assess the group and parent company's compliance with the Companies Act 2006; and
Agreement of the financial statement disclosures to supporting documentation.
Our audit procedures were designed to respond to the risk of material misstatements in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve intentional concealment, forgery, collusion, omission or misrepresentation. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in 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 members as a body, for our audit work, for this report, or for the opinions we have formed.
As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £2,202,000 (2023: £1,115,000).
The group’s principal activity is undertaking a Private Finance Initiative (PFI) concession contract entered into on 26 September 1997 with the North Cumbria University Hospitals NHS Trust to refurbish certain existing hospitals, design and construct further hospital buildings and manage and provide non-clinical support services at the hospitals.
The Company is a private company limited by shares and is incorporated in England. The Company’s registration number is 03561960.
The address of its registered office is 1 Park Row, Leeds, LS1 5AB, United Kingdom.
The group’s functional and presentation currency is the pound sterling. Monetary amounts in these financial statements are recorded to the nearest thousand.
The financial statements of Health Management (Carlisle) Holdings Limited have been prepared in compliance with applicable accounting and financial reporting standards in the United Kingdom, including FRS 102, ‘The Financial Reporting Standard applicable in the United Kingdom and the Republic of Ireland’ and the Companies Act 2006.
These financial statements are prepared on a going concern basis, under the historical cost convention modified in respect of derivative financial instruments which are held at fair value.
The preparation of financial statements in conformity with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in note 2.
The group’s financial statements consolidate the financial statements of Health Management (Carlisle) Holdings Limited and Health Management (Carlisle) Limited drawn up to 31 December each year.
The directors have prepared detailed model forecasts incorporating the relevant terms of the PFI contract, subcontracts and credit agreements, and have adopted prudent assumptions in relation to economic and operational factors. In preparing these forecasts, the Directors have considered external economic factors, supply chain pressures and other global price increases.
In preparing these forecasts, the Directors have also considered the dispute during the past few years with the NHS Trust over Retained Estate lifecycle expenditure. This dispute was taken to an adjudication court and the Expert's decision favoured the Trust. The group therefore decided to comply with the expert's determination to replace specific lifecycle items on the Retained Estate in line with the frequency set out in the underlying project agreement and informed the Trust.
The group has naturally reserved it’s right to dispute the Expert's decision, however it is not currently the intention to do so. The group has carried out a lifecycle review and costing exercise to ensure all additional lifecycle items on the Retained Estate determination are included in future lifecycle plans and the lender's technical advisor has been engaged in this process. The Retained Estate lifecycle work is now being delivered against the plan. The latest financial model includes a lifecycle cost profile which includes the agreed Retained Estate plan of works to ensure no current or future ratio breaches occur and this financial model has been approved by the lender.
Additionally as we approach the five year handback period, a condition survey is being undertaken by a specialist on behalf of the group who will produce a report detailing what lifecycle obligations the group is responsible for. The results from this survey is estimated to be concluded in October 25 and the group will be in a position to assess what lifecycle works are required up to the handback date. It is expected that the current model lifecycle cost profile will be sufficient to meet these requirements.
The forecasts predict that the group will have sufficient cash resources to meet its liabilities as they fall due for a period of 12 months from the date of signing the financial statements.
Having considered the financial position of the group, its expected future cash flows and the ongoing support of the group’s senior lender, the directors have a reasonable expectation that the group will have adequate resources to continue to generate positive operating cashflows and have therefore prepared the financial statements on a going concern basis.
Revenue is measured at the fair value of the consideration received or receivable and represents the amount receivable for goods supplied or services rendered, net of returns, discounts and rebates allowed by the group and value added taxes.
The group recognises income when it has fully fulfilled its contractual obligations. The group includes sales and purchase transactions related to variations under the original contract where the benefits and risks are retained by the group, within the financial statements as turnover and cost of sales. Where appropriate, income received under the PFI contract in respect of services provided during the operational phase of the contract is deferred to future periods in order to match those elements of income with the costs to which they relate. The turnover and cost of sales are recorded in the profit and loss account in the period in which the relevant costs are incurred.
Transactions to which the group does not have access to all the significant benefits and risks are excluded from the financial statements.
Finance debtor and interest receivable
The group has elected to take the exemption under FRS 102 paragraph 35.10 (i) to continue to apply its previous accounting treatment in respect of Service Concession Arrangements entered into prior to the date of transition to FRS 102. The costs incurred in constructing the assets have been treated as a finance debtor. This treatment arose from applying the guidance within previous UK GAAP which indicated that the project’s principal agreements transfer substantially all the risks and rewards relating to the property to the customer.
