Company Registration No. 01620340 (England and Wales)
Woods Foodservice Limited
Annual report and financial statements
for the year ended 30 April 2025
Woods Foodservice Limited
Company information
Directors
Darren Labbett
Lana Marie Bhikha
Joseph Sheridan
(Appointed 1 October 2024)
Company number
01620340
Registered office
5 Riverside Way
Uxbridge
Middlesex
UB8 2YF
Independent auditor
Saffery LLP
St John's Court
Easton Street
High Wycombe
HP11 1JX
Woods Foodservice Limited
Contents
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12 - 27
Woods Foodservice Limited
Strategic report
For the year ended 30 April 2025
1

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

Fair review of the business

Turnover for the year rose to £36.5 million, up from £35 million last year, a steady increase of around 4%. While growth was modest, it reflects a year where market conditions were difficult for a number of domestic and international reasons.

After a period of rapid growth, Woods Foodservice (WFS) took a step back to strengthen the business to position it for future growth. There was also considerable focus on internal changes including the exit of minority shareholders, not involved in the business, from the business by a share buy-back arrangement.

We’ve been investing in smarter systems, streamlining operations, and building a more resilient foundation for the future. This included rolling out new tech, improving logistics, and enhancing customer service.

The wider economic environment has been tough. High inflation, rising interest rates, and ongoing pressure on consumer spending have hit the hospitality sector hard. Many restaurants have closed, and changing work patterns, especially with fewer people commuting into central London causing a shift in demand to key areas we serve.

Despite these headwinds, we’ve maintained strong margins and improved operational efficiency, with gross profit rising to £11.3 million and gross margin holding at just over 30%.

Principal risks and uncertainties

Like others in the foodservice industry, we’re navigating a number of ongoing challenges:

- Staffing and Wage Costs: Recruiting and retaining skilled people remains difficult, and wage inflation continues to put pressure on costs.

- Sustainability Demands: Staying carbon neutral and sourcing responsibly are essential but come with added complexity and cost.

- Market Growth: The UK restaurant sector is expected to grow slowly over the next few years, limiting organic expansion opportunities.

- Climate and Supply Chain Volatility: Weather events and global supply chain issues continue to affect product availability and pricing.

Future plans

We remain focused on building a smarter, more agile business. Our key priorities include:

- Expanding Reach: We’re exploring new hub depots and potential acquisitions to grow our distribution footprint.

- Product Range Growth: We’re adding more categories, including sustainable and health-conscious options, to meet evolving customer needs.

- Sustainable Sourcing: We’re deepening our partnerships with ethical suppliers and increasing our focus on traceability and environmental impact.

- Digital Experience: A new app and refreshed website are now live, making it easier for customers to browse, order, and manage their accounts aided by the use of AI supporting forecasting and customer service team.

- Marketplace Launch: We’re developing a new B2B marketplace to offer even more choice and flexibility to our customers.

Development and performance

The Company's business activities and the material factors, which affect its future development, are set out above.

The financial position of the Company is set out in the financial statements and notes that follow. When assessing the Company’s position, the directors have prepared detailed forecasts. The directors are confident that the company has the financial strength to allow it to continue to trade and that there is no material uncertainty in respect of the Company’s ability to continue as a going concern.

Woods Foodservice Limited
Strategic report (continued)
For the year ended 30 April 2025
2
Key performance indicators

In the year to 30 April 2025:

Operating profit came in at £971k, down from £1.55 million last year, reflecting higher investment in systems and people.

- Turnover: £36.5 million (2024: £35.0 million)

- Gross Profit: £11.2 million (2024: £10.9 million)

- Gross Margin: 30.8% (2024: 31%)

- Operating Profit: £971k (2024: £1.55 million)

We’re confident that the steps we’ve taken this year will put us in a strong position to grow sustainably and adapt to whatever comes next.

On behalf of the board

Darren Labbett
Director
29 October 2025
Woods Foodservice Limited
Directors' report
For the year ended 30 April 2025
3

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

Principal activities

The principal activity of the company continued to be that of providing both general and specialist, dry, dairy, chilled, frozen and fresh produce to the quality sector of the catering industry to London and surrounding areas.

Results and dividends

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

Ordinary dividends were paid amounting to £240,000. 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:

Darren Labbett
Lana Marie Bhikha
Joseph Sheridan
(Appointed 1 October 2024)
Auditor

Saffery LLP were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Statement of directors' responsibilities

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law).

Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies 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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

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

Woods Foodservice Limited
Directors' report (continued)
For the year ended 30 April 2025
4
Medium-sized companies exemption

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

On behalf of the board
Darren Labbett
Director
29 October 2025
Woods Foodservice Limited
Independent auditor's report
To the members of Woods Foodservice Limited
5
Opinion

We have audited the financial statements of Woods Foodservice Limited (the 'company') for the year ended 30 April 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, t he 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 April 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 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.

Woods Foodservice Limited
Independent auditor's report
To the members of Woods Foodservice Limited (continued)
6

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 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. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.

Identifying and assessing risks related to irregularities:

We assessed the susceptibility of the company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the company by discussions with directors and by updating our understanding of the sector in which the company operates.

Woods Foodservice Limited
Independent auditor's report
To the members of Woods Foodservice Limited (continued)
7

Laws and regulations of direct significance in the context of the company include The Companies Act 2006 and UK Tax legislation.

Audit response to risks identified

We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of financial statement disclosures. We reviewed the company's correspondence with relevant authorities to identify potential material misstatements arising. We discussed the company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.

During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

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.

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.

Sheryl Davis
Senior Statutory Auditor
For and on behalf of Saffery LLP
29 October 2025
Statutory Auditors
St John's Court
Easton Street
High Wycombe
HP11 1JX
Woods Foodservice Limited
Statement of comprehensive income
For the year ended 30 April 2025
8
2025
2024
Notes
£
£
Turnover
2
36,526,940
35,047,253
Cost of sales
(25,269,097)
(24,181,540)
Gross profit
11,257,843
10,865,713
Distribution costs
(763,172)
(619,582)
Administrative expenses
(9,565,872)
(8,733,144)
Other operating income
42,583
38,096
Operating profit
3
971,382
1,551,083
Interest payable and similar expenses
6
(373,209)
(365,583)
Other gains and losses
(41,527)
-
Exceptional costs
7
(123,183)
-
Profit before taxation
433,463
1,185,500
Tax on profit
8
(163,010)
(294,347)
Profit for the financial year
270,453
891,153

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

Woods Foodservice Limited
Balance sheet
As at 30 April 2025
9
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
10
87,400
146,740
Tangible assets
11
2,584,407
3,009,070
Investment property
12
450,000
940,000
Investments
13
100
-
0
3,121,907
4,095,810
Current assets
Stocks
15
1,900,529
1,003,704
Debtors
16
5,030,567
4,764,006
Cash at bank and in hand
244,402
53,387
7,175,498
5,821,097
Creditors: amounts falling due within one year
17
(8,106,782)
(6,495,481)
Net current liabilities
(931,284)
(674,384)
Total assets less current liabilities
2,190,623
3,421,426
Creditors: amounts falling due after more than one year
18
(975,319)
(1,579,769)
Provisions for liabilities
Deferred tax liability
21
547,712
614,030
(547,712)
(614,030)
Net assets
667,592
1,227,627
Capital and reserves
Called up share capital
23
721
850
Capital redemption reserve
279
150
Profit and loss reserves
666,592
1,226,627
Total equity
667,592
1,227,627
The financial statements were approved by the board of directors and authorised for issue on 29 October 2025 and are signed on its behalf by:
Darren Labbett
Director
Company Registration No. 01620340
Woods Foodservice Limited
Statement of changes in equity
For the year ended 30 April 2025
10
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 May 2023
1,000
-
0
1,091,699
1,092,699
Year ended 30 April 2024:
Profit and total comprehensive income for the year
-
-
891,153
891,153
Dividends
9
-
-
(240,000)
(240,000)
Own shares acquired
(150)
150
(516,225)
(516,225)
Balance at 30 April 2024
850
150
1,226,627
1,227,627
Year ended 30 April 2025:
Profit and total comprehensive income for the year
-
-
270,453
270,453
Dividends
9
-
-
(240,000)
(240,000)
Own shares acquired
(129)
129
(590,488)
(590,488)
Balance at 30 April 2025
721
279
666,592
667,592
Woods Foodservice Limited
Statement of cash flows
For the year ended 30 April 2025
11
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
30
2,730,415
2,270,342
Interest paid
(373,209)
(365,583)
Income taxes paid
(461,654)
(413,664)
Net cash inflow from operating activities
1,895,552
1,491,095
Investing activities
Purchase of intangible assets
-
0
(25,000)
Purchase of tangible fixed assets
(289,194)
(302,786)
Proceeds on disposal of tangible fixed assets
333,237
160,367
Proceeds on disposal of investment property
448,473
-
0
Investment in subsidiaries
(100)
-
0
Net cash generated from/(used in) investing activities
492,416
(167,419)
Financing activities
Own shares acquired
(590,488)
(516,225)
Repayment of bank loans
(666,587)
(260,081)
Repayment of finance lease obligations
(699,878)
(478,050)
Dividends paid
(240,000)
(240,000)
Net cash used in financing activities
(2,196,953)
(1,494,356)
Net increase/(decrease) in cash and cash equivalents
191,015
(170,680)
Cash and cash equivalents at beginning of year
53,387
224,067
Cash and cash equivalents at end of year
244,402
53,387
Woods Foodservice Limited
Notes to the financial statements
For the year ended 30 April 2025
12
1
Accounting policies
Company information

Woods Foodservice Limited is a private company limited by shares incorporated in England and Wales. The registered office is 5 Riverside Way, Uxbridge, Middlesex, UB8 2YF.

