Caseware UK (AP4) 2024.0.164 2024.0.164 2025-06-302025-06-30truetruetruetrue1054falsetrue2024-07-011165falsefalse 07054337 2024-07-01 2025-06-30 07054337 2023-07-01 2024-06-30 07054337 2025-06-30 07054337 2024-06-30 07054337 2023-07-01 07054337 1 2024-07-01 2025-06-30 07054337 1 2023-07-01 2024-06-30 07054337 6 2024-07-01 2025-06-30 07054337 6 2023-07-01 2024-06-30 07054337 1 2024-07-01 2025-06-30 07054337 e:CompanySecretary1 2024-07-01 2025-06-30 07054337 e:Director2 2024-07-01 2025-06-30 07054337 e:Director3 2024-07-01 2025-06-30 07054337 e:RegisteredOffice 2024-07-01 2025-06-30 07054337 d:Buildings d:ShortLeaseholdAssets 2024-07-01 2025-06-30 07054337 d:Buildings d:ShortLeaseholdAssets 2025-06-30 07054337 d:Buildings d:ShortLeaseholdAssets 2024-06-30 07054337 d:FurnitureFittings 2024-07-01 2025-06-30 07054337 d:FurnitureFittings 2025-06-30 07054337 d:FurnitureFittings 2024-06-30 07054337 d:FurnitureFittings d:OwnedOrFreeholdAssets 2024-07-01 2025-06-30 07054337 d:OwnedOrFreeholdAssets 2024-07-01 2025-06-30 07054337 d:ComputerSoftware 2025-06-30 07054337 d:ComputerSoftware 2024-06-30 07054337 d:OtherResidualIntangibleAssets 2024-07-01 2025-06-30 07054337 d:CurrentFinancialInstruments 2025-06-30 07054337 d:CurrentFinancialInstruments 2024-06-30 07054337 d:CurrentFinancialInstruments d:WithinOneYear 2025-06-30 07054337 d:CurrentFinancialInstruments d:WithinOneYear 2024-06-30 07054337 d:ReportableOperatingSegment1 2024-07-01 2025-06-30 07054337 d:ReportableOperatingSegment1 2023-07-01 2024-06-30 07054337 d:UKTax 2024-07-01 2025-06-30 07054337 d:UKTax 2023-07-01 2024-06-30 07054337 d:ShareCapital 2025-06-30 07054337 d:ShareCapital 2024-06-30 07054337 d:ShareCapital 2023-07-01 07054337 d:RetainedEarningsAccumulatedLosses 2024-07-01 2025-06-30 07054337 d:RetainedEarningsAccumulatedLosses 2025-06-30 07054337 d:RetainedEarningsAccumulatedLosses 2023-07-01 2024-06-30 07054337 d:RetainedEarningsAccumulatedLosses 2024-06-30 07054337 d:RetainedEarningsAccumulatedLosses 2023-07-01 07054337 d:AcceleratedTaxDepreciationDeferredTax 2025-06-30 07054337 d:AcceleratedTaxDepreciationDeferredTax 2024-06-30 07054337 d:TaxLossesCarry-forwardsDeferredTax 2025-06-30 07054337 d:TaxLossesCarry-forwardsDeferredTax 2024-06-30 07054337 e:OrdinaryShareClass1 2024-07-01 2025-06-30 07054337 e:OrdinaryShareClass1 2025-06-30 07054337 e:OrdinaryShareClass1 2024-06-30 07054337 e:FRS102 2024-07-01 2025-06-30 07054337 e:Audited 2024-07-01 2025-06-30 07054337 e:FullAccounts 2024-07-01 2025-06-30 07054337 e:PrivateLimitedCompanyLtd 2024-07-01 2025-06-30 07054337 d:WithinOneYear 2025-06-30 07054337 d:WithinOneYear 2024-06-30 07054337 d:BetweenOneFiveYears 2025-06-30 07054337 d:BetweenOneFiveYears 2024-06-30 07054337 2 2024-07-01 2025-06-30 07054337 d:ComputerSoftware d:OwnedIntangibleAssets 2024-07-01 2025-06-30 07054337 f:PoundSterling 2024-07-01 2025-06-30 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 07054337










JUNIOR ADVENTURES GROUP UK LTD










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2025

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
COMPANY INFORMATION


Directors
C Jones 
M Clare 




Company secretary
A Crocker



Registered number
07054337



Registered office
5a Millars Brook Business Park
Molly Millars Lane

Wokingham

England

RG41 2AD




Independent auditors
HaysMac LLP

10 Queen Street Place

London

EC4R 1AG





 
JUNIOR ADVENTURES GROUP UK LTD
 

CONTENTS



Page
Strategic Report
1 - 2
Directors' Report
3 - 5
Independent Auditors' Report
6 - 9
Statement of Comprehensive Income
10
Statement of Financial Position
11
Statement of Changes in Equity
12
Notes to the Financial Statements
13 - 26


 
JUNIOR ADVENTURES GROUP UK LTD
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2025

Introduction
 
The directors present their Strategic Report and financial statements for the year ended 30 June 2025.

