Company Registration No. 06268764 (England and Wales)
AMERICOLD SPALDING LTD
FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 DECEMBER 2024
AMERICOLD SPALDING LTD
CONTENTS
Page
Strategic report
2 - 6
Directors' report
7
Directors' responsibilities statement
8
Independent auditor's report
9 - 12
Profit and loss account
13
Statement of comprehensive income
13
Balance sheet
14
Statement of changes in equity
15
Statement of cash flows
16
Notes to the financial statements
17 - 29
AMERICOLD SPALDING LTD
COMPANY INFORMATION
- 1 -
Directors
Mr Richard Winnall
Mr Nathan Harwell
Mr Earl Wells
(Appointed 15 January 2024)
Mr Andrew Mates
(Appointed 1 November 2024)
Company number
06268764
Registered office
C/O Americold Whitchurch Ltd
Shakespeare Way
Whitchurch Business Park
Whitchurch
Shropshire
SY13 1LJ
Auditor
TC Group
1-4 London Road
Spalding
Lincolnshire
PE11 2TA
AMERICOLD SPALDING LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -

The directors present the strategic report for the period ended 31 December 202 4. The financial statements have been prepared under FRS 102.

We present a balanced and comprehensive review of the development and performance of the business during the year and its position at the year end.

Principal activities

The principal activity of the company is that of multi-temperature warehousing and distribution in the United Kingdom.

Objectives and measures

We aim to be the chosen food storage and distribution partner for cost, service, flexibility and quality.

To support that objective we are focused on five key strategies:

- Industry Leading Risk Management - Protecting our people, the environment and our reputation.

- Lean Integrated Operating Model - Optimising resources to drive improvement.

- Commercial Effectiveness - To drive and promote customer relationships.

- Agile & Responsive Business - Delivering outstanding customer service.

- Inspirational Leadership - To grow our people and to be an employer of choice.

Fair review of the business

The net profit after tax for the financial year amounted to £703,126 (202 3 - Profit of £2,736,626). At 31 December 202 4 the net assets totalled £10,438,213 (202 4 - £9,735,087).

The directors are satisfied with the balance sheet position at the year end.

Principal risks and uncertainties

The company operates in a competitive environment and as such it needs to provide a quality and flexible service to its customers at an appropriate price. In order to deliver that service, the company continues to invest in its infrastructure and people.

The company maintains contact with customers through regular dialogue across all levels of the business to ensure that customer expectations continue to be met. Senior management review the business weekly through a number of operational KPI’s to ensure that both service and cost remain on target.

Key performance indicators

We consider that our key financial performance indicators and those that communicate the financial performance and strength of the company are turnover and profit margins. During the accounting period the company's turnover was £12,955,119, which, when compared to the prior financial year of £13,302,209, shows a slight decrease of 2% on the 202 3 accounting year. Gross profit margin for 202 4 remained strong although decreased from 44% in 202 3 to 38% due to rising labour, rent and rates costs.

AMERICOLD SPALDING LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
Financial risk management

The company's operations expose it to a variety of financial risks that include credit risk and price risk. The company has in place a risk management programme that seeks to limit the adverse effect on the financial performance of the company by monitoring levels of debt finance and the related finance costs.

Financial risks

Credit risk

The company has implemented policies that require appropriate credit checks on potential customers before goods or services are supplied. The amount of exposure to customers is subject to individual limits, which are reassessed regularly by the directors. The company’s standard customer terms and conditions allows retention of customer stock until all outstanding amounts are settled.

Price risk

The company is exposed to commodity price risk as a result of its operations, However, given the size of the company's operations, the costs of managing exposure to commodity price risk exceed any potential benefits. The directors will revisit the appropriateness of this policy should the company's operations change in size or nature. The company has no exposure to equity securities price risk as it holds no listed or other equity investments.

Interest rate risk

The company uses basic financial instruments to manage the exposure to fluctuating interest rates. The company uses basic financial instruments to manage the exposure to fluctuating interest rates such as entering leases on fixed interest terms.

Foreign exchange risk

While the greater part of the company's revenues and expenses are denominated in sterling, the company is exposed to some foreign exchange risk in the normal course of business. While the company has not used complex financial instruments to date to hedge foreign exchange exposure, this position is kept constantly under review.

Cashflow Risk

The company reduces cashflow risk by ensuring good customer relations are maintained, thus invoices are paid on a timely basis. This ensures funds are available to pay liabilities when they come due.