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 investment properties at fair value. The principal accounting policies adopted are set out below.

1.2
Going concern

On the basis of the budgets that have been prepared, and the facilities that are in place, it is the view of the directors, Woods Foodservice Limited will have adequate resources to continue in operational existence for the foreseeable future and accordingly the accounts have been prepared on a going concern basis.true

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.

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.

1.4
Intangible fixed assets

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bas i s:

Website
25% straight line
1.5
Tangible fixed assets

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

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:

Leasehold improvements
2% straight line
Fixtures and fittings
20% straight line
Plant and machinery
25% straight line
Motor vehicles
20% - 25% reducing balance
Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
1
Accounting policies (continued)
13

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.

1.6
Investment properties

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value a t the reporting end date. Changes in fair value are recognised in profit or loss.

1.7
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.8
Impairment of fixed assets

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

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

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

1.9
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to net realisable value.

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.

Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
1
Accounting policies (continued)
14
1.10
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.

1.11
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, 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.

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.

Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
1
Accounting policies (continued)
15
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.

1.12
Equity instruments

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

1.13
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.

Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
1
Accounting policies (continued)
16
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. Where items recognised in other comprehensive income or equity are chargeable to or deductible for tax purposes, the resulting current or deferred tax expense or income is presented in the same component of comprehensive income or equity as the transaction or other event that resulted in the tax expense or income. 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.

1.14
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.

1.15
Retirement benefits

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

1.16
Leases

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

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

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

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
1
Accounting policies (continued)
17
1.17
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
Turnover
2025
2024
£
£
Turnover analysed by class of business
Food wholesale
36,526,940
35,047,253

All the companies income is derived from UK operations.

3
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange (gains)/losses
(25,056)
22,401
Fees payable to the company's auditor for the audit of the company's financial statements
21,250
15,000
Depreciation of owned tangible fixed assets
536,778
567,292
Depreciation of tangible fixed assets held under finance leases
372,383
316,647
Loss/(profit) on disposal of tangible fixed assets
3,189
(36,990)
Amortisation of intangible assets
59,340
54,340
Operating lease charges
710,647
718,857
4
Employees

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

2025
2024
Number
Number
Administration
31
29
Operations
88
86
Total
119
115
Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
4
Employees (continued)
18

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
4,571,410
4,374,524
Social security costs
476,258
430,203
Pension costs
139,091
91,402
5,186,759
4,896,129
5
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
342,594
285,758
Company pension contributions to defined contribution schemes
17,785
9,968
360,379
295,726

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2024 - 2).

The highest paid director in the year received remuneration and benefits of £163,684 (2024: £165,001).

6
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
63,384
102,181
Interest on invoice finance arrangements
196,879
175,159
260,263
277,340
Other finance costs:
Interest on finance leases and hire purchase contracts
107,223
88,243
Other interest
5,723
-
0
373,209
365,583
7
Exceptional costs

Exceptional costs of £123,1 83 were incurred during the year in respect of non-recurring professional fees and business advisory services relating to share buyback arrangements completed in the year and the strategic review of the company’s operations.

Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
19
8
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
230,000
362,326
Adjustments in respect of prior periods
(672)
-
0
Total current tax
229,328
362,326
Deferred tax
Origination and reversal of timing differences
(66,318)
(67,979)
Total tax charge
163,010
294,347