Business review
 
Junior Adventures Group UK Ltd is a wholly owned subsidiary of JAG UK Bidco Limited, and whose ultimate parent is JAG UK Topco Limited.
Management prioritisation and focus in the year have again shown improvement on key strategic enablers:
 
People Stability: Absence and Labour Turnover
Recruitment and Retention
Programming Quality
 
These initiatives have enabled growth in the number of school and leisure centre settings, and total attendance levels. There has been continued progress with people capability and leadership, which in turn has improved the quality of the delivery (98% Ofsted compliance) culminating in much stronger financial performance.

Future developments

The Company continues to follow its strategic objectives of organic attendance growth within existing sites as well as the nationwide launch of new sites as it further entrenches its position as the UK’s leading holiday camp and wraparound childcare provider. Operational efficiencies at both a delivery and support office level continue to be a critical focus for the business. High service quality and product delivery remain the cornerstone of the business model.
Where opportunities arise, the Company will seek to acquire other UK providers of camp and wraparound childcare.
Historically the ‘School-Aged Childcare’ sector in the UK has not benefited from long standing funding similar to other markets including Early Years. However, over the year, the Group’s UK trading subsidiaries obtained funding via the Department of Education’s National Wraparound Fund to create new provision where none previously existed, as well as expand spaces in existing clubs. This has enabled Junior Adventures Group to provide more spaces for families through investment in workforce and training, as well as providing additional training for team members and resources to support Special Educational Needs and Disability (SEND) children.  The National Wraparound Fund continues to operate until March 2026. Within Labour Government manifesto was the pledge for Universal Breakfast Clubs, a pilot (test & learn) early adopter phase was launched in 750 school in April 2025, JAG are part of the test and learn phase to ensure we protect the PVI (Private, Voluntary and Independent) Providers and highlight the importance of Providers within the scheme in preparation for rollout across 2026, providing every child the opportunity to attend breakfast club and have a nutritious breakfast for 30 minutes with part subsidy.
No other matter or circumstance has arisen since 30 June 2025 that has significantly affected, or may significantly affect the entity's operations, the results of those operations, or the entity's situation in future financial years.

Page 1

 
JUNIOR ADVENTURES GROUP UK LTD
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025

Principal risks and uncertainties
 
The Company's operations and that of its trading subsidiaries are subject to a variety of financial and non-financial risks. Operational risks are mitigated by comprehensive insurance policies in place within each entity. The key financial risk to the business is cash flow, which is monitored regularly by management and further reviewed in detail as part of the monthly reporting process. Cashflows are carefully managed and when necessary, further funds are available through capital raises and Group financial support.
Other than the risks identified above, the directors see minimal risk within this area of the business.

Financial key performance indicators
 
The Company continues to be assessed on a range of KPI's, with primary focus being on revenue, gross profit margin, EBITDA, and EBITDA margin.
     30 June 2025   30 June 2024
Revenue    £14,967,339   £13,415,820
Gross profit margin   38.3%    38.1%
EBITDA     £1,223,795   £545,983
EBITDA margin    8.2%     4.1%

Sustainability and corporate social responsibility
The Company is fully aware of its environmental, social, and economic responsibilities to its and those of its subsidiaries’ employees, shareholders, customers, suppliers and the wider public and will continue to develop and evolve policies and procedures to ensure these responsibilities are met.


This report was approved by the board and signed on its behalf.



................................................
A Crocker
Secretary

Date: 5 January 2026

Page 2

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2025

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

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and 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 for the Company's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

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 to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Principal activity

The Company's principal activity is to facilitate child day-care activities.

Results and dividends

The profit for the year, after taxation, amounted to £1,075,646 (2024: £425,043).

Directors

The directors who served during the year were:

C Jones 
M Clare 

Future developments and financial risk management

The Company has chosen, in accordance with Companies Act 2006, s.414C(11), to set out in the Company's Strategic Report, the information relating to future developments and financial risk management.

