Registered number: 10297620
FOR THE YEAR ENDED 31 DECEMBER 2024
THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
COMPANY INFORMATION
THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
CONTENTS
THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors present their Strategic Report for the year ended 31 December 2024.
The principal activity of The Wolseley Hospitality Group Holdings Limited (''the Group'') continued to be the operation of nine restaurants.
Business review
The Group generated turnover of £64.2m which was an increase of 7.85% on the previous year. Like-for-like performance, for the restaurants which operated for the full twelve-month period in both reporting periods continued to see growth, fuelled by a combination of increased visits to the restaurants and higher average spend per head.
The Group made a profit at an Adjusted EBITDA level of £2.758m (2023: £5.750m).
The directors are grateful for the support of loyal guests and are proud of hard-working colleagues in what has been a positive trading year despite the backdrop of external challenges the business has faced from the cost of living crisis impacting discretionary consumer spend, inflation on the supply side, geopolitical uncertainty and increased national minimum wage impacting labour margins.
At the end of the financial period, the Group operated nine venues in London, namely: The Wolseley, The Delaunay, Brasserie Zedel, Colbert, Fischer’s, Bellanger, Soutine, Manzi’s and The Wolseley City.
Dec 2024 Dec 2023
£000 £000
Operating loss (1,833) (5,363)
Business review
The Group generated turnover of £64.2m which was an increase of 7.85% on the previous year. Like-for-like performance, for the restaurants which operated for the full twelve-month period in both reporting periods continued to see growth, fuelled by a combination of increased visits to the restaurants and higher average spend per head.
The Group made a profit at an Adjusted EBITDA level of £2.758m (2023: £5.750m).
The directors are grateful for the support of loyal guests and are proud of hard-working colleagues in what has been a positive trading year despite the backdrop of external challenges the business has faced from the cost of living crisis impacting discretionary consumer spend, inflation on the supply side, geopolitical uncertainty and increased national minimum wage impacting labour margins.
At the end of the financial period, the Group operated nine venues in London, namely: The Wolseley, The Delaunay, Brasserie Zedel, Colbert, Fischer’s, Bellanger, Soutine, Manzi’s and The Wolseley City.
Dec 2024 Dec 2023
£000 £000
Operating loss (1,833) (5,363)
Add back: exceptional administrative expenses 1,587 8,663
Add back: depreciation 3,004 2,457
Deduct: other operating income - (7)
Adjusted EBITDA 2,758 5,750
Add back: depreciation 3,004 2,457
Deduct: other operating income - (7)
Adjusted EBITDA 2,758 5,750
The executive management team reviews detailed daily, weekly and monthly information covering a range of financial and non-financial performance indicators at a restaurant level and on a Group basis.
Management stability index: this measure reflects the value we place on the stability of management and is based upon a minimum length of service of one year.
Management stability index: this measure reflects the value we place on the stability of management and is based upon a minimum length of service of one year.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The assessment of risks faced by the Group and the development of strategies for dealing with these risks is carried out on an ongoing basis. The risk management process seeks to enable the early identification, evaluation and effective management of the key risks facing the business at an operational level and to operate internal controls, which adequately mitigate these risks. The Group regularly assesses its risk management activities to ensure good practice in all areas.
The directors have identified the following principal risks and uncertainties that could have the most significant impact on the Group's value generation:
People
Within the sector we continue to face the challenge of recruitment and retention of staff and other structural changes to the labour market.
The Group is dependent on continuing to attract, retain, develop and motivate the best people with the right capabilities at all levels in the organisation. Continual investment is undertaken to recruit and retain the best people and to ensure that training programmes are utilised to develop employees' skills to support the ongoing and future needs of the business.
Competitive environment and customer risk
There is strong competition in the central London restaurants sector in which the Group operates. The monitoring of key performance indicators at a customer level such as service levels and customer complaints is part of the risk management process associated with this specific risk. Excellent customer service coupled with a quality menu enables the Group's restaurants to satisfy customer needs and remain strong in the competitive environment in which they operate.
