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Registered number: 11970895 GCUK OWNER LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
GCUK OWNER LIMITED COMPANY INFORMATION
Directors | Eric Donald Hassberger
| Justin David Petersen
| Andrew Jay Weprin
| Benjamin Jason Weprin
Company secretary | CSC CLS (UK) Limited
Registered number | 11970895
Registered office | 1 Bartholomew Lane
| London
| United Kingdom
| EC2N 2AX
Independent auditor | MHA
| Statutory Auditors
| 6th Floor
| 2 London Wall Place
| London
| United Kingdom
| EC2Y 5AU
GCUK OWNER LIMITED CONTENTS
| Page
Group Strategic Report | 1 - 3
Directors' Report | 4 - 5
Independent Auditor's Report | 6 - 9
Consolidated Statement of Comprehensive Income | 10
Consolidated Balance Sheet | 11 - 12
Company Balance Sheet | 13
Consolidated Statement of Changes in Equity | 14 - 15
Company Statement of Changes in Equity | 16 - 17
Consolidated Statement of Cash Flows | 18
Consolidated Analysis of Net Debt | 19
Notes to the Financial Statements | 20 - 37
GCUK OWNER LIMITED GROUP STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2024
Introduction
The directors present their strategic report of the Group and Company for the year to 31 December 2024.
Business review
The Group's principal activity is the operation of the Graduate Cambridge Hotel in Cambridge, England. The Company’s principal activity is the holding of debt and other financial instruments for the Group. The loss for the year, after taxation, amounted to £4,541,833 (2023: loss of £5,640,316).
Principal risks and uncertainties
Some risks are excluded because management considers them not to be material to the Group. Additionally there may be risks and uncertainties not presently known to the management team or which are deemed immaterial to the Group.
Market and hotel industry risks:
The Group's operations and its results are subject to a number of factors which could affect the business, many of which are common to the hotel industry and beyond the Group's control, such as a potential global economic downturn; changes in travel patterns in the structure of the travel industry; and the potential increase in acts of terrorism. The impact of any of these factors (or a combination of them) may adversely affect sustained levels of occupancy, room rates and/or hotel values. Although management seeks to identify risks at the earliest opportunity, many of these risks are beyond the control of the Group. The Group has recovery plans in place to enable it to respond to major incidents or crises and takes steps to minimise these exposures to the greatest extent possible.
Borrowings:
As with all loan financing, there is a risk that the Group may be at risk of default under the financing arrangements. To mitigate against this risk, the management team meet regularly to review the performance of the hotel. The covenant ratios within the financing agreement are applied to the hotel and monitored on an ongoing basis.
Fixed operating expenses:
The Group incurs operating expenses such as personnel costs, operating leases, information technology and telecommunications which are to a large extent fixed. As such, operating results may be vulnerable to short-term changes in revenues. The Group has appropriate management systems in place such as staff outsourcing designed to create flexibility in operating cost base so as to optimise operating profits in volatile trading conditions. Page 1
GCUK OWNER LIMITED GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2024
Key senior personnel and management:
The success of the Group is partially attributable to the efforts and abilities of its senior managers. Failure to retain its senior management teams or other key personnel may threaten the success of the Group's operations. The Group has appropriate systems in place for recruitment, reward and compensation, and performance management. Development and maintenance of the Group's culture also plays a leading role in minimising risk. The key senior management in the hotels is provided by Schulte Hospitality Group UK Ltd and therefore there is a pool of staff available should key personnel leave.
Pricing:
Pricing is established using a bottom-up segmentation analysis of occupancy rates and average daily rates ("ADR"). Baseline assumptions are derived from a variety of third-party sources including Smith Travel Research ("STR") reports, operating budgets provided by the Group's third-party management platform, and historical performance. The Group utilizes this information in conjunction with trends observed at other properties with similar market dynamics.
Cash flow:
The ability to generate cash flow to pay staff, vendors, debt service and all other third parties is crucial for the longevity of the Group. The Group closely monitors all available sources of capital via hotel revenues and reserves to ensure the ability to make payments when due.
Financial key performance indicators
Gross operating profit is the primary financial key performance indicator ("KPI") utilized by the Group to monitor the operations of the hotel being defined as revenue less cost of sales. This is noted as being £7,960,030 (2023: £7,438,752) for the year. The Group views this metric as its most significant financial KPI as it reflects howeffectively it is able to generate profit from hotel operations. Based on the final 2024 budget, the Group did not meet its expectations.