Page 3

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025

Engagement with employees

The Company values open communication and active engagement with its workforce. During the year, the following actions were taken:
Information sharing:
Regular updates on business performance and strategic developments were provided through internal newsletters, company-wide email communications, quarterly town hall meetings, and cascaded information sharing via leadership channels.
Consultation and feedback:
Employees were consulted on matters affecting them, including health and safety and operational changes. Feedback was gathered through employee surveys and regular touchpoints with the leadership team, which informed management decisions.
Employee involvement:
Initiatives such as performance-linked bonus schemes and recognition programs were implemented to encourage participation in the Company’s success.
Training and development:
The Company continued to invest in professional development, offering training programs to enhance skills and career progression.

Disabled employees

The Company is committed to equal opportunities for all employees, including those with disabilities. Our policy includes:
Recruitment: 
Disabled applicants receive full and fair consideration for all vacancies.
Retention and adjustment: 
Where employees become disabled during employment, reasonable adjustments are made to retain them in suitable roles.
Training: 
Disabled employees have access to training and career development opportunities on equal terms with other staff.

Qualifying third party indemnity provisions

Director's liability and indemnity insurance was in force throughout the year and prior period to cover the directors and officers of the Company against actions brought against them in their personal capacity. Neither the insurance nor the indemnity provide cover where the individual has acted fraudulently or dishonestly.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Page 4

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025

Post balance sheet events

On 1 September 2025, the Company acquired the trade and assets of Dawn Until Dusk Ltd under a hive-across arrangement. This acquisition was completed after the reporting date and will be reflected in the next financial year’s accounts.

Auditors

The auditorsHaysMac LLPwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 



................................................
A Crocker
Secretary

Date: 5 January 2026

Page 5

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JUNIOR ADVENTURES GROUP UK LTD
 

Opinion


We have audited the financial statements of Junior Adventures Group UK LTD (the 'Company') for the year ended 30 June 2025, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 30 June 2025 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 Auditors' 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 United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


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


Page 6

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JUNIOR ADVENTURES GROUP UK LTD (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the 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 identified material misstatements in the Strategic Report or the Directors' Report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


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' Responsibilities Statement set out on page 3, 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.


Page 7

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JUNIOR ADVENTURES GROUP UK LTD (CONTINUED)


Auditors' 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 Auditors' 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. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud.
Based on our understanding of the Company and industry, we identified that the principal risks of non- compliance with laws and regulations related to regulatory requirements for the business and trade regulations, and we have considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006, income tax, payroll tax and sales tax.
We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to revenue and management bias in accounting estimates. Audit procedures performed by the engagement team included:
 
inspecting correspondence with regulators and tax authorities;
discussion with management including consideration of known or suspected instances of non-compliance with laws and regulations and fraud;
evaluating management's controls designed to prevent and detect irregularities;
identifying and testing journals, in particular journal entries posted with unusual account combinations, postings by unusual users. or with unusual descriptions; and
challenging assumptions and judgements made by management in their critical accounting estimates.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.


Page 8

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF JUNIOR ADVENTURES GROUP UK LTD (CONTINUED)


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our 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 Auditors' 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.



Michael Crowson (Senior Statutory Auditor)
for and on behalf of
HaysMac LLP
Statutory Auditors
10 Queen Street Place
London
EC4R 1AG

5 January 2026
Page 9

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2025

2025
2024
Note
£
£

Turnover
 4 
14,967,339
13,415,820

Cost of sales
  
(9,239,392)
(8,303,405)

Gross profit
  
5,727,947
5,112,415

Administrative expenses
  
(5,041,725)
(4,711,585)

Other operating income
 5 
409,876
31,430

Operating profit
 6 
1,096,098
432,260

Interest receivable and similar income
 10 
669
696

Interest payable and similar expenses
 11 
(149)
(185)

Profit before tax
  
1,096,618
432,771

Tax on profit
 12 
(20,972)
(7,728)

Profit for the financial year
  
1,075,646
425,043

There was no other comprehensive income for 2025 (2024£nil).

The notes on pages 13 to 26 form part of these financial statements.

Page 10

 
JUNIOR ADVENTURES GROUP UK LTD
REGISTERED NUMBER: 07054337

STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2025

2025
2024
Note
£
£

Fixed assets
  

Intangible assets
 13 
-
49,524

Tangible assets
 14 
98,344
116,677

  
98,344
166,201

Current assets
  

Stocks
 15 
113,174
-

Debtors
 16 
3,576,587
2,269,203

Cash at bank and in hand
 17 
356,071
374,789

  
4,045,832
2,643,992

Creditors: amounts falling due within one year
 18 
(3,230,919)
(2,972,582)

Net current assets/(liabilities)
  
 
 
814,913
 
 
(328,590)

Net assets/(liabilities)
  
913,257
(162,389)


Capital and reserves
  

Called up share capital 
 20 
100
100

Profit and loss account
 21 
913,157
(162,489)

  
913,257
(162,389)


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


................................................
M Clare
Director

Date: 5 January 2026

The notes on pages 13 to 26 form part of these financial statements.

