Company registration number 00987162 (England and Wales)
Morgenrot Group PLC
Annual report and financial statements
For the year ended 30 April 2025
Morgenrot Group PLC
Company information
Directors
Mr C M Plath
Mrs V M Plath
Secretary
Mr A E Southworth
Company number
00987162
Registered office
Unit 2 Canary Way
Agecroft Commerce Park
Swinton
Manchester
M27 8AW
Auditor
DJH Audit Limited
The Exchange
5 Bank Street
Bury
Lancashire
BL9 0DN
Morgenrot Group PLC
Contents
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 9
Statement of comprehensive income
10
Statement of financial position
12
Statement of changes in equity
13
Statement of cash flows
14
Notes to the financial statements
15 - 29
Morgenrot Group PLC
Strategic report
For the year ended 30 April 2025
- 1 -

The directors present the strategic report for the year ended 30 April 2025.

Review of the business

In the financial year ending April 2025, Morgenrot recorded total turnover of £13.24 million, an increase of 16.8% from £11.34 million in 2023/24. Gross profit rose to £3 million, representing a margin of 23.0% (2024: 22.5%). Operating profit stood at £272,871 (2024: £391,296), with net profit after tax of £180,379 (2024: £243,972).

 

Growth was driven by solid performance across both the wine and beer portfolios. Premium imported lager continued to gain traction across targeted on-trade channels, supported by sustained consumer demand for quality and authenticity. However, operating profit was impacted by rising wage costs, distribution overheads and increased depreciation following investment in bar and pub equipment.

 

Operationally, Morgenrot continues to manage its distribution network through its Manchester hub. The Bristol operation remains a challenge, with cost levels disproportionate to the business and margin generated. We are working closely with our partner Mevalco to develop a robust and sustainable plan for this region.

 

In the Southeast, the company has taken the decision to close the Brighton operation, effective January 2026, and transition the entire Southeast operation to Tapin 3PL logistics. This will reduce overheads and streamline distribution while maintaining service levels.

 

The company’s strategic focus on premium wines, authentic imported world lagers, and the no/low alcohol segment remains well aligned with market trends, underpinning both turnover growth and brand positioning in the UK.

 

Market Trends and Strategy

UK On-Trade Market (Wine & Beer) Overview – 2024/25

 

The UK on-trade navigated another complex trading environment between May 2024 and April 2025. Inflation moderated compared to the previous year, but input costs remained high, and wage growth accelerated following the change of government.

 

Consumers continued to visit less frequently but spent more per occasion, favouring quality-led experiences over volume.

 

Economic and regulatory environment

A Labour majority government was elected in July 2024, signalling a shift towards greater employment regulation.

 

The main employee National Insurance rate was cut to 8% from April 2024, but employer NIC rates have risen and thresholds have fallen since April 2025, increasing payroll costs.

 

The National Living Wage increased to £12.21 in April 2025, adding significant labour cost pressure across the trade.

 

Energy costs stabilised but remained above pre-pandemic levels.

 

The Extended Producer Responsibility (EPR) scheme for packaging advanced, with base fees confirmed in June 2025 and the first invoices due in October 2025.

 

UK-wide Deposit Return Scheme implementation was postponed to October 2027.

 

Morgenrot Group PLC
Strategic report (continued)
For the year ended 30 April 2025
- 2 -

Alcohol duty

Duty remained frozen until February 2025. The end of the temporary wine easement and the full implementation of ABV banding added complexity to still wine pricing and administration. Draught Relief continued to support on-trade beer volumes.

 

The lower duty band for sub-3.5% ABV products continued to shape product development strategies across the industry.

 

Consumer Behaviour

Consumer patterns remained consistent with recent years: fewer visits, but higher spend per occasion, with strong demand for quality, provenance, and premium experiences. No/low alcohol continued its steady growth, supported by health-conscious consumers and favourable duty treatment. Smaller formats supported both moderated consumption and trial.

 

Beer Trade

Imported world lager remained one of the most dynamic on-trade categories in 2024/25. Headline growth in the category continued to be driven by brands such as Madrí, Birra Moretti and Cruzcampo, which have achieved wide distribution across UK pubs and bars. However, these brands are brewed under licence in the UK by multinational brewers. Their success has reshaped pricing expectations in parts of the market, but the offer is increasingly commoditised.

