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Registered number: 06880871 THAT BOURNEMOUTH COMPANY LIMITED CONSOLIDATED ANNUAL REPORT FOR THE YEAR ENDED 31 JULY 2024
THAT BOURNEMOUTH COMPANY LIMITED COMPANY INFORMATION
Directors | R S Kelvin CBE
| L D Page
| S A Brown
| P S Tisdale
Registered number | 06880871
Registered office | 18 Albert Road
| Bournemouth
| England
| BH1 1BZ
Independent auditor | Cooper Parry Group Limited
| Statutory Auditor
| Abbey Square
| Davidson House
| Reading
| RG1 3EU
THAT BOURNEMOUTH COMPANY LIMITED CONTENTS
| Page
Group strategic report | 1 - 2
Directors' report | 3 - 4
Independent auditor's report | 5 - 8
Consolidated profit and loss account | 9
Consolidated statement of comprehensive income | 10
Consolidated balance sheet | 11
Company balance sheet | 12 - 13
Consolidated statement of changes in equity | 14
Company statement of changes in equity | 14
Consolidated statement of cash flows | 15
Consolidated analysis of net debt | 16
Notes to the financial statements | 17 - 36
THAT BOURNEMOUTH COMPANY LIMITED GROUP STRATEGIC REPORT FOR THE YEAR ENDED 31 JULY 2024
Introduction
The directors present their strategic report of the company and the group for the year ended 31 July 2024. The Group's activities consist primarily of the operation of 2 hotels plus an associated car park in Bournemouth as well as the rental of luxury apartments held for resale, also located in Bournemouth. The hotels operate under the Hilton and Hampton by Hilton brands.
Review of business
During the year to 31 July 2024 the group saw trading at its hotels and car park into their ninth year. The businesses achieved good occupancy and daily rates. After the year end the group entered into a sale and leaseback of its Hampton by Hilton property and its adjacent car park. The transaction has exchanged and legal completion is expected shortly. The £18.5m combined sales proceeds, when completed, will be applied to reducing outstanding bank indebtedness to around £10m, repayable in December 2028. HSBC has agreed in principle to a replacement loan on new terms repayable in March 2031. Most apartments are either sold or subject to lettings. The residential facility was renewed post year end, in March 2026, for another 5 years. The group's day-to-day hotel and car park operations are cash flow positive such that short term liquidity is of limited concern. The directors regularly review the maturity of borrowings and refinancing options are considered to ensure that there is sufficient liquidity within the group.
Financial risk management and objectives
The group has a bank facility with HSBC. The group is exposed to market movements on floating interest rate borrowings. The group manages its floating interest rate risk by using interest rate hedging on the vast majority of its long-term floating-rate borrowings. The group operates in a competitive regional market with other branded competition and there is a risk that competitor actions could have a detrimental impact on it. The group relies on its experienced hotel management service provider, Michels and Taylor Limited to review the market continually and to develop strategies that are regularly reviewed in line with competitor decisions and actions. Health and safety The group is exposed to health and safety risks whilst its employees work, customers stay and others visit the group's properties. The group relies on its experienced hotel management service providers to manage these risks from day-to-day, including the implementation of training, preventative maintenance and reporting regimes. The group's hotels comply with Hilton Hotels' health and safety brand standards. Health and safety is regularly reviewed with the hotel management services providers. The group also works with its car park operator regarding health and safety at its car park. The apartments benefit from an EWS1 Certificate from a qualified fire engineer, issued in September 2022 following an invasive inspection of the external wall systems. The certificate confirms a low safety risk attaching to the external wall systems for the building shared by the apartments and the Hilton Hotel. The apartments are registered with the Building Safety Regulator. Information Technology The group's hotels and car park are reliant on information technology for their day-to-day operations, so the failure of core systems would significantly disrupt trading and its operations and adversely impact performance. In addition, there is a risk that customer data, including payment card data, could be compromised. The group relies on its experienced hotel management service providers to manage these risks from day-to-day for the hotels, and on Worldpay - an experienced provider of international secure payment services - to manage these risks on its behalf. Page 1
THAT BOURNEMOUTH COMPANY LIMITED GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 JULY 2024
Key performance indicators
2024 2023 £000 £000 Revenue 13,760 14,845 EBITDA 1,026 2,306 As the hotels and car park entered their ninth year of trading and performance has been positive with good occupancy and rates being achieved compared to their peers, and the hotels maintaining market leadership in their respective segments of the local market. However, in common with most hotels, the cost of living crisis has impacted leisure demand at the same time as increasing operating costs, so operating profits were impacted during the year. Since the year end the trend has started to reverse. The group's food and beverage businesses, including its meetings and events business, trades predominantly from That Bournemouth Big Hotel Limited's Hilton Hotel. Trading was satisfactory in the face of a competitive market. The car park continues to benefit from the strong occupancy of the two hotels, with steady operating profitability.
Risks and uncertainties
The directors are of the opinion that its Bournemouth hotels remain well placed to prosper in the future. The financial statements have been prepared on a going concern basis. The directors have reviewed and considered the relevant information including future trading projections and available banking facilities in making that assessment. This report was approved by the board and signed on its behalf.
