REGISTERED NUMBER: 08224754 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 MARCH 2025

FOR

X FORCE GROUP LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

S Thornton

D J Whitaker

REGISTERED OFFICE:

3-1-5 Health Club

Lancaster Business Park

Mannin Way, Caton Road

Lancaster

Lancashire

LA1 3PE

REGISTERED NUMBER:

08224754 (England and Wales)

ACCOUNTANTS:

Wallwork Nelson & Johnson

Chandler House

7 Ferry Road Office Park

Riversway

Preston

Lancashire

PR2 2YH

FIXED ASSETS

Intangible assets

4

545

545

Tangible assets

5

3,883,893

3,956,002

Investments

6

100

100

3,884,538

3,956,647

CURRENT ASSETS

Debtors

7

155,840

1,894

Cash at bank

28,879

100

184,719

1,994

CREDITORS

Amounts falling due within one year

8

2,348,348

2,850,092

NET CURRENT LIABILITIES

(2,163,629

)

(2,848,098

)

TOTAL ASSETS LESS CURRENT LIABILITIES

1,720,909

1,108,549

CREDITORS

Amounts falling due after more than one year

9

(1,312,436

)

(773,464

)

PROVISIONS FOR LIABILITIES

(57,312

)

(43,295

)

NET ASSETS

351,161

291,790

CAPITAL AND RESERVES

Called up share capital

11

125

125

Share premium

199,975

199,975

Retained earnings

151,061

91,690

SHAREHOLDERS' FUNDS

351,161

291,790

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 28 March 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 28 March 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 22 December 2025 and were signed on its behalf by:

S Thornton - Director

1.	STATUTORY INFORMATION

X Force Group Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Preparation of consolidated financial statements

The financial statements contain information about X Force Group Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Patents and licences are valued at cost. Amortisation has not been provided as any potential charge would be immaterial.

Tangible fixed assets

Tangible fixed assets are stated at cost less accumulated depreciation and any provision for impairment in value.

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life or, if held under finance lease, over the lease term, whichever is the shorter.

Freehold property - not provided

Plant and machinery - 10 straight line

Fixtures and fittings - 10 straight line

Freehold property is maintained to ensure that its value does not diminish over time. The maintenance costs are charged to the profit and loss account as they are incurred. In the opinion of the directors, depreciation would be immaterial and, therefore, freehold property is not depreciated.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Financial instruments

A basic financial instrument is a contract that gives rise to a financial asset in one entity and a financial liability or equity instrument of another entity.

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. Trade and other debtors and amounts owed from group undertakings are measured at the undiscounted amount of cash or other consideration expected to be received.

Financial assets are assessed for indicators of impairment at each reporting end date with any impairment loss being recognised in profit and loss.

Basic financial liabilities, including creditors and loans are recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest.

Loans are initially measured at the present value of future payments, discounted at a market rate of interest, and subsequently at amortised cost using the effective interest method.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Financial instruments

Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as either financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all if it liabilities.

Going concern

The director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus continues to adopt the going concern basis of accounting in preparing the annual financial statements.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was NIL (2024 - NIL).

4.	INTANGIBLE FIXED ASSETS

Patents

and

licences

£

COST

At 29 March 2024

and 28 March 2025

545

NET BOOK VALUE

At 28 March 2025

545

At 28 March 2024

545

5.	TANGIBLE FIXED ASSETS

Fixtures

Freehold

Plant and

and

property

machinery

fittings

Totals

£

£

£

£

COST

At 29 March 2024

3,120,000

327,019

922,019

4,369,038

Additions

-

-

58,137

58,137

At 28 March 2025

3,120,000

327,019

980,156

4,427,175

DEPRECIATION

At 29 March 2024

-

123,854

289,182

413,036

Charge for year

-

32,701

97,545

130,246

At 28 March 2025

-

156,555

386,727

543,282

NET BOOK VALUE

At 28 March 2025

3,120,000

170,464

593,429

3,883,893

At 28 March 2024

3,120,000

203,165

632,837

3,956,002

The freehold property was valued on an open market basis on 8 April 2024 by Christie & Co.

6.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 29 March 2024

and 28 March 2025

100

NET BOOK VALUE

At 28 March 2025

100

At 28 March 2024

100

7.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

28/3/25

28/3/24

£

£

Other debtors

115,100

-

Tax

38,846

-

VAT

1,894

1,894

155,840

1,894

8.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

28/3/25

28/3/24

£

£

Bank loans and overdrafts

103,751

-

Other loans

-

14,738

Amounts owed to group undertakings

1,582,086

2,108,624

Tax

38,846

-

Other creditors

621,874

725,090

Accrued expenses

1,791

1,640

2,348,348

2,850,092

9.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

28/3/25

28/3/24

£

£

Bank loans - 1-2 years

112,975

-

Bank loans - 2-5 years

402,836

-

Bank loans more 5 yr by instal

796,625

-

Other loans - 1-2 years

-

16,249

Other loans - 2 -5 years

-

59,438

Other loans more 5yrs instal

-

697,777

1,312,436

773,464

28/3/25

28/3/24

£

£

Amounts falling due in more than five years:

Repayable by instalments

Bank loans more 5 yr by instal

796,625

-

Other loans more 5yrs instal

-

697,777

796,625

697,777

10.	SECURED DEBTS

The following secured debts are included within creditors:

28/3/25

28/3/24

£

£

Bank loans

1,416,187

-

Other loans

-

788,202

Other creditors

621,874

725,090

2,038,061

1,513,292

Various legal charges have been filed at companies house which are secured over the assets of the company and it's subsidiary.

11.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

28/3/25

28/3/24

value:

£

£

400

A Ordinary

0.125

50

50

400

B Ordinary

0.125

50

50

200

C Ordinary

0.125

25

25

125

125

12.	CONTINGENT LIABILITIES

During the year, the Company refinanced its senior debt facilities with HSBC UK Bank PLC. In connection with this refinancing, the Company entered into an acknowledgement of debt with a shareholder in respect of historic financial support provided to the business.

Under this acknowledgement, a total amount of £1.2 million is recognised as potentially payable. This amount represents all loans advanced by the shareholder together with approximately nine years of compounded interest, arising from financial support provided to the Company between August 2013 and January 2016. This support included funding provided in addition to the shareholder’s share capital and assistance with the acquisition of fourteen X-Force training machines used in the business.

Of the total acknowledged amount, £527,486 has been recognised as a liability at the year end, representing additional capital introduced by the shareholder, separate from share capital and equipment contributions.

The acknowledged debt is secured by a legal charge over certain Company assets, which ranks behind the fixed and floating charge held by HSBC UK Bank PLC.

The Directors consider that repayment of the remaining unrecognised balance, amounting to £672,514, would be dependent upon the future realisation of certain assets of the Company. As repayment of this balance is contingent upon future events outside the Company’s control, no provision has therefore been made in these accounts in respect of that amount, other than the existence of a second-ranking legal charge over certain Company assets.

13.	RELATED PARTY DISCLOSURES

Included in other creditors is an amount of £527,486 (2024: £527,486) owed to M Thulin, a shareholder of the company. No interest has been charged during the year.

Included in other creditors is an amount of £94,389 (2024: £181,411) owed to D Whitaker, a director and shareholder of the company. Interest amounting to £39,600 (2024: £35,200) has been charged during the year.

Included in other debtors is an amount of £115,100 owed from S Thornton, a director and shareholder of the company. No interest has been charged during the year.