Registered number: 13768693
For the year ended 31 December 2024
FRANK KEY HOLDINGS LIMITED
Company Information
FRANK KEY HOLDINGS LIMITED
Contents
FRANK KEY 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.
Within this report the directors aim to present a balanced and comprehensive review of the development and performance of the business during the year and its position at the year end. 2024 represented a challenging year for the company and the wider Frank Key Group. Despite the adverse economic conditions, the company continues to have a strong balance sheet and is operating efficiently.
The wider sector struggled in 2024, with volumes falling, as well as deflation in both the purchase and selling prices of building materials. Supply exceeded demand, leading to significant downward pressure on sales and gross margins. Different areas of group performed to differing degrees, with general trade building supplies and tool hire struggling, but retail and online trading showing some growth.
General price inflation remained, leading to increases across the majority of our overheads during the year, with the impact of reducing overall profitability.
During the year, we completed a rebuild of our main, head office location. This has future-proofed the location and created a first-class site to facilitate future growth, accommodating the needs of the modern builder and DIY customer. The size of this investment (approaching £3m in total) has had a material impact on this year’s financial statements, impacting the balance sheet, reserves and net profit achieved.
The wider sector struggled in 2024, with volumes falling, as well as deflation in both the purchase and selling prices of building materials. Supply exceeded demand, leading to significant downward pressure on sales and gross margins. Different areas of group performed to differing degrees, with general trade building supplies and tool hire struggling, but retail and online trading showing some growth.
General price inflation remained, leading to increases across the majority of our overheads during the year, with the impact of reducing overall profitability.
During the year, we completed a rebuild of our main, head office location. This has future-proofed the location and created a first-class site to facilitate future growth, accommodating the needs of the modern builder and DIY customer. The size of this investment (approaching £3m in total) has had a material impact on this year’s financial statements, impacting the balance sheet, reserves and net profit achieved.
The Group has a strong balance sheet and a settled management team. As with other businesses in our sector, any uncertainty will come from external influences, but all indications are that the construction sector activity (specifically the RMI sector and private housing developments) will recover at some point in the future, but as yet we continue to see expectations of sector growth pushed back into the future.
Product supply has been stable during the year, with supply outstripping demand. However, this presents a risk that should demand recover, manufacturers and suppliers of building materials may have reduced their capacities and may struggle to supply the quantity of products required. This could lead to shortages of product, at a time when the sector begins to recover.
The main risk we foresee is around customer demand and their purchasing power, our customers confidence has been impacted by government fiscal policies and the continued impact of the rising cost of living will potentially reduce demand within the private RMI sector. Similarly, at a business level, uncertainty delays larger housing projects, at a time when housing targets are increasing (but are unlikely to be met).
Uncertainty does present its own risks, mainly with predicting required capacity and credit control, but the Group continues to remain cautious and controlled in looking to exploit opportunities. Group borrowings remain well within our affordability and strong cash flow ensures they are easily serviceable, even if activity were to fall.
Product supply has been stable during the year, with supply outstripping demand. However, this presents a risk that should demand recover, manufacturers and suppliers of building materials may have reduced their capacities and may struggle to supply the quantity of products required. This could lead to shortages of product, at a time when the sector begins to recover.
The main risk we foresee is around customer demand and their purchasing power, our customers confidence has been impacted by government fiscal policies and the continued impact of the rising cost of living will potentially reduce demand within the private RMI sector. Similarly, at a business level, uncertainty delays larger housing projects, at a time when housing targets are increasing (but are unlikely to be met).
Uncertainty does present its own risks, mainly with predicting required capacity and credit control, but the Group continues to remain cautious and controlled in looking to exploit opportunities. Group borrowings remain well within our affordability and strong cash flow ensures they are easily serviceable, even if activity were to fall.
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FRANK KEY HOLDINGS LIMITED
Group strategic report (continued)
For the year ended 31 December 2024
We consider that our key financial performance indicators are those that communicate the financial performance and position of the Group as a whole, these being net profit, return on capital employed, current ratio and gearing.
