I am pleased to present the MD report for the audited accounts of Golf Holidays Direct for the financial period ending 31st March 2025. This year has been marked by significant achievements and positive financial growth, reflecting our commitment to delivering exceptional service and experiences to our customers.

Due to the change in accounting period the Audited accounts for Golf Holidays Direct show a 17-month period to March 2025 against a prior year of 12 months to October 2023. Due to the differing periods the main indicator is the improvement in EBITDA from 0.3% to 1.5%.

The company directors believe that analysis using key performance indicators is necessary for the development and performance assessment of the business of Golf Holidays Direct.

The key performance indicators used by the business are comparing Turnover, Operating profit and Earnings before interest, tax, depreciation and amortisation (EBITDA).

Comparable statistics (Apr – Mar 24 V Apr – Mar 25)

• Travelled Revenue: Golf Holidays Direct achieved significant growth in revenue, rising from £12.4m to £16.8m, a 36% increase. Overall bookings increased by 19%, with the average price per booking increasing to £3,986 an increase of 14%.

• Travelled Margin: Increased by 44% from £1.7m to £2.5m.

Operational Review

During the year, Golf Holidays Direct continued to strengthen its core business areas:

• Key partnerships: We continue to develop key strategic relationships with out core supplier and destinations. We also, renewed our successful partnership with Nick Dougherty and Charley Hull our brand ambassadors.

• Digital Transformation: We are pleased to report the successful launch of our new website at the end of the financial year, which has already demonstrated a marked improvement in conversion rates. The revamped design, enhanced user experience, and more intuitive navigation have contributed to increased customer engagement and online bookings. Enhancements to our inhouse booking system have improved the speed of contract loading and accessibility of rates for the Sales team.

• Culture: Our commitment to fostering a positive and productive staff culture has been reinforced through targeted investments in various initiatives and programs. We have prioritised employee well-being by introducing enhanced benefits, flexible work arrangements, and a supportive work environment that encourages collaboration and innovation. Regular feedback mechanisms and open communication channels have been established to ensure that staff voices are heard and valued. These investments in our staff culture have not only improved job satisfaction and retention rates but also driven higher levels of engagement and performance, contributing to the overall success of our business.

• Marketing: We have seen significant improvement in the performance of our marketing spend through the year. Our cost per acquisition has improved through continued learning and management of the Digital spend.

• Staff development: We are investing in growing the team to match the levels of demand and growth already seen for the next year. This includes restructuring and enhanced training to continue to develop a deep knowledge of the product offering and improve the customer experience, as well as developing the management team to offer support and continual performance improvement.

• Digital Program: We have a series of system enhancements planned to continue to deliver improvements in the customer journey and automate processes within the business, allowing us to focus on the continued sales growth while managing the cost base.

• Partnerships and Marketing: We are currently working on plans to increase the marketing contributions from key partners that will allow us to increase our TV exposure and reach a wider audience. We have invested in marketing which has proven to deliver even better acquisition costs, resulting in enquiries growing by 48% in the last 6 months compared to the same period last year.

Looking ahead, Golf Holidays Direct is poised for continued growth and success. Sales and revenue are recognised by passenger’s date of departure; thus, we have a reasonable expectation of future performance. For FY26 we are currently 63% ahead of the same period this year and have achieved 89% of our budget. Our expectation is to continue to grow the revenue and EBITDA of the business.

Conclusion

The achievements of this financial year are a testament to the dedication and hard work of the entire Golf Holidays Direct team. I would like to extend my gratitude to our employees, partners, and customers for their continued support and trust in our company.

We are confident that with our strategic direction and commitment to excellence, Golf Holidays Direct will continue to thrive and deliver outstanding results in the years to come.

Thank you for your continued support.

Sincerely,

The directors present their annual report and financial statements for the Period ended 31 March 2025.

The principal activity of the company continued to be that of Travel agency activities.

The results for the Period are set out on page 8.

Ordinary dividends were paid amounting to £30,000. The directors do not recommend payment of a further dividend.

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

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; 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.

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.

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

Disclaimer of opinion on financial statements

We were engaged to audit the financial statements of Golf Holidays Direct Limited (the 'company') for the Period ended 31 March 2025 which comprise the statement of comprehensive income, 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).

We do not express an opinion on the accompanying financial statements of the company. Because of the significance of the matter described in the 'Basis for Disclaimer of Opinion' section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.

Basis for disclaimer of opinion

During the period the company was acquired by Sports Tours International Limited. In order to bring the company in line with other group companies, the income recognition policy was changed from booking date to departure date basis, this has resulted in a material adjustment being required in the Financial Statements for the period to 31 March 2025, together with the Financial Statements for the previous period to 31 October 2023 needing to be restated. The Financial Statements to 31 October 2023 had not needed to be audited, the implications of which are described in The Other Matter paragraph in this Report

We were unable to confirm or verify the information extracted from the accounting system relating to the adjustment to deferred income of £3,168,836  and the associated costs incurred of £580,038 on the deferred income at 31 October 2023, as the information was provided retrospectively. As a result of these matters, we were unable to determine whether any further adjustments might have been found necessary .