The finance debtor represents the costs arising on the construction of the assets including initial tender costs. During asset construction, finance debtor interest income is recognised on an accruals basis and is capitalised within the finance debtor receivable. Once the project reached its operational phase and was accepted by the customer a constant proportion of the planned net revenue arising from the project was allocated to remunerate the finance debtor. Imputed interest receivable is allocated to the finance debtor using a property specific rate to generate a constant rate of return over the life of the contract. Over the course of the contract term the finance debtor is expected to be fully repaid.
Except as stated below, fixed asset investments are shown at cost less provision for impairment.
In the company balance sheet, investments in subsidiaries, acquired consideration is measured by reference to the nominal value only of the shares issued. Any premium is ignored.
Financial assets
Basic financial assets, including trade and other receivables and cash and bank balances are initially recognised at transaction price, 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.
Such assets are subsequently carried at amortised cost using the effective interest method.
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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.
Other financial assets are initially measured at fair value, which is normally the transaction price.
Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss.
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
Financial liabilities
Basic financial liabilities, including trade and other payables, 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 receipts discounted at a market rate of interest.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it relates.
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts 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 payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.
Offsetting
Financial assets and liabilities are offset and 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.
Derivatives and Hedging arrangements
Derivatives, which may include interest rate swaps and RPI swaps, 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, unless they are included in hedging arrangements.
The group applies hedge accounting for transactions entered into to manage the cash flow exposures of borrowings. Interest rate swaps are held to manage the interest rate exposures and are designated as cash flow hedges of floating rate borrowings. RPI swaps are held to restrict the group’s exposure to the effect of RPI fluctuations on its income.
Changes in the fair values of derivatives designated as cash flow hedges, and which are effective, are recognised in other comprehensive income. Any ineffectiveness in the hedging relationship (being the excess of the cumulative change in fair value of the hedging instrument since inception of the hedge over the cumulative change in the fair value of the hedged item since inception of the hedge) is recognised in the profit and loss account.
The gain or loss recognised in other comprehensive income is reclassified to the profit and loss account in the same period in which the hedged transaction is recognised in the profit and loss account or when the hedge relationship ends. Hedge accounting is discontinued when the hedging instrument expires, no longer meets the hedging criteria, the forecast transaction is no longer highly probable, the hedged debt instrument is derecognised or the hedging instrument is terminated.
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Dividends
Dividends and other distributions to the group’s shareholders are recognised as a liability in the financial statements in the period in which the dividends and other distributions are approved by the group’s shareholders. These amounts are recognised in the statement of changes in equity.
Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date, where transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date.
Deferred tax is measured at the tax rates that are expected to apply in the periods in which the timing differences are expected to reverse, based on tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Deferred tax is measured on a non-discounted basis. Deferred tax assets are only recognised when it is considered more likely than not that there will be suitable taxable profits from which the future reversal of underlying timing differences can be deducted.
Exemptions for qualifying entities under FRS 102
FRS 102 allows a qualifying entity certain disclosure exemptions. The exemptions which the company has taken are:
i. the requirement to prepare a statement of cash flows on the basis that it is a qualifying entity and the consolidated statement of cash flows includes the company’s cash flows;
ii. certain financial instrument disclosures providing equivalent disclosures are included in the consolidated financial statements of the group in which the entity is consolidated;
iii. the requirement to disclose related party transactions, with the members of the same group, that are wholly owned;
Critical accounting judgements and estimation uncertainty
Judgements, estimates and assumptions are based upon historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making judgements about carrying values of assets and liabilities that are not readily available from other sources. Actual results may subsequently differ from these estimates.
The judgements, estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to the accounting estimates made are recognised in the period in which the estimate is revised, if the revision affects
only that period, or in the period of revision and future periods if the revision affects both current and future periods.
Certain critical accounting judgements and estimates, adopted by management, in applying the group’s accounting policies are described below:
Finance Debtor
The group has elected to continue to apply its previous accounting treatment in respect of service concession arrangements entered into prior to the date of transition to FRS 102. This has resulted in the measurement of the finance debtor being different from that which would have resulted had the requirements of FRS 102 Section 34 been fully adopted. Accounting for service concession contracts and finance debtors requires estimation of service margins, finance debtors interest rates and the associated amortisation profile which are based on the forecast results of the PFI contracts over the respective concession length. See note 10 for the carrying value of the finance debtor.
Impairment of debtors
Management makes an estimate of the likely recoverable value of trade and other debtors by considering factors including the current credit rating, the ageing profile and the historical experience of the respective debtor. See note 10 for the carrying value of the debtors.
Treatment and measurement of derivatives
The directors have adopted a policy of cash flow hedge accounting for derivative financial instruments and have assessed that the group’s interest rate swap and RPI swap meet the criteria for hedge accounting under FRS 102. This allows unrealised gains and losses to be deferred in a cash flow hedge reserve and only recognised through the profit and loss account at the same time as the hedged cash flows.