Other key performance indicators
The three other KPIs relevant to the Group and overall hospitality industry are average daily rate ("ADR"),occupancy, and revenue per available room ("RevPAR"). ADR measures the average rental revenue peroccupied room and is calculated as total room revenue divided by the number of rooms sold. Occupancy rate is measured by dividing the number of occupied rooms by the number of available rooms. RevPAR measures the amount of revenue generated by a single room and is calculated as room revenue divided by the total number of available rooms. These KPIs are used to monitor success in that the figures reflect the ability to generate guest stays and maximize the amount of associated revenue. The Group did not meet its expectations on these metrics for the year.
Future developments
The directors expect the business to continue operating for the foreseeable future. Page 2
GCUK OWNER LIMITED GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2024 This report was approved by the board and signed on its behalf.
Justin David Petersen Director
Date: 25 September 2025
Page 3
GCUK OWNER LIMITED DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2024 The directors present their report and the financial statements for the year ended 31 December 2024.
Directors' responsibilities statement
The directors are responsible for preparing the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period. 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; ∙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.
Results and dividends
The loss for the year, after taxation, amounted to £4,541,833 (2023 - loss £5,640,316). The dividends voted for the year amounted to £NIL (2023:£NIL).
Directors
The directors who served during the year were:
Eric Donald Hassberger
Justin David Petersen
Andrew Jay Weprin
Benjamin Jason Weprin
Future developments
Future developments of the Company and Group are discussed in the strategic report.
Qualifying third party indemnity provisions
Qualifying third party indemnity provision subsists for the benefit of the directors and was in place throughout the financial year. Page 4
GCUK OWNER LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2024
Disclosure of information to auditor
Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that: ∙so far as the directors are aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and ∙the directors have taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditor is aware of that information.
Post balance sheet events
Post balance sheet events of the Group have been discussed in the notes to the financial statements.
Auditor
The auditor, MHA, previously traded through the legal entity MacIntyre Hudson LLP. In response to regulatory changes, MacIntyre Hudson LLP ceased to hold an audit registration with the engagement transitioning to MHA Audit Services LLP. MHA 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.
Justin David Petersen Director
Date: 25 September 2025
Page 5
GCUK OWNER LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GCUK OWNER LIMITED
Opinion
We have audited the financial statements of GCUK Owner Limited (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 Balance Sheet, the Company Balance Sheet, 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). In our opinion the financial statements: ∙give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2024 and of the Group's loss for the year then ended; ∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and ∙have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's 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.
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 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. Page 6
GCUK OWNER LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GCUK OWNER LIMITED (CONTINUED)
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's Report thereon. The 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.
Opinion on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit: ∙the information given in the 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.
Matters on which we are required to report by exception
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. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: ∙adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or ∙the parent Company financial statements are not in agreement with the accounting records and returns; or ∙certain disclosures of directors' remuneration specified by law are not made; or ∙we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement set out on page 4, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the Group's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so. Page 7
GCUK OWNER LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GCUK OWNER LIMITED (CONTINUED)
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor's Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these 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: - enquiry of management, those charged with governance around actual and potential litigation and claims; - performing audit work over the risk and 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; - reviewing minutes and meetings of those charged with governance; and - reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations. 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 Auditor's Report. Other matter - prior year figures unaudited In accordance with ISA 710, the prior year comparative figures are noted as being unaudited. We have obtained appropriate audit evidence that the opening balances do not contain misstatements that materially affect the current period's financial statements. Page 8
GCUK OWNER LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GCUK OWNER LIMITED (CONTINUED)
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. Rajeev Shaunak FCA (Senior Statutory Auditor) for and on behalf of MHA Statutory Auditors London, United Kingdom Date: MHA is the trading name of MHA Audit Services LLP, a limited liability partnership in England and Wales (registered number OC455542).29 September 2025 Page 9
GCUK OWNER LIMITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2024
| 2024 | 2023
Note | £ | £
Turnover | 4 | 11,268,516 | 10,730,310
Cost of sales |  | (3,308,486) | (3,291,558)
Gross profit |  | 7,960,030 | 7,438,752
Administrative expenses |  | (8,067,856) | (9,110,472)
Operating loss | 5 | (107,826) | (1,671,720)
Interest receivable and similar income | 8 | - | 2,352
Interest payable and similar expenses | 9 | (4,163,319) | (3,970,948)
Loss before taxation |  | (4,271,145) | (5,640,316)
Tax on loss | 10 | (270,688) | -
Loss for the financial year |  | (4,541,833) | (5,640,316)
Unrealised deficit on revaluation of tangible fixed assets |  | (10,230,171) | (3,807,422)
Deferred taxation on unrealised surplus/(deficit) on revaluation of tangible fixed assets |  | 2,557,543 | 977,796
Other comprehensive income for the year |  | (7,672,628) | (2,829,626)
Total comprehensive income for the year |  | (12,214,461) | (8,469,942)
Loss for the year attributable to: |  |  |
Owners of the parent Company |  | (4,541,833) | (5,640,316)
Total comprehensive income for the year attributable to: |  |  |
Owners of the parent Company |  | (12,214,461) | (8,469,942)
There were no recognised gains and losses for 2024 or 2023 other than those included in the consolidated statement of comprehensive income.