Page 11

 
JUNIOR ADVENTURES GROUP UK LTD
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 July 2023
100
(587,532)
(587,432)



Profit for the year
-
425,043
425,043



At 1 July 2024
100
(162,489)
(162,389)



Profit for the year
-
1,075,646
1,075,646


At 30 June 2025
100
913,157
913,257


The notes on pages 13 to 26 form part of these financial statements.

Page 12

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025

1.


General information

Junior Adventures Group UK Ltd is a private company, limited by shares, incorporated and registered in England and Wales. The Company's registered number is 07054337 and registered office address is 5a Millars Brook Business Park, Molly Millars Lane, Wokingham, England, RG41 2AD.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Panther Topco Pty Ltd as at 30 June 2025 and these financial statements may be obtained from 126-130 Phillip Street, Sydney, New South Wales, Australia.

Page 13

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025

2.Accounting policies (continued)

 
2.3

Going concern

The Company has net current assets of £814,913 (2024: £328,590 net current liabilities) and total net assets of £913,257 (2024: £162,389 total net liabilities) at the Statement of Financial Position date.
The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the following reasons.
The directors have performed an evaluation of going concern which is comprised of quantitative and qualitative analyses and includes such factors as current financial condition, and that the intercompany debt will not be recalled within the going concern period.
That assessment is dependant on Junior Adventures Pty Ltd and Panther Topco Pty Ltd providing additional financial support during the going concern assessment period and not recalling intercompany loans. Junior Adventures Pty Ltd and Panther Topco Pty Ltd have indicated their intention to continue to make such funds available as are needed by the Company through the going concern period. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.
Consequently, the directors are confident that the Company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of the financial statements and therefore have prepared the financial statements on a going concern basis.

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

Page 14

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025

2.Accounting policies (continued)

 
2.5

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.8

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

Page 15

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025

2.Accounting policies (continued)

 
2.9

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.


 
2.10

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Computer software
-
5
years

 
2.11

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Page 16

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025

2.Accounting policies (continued)


2.11
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following bases:

Short-term leasehold property
-
33%
straight line
Fixtures and fittings
-
33%
and 50% straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Equipment is expensed to profit or loss.

 
2.12

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.13

Debtors

Short-term debtors are measured at transaction price, less any impairment.

 
2.14

Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

 
2.15

Creditors

Short-term creditors are measured at the transaction price.

Page 17

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the Company's accounting policies, which are described above, management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.


4.


Turnover

An analysis of turnover by class of business is as follows:


2025
2024
£
£

Sales
14,967,339
13,415,820


All turnover arose within the United Kingdom.


5.


Other operating income

2025
2024
£
£

Other operating income
7,828
31,430

Fees receivable (intercompany transfer pricing)
402,048
-

409,876
31,430


Page 18

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025

6.


Operating profit

The operating profit is stated after charging/(crediting):

2025
2024
£
£

Irrecoverable VAT write off
313,836
312,753

Exchange differences
3,519
3,603

Amortisation of intangible fixed assets
49,524
54,026

Depreciation of tangible fixed assets
78,173
58,625

Research and development expenditure
-
1,013

Donations
5,124
3,321

Bad debt (reversal)/expense
46,226
(93,456)


7.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:


2025
2024
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
15,500
14,740


8.


Employees

Staff costs, including directors' remuneration, were as follows:


2025
2024
£
£

Wages and salaries
9,541,998
8,696,130

Social security costs
297,710
235,198

Cost of defined contribution scheme
51,864
42,327

9,891,572
8,973,655


The average monthly number of employees, including the directors, during the year was as follows:


        2025
        2024
            No.
            No.







Employees
1,165
1,054

Page 19

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025

9.


Directors' remuneration

2025
2024
£
£

Directors' emoluments
370,300
363,733

Company contributions to defined contribution pension schemes
4,415
3,963

374,715
367,696


During the year retirement benefits were accruing to 2 directors (2024: 2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £228,273 (2024: £209,071).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £1,773 (2024: £1,321).


10.


Interest receivable

2025
2024
£
£


Other interest receivable
669
696


11.


Interest payable and similar expenses

2025
2024
£
£


Bank interest payable
149
185

Page 20

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025

12.