Food safety
Food safety systems are reviewed regularly to ensure they remain effective, including continuing compliance with all regulatory requirements for food hygiene and safety. All food is prepared to the highest standards and food safety is always prioritised over economic considerations.
Raw materials
Increases in the price of raw materials can adversely affect the core profitability of the Group's business.
The Group maintains a high level of expertise in its procurement and chef team, enabling it to cultivate strong relationships with major suppliers to ensure continuity of supply at competitive prices.
Liquidity
The Group has debt facilities with its parent company, The Wolseley Hospitality Group Holdings Limited. The facilities are considered sufficient for the Group's long-term capital and funding obligations.
Inability to open for business
Management have put arrangements in place to manage the operational impact and mitigate any financial consequence, through insurance programmes, should the restaurants have to close for a period, for example, because of fire, loss of power or failure to gain access in respect of a security alert.
The directors have identified the following principal risks and uncertainties that could have the most significant impact on the Group's value generation:
People
Within the sector we continue to face the challenge of recruitment and retention of staff and other structural changes to the labour market.
The Group is dependent on continuing to attract, retain, develop and motivate the best people with the right capabilities at all levels in the organisation. Continual investment is undertaken to recruit and retain the best people and to ensure that training programmes are utilised to develop employees' skills to support the ongoing and future needs of the business.
Competitive environment and customer risk
There is strong competition in the central London restaurants sector in which the Group operates. The monitoring of key performance indicators at a customer level such as service levels and customer complaints is part of the risk management process associated with this specific risk. Excellent customer service coupled with a quality menu enables the Group's restaurants to satisfy customer needs and remain strong in the competitive environment in which they operate.
Food safety
Food safety systems are reviewed regularly to ensure they remain effective, including continuing compliance with all regulatory requirements for food hygiene and safety. All food is prepared to the highest standards and food safety is always prioritised over economic considerations.
Raw materials
Increases in the price of raw materials can adversely affect the core profitability of the Group's business.
The Group maintains a high level of expertise in its procurement and chef team, enabling it to cultivate strong relationships with major suppliers to ensure continuity of supply at competitive prices.
Liquidity
The Group has debt facilities with its parent company, The Wolseley Hospitality Group Holdings Limited. The facilities are considered sufficient for the Group's long-term capital and funding obligations.
Inability to open for business
Management have put arrangements in place to manage the operational impact and mitigate any financial consequence, through insurance programmes, should the restaurants have to close for a period, for example, because of fire, loss of power or failure to gain access in respect of a security alert.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The directors of the Company confirm that they have acted in accordance with their duties under section 172 of
the Companies Act 2006. This requires each director to act in a way they consider, in good faith, would most
likely promote the success of the Company for the benefit of its members as a whole, while having regard to
(among other matters):
the Companies Act 2006. This requires each director to act in a way they consider, in good faith, would most
likely promote the success of the Company for the benefit of its members as a whole, while having regard to
(among other matters):
∙the likely long-term consequences of any decision,
∙the interests of the Group’s employees,
∙the need to foster business relationships with suppliers, customers and others,
∙the impact of the Group’s operations on the community and the environment
∙the Group’s reputation for high standards of business conduct, and
∙the need to act fairly between members of the Group.
Throughout the year, these principles have been considered in boardroom discussions and strategic decisions across the business. The directors understand that maintaining a successful and sustainable restaurant business depends on strong relationships with stakeholders and the local communities in which we operate.
Key S172-related actions during the year include:
Employees – the directors believe in the company being an excellent employer and continue to invest in employee well being programmes and engagement. The company continues to develop its people proposition programme, including learning and development alongside the benefits it provides to its work force. Turnover rates continue to track positively alongside healthy vacancy numbers.
Customer experience – our guests are key to both the current and future success of the business. Food and beverage is continually reviewed alongside ensuring the aesthetic of the restaurant is continually invested in to help delivery the best possible experience. The company monitors mystery diner and reputation scores on a recurring basis.