The notes on pages 20 to 37 form part of these financial statements.
Page 10
GCUK OWNER LIMITED REGISTERED NUMBER: 11970895 CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER 2024
|  | 2024 |  | 2023
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 11 |  | 63,001,840 |  | 73,983,216
|  |  | 63,001,840 |  | 73,983,216
Current assets |  |  |  |  |
Stocks | 13 | 50,924 |  | 44,683 |
Debtors: amounts falling due within one year | 14 | 702,672 |  | 867,696 |
Cash at bank and in hand | 15 | 4,004,339 |  | 3,092,853 |
|  | 4,757,935 |  | 4,005,232 |
Creditors: amounts falling due within one year | 16 | (36,816,135) |  | (30,827,151) |
Net current liabilities |  |  | (32,058,200) |  | (26,821,919)
Total assets less current liabilities |  |  | 30,943,640 |  | 47,161,297
Debtors: amounts falling due after more than one year | 14 |  | - |  | 52,684
Creditors: amounts falling due after more than one year |  |  | (41,809,304) |  | (43,578,329)
Provisions for liabilities |  |  |  |  |
Deferred taxation | 19 | - |  | (2,286,855) |
|  |  | - |  | (2,286,855)
Net (liabilities)/assets |  |  | (10,865,664) |  | 1,348,797
Capital and reserves |  |  |  |  |
Called up share capital | 20 |  | 338,263 |  | 338,263
Share premium account | 21 |  | 31,043,147 |  | 31,043,147
Revaluation reserve | 21 |  | 1,706,229 |  | 9,451,923
FF&E reserve | 21 |  | 428,683 |  | 456,063
Profit and loss account | 21 |  | (44,381,986) |  | (39,940,599)
Equity attributable to owners of the parent Company |  |  | (10,865,664) |  | 1,348,797
Page 11
GCUK OWNER LIMITED REGISTERED NUMBER: 11970895 CONSOLIDATED BALANCE SHEET (CONTINUED) AS AT 31 DECEMBER 2024 The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
Justin David Petersen
Director
Date: 25 September 2025
The notes on pages 20 to 37 form part of these financial statements. Page 12
GCUK OWNER LIMITED REGISTERED NUMBER: 11970895 COMPANY BALANCE SHEET AS AT 31 DECEMBER 2024
|  | 2024 |  | 2023
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Investments | 12 |  | 56,000,001 |  | 56,000,001
|  |  | 56,000,001 |  | 56,000,001
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 14 | 18,810,278 |  | 19,887,247 |
|  | 18,810,278 |  | 19,887,247 |
Creditors: amounts falling due within one year | 16 | (33,574,633) |  | (27,908,389) |
Net current liabilities |  |  | (14,764,355) |  | (8,021,142)
Total assets less current liabilities |  |  | 41,235,646 |  | 47,978,859
Debtors: amounts falling due after more than one year | 14 |  | - |  | 52,684
Creditors: amounts falling due after more than one year |  |  | (41,809,304) |  | (43,578,329)
Net (liabilities)/assets |  |  | (573,658) |  | 4,453,214
Capital and reserves |  |  |  |  |
Called up share capital | 20 |  | 338,263 |  | 338,263
Share premium account | 21 |  | 31,043,147 |  | 31,043,147
Profit and loss account | 21 |  | (31,955,068) |  | (26,928,196)
|  |  | (573,658) |  | 4,453,214
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
Justin David Petersen
Director
Date: 25 September 2025
The notes on pages 20 to 37 form part of these financial statements. Page 13
GCUK OWNER LIMITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
| Called up share capital | Share premium account | Revaluation reserve | FF&E reserve | Profit and loss account | Total equity
| £ | £ | £ | £ | £ | £
At 1 January 2024 | 338,263 | 31,043,147 | 9,451,923 | 456,063 | (39,940,599) | 1,348,797
Comprehensive income for the year |  |  |  |  |  |
Loss for the year | - | - | - | - | (4,541,833) | (4,541,833)
Deficit on revaluation of leasehold property | - | - | (10,230,171) | - | - | (10,230,171)
Depreciation on revaluation surplus | - | - | (73,066) | - | 73,066 | -
Deferred tax | - | - | 2,557,543 | - | - | 2,557,543
Other comprehensive income for the year | - | - | (7,745,694) | - | 73,066 | (7,672,628)
Transfer from FF&E reserve | - | - | - | (27,380) | 27,380 | -
At 31 December 2024 | 338,263 | 31,043,147 | 1,706,229 | 428,683 | (44,381,986) | (10,865,664)
| The notes on pages 20 to 37 form part of these financial statements.