AMERICOLD SPALDING LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -

Stakeholder Engagement and Section 172(1) statement

This section describes how the directors have had regard to the matters set out in section 172(1) (a) to (f) and forms the directors’ statement required under 414CZA of The Companies Act 2006.

The Board has approved a Code of Ethics which sets out Americold Spalding Ltd’s approach to responsible and ethical business behaviour with the underlying principle that everyone working for the company, including the directors, must adhere to the highest standards of integrity, loyalty, fairness and confidentiality, including meeting all legal and regulatory requirements. Specific policies and procedures on the prevention, detection and investigation of fraud, bribery and corruption and modern slavery have been approved by the Board.

As part of the Board’s role, it seeks to ensure that it is cognisant of the long-term impact of any decisions. To that end, the Board periodically reviews the company’s strategy and regularly seeks updates on strategic issues which may impact the business. Additionally, the Board requires management to prepare annually a Business Plan for the following year, including Americold Spalding Ltd’s annual projections and funding requirements, as well as completing a review of business risks, both principal and emerging. In that context, any matters presented to the Board for approval need to align with the Company and Group’s strategy and Business Plan.

Key stakeholders

Shareholder expectations

Shareholder’s expectations are that we continue to maintain current levels of business performance and provide them with a return for their investment.

Employees

Ensuring the health, safety and wellbeing of employees is the number one value at the core of Americold Spalding Ltd’s business operations, with the aim to provide a safe working environment where risks to health and safety are assessed and controlled. The Health & Safety manual of the company outlines the policies and procedures that all employees must adhere to. The Board approves the Health and Safety Policy and monitors safety performance on an ongoing basis.

On commencement of employment, employees are issued with Americold Spalding Ltd’s Health & Safety Policy. This is reviewed by the Health & Safety officers and updated accordingly. The policy has been updated to reflect the COVID-19 pandemic, and while this is now not affecting operations as much as in 2020, steps are still being taken to spread infections. This Health & Safety policy is available to view by all staff.

During the year the Board received regular updates from the site leadership team on employee engagement processes and issues being addressed.

Employee involvement

During the year, the policy of providing employees with the information about the company has continued through regular briefings, staff magazines and other communication forms. It is believed that this flow of information encourages the involvement of employees in the company's endeavours, an improved sense of community and achieves a common employee awareness of the financial and economic factors affecting the performance of the company.

Customers

Americold Spalding Ltd.’s customers include retailers and food processing businesses. These customer groups, and their various representative bodies, are key stakeholders with well-established engagement channels in place.

During the year the Board monitored customer service performance, receiving regular reports on customer key performance indicators, including on time delivery and customers satisfaction.

AMERICOLD SPALDING LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 5 -
Suppliers
The Board recognises the key role suppliers play in ensuring Americold Spalding Ltd delivers a reliable service to customers: in supplying cold food storage.
The Board ensures that formal contract management arrangements are in place throughout the duration of key supplier contracts. The Board received updates during the year on the company's supplier payment practices.
Along with other members of the leadership team, the executive directors oversee the relationships with key suppliers, with other Board members having opportunities to meet informally with key suppliers on occasions.
Group
At the year end, the company's immediate parent is Americold Holdings UK Limited from 12 July 2023.
The company's highest UK parent entity is Americold Holdings UK Limited, incorporated in Northern Ireland.
The ultimate parent is Americold Realty Trust, incorporated in United States of America.
The most senior parent entity producing publicly available financial statements is Americold Realty Trust. These financial statements are available upon request from 10 Glenlake Parkway, South Tower, Suite 600, Atlanta, Georgia, USA
The ultimate controlling party is Americold Realty Trust.
Regulators
Other than employees, customers and suppliers, the Board has identified a number of other key stakeholders, including its regulatory bodies. The company is regulated by the Driver and Vehicle Licensing Agency (DVLA), the Road Haulage Association (RHA) and Food Storage and Distribution Federation (FSDF). Americold Spalding Ltd ensures that regulations imposed by these stakeholders are strictly adhered to in terms of safety and compliance.
Community and environment
Through its mainstream business activities and various specific initiatives, Americold Spalding Ltd seeks to make a positive impact on the communities in which it operates. The company has a policy to aid a range of local sporting, educational and recreational clubs and events. This is agreed by stakeholders within the business, such as employees, and achieved directly through sponsorship and donations, as well as indirectly by providing employee time and skills.
AMERICOLD SPALDING LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
How stakeholders' interests have influenced decision making
Americold Spalding Ltd recognises the importance of engaging with stakeholders to help inform strategy and Company decision-making. Relevant stakeholder interests, including those of employees, customers, suppliers, regulators and others are taken into account by the Company when it takes decisions. Principal decisions are those which are material, or of strategic importance, and also those which are significant to any of the business' key stakeholder groups.
During the year, the business worked with its employees and wider stakeholders to roll out the Mission, Vision and Values of the business - communicating these through employee focus sessions and engaging with key stakeholders as to how the business could reflect the mission, vision and values of the Americold Group.