 

Morgenrot occupies a clear and differentiated position in this landscape. Our beer portfolio focuses exclusively on authentic imported lagers and speciality beers with genuine provenance and international reputation. These brands appeal to venues and consumers seeking quality and originality rather than mass-produced imitations. We continue to build their presence in outlets that value authenticity and differentiation.

 

The category’s broader trends remain supportive. World lager continues to outperform standard lager in both volume and value, and the moderation trend is creating opportunities for lower-ABV products. In 2026, we will launch a 3.4% lager from Ambar Brewery (Zaragoza, Spain), which combines authentic Spanish brewing credentials with a duty-efficient ABV, positioning us well within this evolving segment.

 

Wine Trade

Wine remains a competitive and evolving category in the UK on-trade. The end of the temporary duty easement and full implementation of ABV-based duty bands from February 2025 increased administrative complexity and raised costs for higher-strength still wines, particularly in core European segments. Despite this, premiumisation persisted, with consumers continuing to trade up on fewer occasions and favouring quality, character, and story.

 

Morgenrot’s portfolio is built around authentic, characterful imported wines, with a clear focus on innovation and differentiation rather than following mainstream volume trends. In 2024/25 we revamped our Australian range, introducing a set of eclectic varietals deliberately chosen to challenge the traditional UK perception of “Aussie Shiraz and Chardonnay.” The new range includes Saperavi, Nero d’Avola, Gamay, Arneis, Vermentino and Piquepoul, offering customers something distinctive, food-friendly and premium at accessible price points. This strategy has been well received by the trade and will continue to shape our approach to portfolio development.

 

Innovation will remain a central theme. In 2025/26 we will launch a range of premium keg wines, starting with French Gascogne Blanc and Gamay, to address demand for sustainable formats, reduce packaging waste and offer outlets quality wines at scale. We are also reviewing a new 0% sparkling white and rosé from Italy, reflecting the continuing growth of the no/low alcohol segment in wine, particularly in celebratory and by-the-glass occasions.

 

This deliberate focus on distinctive imported wines, innovative formats, and emerging styles positions Morgenrot well in a category that continues to evolve under pressure from cost, regulation, and shifting consumer expectations.

 

 

 

 

 

 

Morgenrot Group PLC
Strategic report (continued)
For the year ended 30 April 2025
- 3 -
Principal risks and uncertainties

The principal risks to the business remain broadly consistent, with several key developments shaping the outlook:

 

Financial Risk Management

Our financial risk management strategy remains focused on maintaining turnover growth while controlling costs. In 2025/26 we will continue to:

 

Key Performance Indicators

The company continues to measure performance using the following KPIs:

 

Sustainability and Corporate Responsibility

We remain committed to reducing our carbon footprint through improved logistics and working with environmentally conscious suppliers. The continued development of no/low alcohol products supports responsible drinking objectives. We work closely with our trade partners to promote moderation and offer healthier choices to consumers.

 

Summary

Morgenrot delivered strong turnover growth in 2024/25, underpinned by a focused portfolio of authentic imported beers and innovative wines. The business faces rising wage costs, regulatory change and ongoing global supply pressures, but remains well positioned strategically.

By order of the board

Mr A E Southworth
Secretary
22 October 2025
Morgenrot Group PLC
Directors' report
For the year ended 30 April 2025
- 4 -

The directors present their annual report and financial statements for the year ended 30 April 2025.

Principal activities

The principal activity of the company continued to be that of an importer, bonded warehouse keeper, national and regional wholesaler of wines, spirits, beers and related promotional products.

Results and dividends

Ordinary dividends were paid amounting to £21,500. The directors do not recommend payment of a final dividend.

Directors

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

Mr C M Plath
Mrs V M Plath
Auditor

The auditor, DJH Audit Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of directors' responsibilities

The directors are responsible for preparing the annual report and the 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 of the profit or loss of the company for that period.