Page 14
GCUK OWNER LIMITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2023
| Called up share capital | Share premium account | Revaluation reserve | FF&E reserve | Profit and loss account | Total equity
| £ | £ | £ | £ | £ | £
At 1 January 2023 | 338,263 | 31,043,147 | 12,385,312 | 456,063 | (34,404,046) | 9,818,739
Comprehensive income for the year |  |  |  |  |  |
Loss for the year | - | - | - | - | (5,640,316) | (5,640,316)
Deficit on revaluation of leasehold property | - | - | (3,807,422) | - | - | (3,807,422)
Depreciation on revaluation surplus | - | - | (103,763) | - | 103,763 | -
Deferred tax | - | - | 977,796 | - | - | 977,796
Other comprehensive income for the year | - | - | (2,933,389) | - | 103,763 | (2,829,626)
At 31 December 2023 | 338,263 | 31,043,147 | 9,451,923 | 456,063 | (39,940,599) | 1,348,797
| The notes on pages 20 to 37 form part of these financial statements.
Page 15
GCUK OWNER LIMITED COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
| Called up share capital | Share premium account | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 January 2024 | 338,263 | 31,043,147 | (26,928,196) | 4,453,214
Comprehensive income for the year |  |  |  |
Loss for the year | - | - | (5,026,872) | (5,026,872)
At 31 December 2024 | 338,263 | 31,043,147 | (31,955,068) | (573,658)
| The notes on pages 20 to 37 form part of these financial statements.
Page 16
GCUK OWNER LIMITED COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2023
| Called up share capital | Share premium account | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 January 2023 | 338,263 | 31,043,147 | (21,529,681) | 9,851,729
Comprehensive income for the year |  |  |  |
Loss for the year | - | - | (5,398,515) | (5,398,515)
At 31 December 2023 | 338,263 | 31,043,147 | (26,928,196) | 4,453,214
| The notes on pages 20 to 37 form part of these financial statements.
Page 17
GCUK OWNER LIMITED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2024
|  |  | 2024 | 2023
|  |  | £ | £
Cash flows from operating activities |  |
Loss for the financial year | (4,541,833) | (5,640,316)
Adjustments for: |  |
Depreciation of tangible assets | 1,485,943 | 1,623,200
Amortising of finance costs | 461,175 | -
Interest paid | 4,163,319 | 3,970,948
Interest received | - | (2,352)
Taxation charge | 270,688 | -
(Increase)/decrease in stocks | (6,241) | 6,900
Decrease in debtors | 346,611 | 855,388
Increase/(decrease) in creditors | 73,341 | (410,825)
Net cash generated from operating activities | 2,253,003 | 402,943
Cash flows from investing activities |  |
Purchase of tangible fixed assets | (734,738) | (191,792)
Sale of tangible fixed assets | - | 205
Interest received | - | 2,352
Net cash used in investing activities | (734,738) | (189,235)
Cash flows from financing activities |  |
Other new loans | - | 3,810,383
Repayment of other loans | (2,230,200) | -
New loans from group companies | 5,915,643 | 2,333,503
New loans issued to group companies | (128,903) | -
Interest paid | (4,163,319) | (3,970,948)
Net cash (used in)/generated from financing activities | (606,779) | 2,172,938
Net increase in cash and cash equivalents | 911,486 | 2,386,646
Cash and cash equivalents at beginning of year | 3,092,853 | 706,207
Cash and cash equivalents at the end of year | 4,004,339 | 3,092,853
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 4,004,339 | 3,092,853
The notes on pages 20 to 37 form part of these financial statements.