Opinions on other matters prescribed by the Companies Act 2006

Because of the significance of the matter described in the basis for disclaimer of opinion section of our report, we have been unable to form an opinion, whether based on the work undertaken in the course of the audit:

• the information given in the strategic report and the directors' report for the financial period 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.

Notwithstanding our disclaimer of an opinion on the financial statements, in the light of the knowledge and understanding of the company and its environment obtained in the course of the audit performed subject to the pervasive limitation described above, we have not identified material misstatements in the strategic report or the directors' report.

Arising from the limitation of our work referred to above:

• we have not obtained all the information and explanations that we considered necessary for the purposes of our audit; and

• we were unable to determine whether adequate accounting records have been kept

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:

• 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.

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.

Our responsibility is to conduct an audit of the company's financial statements in accordance with International Standards on Auditing (UK) and to issue an auditor's report.

However, because of the matter described in the basis for disclaimer of opinion section of our report, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.

We are independent of the company in accordance with 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.

There are inherent limitations in the audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any. The risk of not detecting a material misstatement resulting from fraud is higher than one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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.

Other matters which we are required to address

The financial statements for the year ended 31 October 2023 were eligible for audit exemption, therefore the comparative period within these financial statements are unaudited.

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.

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

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

Golf Holidays Direct Limited is a private company limited by shares incorporated in England and Wales. The registered office is The Spectrum, 56/58 Benson Road, Birchwood, Warrington, Cheshire, WA3 7PQ.

The company has an extended reporting period of 17 months. This is to bring the company in line with the ultimate parent company's year end. This means the comparative amounts presented in the financial statements (including the related notes) are not entirely comparable.

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.

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.

During the period the company was acquired, and following this the Income recognition policy was changed to bring it in line with other group companies.

Income is now recognised in line with the departure date relating to the travel package rather than booking date. Consequently the prior period figures have been restated.

The effect of this is that at 31 March 2025 a provision of £11,632,605 for deferred income is provided as a liability, resulting in a net liabilities exceeding current assets by £2,473,961. The costs in relation to these bookings are also deferred and disclosed in Prepayments.

Turnover represents the revenue from tours and other services supplied to customers in respect of holidays, trips and tours, stated after the deduction of trade discounts.

Income from the sale of holidays is recognised when the significant risks and rewards have been transferred to the customer. In respect of tours and packages arranged internally, this is recognised on the date of travel.

No revenue is recognised if there are significant uncertainties regarding recovery of the income due or possible refunds of money received.

Monies received from customers at the balance sheet date relating to holidays commencing after the balance sheet date is deferred and included with trade creditors. The related payments in respect of these holidays is also deferred and included within prepayments.

Where the company acts as principal, turnover is stated at the contractual value of the services provided.

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

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:

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.

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.

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.

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, 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, 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.

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.

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.

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, 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.

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.

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

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.

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

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.

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

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

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

Their aggregate remuneration comprised:

The actual charge/(credit) for the Period can be reconciled to the expected charge for the Period based on the profit or loss and the standard rate of tax as follows:

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

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.

During the year, the company entered into a non-cancellable service agreement with a third-party social media influencer for the promotion and endorsement of its products across various digital platforms.

At the reporting date, the future minimum financial commitments under this agreement come to a total of £278,750 (2023: £NIL).

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:

At the period end date the company owed the director £nil (2023: £280,000). The loan was repaid in full during the period.

The following amounts were outstanding at the reporting end date:

At the period end date there was an inter-company loan to Luxurywatchesdirect Limited of £nil (2023: £94,200). This balance was repaid in full during the period.

At the period end date there was an inter-company loan to Sports Tours International Limited of £855,200 (2023: £nil).

During the period, the company had a change in control.

The immediate parent company is ASR Travel Group Limited, a company registered in England and Wales.

The ultimate parent company is Sports Tours International Limited, a company registered in England and Wales. The registered office of Sports Tours International Limited is The Spectrum, 56-58 Benson Road Birchwood, Warrington, Cheshire, WA3 7PQ.

By virtue of a majority shareholding in the ultimate parent company, the company is considered to be under the control of the Done family.

The following are the parents of the largest and smallest groups in which this company's results are consolidated:

During the period, the company was acquired by it's new Parent, Sports Tours International Limited.

To bring accounting policies in line with group reporting, the company made a change in accounting policy with regards revenue and direct cost recognition. The company now reports its revenue on a departure basis, having previously recognised revenue on a booked basis.

The impact of this change in the can be seen below.