Taxation


2025
2024
£
£


Current tax on profits for the year
-
-

Total current tax
-
-

Deferred tax


Origination and reversal of timing differences
20,972
7,728

Total deferred tax
20,972
7,728


Total tax charge
20,972
7,728

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2024: lower than) the standard rate of corporation tax in the UK of 25% (2024:25%). The differences are explained below:

2025
2024
£
£


Profit on ordinary activities before tax
1,096,618
432,771


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024: 25%)
274,155
142,710

Effects of:


Expenses not deductible for tax purposes
27,881
1,487

Adjustments to tax charge in respect of prior periods
1,281
6,875

Deferred tax not provided
(580,812)
(243,780)

Effects of group relief/other reliefs
298,467
100,436

Total tax charge for the year
20,972
7,728


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 21

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025

13.


Intangible assets




Computer software

£



Cost


At 1 July 2024
157,576



At 30 June 2025

157,576



Amortisation


At 1 July 2024
108,052


Charge for the year
49,524



At 30 June 2025

157,576



Net book value



At 30 June 2025
-



At 30 June 2024
49,524



Page 22

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025

14.


Tangible fixed assets





Short-term leasehold property
Fixtures and fittings
Total

£
£
£



Cost


At 1 July 2024
1,934
369,330
371,264


Additions
-
59,840
59,840



At 30 June 2025

1,934
429,170
431,104



Depreciation


At 1 July 2024
1,934
252,653
254,587


Charge for the year 
-
78,173
78,173



At 30 June 2025

1,934
330,826
332,760



Net book value



At 30 June 2025
-
98,344
98,344



At 30 June 2024
-
116,677
116,677


15.


Stocks

2025
2024
£
£

Finished goods and goods for resale
113,174
-


Page 23

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025

16.


Debtors

2025
2024
£
£

Trade debtors
538,263
487,781

Amounts owed by group undertakings
1,791,192
1,351,744

Other debtors
26,862
8,152

Prepayments and accrued income
1,147,103
327,387

Tax receivable
39,509
39,509

Deferred taxation
33,658
54,630

3,576,587
2,269,203


Included in trade debtors is a bad debt provision of £99,290 (2024: £64,170).
Amounts owed by group undertakings are interest free, and payable on demand.


17.


Cash

2025
2024
£
£

Cash at bank and in hand
356,071
374,789



18.


Creditors: amounts falling due within one year

2025
2024
£
£

Trade creditors
349,619
338,045

Amounts owed to group undertakings
453,302
320,870

Other taxation and social security
314,320
228,741

Other creditors
662,644
614,172

Accruals and deferred income
1,451,034
1,470,754

3,230,919
2,972,582


Amounts owed to group undertakings are interest free, and payable on demand.

Page 24

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025

19.


Deferred taxation




2025


£



At beginning of year
54,630


Charged to profit or loss
(20,972)



At end of year
33,658

The deferred tax asset is made up as follows:

2025
2024
£
£


Fixed asset timing differences
6,173
1,487

Short term timing differences - trading
27,485
53,143

33,658
54,630


20.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



100 (2024: 100) Ordinary shares of £1.00 each
100
100



21.


Reserves

Profit and loss account

Includes accumulated profits and losses less dividends paid.


22.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. Contributions totalling £109,940 (2024: £154,578) were payable to the fund at the Statement of Financial Position date and are included in other creditors.

Page 25

 
JUNIOR ADVENTURES GROUP UK LTD
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025

23.


Commitments under operating leases

At 30 June 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2025
2024
£
£


Not later than 1 year
10,310
23,615

Later than 1 year and not later than 5 years
8,592
18,902

18,902
42,517


24.


Post balance sheet events

On 1 September 2025, the Company acquired the trade and assets of Dawn Until Dusk Ltd under a hive-across arrangement. This acquisition was completed after the reporting date and will be reflected in the next financial year’s accounts.


25.


Controlling party

The Company's immediate parent company is JAG UK Bidco Limited, a company incorporated in England and Wales. Its registered office address is 5a Millars Brook Business Park, Molly Millars Lane, Wokingham, England, RG41 2AD.
The smallest group in which the results of the Company are consolidated is that headed by JAG UK Topco Limited, a company incorporated in England and Wales. The consolidated accounts can be obtained from Companies House.
The largest group in which the results of the Company are consolidated is that headed by Panther Topco Pty Ltd, a company incorporated in Australia. Panther Topco Pty Ltd is the Company's ultimate parent company. The consolidated financial statements can be obtained from its registered office address, which is 126-130 Phillip Street, Sydney, New South Wales, Australia.
The directors confirm there to be no single ultimate controlling party.

Page 26