Page 18
GCUK OWNER LIMITED CONSOLIDATED ANALYSIS OF NET DEBT FOR THE YEAR ENDED 31 DECEMBER 2024
| At 1 January 2024 | Cash flows | Other non-cash changes | At 31 December 2024
| £ | £ | £ | £
Cash at bank and in hand | 3,092,853 | 911,486 | - | 4,004,339
Debt due after 1 year | (43,578,329) | 2,230,200 | (461,175) | (41,809,304)
Hedging investments | 52,684 | - | (52,684) | -
| (40,432,792) | 3,141,686 | (513,859) | (37,804,965)
The notes on pages 20 to 37 form part of these financial statements.
Page 19
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
1. | General information
GCUK Owner Limited, company number 11970895, is a private company, limited by shares, registered and incorporated in England and Wales within the United Kingdom. The registered office address is 1 Bartholomew Lane, London, United Kingdom, EC2N 2AX. The principal activity of the Company is to act as a holding entity for a hotel and hospitality company. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires 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. Advantage has also been taken of the disclosure exemption for the parent Company to not present its own Statement of Cash Flows. The following principal accounting policies have been applied:
| 2.2 | Basis of consolidation
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.
| 2.3 | Going concern
The directors confirm that, having reviewed the Group's and Company's cash requirements for the next 12 months from the date of signing the financial statements, they have formed a judgement that the Group and Company have reasonable expectations that adequate resources will be available to continue operations for the foreseeable future. The Group has also received confirmation of support from its parent for at least 12 months after the signing of the audit report, which provides additional security on the resources available to continue as a going concern. Therefore, these financial statements have been prepared on the going concern basis. In forming this judgement, the directors have reviewed forecasts for 2025-26, cash flow projections from the date of the approval of these financial statements, contingency planning and the sufficiency of banking facilities. The Company is reliant on the continued trading performance of the Group. The directors are comfortable that the Group will generate sufficient value to continue to settle liabilities as they fall due. Page 20
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.4 | Foreign currency translation
Functional and presentation currency The Group's and Company's functional and presentational currency is GBP rounded to the nearest £1. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
| 2.5 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: Sale of goods Revenue from the sale of goods is recognised when all of the following conditions are satisfied: ∙the Group has transferred the significant risks and rewards of ownership to the buyer; ∙the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold; ∙the amount of revenue can be measured reliably; ∙it is probable that the Group will receive the consideration due under the transaction; and ∙the costs incurred or to be incurred in respect of the transaction can be measured reliably. Page 21
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.5 | Revenue (continued)
Rendering of services Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: ∙the amount of revenue can be measured reliably; ∙it is probable that the Group will receive the consideration due under the contract; ∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and ∙the costs incurred and the costs to complete the contract can be measured reliably.
| 2.6 | Operating leases: the Group as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
| 2.7 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.8 | Finance costs
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
| 2.9 | Borrowing costs
All borrowing costs are recognised in profit or loss in the year in which they are incurred.
| 2.10 | Pensions
Defined contribution pension plan The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations. The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds. Page 22
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.11 | Taxation
Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The deferred tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and ∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
| 2.12 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. 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. Page 23
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.12 | Tangible fixed assets (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 basis:
|  |  |  | Long-term leasehold property | - | hotel itself over period of lease of the property, 0.933%. Building additions over 50 years, 2%.
|  |  |  | Pre-opening expenditure | - | over period of 1 year and 1 day, 100%
|  |  |  | Fixtures and fittings | - | over period of 8 years, 12.5%
|  |  |  | Computer equipment | - | over period of 3 years, 33%
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
| 2.13 | Revaluation of tangible fixed assets
Individual leasehold properties are carried at current year value at fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. 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. Where an external valuation cannot be obtained, a director's valuation will be used instead. 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.
| 2.14 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
| 2.15 | Stocks
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads. At each 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. Page 24
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.16 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.17 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value. In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand.
| 2.18 | Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
| 2.19 | Provisions for liabilities
Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made. Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties. Increases in provisions are generally charged as an expense to profit or loss.