In preparing these financial statements, the directors are required to:

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 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Medium-sized companies exemption

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

Morgenrot Group PLC
Directors' report (continued)
For the year ended 30 April 2025
- 5 -
By order of the board
Mr A E Southworth
Secretary
22 October 2025
Morgenrot Group PLC
Independent auditor's report
To the members of Morgenrot Group PLC
- 6 -
Opinion

We have audited the financial statements of Morgenrot Group PLC (the 'company') for the year ended 30 April 2025 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the 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 company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

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.

Morgenrot Group PLC
Independent auditor's report (continued)
To the members of Morgenrot Group PLC
- 7 -

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the 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:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 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 company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Morgenrot Group PLC
Independent auditor's report (continued)
To the members of Morgenrot Group PLC
- 8 -

As part of our planning process:

 

The key procedures we undertook to detect irregularities including fraud during the course of the audit included:

 

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements even though we have properly planned and performed our audit in accordance with auditing standards. The primary responsibility for the prevention and detection of irregularities and fraud rests with the directors of the entity.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Morgenrot Group PLC
Independent auditor's report (continued)
To the members of Morgenrot Group PLC
- 9 -

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.

Richard Taylor FCA (Senior Statutory Auditor)
For and on behalf of DJH Audit Limited, Statutory Auditor
Accountants
The Exchange
5 Bank Street
Bury
Lancashire
BL9 0DN
27 October 2025
Morgenrot Group PLC
Statement of comprehensive income
For the year ended 30 April 2025
- 10 -
2025
2024
Notes
£
£
Turnover
3
13,237,940
11,335,424
Cost of sales
(10,200,825)
(8,790,074)
Gross profit
3,037,115
2,545,350
Distribution costs
(356,990)
(299,399)
Administrative expenses
(2,430,596)
(1,917,320)
Other operating income
23,342
62,665
Operating profit
4
272,871
391,296
Interest receivable and similar income
8,150
3,660
Interest payable and similar expenses
7
(55,278)
(53,565)
Profit before taxation
225,743
341,391
Tax on profit
8
(45,364)
(97,419)
Profit for the financial year
180,379
243,972

The income statement has been prepared on the basis that all operations are continuing operations.

Morgenrot Group PLC
Statement of comprehensive income
For the year ended 30 April 2025
- 11 -
2025
2024
£
£
Profit for the year
180,379
243,972
Other comprehensive income
-
-
Total comprehensive income for the year
180,379
243,972
Morgenrot Group PLC
Statement of financial position
As at 30 April 2025
30 April 2025
- 12 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
11
1,379,769
1,226,507
Current assets
Stocks
12
2,159,704
2,101,095
Debtors
13
2,349,350
2,097,190
Cash at bank and in hand
101,067
60,639
4,610,121
4,258,924
Creditors: amounts falling due within one year
14
(3,618,589)
(3,313,119)
Net current assets
991,532
945,805
Total assets less current liabilities
2,371,301
2,172,312
Creditors: amounts falling due after more than one year
15
(160,413)
(153,334)
Provisions for liabilities
Deferred tax liability
18
70,353
37,322
(70,353)
(37,322)
Net assets
2,140,535
1,981,656
Capital and reserves
Called up share capital
20
109,905
109,905
Share premium account
10,403
10,403
Capital redemption reserve
2,250
2,250
Profit and loss reserves
2,017,977
1,859,098
Total equity
2,140,535
1,981,656