The derivative financial instruments are recognised at fair value. The measurement of fair value is based on estimates of future market interest and inflation rates and will therefore be subject to change. The group has used a third party valuation to ascertain the fair value of such instruments.
Included in rendering of services are pass through variation capital works and other income invoiced to the Trust amounting to £5,229,000 (2023: £2,865,000). The equivalent costs is included in costs of sales.
The group had
The audit fee in respect of the group was £21,000 for the year (2023: £20,000), payable to Johnston Carmichael LLP.
Reconciliation of tax charge
For the year ended 31 December 2024, the UK corporation tax rate of 25% is applied.
The Finance Act 2021 was substantially enacted in May 2021 and has increased the corporation tax rate from 19% to 25% with effect from 1 April 2023.
The deferred taxation balances have been measured using the rates expected to apply in the reporting periods when the timing differences reverse.
The actual charge for the year can be reconciled to the expected charge based on the profit or loss and the standard rate of tax as follows:
In addition to the amount charged to the profit and loss account, the following amounts relating to tax have been recognised directly in other comprehensive income:
Tax losses
Deferred tax at 31 December 2024 has been calculated at 25%, the rate substantively enacted at the year end date.
Tax losses arising in previous years have been surrendered to the shareholder and former shareholder of the parent company by way of consortium relief (note 10). Amounts due from the former shareholder are now repaid in full. The shareholder is contracted to make payments to the group for such losses, surrendered at the rate which will be payable, as and when the group becomes liable to Corporation Tax which would not have been payable but for the surrender of the losses.
The group has agreed to defer these contractually due payments via loans which are repayable at the end of the concession or earlier on demand if the group’s cash flows require it.
Amounts of £1,676,762 (2023: £1,676,762) and £1,231,562 (2023: £1,231,562) have been included as consortium relief debtors and loans respectively (included within amounts owed by group undertakings in note 10) in respect of these payments receivable from the shareholder, representing valuations at current tax rates of the expected future cash inflows.
The company owns the entire ordinary issued share capital of Health Management (Carlisle) Limited, a company registered in England and Wales. The registered office of Health Management (Carlisle) Limited is 1 Park Row, Leeds, LS1 5AB. The principal activity of Health Management (Carlisle) Limited is described on page 3 to the financial statements.
Financial instruments RPI and interest rate swaps
In May 2005 the group entered into a 22 year fixed RPI swap arrangement designed to restrict its exposure to the effect of RPI fluctuations on its income. The swap was affected on a notional total of £114 million payable in six-monthly amounts between October 2005 and October 2027.
In order to hedge against interest variations on the loan, in March 2010 the group entered into a 19 year fixed interest rate swap arrangement with the bank to hedge its exposure to the effect of interest rate fluctuations. The swap was affected on a maximum notional amount of £64.8 million payable in six-monthly intervals between March 2010 and September 2028. Sums are exchanged reflecting the difference between floating and fixed interest rates, calculated on a predetermined notional principal amount.
The fair value of derivatives used for hedging in the Balance Sheet are:
The senior secured loan represents amounts borrowed under a facility agreement with Barclays Bank.
The loan bears interest at a margin of 2.1% over a fixed swap rate of 4.343% plus applicable credit spread and is repayable in six-monthly instalments between 2010 and 2029. The loan is secured by fixed and floating charges over the property, assets and rights of the company, and has certain covenants attached.
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
The accelerated capital allowances balance relates to the difference between the accounting and taxation treatments of capital items. The liability will unwind over the period that the group is subject to the PFI contract as noted in the Principal Activities on page 3.
The company has also contracted to hedge certain cash flows with third parties over the period of the PFI concession. The above fair value of financial instruments balance relates to the tax impact from the fair value accounting of the hedge liabilities. This balance will also unwind over the period of the concession.
Called-up share capital - represents the nominal value of shares that have been issued.
Profit and loss - includes all current and prior period profits and losses.
Cash flow hedge reserve - used to record transactions arising from the group’s cash flow hedging arrangements.
Dalmore Capital Fund LP charged the company £134,000 (2023: £129,000) for Directors' fees. Dalmore Capital Fund LP are considered to be a related party due to their control of the company.
The following amounts were outstanding at the reporting end date:
In the directors’ opinion there is no ultimate controlling party.
The ultimate parent company is Dalmore Capital Fund LP, acting by their general manager, Dalmore Capital Limited.
These are the smallest and largest group accounts that are prepared of which the company is a member. Copies of the financial statements of Health Management (Carlisle) Holdings Limited are available from 1 Park Row, Leeds, LS1 5AB.