2024 represented a reduced performance for the Group, largely due to harsh economic conditions within our sector, coupled with rising cost pressures. The financial results are also affected by the material investment in the redevelopment of our flagship branch, funded by a combination of cash reserves and bank loan finance.
Due to the decrease in our net profits, our performance measure levels have fallen, liquidity has fallen with cash invested, but the ratio remains healthy. Gearing has increased due to the new loan finance, although we continue to pay down existing loan finance aggressively. With the fall in net profit and the stable reserves, return on capital employed has fallen, but remains very healthy.
Moving into 2025, we do not expect the trading environment to deteriorate further, however we are not expecting a meaningful improvement, so our focus will be on exploiting current opportunities and driving efficiencies.
2024 represented a reduced performance for the Group, largely due to harsh economic conditions within our sector, coupled with rising cost pressures. The financial results are also affected by the material investment in the redevelopment of our flagship branch, funded by a combination of cash reserves and bank loan finance.
Due to the decrease in our net profits, our performance measure levels have fallen, liquidity has fallen with cash invested, but the ratio remains healthy. Gearing has increased due to the new loan finance, although we continue to pay down existing loan finance aggressively. With the fall in net profit and the stable reserves, return on capital employed has fallen, but remains very healthy.
Moving into 2025, we do not expect the trading environment to deteriorate further, however we are not expecting a meaningful improvement, so our focus will be on exploiting current opportunities and driving efficiencies.
This report was approved by the board and signed on its behalf.
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FRANK KEY 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 judgments and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the 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 principal activity of the Group is the supply of building materials and associated goods and services.
The profit for the year, after taxation, amounted to £131,966 (2023 - £722,890).
No dividends were paid during the year.
The directors who served during the year were:
The Group will continue to look to grow organically through its existing branch base, building on the success of recent years. We have invested heavily this year and 2025 will have the focus to extract positive value from this. We will look to invest in driving improved efficiencies, but with the current uncertainty in the economy, we will exercise caution in these strategic decisions.
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FRANK KEY HOLDINGS LIMITED
Directors' report (continued)
For the year ended 31 December 2024
The auditors, PKF Smith Cooper Audit Limited, 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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FRANK KEY HOLDINGS LIMITED
Independent auditors' report to the members of Frank Key Holdings Limited
We have audited the financial statements of Frank Key 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 and Company Balance sheets, the Group Statement of cash flows, the Group and 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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FRANK KEY HOLDINGS LIMITED
Independent auditors' report to the members of Frank Key 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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FRANK KEY HOLDINGS LIMITED
Independent auditors' report to the members of Frank Key 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 identify the key laws and regulations affecting the Group. We identified that the principal risk of fraud or non-compliance with laws and regulations related to:
∙management bias in respect of accounting estimates and judgements made;
∙management override of control;
∙posting of unusual journals or transactions.
We focussed on those areas that could give rise to a material misstatement in the Group financial statements. Our procedures included, but were not limited to:
∙enquiry of management and those charged with governance around actual and potential litigation and claims, including instances of non-compliance with laws and regulations and fraud;
∙reviewing legal expenditure in the year to identify instances of non-compliance with laws and regulations and fraud;
∙reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
∙performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.
It is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.
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FRANK KEY HOLDINGS LIMITED
Independent auditors' report to the members of Frank Key Holdings Limited (continued)
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
2 Lace Market Square
NG1 1PB
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FRANK KEY HOLDINGS LIMITED
Consolidated statement of comprehensive income
For the year ended 31 December 2024
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FRANK KEY HOLDINGS LIMITED
Registered number: 13768693
Consolidated balance sheet
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 17 to 37 form part of these financial statements.
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FRANK KEY HOLDINGS LIMITED
Registered number: 13768693
Company balance sheet
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 17 to 37 form part of these financial statements.