On behalf of the board

Mr Andrew Mates
Director
20 November 2025
AMERICOLD SPALDING LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -

The directors present their annual report and financial statements for the year ended 31 December 2024.

Principal activities

The principal activity of the company continued to be that of a warehousing and storage facility.

Results and dividends

The results for the year are set out on page 13.

No ordinary dividends were paid. 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 Marc Smernoff
(Resigned 12 January 2024)
Mr Richard Winnall
Mr Che Yuen
(Resigned 31 October 2024)
Mr Nathan Harwell
Mr Earl Wells
(Appointed 15 January 2024)
Mr Andrew Mates
(Appointed 1 November 2024)
Mr Frank Van Berkel
(Appointed 1 November 2024 and resigned 21 May 2025)
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.

On behalf of the board
Mr Andrew Mates
Director
20 November 2025
AMERICOLD SPALDING LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -

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:

- select suitable accounting policies and then apply them consistently;

- make judgements and accounting estimates that are reasonable and prudent;

- stare whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company 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 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.

AMERICOLD SPALDING LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AMERICOLD SPALDING LTD
- 9 -
Opinion

We have audited the financial statements of Americold Spalding Ltd (the 'company') for the year ended 31 December 2024 which comprise the profit and loss account, the balance sheet, 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:

- give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit 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 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.

AMERICOLD SPALDING LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF AMERICOLD SPALDING LTD
- 10 -

Opinions on other matters prescribed by the Companies Act 2006

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

- the information given in the strategic report and the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

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 identifie d material misstatements in the strategic report or the directors' r eport.

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, or returns adequate for our audit have not been received from branches not visited by us; or

- the 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' r esponsibilities s tatement, 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Extent to which the audit was considered capable of detecting irregularities, including fraud

The objectives of our audit, in respect to fraud, are: to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and its management.

AMERICOLD SPALDING LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF AMERICOLD SPALDING LTD
- 11 -

Our approach was as follows:

- We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussion with the directors and other management (as required by auditing standards), and discussed with the directors and other management the policies and procedures regarding compliance with laws and regulations;

- We considered the legal and regulatory frameworks directly applicable to the financial statements reporting framework (FRS 102 and the Companies Act 2006) and the relevant tax compliance regulations in the UK;

- We considered the nature of the industry, the control environment and business performance, including the key drivers for management’s remuneration;

- We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit;

- We considered the procedures and controls that the company has established to address risks identified, or that otherwise prevent, deter and detect fraud; and how senior management monitors those programmes and controls.

Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included: testing manual journals; reviewing the financial statement disclosures and testing to supporting documentation; performing analytical procedures; and enquiring of management, and were designed to provide reasonable assurance that the financial statements were free from fraud or error.

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. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/Our-Work/Audit/Audit-and-assurance/Standards-and-guidance/Standards-and-guidance-for-auditors/Auditors-responsibilities-for-audit/Description-of-auditors-responsibilities-for-audit.aspx. This description forms part of our auditor’s report.

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.

AMERICOLD SPALDING LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF AMERICOLD SPALDING LTD
- 12 -

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.

Josh Rowbottom (Senior Statutory Auditor)
For and on behalf of TC Group
20 November 2025
Statutory Auditor
1-4 London Road
Spalding
Lincolnshire
PE11 2TA
AMERICOLD SPALDING LTD
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
2024
2023
Notes
£
£
Turnover
3
12,955,120
13,302,209
Cost of sales
(8,053,649)
(7,383,726)
Gross profit
4,901,471
5,918,483
Distribution costs
(750)
(11,237)
Administrative expenses
(4,011,961)
(3,130,129)
Operating profit
4
888,760
2,777,117
Interest receivable and similar income
7
15,343
-
0
Interest payable and similar expenses
8
(79)
(180)
Profit before taxation
904,024
2,776,937
Tax on profit
9
(200,898)
(40,311)
Profit for the financial year
703,126
2,736,626

The profit and loss account has been prepared on the basis that all operations are continuing operations.