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

2025
2024
£
£
Profit before taxation
433,463
1,185,500
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
108,366
296,375
Tax effect of expenses that are not deductible in determining taxable profit
40,414
23,216
Permanent capital allowances in excess of depreciation
3,315
(1,383)
Non-trade related income and expenditure
10,915
-
0
Tax effect of utilisation of previous losses
-
0
(23,861)
Taxation charge for the year
163,010
294,347
9
Dividends
2025
2024
£
£
Interim paid
240,000
240,000
Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
20
10
Intangible fixed assets
Website
£
Cost
At 1 May 2024 and 30 April 2025
242,359
Amortisation and impairment
At 1 May 2024
95,619
Amortisation charged for the year
59,340
At 30 April 2025
154,959
Carrying amount
At 30 April 2025
87,400
At 30 April 2024
146,740
11
Tangible fixed assets
Leasehold improvements
Fixtures and fittings
Plant and machinery
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 May 2024
492,162
1,433,474
1,011,578
2,229,536
5,166,750
Additions
-
0
252,358
152,366
416,200
820,924
Disposals
-
0
-
0
-
0
(673,308)
(673,308)
At 30 April 2025
492,162
1,685,832
1,163,944
1,972,428
5,314,366
Depreciation and impairment
At 1 May 2024
167,974
676,587
694,065
619,054
2,157,680
Depreciation charged in the year
16,108
321,257
221,247
350,549
909,161
Eliminated in respect of disposals
-
0
-
0
-
0
(336,882)
(336,882)
At 30 April 2025
184,082
997,844
915,312
632,721
2,729,959
Carrying amount
At 30 April 2025
308,080
687,988
248,632
1,339,707
2,584,407
At 30 April 2024
324,188
756,887
317,513
1,610,482
3,009,070

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

2025
2024
£
£
Motor vehicles
1,176,011
1,137,285
Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
21
12
Investment property
2025
£
Fair value
At 1 May 2024
940,000
Disposals
(465,000)
Net gains or losses through fair value adjustments
(25,000)
At 30 April 2025
450,000

At the start of the financial year, the company owned two investment properties. One of these was sold during the period. The remaining property is carried at fair value as at the reporting date, in accordance with the requirements of FRS 102 Section 16.

The fair value has been determined by reference to the sale price of the disposed property, which was comparable in terms of location, size, use, and condition. Management considers this to be a reasonable and supportable basis for valuation. No independent valuation was obtained during the year.

The directors are satisfied that the fair value reflects current market conditions. The historical cost of the remaining property at yearend was £534,887 (2024: £1,069,774).

13
Fixed asset investments
2025
2024
Notes
£
£
Investments in subsidiaries
14
100
-
0
Movements in fixed asset investments
Shares in subsidiaries
£
Cost or valuation
At 1 May 2024
-
Additions
100
At 30 April 2025
100
Carrying amount
At 30 April 2025
100
At 30 April 2024
-
14
Subsidiaries

On 5 January 2025, Spence Foods Limited (Company number 16167001) was incorporated as a wholly owned subsidiary of Woods Foodservice Limited. The company’s registered office is located at Unit 5 Riverside Way, Uxbridge, England, UB8 2YF. All 100 issued ordinary shares are held by Woods Foodservice Limited. There was no trading activity in Spence Foods Limited during the period or up to the date these financial statements were approved, its results have not been consolidated into these financial statements.

Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
22
15
Stocks
2025
2024
£
£
Finished goods and goods for resale
1,900,529
1,003,704
16
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
3,335,790
3,102,291
Other debtors
903,010
1,002,888
Prepayments and accrued income
547,112
443,560
4,785,912
4,548,739
2025
2024
Amounts falling due after more than one year:
£
£
Corporation tax recoverable
219,655
215,267
Other debtors
25,000
-
0
244,655
215,267
Total debtors
5,030,567
4,764,006
17
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Bank loans and overdrafts
19
-
0
215,967
Obligations under hire purchase contracts
20
435,119
449,437
Trade creditors
4,215,524
2,655,480
Amounts owed to group undertakings
100
-
0
Corporation tax
134,388
362,326
Other taxation and social security
99,717
119,409
Other creditors
2,991,653
2,423,093
Accruals and deferred income
230,281
269,769
8,106,782
6,495,481

The invoice discounting facility amounting to £2,983,184 (2024: 2,271,223) is secured by fixed and floating charges over all assets held by the company.

Hire purchase liabilities amounting to £1,199,988 (2024: £1,368,037) are secured against the assets which they relate.

Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
23
18
Creditors: amounts falling due after more than one year
2025
2024
Notes
£
£
Bank loans and overdrafts
19
210,550
661,170
Obligations under hire purchase contracts
20
764,769
918,599
975,319
1,579,769
19
Loans and overdrafts
2025
2024
£
£
Bank loans
210,550
877,137
Payable within one year
-
0
215,967
Payable after one year
210,550
661,170

In the prior period there were long-term loans amounting to £387,945 these were secured by fixed charges over the investment properties held by the company. These are no longer in place at the year end.