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FRANK KEY HOLDINGS LIMITED
Consolidated statement of changes in equity
For the year ended 31 December 2024
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FRANK KEY HOLDINGS LIMITED
Company statement of changes in equity
For the year ended 31 December 2024
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FRANK KEY HOLDINGS LIMITED
Consolidated statement of cash flows
For the year ended 31 December 2024
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FRANK KEY HOLDINGS LIMITED
Consolidated statement of cash flows (continued)
For the year ended 31 December 2024
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FRANK KEY HOLDINGS LIMITED
Consolidated Analysis of Net Debt
For the year ended 31 December 2024
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
Frank Key Holdings Limited is a private company limited by shares incorporated in England, United Kingdom. The address of the registered office and the company’s registration number is given in the company information page of these financial statements. The nature of the Group and Company’s operations and principal activities are given in the Directors’ Report.
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 financial statements have been prepared in Sterling which is the functional currency of the Group are are rounded to the nearest £1.
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 judgment 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.
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 Balance sheet, 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.
Acquisitions made by share issue, for example by share for share exchange, account for the difference between subsidiary net asset values at acquisition and nominal value of the shares issued by the Company or a subsidiary Company as a separate reserve termed the merger relief reserve. The share for share exchange was accounted for as a group reconstruction using the merger accounting method.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, 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.
Acquisitions made by share issue, for example by share for share exchange, account for the difference between subsidiary net asset values at acquisition and nominal value of the shares issued by the Company or a subsidiary Company as a separate reserve termed the merger relief reserve. The share for share exchange was accounted for as a group reconstruction using the merger accounting method.
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
2.Accounting policies (continued)
Sale of goods
Revenue from the sale of building and merchant supplies is recognised when significant risks and rewards of ownership of the goods have transferred to the buyer, the amount of turnover can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the company and the costs incurred or to be incurred in respect of the transaction can be measured reliably. This is usually on dispatch of the goods.
Revenue from the hire of plant and equipment is recognised over the hire term.
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
2.Accounting policies (continued)
Depreciation is provided on all tangible fixed assets, at rates calculated to write off the cost, less estimated residual value, of each asset on a systematic basis over its expected useful life.
Depreciation is provided on the following basis:
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.
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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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
2.Accounting policies (continued)
Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the balance sheet date.
Fair values are determined from market based evidence normally undertaken by professionally qualified valuers.
Revaluation gains and losses are recognised in other comprehensive income unless losses exceed the previously recognised gains or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in profit or loss.
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 profit or loss.
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
2.Accounting policies (continued)
Provisions are charged as an expense to profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance sheet.
Revaluation of freehold properties - the Group carries its freehold properties at fair value, with changes in fair value being recognised in the statement of other comprehensive income. Fair values are determined from market based evidence normally undertaken by professional valuers.
The whole of the turnover is attributable to the principal activity of the Group, being the supply of building materials and associated goods and services.
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
12.Taxation (continued)
There were no factors that may affect future tax charges.
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. The profit after tax of the parent Company for the year was £Nil (2023: £Nil).
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
14.Tangible fixed assets (continued)
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
14.Tangible fixed assets (continued)
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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The freehold investment properties have been transferred to tangible fixed assets during the year following a change in use of the properties.
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
Included in amounts repayable after more than five years are the following:
- A loan repayable in monthly instalments with the final payment due in March 2034. Interest on this loan is charged at Base Rate + 1.93%.
- A loan repayable in monthly instalments with the final payment due in August 2032. Interest on this loan is charged at Base Rate + 2%.
- A loan repayable in monthly instalments with the final payment due in March 2034. Interest on this loan is charged at Base Rate + 1.93%.
- A loan repayable in monthly instalments with the final payment due in August 2032. Interest on this loan is charged at Base Rate + 2%.
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
23.Deferred taxation (continued)
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Revaluation reserve
Merger relief reserve
Profit and loss account
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
Subsequent to the signing of the financial statements for the year ended 31 December 2023, a number of errors in the valuation of closing stock within subsidary Frank Key (Nottingham) Limited were discovered. This resulted in an overstatement of stock and profits of £114,702.
The Group operates a defined contribution 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 £212,249 (2023: £203,871). Contributions totalling £34,123 (2023: £32,439) were payable to the fund at the balance sheet date and are included in creditors.
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FRANK KEY HOLDINGS LIMITED
Notes to the financial statements
For the year ended 31 December 2024
The ultimate controlling parties are Mr R M Sansom and Mrs S E Sansom by virtue of their shareholding.
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