AMERICOLD SPALDING LTD
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 14 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
10
2,099,360
1,457,498
Current assets
Stocks
11
7,553
640
Debtors
12
9,808,437
10,714,206
Cash at bank and in hand
-
0
209,367
9,815,990
10,924,213
Creditors: amounts falling due within one year
13
(1,154,358)
(2,524,743)
Net current assets
8,661,632
8,399,470
Total assets less current liabilities
10,760,992
9,856,968
Provisions for liabilities
Deferred tax liability
14
322,779
121,881
(322,779)
(121,881)
Net assets
10,438,213
9,735,087
Capital and reserves
Called up share capital
17
100
100
Profit and loss reserves
10,438,113
9,734,987
Total equity
10,438,213
9,735,087

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 20 November 2025 and are signed on its behalf by:
Mr Andrew Mates
Director
Company registration number 06268764 (England and Wales)
AMERICOLD SPALDING LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 15 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2023
100
6,998,361
6,998,461
Year ended 31 December 2023:
Profit and total comprehensive income
-
2,736,626
2,736,626
Balance at 31 December 2023
100
9,734,987
9,735,087
Year ended 31 December 2024:
Profit and total comprehensive income
-
703,126
703,126
Balance at 31 December 2024
100
10,438,113
10,438,213
AMERICOLD SPALDING LTD
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 16 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
20
938,098
(558,810)
Interest paid
(79)
(180)
Income taxes refunded
1,900
-
0
Net cash inflow/(outflow) from operating activities
939,919
(558,990)
Investing activities
Purchase of tangible fixed assets
(1,286,129)
(539,062)
Proceeds from disposal of tangible fixed assets
121,500
54,533
Interest received
15,343
-
0
Net cash used in investing activities
(1,149,286)
(484,529)
Financing activities
Payment of finance leases obligations
-
0
(24,383)
Net cash used in financing activities
-
(24,383)
Net decrease in cash and cash equivalents
(209,367)
(1,067,902)
Cash and cash equivalents at beginning of year
209,367
1,277,269
Cash and cash equivalents at end of year
-
0
209,367
AMERICOLD SPALDING LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 17 -
1
Accounting policies
Company information

Americold Spalding Ltd is a private company limited by shares incorporated in England and Wales. The registered office is C/O Americold Whitchurch Ltd, Shakespeare Way, Whitchurch Business Park, Whitchurch, Shropshire, SY13 1LJ.

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 a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, [modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value]. The principal accounting policies adopted are set out below.

1.2
Going concern

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

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recover ed.

1.4
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.

AMERICOLD SPALDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 18 -

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:

Plant and machinery
15% straight line method
Office equipment
15% reducing balance
Motor vehicles
25% straight line method

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.

1.5
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible 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.

1.6
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

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.

AMERICOLD SPALDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 19 -
1.7
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.

1.8
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 balance sheet 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.

AMERICOLD SPALDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 20 -
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 paymen ts 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. A m ounts 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 s ubsequently 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 th r ough 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.

1.9
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.

AMERICOLD SPALDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 21 -
1.10
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account 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 profit and loss account, 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.

1.11
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.

1.12
Retirement benefits

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

1.13
Leases

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 lease s asset are consumed.

AMERICOLD SPALDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 22 -
1.14
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.

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.

3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Chilled storage
3,931,991
4,848,415
Haulage
453,002
190,270
Frozen storage
6,784,324
7,132,379
Miscelleneous income, including tempering
1,785,803
1,131,145
12,955,120
13,302,209
2024
2023
£
£
Other revenue
Interest income
15,343
-
AMERICOLD SPALDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
4
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange differences apart from those arising on financial instruments measured at fair value through profit or loss
(2,285)
(18,854)
Fees payable to the company's auditor for the audit of the company's financial statements
21,000
20,000
Depreciation of owned tangible fixed assets
520,406
351,111
Loss/(profit) on disposal of tangible fixed assets
2,361
(21,264)
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
21,000
20,000
6
Employees