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

The financial statements were approved by the board of directors and authorised for issue on 22 October 2025 and are signed on its behalf by:
Mr C M Plath
Director
Company registration number 00987162 (England and Wales)
Morgenrot Group PLC
Statement of changes in equity
For the year ended 30 April 2025
- 13 -
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 May 2023
109,905
10,403
2,250
1,643,126
1,765,684
Year ended 30 April 2024:
Profit and total comprehensive income
-
-
-
243,972
243,972
Dividends
9
-
-
-
(28,000)
(28,000)
Balance at 30 April 2024
109,905
10,403
2,250
1,859,098
1,981,656
Year ended 30 April 2025:
Profit and total comprehensive income
-
-
-
180,379
180,379
Dividends
9
-
-
-
(21,500)
(21,500)
Balance at 30 April 2025
109,905
10,403
2,250
2,017,977
2,140,535
Morgenrot Group PLC
Statement of cash flows
For the year ended 30 April 2025
- 14 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
24
394,502
65,957
Interest paid
(55,278)
(53,565)
Corporation tax paid
(85,200)
(54,055)
Net cash inflow/(outflow) from operating activities
254,024
(41,663)
Investing activities
Purchase of tangible fixed assets
(69,753)
(106,350)
Proceeds from disposal of tangible fixed assets
19,478
-
0
Interest received
8,150
3,660
Net cash used in investing activities
(42,125)
(102,690)
Financing activities
Repayment of bank loans
(79,992)
(79,992)
Payment of finance leases obligations
(74,318)
-
0
Movement in directors' loan accounts
5,813
(118,138)
Net cash used in financing activities
(148,497)
(198,130)
Net increase/(decrease) in cash and cash equivalents
63,402
(342,483)
Cash and cash equivalents at beginning of year
(654,015)
(311,532)
Cash and cash equivalents at end of year
(590,613)
(654,015)
Relating to:
Cash at bank and in hand
101,067
60,639
Bank overdrafts included in creditors payable within one year
(691,680)
(714,654)
Morgenrot Group PLC
Notes to the financial statements
For the year ended 30 April 2025
- 15 -
1
Accounting policies
Company information

Morgenrot Group PLC is a private company limited by shares incorporated in England and Wales. The registered office is Unit 2, Canary Way, Agecroft Commerce Park, Swinton, Manchester, M27 8AW.

1.1
Accounting convention

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

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Going concern

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

The company's business activities, together with the factors likely to affect its future development, performance and position are set out in the Strategic Report.

The company meets the day-to-day working capital requirements using an agreed overdraft facility as required. The directors' expectations, which include increases in turnover and taking account of reasonable possible changes in trading performance, indicate that the company should be able to operate within the level of its current facility.

The company is in regular contact with its finance providers. During these discussions about the company's future borrowing needs, no matters have been drawn to the directors' attention that suggest that the existing facilities will not continue on acceptable terms beyond the current arrangement.

1.3
Turnover

Turnover represents sales of goods, excluding value added tax. Sale of goods are recognised when the company has delivered products to the customer, the customer has accepted the products and collectability of the related receivables is fairly assured.

1.4
Intangible fixed assets - goodwill

Goodwill has been amortised evenly over its estimated useful life of 10 years.

1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Morgenrot Group PLC
Notes to the financial statements (continued)
For the year ended 30 April 2025
1
Accounting policies
(Continued)
- 16 -

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land and buildings
2% straight line on valuation
Land
Not provided
Office equipment and machinery
25% on cost and 7.5% on cost
Fixtures and fittings
25% on cost
Motor vehicles
25% on reducing balance
Bar and pub equipment
33% on cost

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

The residual values, estimated useful lives and depreciation method of property, plant and equipment are reviewed, and adjusted as appropriate, at each statement of financial position date. The effects of any revision are recognised in the income statement when the change arises.

1.6
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

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

 

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

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

1.7
Stocks

Stocks are valued at the lower of cost and net realisable value on a first-in, first-out basis, after making due allowance for obsolete and slow moving items. Cost is based on the invoice value of goods plus a variable charge for duty, levy and delivery and stocking costs. Net realisable value is estimated selling price less costs to complete and sell.

Morgenrot Group PLC
Notes to the financial statements (continued)
For the year ended 30 April 2025
1
Accounting policies
(Continued)
- 17 -

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.8
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.9
Financial instruments

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

 

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Morgenrot Group PLC
Notes to the financial statements (continued)
For the year ended 30 April 2025
1
Accounting policies
(Continued)
- 18 -
Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

Basic financial liabilities

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

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

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

Derecognition of financial liabilities

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

1.10
Equity instruments

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

1.11
Taxation

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

Morgenrot Group PLC
Notes to the financial statements (continued)
For the year ended 30 April 2025
1
Accounting policies
(Continued)
- 19 -
Current tax

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

Deferred tax

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

 

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

1.12
Employee benefits

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

 

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

 

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

1.13
Retirement benefits

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

1.14
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

Morgenrot Group PLC
Notes to the financial statements (continued)
For the year ended 30 April 2025
1
Accounting policies
(Continued)
- 20 -
1.15
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1.16

Dividend

Equity dividends are recognised when they become legally payable and are no longer at the discretion of the company.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below:

3
Turnover and other revenue

The turnover and profit before taxation are attributable to the principal activities of the company.