20
Finance lease obligations
2025
2024
Future minimum lease payments due under finance leases:
£
£
Within one year
764,769
449,437
In two to five years
435,119
918,599
1,199,888
1,368,036

Finance lease payments represent rentals payable by the company for motor vehicles under hire purchase contracts. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is three years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

21
Deferred taxation

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

Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated capital allowances
547,712
614,030
Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
21
Deferred taxation (continued)
24
2025
Movements in the year:
£
Liability at 1 May 2024
614,030
Credit to profit or loss
(66,318)
Liability at 30 April 2025
547,712

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

22
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
139,091
91,402

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.

23
Share capital
2025
2024
£
£
Ordinary share capital
Issued and fully paid
"A" Ordinary shares of £1 each
621
900
"B" Ordinary shares of £1 each
100
100
721
850

The A Shares shall carry the right to one vote per share and to participate in the assets of the company on winding-up; furthermore, the A Shares shall carry such right as to dividend as the Directors shall determine.

The B Shares shall carry such right as to dividend as the Directors shall determine but otherwise the B Shares shall have no voting rights nor the right to participate in the assets of the company on winding-up.

24
Financial commitments

The company operates internationally and is exposed to foreign exchange risks arising from purchasing supplies from overseas. In order to mitigate the currency exchange risk the company was committed to purchasing €105,039 (2024: €317,652) at the year end.

In addition, the company had a financial commitment of £95,656 outstanding at the year end in respect of the repurchase of 21 Ordinary A Shares, of which a further 7 shares have been repurchased up to the date of approval of these financial statements.

Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
25
25
Operating lease commitments
Lessee

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

2025
2024
£
£
Within one year
1,042,871
791,588
Between two and five years
2,058,673
1,635,466
In over five years
413,930
625,237
3,515,474
3,052,291
Lessor

The operating leases represent leases of investment properties to third parties. The leases are negotiated over a term of one year and rentals are fixed for the duration of that year.

At the reporting end date the company had contracts with subtenants for the following minimum lease payments:

2025
2024
£
£
Within one year
15,378
26,363
Between two and five years
-
0
15,378
15,378
41,741
26
Capital commitments

Amounts contracted for but not provided in the financial statements:

2025
2024
£
£
Acquisition of tangible fixed assets
721,410
151,279
Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
26
27
Related party transactions

During the year, the company purchased goods totalling £445,713 (2024: £165,309) from a related company with directors in common. In addition, management fees of £49,667 were charged by Woods. At the year end, an amount of £40,743 (2024: £12,039) was outstanding and included within trade creditors.

Included within directors’ remuneration are amounts paid to a separate service company. During the year, fees charged by this company totalled £92,318. There were no such fees were charged in the prior year.

During the year the company also entered into an agreement with a shareholder to repurchase 150 Ordinary A Shares during the year, for a total consideration of £683,195, to be settled in tranches. As at the year end, 129 shares had been repurchased for £587,539, with 21 shares remaining and a balance of £95,656 still payable. In the prior period, the company repurchased 150 Ordinary A Shares from a separate shareholder for a consideration of £516,225. Both transactions were assessed to be at market value at the time of the respective agreements.

A loan of £13,000 was advanced to a close family member of a director during the year. The loan is interest free and repayable in instalments with final repayment due by 1 May 2030.

28
Directors' transactions

As at 30 April 2025, amounts totalling £740,000 (2024: £877,830) were due from the directors. The loan is governed by a formal agreement, secured against the borrower’s property and subject to a structured repayment plan. The entire loan is interest-free.

29
Ultimate controlling party

The ultimate controlling party of this company is Darren Labbett.

30
Cash generated from operations
2025
2024
£
£
Profit for the year after tax
270,453
891,153
Adjustments for:
Taxation charged
163,010
294,347
Finance costs
373,209
365,583
Loss/(gain) on disposal of tangible fixed assets
3,189
(36,990)
Amortisation and impairment of intangible assets
59,340
54,340
Depreciation and impairment of tangible fixed assets
909,161
883,939
Other gains and losses
41,527
-
Movements in working capital:
(Increase)/decrease in stocks
(896,825)
39,954
(Increase)/decrease in debtors
(262,173)
1,216,658
Increase/(decrease) in creditors
2,069,524
(1,438,642)
Cash generated from operations
2,730,415
2,270,342
Woods Foodservice Limited
Notes to the financial statements (continued)
For the year ended 30 April 2025
27
31
Analysis of changes in net debt
1 May 2024
Cash flows
New finance leases
30 April 2025
£
£
£
£
Cash at bank and in hand
53,387
191,015
-
244,402
Borrowings excluding overdrafts
(877,137)
666,587
-
(210,550)
Obligations under finance leases
(1,368,036)
699,878
(531,730)
(1,199,888)
(2,191,786)
1,557,480
(531,730)
(1,166,036)
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