| 2.20 | Financial instruments
The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments. The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102. Financial instruments are recognised in the Group's Balance Sheet when the Group becomes party to the contractual provisions of the instrument. Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. Basic financial assets Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are Page 25
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.20 | Financial instruments (continued)
subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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. Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments. Impairment of financial assets 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. Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate. If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss. Basic financial liabilities Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities. Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. Other financial instruments Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the Page 26
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.20 | Financial instruments (continued)
derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss. Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy. Derecognition of financial assets Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained. Derecognition of financial liabilities Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
In preparing these financial statements, the directors have made judgements relating to a number of areas in the financial statements. The property is held at fair value based on the directors' conclusions having assessed the valuations completed by independent valuers who hold recognised and relevant professional qualifications. Where an external valuation cannot be obtained, a director's valuation will be used instead. The exception to this is when purchases are part of a recognised refurbishment period; these are held at cost until they reach a stage of operation. The Group has a policy of capitalising all costs it deems necessary to operate the hotel for its intended purpose. Pre-opening expenditure relates to costs directly attributable to operational activities and has been depreciated over a period of 1 year and 1 day. The directors have made a judgement in relation to the valuation of the OTC call option in debtors. The option is held at fair value based on the directors' conclusions having assessed the valuations completed by independent valuers who hold recognised and relevant professional qualifications. Page 27
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Room sales | 7,340,923 | 6,864,712
| Food and beverage sales | 3,208,894 | 3,258,589
| Retail sales | 179,950 | 114,761
| Parking sales | 538,749 | 492,248
|  | 11,268,516 | 10,730,310
| All turnover arose within the United Kingdom.
5. | Operating loss
| The operating loss is stated after charging:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Exchange differences | 52,684 | 924,532
| Other operating lease rentals | 400,000 | 400,000
6. | Auditor's remuneration
| During the year, the Group obtained the following services from the Company's auditor:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Fees payable to the Company's auditor for the audit of the consolidated and parent Company's financial statements | 58,250 | -
| Fees payable to the Group's auditors in respect of bookkeeping services | 52,000 | 52,000
| Fees payable to the Group's auditors in respect of taxation compliance services | 6,000 | 6,000
Page 28
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
7. | Employees
| Staff costs were as follows:
|  | Group | Group
|  | 2024 | 2023
|  | £ | £
| Wages and salaries | 1,468,777 | 1,557,457
| Cost of defined contribution scheme | 96,301 | 118,823
|  | 1,565,078 | 1,676,280
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2024 | 2023
|  |  | No. | No.
|  | Employees | 45 | 46
| The Group/Company's directors did not receive any remuneration during the year (2023 - £NIL).
8. | Interest receivable
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Bank interest receivable | - | 2,352
9. | Interest payable and similar expenses
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Mortgage interest payable | 4,163,319 | 3,970,948
Page 29
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
10. | Taxation
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Total current tax | - | -
| Deferred tax |  |
| Origination and reversal of timing differences | 270,688 | -
| Total deferred tax | 270,688 | -
|  | 270,688 | -
| Factors affecting tax charge for the year
| The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 19% (2023 - 19%). The differences are explained below:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Loss on ordinary activities before tax | (4,271,145) | (5,640,316)
| Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 19% (2023 - 19%) | (811,518) | (1,071,660)
| Effects of: |  |
| Expenses not deductible for tax purposes, other than goodwill amortisation and impairment | 867,582 | 1,007,505
| Capital allowances for year in excess of depreciation | 72,531 | 74,015
| Utilisation of tax losses | (128,595) | (9,860)
| Adjustment to tax charge in respect of prior periods | 252,984 | -
| Impact of changes in tax rates | 17,704 | -
| Total tax charge for the year | 270,688 | -
| Factors that may affect future tax charges
There are no factors that may affect future tax charges. Page 30
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
11. | Tangible fixed assets
| Group
|  | Long-term leasehold property | Pre-opening expenditure | Fixtures and fittings | Computer equipment | Works in progress | Total
|  | £ | £ | £ | £ | £ | £
| Cost or valuation |  |  |  |  |  |
| At 1 January 2024 | 72,654,522 | 693,273 | 4,220,931 | 311,842 | 173,712 | 78,054,280
| Additions | 319,054 | - | 295,037 | 120,647 | - | 734,738
| Transfers between classes | 159,336 | - | 14,376 | - | (173,712) | -
| Revaluations | (10,230,171) | - | - | - | - | (10,230,171)
| At 31 December 2024 | 62,902,741 | 693,273 | 4,530,344 | 432,489 | - | 68,558,847
| Depreciation |  |  |  |  |  |
| At 1 January 2024 | 1,954,522 | 693,273 | 1,187,651 | 235,618 | - | 4,071,064
| Charge for the year on owned assets | 853,219 | - | 546,883 | 85,841 | - | 1,485,943
| At 31 December 2024 | 2,807,741 | 693,273 | 1,734,534 | 321,459 | - | 5,557,007
| Net book value |  |  |  |  |  |
| At 31 December 2024 | 60,095,000 | - | 2,795,810 | 111,030 | - | 63,001,840
| At 31 December 2023 | 70,700,000 | - | 3,033,280 | 76,224 | 173,712 | 73,983,216
| The fair value of the hotel was determined via an independent third-party valuation that the director's reviewed and agreed with. This was based on a discounted future cashflow on an open market for existing use basis.