Suppliers – the Group regularly engages with its supplier base to ensure the best quality products are sourced. Continual dialogue is held to ensure the business is kept up to date with price fluctuations and cost headwinds which allows the business to plan accordingly with regards supply shortages and cash flow pressures.
Shareholders – our shareholder relies on us to manage their investment in a responsible and sustainable way to generate and maximise value for them. The shareholder is regularly kept informed of operations and developments and is supportive of the group delivering on its key objectives.
In summary, the directors are committed to making responsible decisions that consider all stakeholders. The long-term success of the business is underpinned by our people, customers, suppliers, and communities, and we aim to operate in a way that is commercially successful and socially responsible.
The Group’s financial risk management policy seeks to ensure that adequate financial resources are retained to enable it to meet its day-to-day obligations as they fall due whilst managing its liquidity and credit risks.
Credit risk: the Group receives the majority of its turnover in the form of cash or credit card payments and considers this risk to be effectively mitigated.
Cash flow risk: the Group monitors cash flow as part of its day to day activities allowing for the effective management of the Group’s cash flows.
Credit risk: the Group receives the majority of its turnover in the form of cash or credit card payments and considers this risk to be effectively mitigated.
Cash flow risk: the Group monitors cash flow as part of its day to day activities allowing for the effective management of the Group’s cash flows.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The Group continues to strive to deliver hospitality from the heart, creating places where people feel they belong.
In the coming year we will continue to invest in the environment we create, in the hospitality we provide, and in our people.
The directors believe that our quality offering will enable us to remain highly competitive as we look to expand our footprint, both domestically and internationally.
Following the recent announcement by our parent company, Minor, The Wolseley Hospitality Group is excited to see the introduction of new hotel concepts: The Wolseley and The Colbert Collection. These new brands are inspired by the emotional equity and enduring legacy of our iconic restaurants. Extending them into the hotel space is a natural progression that builds on the restaurants’ distinctive character and guest loyalty in a new format.
In the coming year we will continue to invest in the environment we create, in the hospitality we provide, and in our people.
The directors believe that our quality offering will enable us to remain highly competitive as we look to expand our footprint, both domestically and internationally.
Following the recent announcement by our parent company, Minor, The Wolseley Hospitality Group is excited to see the introduction of new hotel concepts: The Wolseley and The Colbert Collection. These new brands are inspired by the emotional equity and enduring legacy of our iconic restaurants. Extending them into the hotel space is a natural progression that builds on the restaurants’ distinctive character and guest loyalty in a new format.
This report was approved by the board and signed on its behalf.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS 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.
The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Group's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The loss for the year, after taxation, amounted to £5,763,385 (2023: £8,713,547).
The directors do not recommend a dividend (2023: £nil).
The directors who served during the year were:
The Group has chosen, in accordance with Companies Act 2006, s.414C(11), to set out in the Group's Strategic Report; the information relating to future developments and financial risk management.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The Group considers its workforce to be its most important asset and abides by the following principles:
Equal opportunities - it is committed to offering equal opportunities to all people in their recruitment, training and career development, having regard to their particular aptitudes and abilities. Full and fair consideration is given to applicants with disabilities and every effort is made to give employees who become disabled whilst employed by the Group an opportunity for retraining.
Health and safety - health and safety is considered equal in importance to any other function of the Group.
Harassment - a zero tolerance policy exists towards sexual, physical or mental harassment in the workplace. It is expected that incidents of harassment are reported to the appropriate personnel manager.
Communication - all employees are briefed on all relevant matters on a regular basis.
Security - the security of all staff and customers is paramount and the Group takes the necessary steps to minimise risks to their safety.
Equal opportunities - it is committed to offering equal opportunities to all people in their recruitment, training and career development, having regard to their particular aptitudes and abilities. Full and fair consideration is given to applicants with disabilities and every effort is made to give employees who become disabled whilst employed by the Group an opportunity for retraining.