 

All turnover is generated in the United Kingdom.

2025
2024
£
£
Other revenue
Interest income
8,150
3,660
Morgenrot Group PLC
Notes to the financial statements (continued)
For the year ended 30 April 2025
- 21 -
4
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
7,415
7,000
Depreciation of owned tangible fixed assets
84,261
76,317
Depreciation of tangible fixed assets held under finance leases
46,218
-
Profit on disposal of tangible fixed assets
(2,317)
-
5
Employees

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

2025
2024
Number
Number
Administration and selling
24
19
Directors
2
2
Total
26
21

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
933,396
731,193
Social security costs
89,240
62,857
Pension costs
70,047
39,468
1,092,683
833,518

During the year, a total of key management personnel compensation of £404,237 (2024: £330,336).

6
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
79,500
66,750
Company pension contributions to defined contribution schemes
19,875
7,613
99,375
74,363
Morgenrot Group PLC
Notes to the financial statements (continued)
For the year ended 30 April 2025
- 22 -
7
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
20,440
25,388
Other interest on financial liabilities
32,169
28,177
52,609
53,565
Other finance costs:
Interest on finance leases and hire purchase contracts
2,669
-
55,278
53,565
8
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
12,332
85,199
Deferred tax
Origination and reversal of timing differences
33,032
12,220
Total tax charge
45,364
97,419

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

2025
2024
£
£
Profit before taxation
225,743
341,391
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
56,436
85,348
Tax effect of income not taxable in determining taxable profit
(579)
-
0
Tax at marginal rate
(2,840)
-
0
Pension timing difference
-
0
289
Capital allowances in excess of depreciation
(7,653)
11,782
Taxation charge for the year
45,364
97,419
Morgenrot Group PLC
Notes to the financial statements (continued)
For the year ended 30 April 2025
- 23 -
9
Dividends
2025
2024
£
£
Interim paid
21,500
28,000
10
Intangible fixed assets
Goodwill
£
Cost
At 1 May 2024 and 30 April 2025
106,213
Amortisation and impairment
At 1 May 2024 and 30 April 2025
106,213
Carrying amount
At 30 April 2025
-
0
At 30 April 2024
-
0
Morgenrot Group PLC
Notes to the financial statements (continued)
For the year ended 30 April 2025
- 24 -
11
Tangible fixed assets
Freehold land and buildings
Land
Office equipment and machinery
Fixtures and fittings
Motor vehicles
Bar and pub equipment
Total
£
£
£
£
£
£
£
Cost
At 1 May 2024
1,287,150
260,000
236,286
220,780
120,022
818,908
2,943,146
Additions
-
0
-
0
-
0
-
0
231,149
69,753
300,902
Disposals
-
0
-
0
-
0
-
0
(88,720)
-
0
(88,720)
At 30 April 2025
1,287,150
260,000
236,286
220,780
262,451
888,661
3,155,328
Depreciation and impairment
At 1 May 2024
468,571
-
0
228,272
186,788
92,561
740,447
1,716,639
Depreciation charged in the year
25,743
-
0
3,118
3,660
49,475
48,483
130,479
Eliminated in respect of disposals
-
0
-
0
-
0
-
0
(71,559)
-
0
(71,559)
At 30 April 2025
494,314
-
0
231,390
190,448
70,477
788,930
1,775,559
Carrying amount
At 30 April 2025
792,836
260,000
4,896
30,332
191,974
99,731
1,379,769
At 30 April 2024
818,579
260,000
8,014
33,992
27,461
78,461
1,226,507
Morgenrot Group PLC
Notes to the financial statements (continued)
For the year ended 30 April 2025
11
Tangible fixed assets
(Continued)
- 25 -

Tangible fixed assets includes assets held under finance leases or hire purchase contracts, as follows:

2025
2024
£
£
Motor vehicles
184,931
-
0

Freehold land and buildings and plant and machinery are pledged as security for the company's bank loan and bank overdraft under a fixed charge in favour of National Westminster Bank plc.