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

2024
2023
Number
Number
42
49

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
2,128,460
1,857,301
Social security costs
211,550
164,042
Pension costs
37,299
34,621
2,377,309
2,055,964
AMERICOLD SPALDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
15,343
-
0
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
15,343
-
0
8
Interest payable and similar expenses
2024
2023
£
£
Other finance costs:
Interest on finance leases and hire purchase contracts
79
180
9
Taxation
2024
2023
£
£
Deferred tax
Origination and reversal of timing differences
200,898
40,311

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:

2024
2023
£
£
Profit before taxation
904,024
2,776,937
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.50%)
226,006
652,580
Group relief
(25,108)
(612,269)
Taxation charge for the year
200,898
40,311
AMERICOLD SPALDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 25 -
10
Tangible fixed assets
Plant and machinery
Office equipment
Motor vehicles
Total
£
£
£
£
Cost
At 1 January 2024
2,355,201
270,152
347,165
2,972,518
Additions
1,257,356
28,773
-
0
1,286,129
Disposals
-
0
-
0
(145,008)
(145,008)
At 31 December 2024
3,612,557
298,925
202,157
4,113,639
Depreciation and impairment
At 1 January 2024
1,281,141
166,900
66,979
1,515,020
Depreciation charged in the year
416,195
26,886
77,325
520,406
Eliminated in respect of disposals
-
0
-
0
(21,147)
(21,147)
At 31 December 2024
1,697,336
193,786
123,157
2,014,279
Carrying amount
At 31 December 2024
1,915,221
105,139
79,000
2,099,360
At 31 December 2023
1,074,060
103,252
280,186
1,457,498
11
Stocks
2024
2023
£
£
Miscellaneous stock
7,553
640
12
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
2,691,698
2,191,286
Amounts owed by group undertakings
6,960,995
8,257,437
Other debtors
71,570
125,112
Prepayments and accrued income
84,174
140,371
9,808,437
10,714,206
AMERICOLD SPALDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 26 -
13
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Trade creditors
667,628
77,918
Corporation tax
1,900
-
0
Other taxation and social security
40,283
777,049
Deferred income
15
81,667
71,415
Other creditors
29,691
-
0
Accruals and deferred income
333,189
1,598,361
1,154,358
2,524,743
14
Deferred taxation

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

Liabilities
Liabilities
2024
2023
Balances:
£
£
Accelerated capital allowances
322,779
121,881
2024
Movements in the year:
£
Liability at 1 January 2024
121,881
Charge to profit or loss
200,898
Liability at 31 December 2024
322,779

The deferred tax liability set out above is expected to reverse within 12 months and relates to accelerated capital allowances that are expected to mature within the same period.

15
Deferred income
2024
2023
£
£
Other deferred income
81,667
71,415
AMERICOLD SPALDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 27 -
16
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
37,299
34,621

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.

17
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
100
100
100
100
AMERICOLD SPALDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 28 -
18
Related party transactions

Summary of transactions with parent and other related parties

The Company has taken advantage of the exemptions available to them from the requirement to disclose transactions with group companies on the grounds that consolidated financial statements are prepared by its parent group as detailed in the note below.

19
Ultimate controlling party

At the year end, t he company's immediate parent is Americold Holdings UK Limited, incorporated in England and Wales.

The ultimate parent is Americold Realty Trust, incorporated in the United States of America.

The most senior parent entity producing publicly available financial statements is Americold Realty Trust. These financial statements are publicly available. The address of Americold Realty Trust is 10 Glenlake Parkway, South Tower, Suite 600, Atlanta, Georgia, USA.

20
Cash generated from/(absorbed by) operations
2024
2023
£
£
Profit for the year after tax
703,126
2,736,626
Adjustments for:
Taxation charged
200,898
40,311
Finance costs
79
180
Investment income
(15,343)
-
0
Loss/(gain) on disposal of tangible fixed assets
2,361
(21,264)
Depreciation and impairment of tangible fixed assets
520,406
351,111
Movements in working capital:
(Increase)/decrease in stocks
(6,913)
5,834
Decrease/(increase) in debtors
905,769
(3,416,987)
Decrease in creditors
(1,382,537)
(272,267)
Increase in deferred income
10,252
17,646
Cash generated from/(absorbed by) operations
938,098
(558,810)
AMERICOLD SPALDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 29 -
21
Analysis of changes in net funds
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
209,367
(209,367)
-
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