| If the long-term leasehold property had not been included at valuation they would have been included under the historical cost convention as follows:
|  | 2024 | 2023
|  | £ | £
| Cost | 53,394,623 | 52,916,998
| Accumulated depreciation | (6,355,720) | (5,748,978)
| Net book value | 47,038,903 | 47,168,020
Page 31
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
12. | Fixed asset investments
| Company
|  | Investments in subsidiary companies
|  | £
| Cost or valuation |
| At 1 January 2024 | 56,000,001
| At 31 December 2024 | 56,000,001
| Net book value |
| At 31 December 2024 | 56,000,001
| At 31 December 2023 | 56,000,001
| Subsidiary undertakings
| The following were subsidiary undertakings of the Company:
| Name | Registered office | Class of shares | Holding
| GCUK Propco Limited (formerly GCUK Operator Limited) | 1 Bartholomew Lane, London, United Kingdom, EC2N 2AX | Ordinary | 100%
| GCUK Opco Limited | 54 Portland Place, London, England, W1B 1DY | Ordinary | 100%
| The above subsidiaries are included in the consolidation and are both directly owned by GCUK Owner. The Company has provided GCUK Opco Limited, registered number 13662090 and GCUK Propco Limited, registered number 06418183, with parental guarantees in accordance with section 479C of the Compaies Act 2006. As such advantage has been taken of the audit exemption available to GCUK Opco Limited and GCUK Propco Limited conferred by Section 479A of the Companies Act 2006 relating to the audits of their individual financial statements.
13. | Stocks
|  | Group | Group | Company | Company
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Raw materials and consumables | 50,924 | 44,683 | - | -
Page 32
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
14. | Debtors
|  | Group | Group | Company | Company
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Due after more than one year |  |  |  |
| Financial instruments | - | 52,684 | - | 52,684
|  | Group | Group | Company | Company
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Due within one year |  |  |  |
| Trade debtors | 247,693 | 114,935 | - | -
| Amounts owed by group undertakings | 137,878 | 6,532 | 18,790,007 | 19,869,176
| Other debtors | 30,197 | 425,850 | 6,397 | 4,197
| Prepayments and accrued income | 286,904 | 320,379 | 13,874 | 13,874
|  | 702,672 | 867,696 | 18,810,278 | 19,887,247
15. | Cash and cash equivalents
|  | Group | Group | Company | Company
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Cash at bank and in hand | 4,004,339 | 3,092,853 | - | -
16. | Creditors: Amounts falling due within one year
|  | Group | Group | Company | Company
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Trade creditors | 508,461 | 503,883 | - | 6,000
| Amounts owed to group undertakings | 34,967,971 | 29,052,328 | 33,364,955 | 27,637,986
| Other taxation and social security | 278,728 | 319,700 | - | -
| Other creditors | 86,670 | 117,931 | - | -
| Accruals and deferred income | 974,305 | 833,309 | 209,678 | 264,403
|  | 36,816,135 | 30,827,151 | 33,574,633 | 27,908,389
| Amounts owed to group undertakings are unsecured, bear no interest, and are repayable on demand. See note 24 for information on the related party's disclosure exemption for wholly-owned subsidiaries
Page 33
GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
17. | Creditors: Amounts falling due after more than one year
|  | Group | Group | Company | Company
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Other loans | 41,809,304 | 43,578,329 | 41,809,304 | 43,578,329
| The other loan is provided by ENIV and is secured on the Graduate Hotel, Cambridge, CB2 1RT. This loan was taken to refinance the prior year provided by Deutsche Bank AG. The facility has a drawdown limit of £44,541,000. Interest is charged at 4.5% per annum plus SONIA. This loan is due for repayment on 2 February 2026.