Health and safety - health and safety is considered equal in importance to any other function of the Group.
Harassment - a zero tolerance policy exists towards sexual, physical or mental harassment in the workplace. It is expected that incidents of harassment are reported to the appropriate personnel manager.
Communication - all employees are briefed on all relevant matters on a regular basis.
Security - the security of all staff and customers is paramount and the Group takes the necessary steps to minimise risks to their safety.
The directors recognise the importance of strong and collaborative relationships with the Company’s key stakeholders. Regular engagement with suppliers ensures continuity of quality ingredients, supports responsible sourcing, and promotes shared sustainability goals. Feedback from customers is actively encouraged through in person interactions, online platforms, and surveys, directly informing improvements to service and menu development. The Company also remains committed to supporting its employees through fair pay, training opportunities, and regular communication, fostering a motivated and customer-focused workforce.
The Group's greenhouse gas emissions for the year are 2,015 tonnes of carbon dioxide equivalent (2023: 1,965 tonnes of carbon dioxide equivalent).
The Group’s energy consumption for the year is 10,077,143 kWh (2023: 9,936,390 kWh).
The Group has an intensity ratio of 183.15 (2023: 178.60) which looks at carbon emissions relative to the number of properties.
The Group’s energy consumption for the year is 10,077,143 kWh (2023: 9,936,390 kWh).
The Group has an intensity ratio of 183.15 (2023: 178.60) which looks at carbon emissions relative to the number of properties.
Over the next year, management will continue to focus on the areas of environmental and social impact through working closely with suppliers and energy consultants.
In accordance with section 416(4) of the Companies Act, items which are required to be disclosed in the Directors' Report have been disclosed in the Strategic Report as these are considered to be of strategic importance to the Company.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
The auditors, HaysMac LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
We have audited the financial statements of The Wolseley Hospitality Group Holdings (''the parent Company'') and its subsidiaries (''the Group'') for the year ended 31 December 2024, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
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 Group 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.
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 or the 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.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED (CONTINUED)
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 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.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Group 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 Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED (CONTINUED)
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 Group 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:
Based on our understanding of the Group and industry, we identified the principal risks of non-compliance with laws and regulations related to food hygiene and health and safety requirements and compliance with national minimum living wage legislation. We considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006, income tax, payroll tax, and sales tax.
We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to the posting of incorrect or inappropriate journal entries and bias in accounting estimates.
Procedures performed by the engagement team included:
∙inspecting correspondence with tax authorities;
∙consideration of known or suspected instances of non-compliance with laws and regulations;
∙evaluating management’s controls designed to prevent and detect irregularities;
∙identifying and testing accounting journal entries, in particular those journal entries which exhibited the characteristics we had identified as possible indicators of irregularities; and
∙challenging assumptions and judgements made by management in their critical accounting estimates.
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.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED (CONTINUED)
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' 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 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.
for and on behalf of
Statutory Auditors
10 Queen Street Place
EC4R 1AG
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
REGISTERED NUMBER: 10297620
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 20 to 36 form part of these financial statements.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
REGISTERED NUMBER: 10297620
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 20 to 36 form part of these financial statements.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The Wolseley Hospitality Group Holdings Limited (''the parent Company") is a private company, limited by shares, incorporated in the United Kingdom and registered in England and Wales. The parent Company's registered number is 10297620 and registered office address is 157-160 Piccadilly, London, United Kingdom, W1J 9EB.
2.Accounting policies
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 Group management to exercise judgement in applying the Group's accounting policies (see note 3).
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.
Parent Company disclosure exemptions
In preparing the separate financial statements of the parent Company, advantage has been taken of the following disclosure exemptions available in FRS 102:
∙Only one reconciliation of the number of shares outstanding at the beginning and end of the year has been presented as the reconciliation for the Company and the parent Company would be identical;
The following principal accounting policies have been applied:
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
Notwithstanding net current liabilities of £20,106,921 (2023: £12,556,770), the financial statements have been prepared on a going concern basis which the directors consider to be appropriate.