 

12
Stocks
2025
2024
£
£
Finished goods and goods for resale
2,159,704
2,101,095
13
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
2,196,437
1,950,875
Other debtors
14,542
19,741
Prepayments and accrued income
57,566
44,809
2,268,545
2,015,425
2025
2024
Amounts falling due after more than one year:
£
£
Other debtors
80,805
81,765
Total debtors
2,349,350
2,097,190
Morgenrot Group PLC
Notes to the financial statements (continued)
For the year ended 30 April 2025
- 26 -
14
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Bank loans and overdrafts
16
771,704
794,670
Obligations under finance leases
17
69,752
-
0
Trade creditors
1,640,628
1,514,759
Corporation tax
12,332
85,199
Other taxation and social security
562,310
485,773
Other creditors
271,000
272,000
Directors current accounts
115,581
109,768
Accruals and deferred income
175,282
50,950
3,618,589
3,313,119

 

15
Creditors: amounts falling due after more than one year
2025
2024
Notes
£
£
Bank loans and overdrafts
16
73,334
153,334
Obligations under finance leases
17
87,079
-
0
160,413
153,334
16
Loans and overdrafts
2025
2024
£
£
Bank loans
153,358
233,350
Bank overdrafts
691,680
714,654
845,038
948,004
Payable within one year
771,704
794,670
Payable after one year
73,334
153,334

The bank overdraft and bank loan are secured by a fixed charge over the company's freehold land and buildings and plant and machinery.

 

Morgenrot Group PLC
Notes to the financial statements (continued)
For the year ended 30 April 2025
- 27 -
17
Finance lease obligations
2025
2024
Future minimum lease payments due under finance leases:
£
£
Within one year
69,752
-
0
In two to five years
87,079
-
0
156,831
-
0

Hire purchase liabilities included within obligations under finance leases are secured on the assets to which they relate.

18
Deferred taxation

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

Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated capital allowances
70,353
37,322
2025
Movements in the year:
£
Liability at 1 May 2024
37,322
Charge to profit or loss
33,031
Liability at 30 April 2025
70,353
19
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
70,047
39,468

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

20
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 10p each
1,099,050
1,099,050
109,905
109,905
Morgenrot Group PLC
Notes to the financial statements (continued)
For the year ended 30 April 2025
- 28 -
21
Financial commitments, guarantees and contingent liabilities

The company has given a guarantee in favour of HM Revenue and Customs for £20,000 (2024: £20,000).

22
Operating lease commitments

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2025
2024
£
£
Within 1 year
7,185
7,185
Years 2-5
8,495
15,680
15,680
22,865
23
Ultimate controlling party

The ultimate controlling party are members of the Plath family holding shares.

24
Cash generated from operations
2025
2024
£
£
Profit after taxation
180,379
243,972
Adjustments for:
Taxation charged
45,364
97,419
Finance costs
55,278
53,565
Investment income
(8,150)
(3,660)
Gain on disposal of tangible fixed assets
(2,317)
-
Depreciation and impairment of tangible fixed assets
130,479
76,317
Movements in working capital:
Increase in stocks
(58,609)
(380,597)
Increase in debtors
(252,160)
(429,443)
Increase in creditors
304,238
408,384
Cash generated from operations
394,502
65,957
Morgenrot Group PLC
Notes to the financial statements (continued)
For the year ended 30 April 2025
- 29 -
25
Analysis of changes in net debt
1 May 2024
Cash flows
New leases
30 April 2025
£
£
£
£
Cash at bank and in hand
60,639
40,428
-
101,067
Bank overdrafts
(714,654)
22,974
-
(691,680)
(654,015)
63,402
-
0
(590,613)
Borrowings excluding overdrafts
(233,350)
79,992
-
(153,358)
Lease liabilities
-
74,318
(231,149)
(156,831)
(887,365)
217,712
(231,149)
(900,802)
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