18. | Financial instruments
|  | Group | Group | Company | Company
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Financial assets |  |  |  |
| Financial assets measured at fair value through profit or loss | - | 52,684 | - | 52,684
| The OTC call option reached maturity in the year. A loss of £52,684 (2023: £924,532) was recognised in relation to this instrument during the year.
19. | Deferred taxation
| Group
|  | 2024 | 2023
|  | £ | £
| At beginning of year | (2,286,855) | (3,264,651)
| Debited to profit or loss | (270,688) | -
| Credited to other comprehensive income | 2,557,543 | 977,796
| At end of year | - | (2,286,855)
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GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 19.Deferred taxation (continued)
|  | Group | Group
|  | 2024 | 2023
|  | £ | £
| Accelerated capital allowances | 369,969 | 274,533
| Tax losses carried forward | 4,209,890 | 4,379,094
| Deferred tax asset/(liability) on revaluation surplus | 270,688 | (2,286,855)
| Reversal of deferred tax asset | (4,850,547) | (4,653,627)
|  | - | (2,286,855)
| Deferred tax assets of £4,850,547 at the substantively enacted rate of 25% in total have not been recognised (2023: £4,653,627 at 25%). The group has gross tax losses of £16,839,560 (2023: £17,516,376) with a corresponding deferred tax asset of £4,209,890 (2023: £4,379,094) and other temporary differences of £2,562,628 (2023: £8,049,288) with a deferred tax asset thereon of £640,657 (2023: deferred tax liability thereon of £2,012,322). The Company has gross tax losses of £10,203,993 (2023: £8,645,438), giving rise to an unrecognised deferred tax asset of £2,550,998 (2023: £2,161,360).
20. | Share capital
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 33,826,302 (2023 - 33,826,302) Ordinary shares of £0.01 each | 338,263 | 338,263
| Ordinary shareholders have the right to receive notice of, and to attend, speak and vote at all general meetings of the Company and shall recieve, vote on and constitute an eligible member for the purposes of all written resolutions of the Company, with the right to cast a vote for each ordinary share of which they are the holder.
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GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
21. | Reserves
Share premium account This reserve represents the excess of share capital subsriptions over the nominal value of the shares. Revaluation reserve This reserve represents annual fair value movements with respect to property held by the Group. FF&E reserve This reserve represents an appropriation for future capital purchases. Profit and loss account This reserve represents accumulated profit and losses net of any dividends paid
22. | Pension commitments
The Group operates a defined contribution pension scheme, the assets of which 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 £96,301 (2023: £80,696) Contributions totalling £7,425 (2023: £6,524) were payable to the fund at the balance sheet date and are included in other taxation and social security creditors.
23. | Commitments under operating leases
| At 31 December 2024 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  | Group | Group
|  | 2024 | 2023
|  | £ | £
| Not later than 1 year | 400,000 | 400,000
| Later than 1 year and not later than 5 years | 1,600,000 | 1,600,000
| Later than 5 years | 51,098,082 | 51,498,082
|  | 53,098,082 | 53,498,082
| The lease payments recognised as an expense totalled £400,000 (2023: £400,000).
24. | Related party transactions
| Refer to notes 14 and 16 for disclosure of the related party transactions. All related party transactions were with wholly owned companies within the group and are therefore exempt from disclosure under FRS 102 Section 33.1A.
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GCUK OWNER LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
25. | Post balance sheet events
As of the date these financials were approved for issuance, the Group is actively pursuing a term sheet for a new credit facility totaling £72.7m at an interest rate of 3.5% per annum plus SONIA expected to close in October 2025 with a portion of the proceeds being used to paydown the existing loan provided by ENIV. The event noted above is considered a non-adjusting post-balance sheet event.
26. | Controlling party
The directors consider that the ultimate controlling party and ultimate parent undertaking of the Company is Graduate Hotels Real Estate Fund III LP (Delaware), headquartered in the United States. This is the largest group to draw up consolidated financial statements, which are available at the company's address: 20 N. Wacker, Suite 3900, Chicago,, Illinois, 60666.
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