Subsequent to the year end, the Group has successfully refinanced the term loan with the Bank of Bangkok, extending the facility through to 2029 alongside improved borrowing costs and repayment terms.
The directors have prepared cash flow forecasts for the Group for a period of 12 months from the date of approval of these financial statements which indicate that, taking into account market conditions as well as sensitivity analysis, the Group will have sufficient funds to meet its liabilities as they fall due for that period.
Sensitivities incorporate a reduction in forecast sales alongside adverse variances to expenditure and the directors consider that any reasonable change in assumptions would not give rise to liquidity issues due to continual review of demand levels alongside cost base, both at a restaurant and corporate level, thereby ensuring profitability is protected across the existing estate. Capital expenditure is also continually assessed and those items which are discretionary in nature can be reduced if required. It is also worth highlighting that as part of the banking facility, an overdraft arrangement is in place and can be entered into should it be required.
The directors are optimistic for the future of the Group and look to build on the success of the existing estate.
Subsequent to the year end, the Group has successfully refinanced the term loan with the Bank of Bangkok, extending the facility through to 2029 alongside improved borrowing costs and repayment terms.
The directors have prepared cash flow forecasts for the Group for a period of 12 months from the date of approval of these financial statements which indicate that, taking into account market conditions as well as sensitivity analysis, the Group will have sufficient funds to meet its liabilities as they fall due for that period.
Sensitivities incorporate a reduction in forecast sales alongside adverse variances to expenditure and the directors consider that any reasonable change in assumptions would not give rise to liquidity issues due to continual review of demand levels alongside cost base, both at a restaurant and corporate level, thereby ensuring profitability is protected across the existing estate. Capital expenditure is also continually assessed and those items which are discretionary in nature can be reduced if required. It is also worth highlighting that as part of the banking facility, an overdraft arrangement is in place and can be entered into should it be required.
The directors are optimistic for the future of the Group and look to build on the success of the existing estate.
Turnover also includes amounts receivable for restaurant sales net of Value Added Tax. Restaurant sales are recognised at the point of sale.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
At each reporting date the Group assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
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 bases:
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.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
2.Accounting policies (continued)
The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Onerous lease
Provisions for onerous leases include estimates such as the length of the time a property may be empty for and the value of any make good costs at the end of the lease. Provisions are discounted to present value which requires the use of a discount rate. Provisions are reviewed regularly and adjusted as appropriate.
Useful lives of tangible assets
Depreciation are provided in order to write down to estimated residual values the cost of each asset over its estimated useful economic life. These useful economic lives require the use of management judgement. These estimates are regularly reviewed.
Impairment of tangible fixed assets
Each cash generating unit (CGU) is reviewed annually for indicators of impairment. In assessing whether an asset has been impaired, the carrying value of the CGU is compared to its recoverable amount. The recoverable amount is the higher of its fair value and its value in use. Where value in use is estimated, this is calculated using a discounted cash flow model, which includes assumptions around future performance and the use of an appropriate discount rate. Future projections are compared to actual performance on a regular basis to assess the accuracy of such projections.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
12.Taxation (continued)
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
Profit and loss account
The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group, in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £480,065 (2023: £406,286). Contributions totalling £88,307 (2023: £85,425) were payable to the fund at the reporting date and are included in creditors.
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THE WOLSELEY HOSPITALITY GROUP HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
The Group is a subsidiary undertaking of Minor International PCL, which is also the ultimate controlling party.
The largest group in which the results of the Company and its Group are consolidated is that headed by Minor International PCL, a public company registered on the Stock Exchange of Thailand. Its registered office address is 12th Floor, 88 The Parq Building, Ratchadaphisek Road, Bangkok, Thailand.
The largest group in which the results of the Company and its Group are consolidated is that headed by Minor International PCL, a public company registered on the Stock Exchange of Thailand. Its registered office address is 12th Floor, 88 The Parq Building, Ratchadaphisek Road, Bangkok, Thailand.
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