................................................ S A Brown Director
Date: 10 April 2026
Page 2
THAT BOURNEMOUTH COMPANY LIMITED DIRECTORS' REPORT FOR THE YEAR ENDED 31 JULY 2024 The directors present their report and the financial statements for the year ended 31 July 2024.
Directors' responsibilities statement
The directors are responsible for preparing the group strategic report, the directors' report and the consolidated 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 the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to: ∙select suitable accounting policies for the group's financial statements and then apply them consistently; ∙make judgements and accounting estimates that are reasonable and prudent; and ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group 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 the group and to 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Principal activity
The principal activity of the company continued to be that of managing the development of various properties in which it retains a freehold interest, receiving ground rents and managing the estate. The principal activity of the group includes operating hotels and associated businesses and developing properties for residential sale.
Results and dividends
The loss for the year, after taxation, amounted to £3,151,888 (2023: loss of £408,069). No dividends will be distributed for the year ended 31 July 2024 (2023: £Nil).
Directors
The directors who served during the year were:
R S Kelvin CBE
L D Page
S A Brown
P S Tisdale
Qualifying third party indemnity provisions
The company has made qualifying third party indemnity provisions for the benefits of its directors which were made during the year and remain in force at the date of this report. Page 3
THAT BOURNEMOUTH COMPANY LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 JULY 2024
Disclosure of information to auditor
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 and the group's auditor is 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 and the group's auditor is aware of that information.
Post balance sheet events
A subsidiary, That Bournemouth Street Bar Limited, ceased its restaurant operations and commenced rental of the property to a third party restaurant, post year end in February 2025. In March 2026, a subsidiary, That Bournemouth Penthouses Limited's bank loan was renewed and the term extended for a further 5 years. As noted in notes 2.3 and 18, the group has entered into the sale and lease back of two properties after the year end that will, when completed, realise proceeds of £18.5m, £18m of which will be used to reduce bank debt.
Auditor
The auditor, Cooper Parry Group Limited, will 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.
S A Brown Director
Date: 10 April 2026
Page 4
THAT BOURNEMOUTH COMPANY LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THAT BOURNEMOUTH COMPANY LIMITED
Opinion
We have audited the financial statements of That Bournemouth Company Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 July 2024, which comprise the consolidated profit and loss account, the consolidated statement of comprehensive income, the group and company balance sheet, the group and company statement of changes in equity, the consolidated statement of cash flows, the consolidated analysis of net debt and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). In our opinion the financial statements: ∙give a true and fair view of the state of the group's and of the parent company's affairs as at 31 July 2024 and of the group's loss 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 group 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 group's or the parent 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 5
THAT BOURNEMOUTH COMPANY LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THAT BOURNEMOUTH COMPANY LIMITED (CONTINUED)
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.
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 group 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 group 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the group 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or ∙the parent company 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 group's and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so. Page 6
THAT BOURNEMOUTH COMPANY LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THAT BOURNEMOUTH COMPANY LIMITED (CONTINUED)
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 Group 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: We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We discussed with the directors the policies and procedures in place regarding compliance with laws and regulations. We discussed amongst the audit team the identified laws and regulations, and remained alert to any indications of non-compliance. During the audit we focused on laws and regulations which could reasonably be expected to give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation and enquiries with management. Our procedures in relation to fraud, included but were not limited to: inquires of management whether they have any knowledge of any actual, suspected or alleged fraud, and discussions amongst the audit team regarding risk of fraud such as opportunities for fraudulent manipulation of financial statements. We determined that the principal risks related to posting manual journal entries to manipulate financial performance and management bias through judgements in accounting estimates and challenged the assumptions and judgements made by management in its significant accounting estimates. We also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud. Our tests included agreeing the financial statement disclosures to underlying supporting documentation. 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 auditor's report. Page 7
THAT BOURNEMOUTH COMPANY LIMITED INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF THAT BOURNEMOUTH COMPANY LIMITED (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 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. James Maxwell (Senior Statutory Auditor) for and on behalf of Cooper Parry Group Limited Statutory Auditor Abbey Square Davidson House Reading RG1 3EU 14 April 2026 Page 8
THAT BOURNEMOUTH COMPANY LIMITED CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31 JULY 2024
|  | As restated
| 2024 | 2023
Note | £ | £
Turnover | 4 | 13,760,097 | 14,844,699
Cost of sales |  | (7,814,748) | (8,212,189)
Gross profit |  | 5,945,349 | 6,632,510
Administrative expenses |  | (6,171,553) | (5,536,382)
Other operating income | 5 | 7,502 | 1,357
Operating (loss)/profit | 6 | (218,702) | 1,097,485
Change in fair value of interest rate swap profit/(loss) |  | (356,699) | 159,298
Interest receivable and similar income |  | 534 | 4
Interest payable and similar expenses | 10 | (2,609,402) | (2,258,838)
Loss before tax |  | (3,184,269) | (1,002,051)
Tax on loss | 11 | 32,381 | (164,825)
Loss for the financial year |  | (3,151,888) | (1,166,876)
Loss for the year attributable to: |  |  |
Owners of the parent |  | (3,151,888) | (1,166,876)
The notes on pages 17 to 36 form part of these financial statements.
Page 9
THAT BOURNEMOUTH COMPANY LIMITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 JULY 2024
|  |  |  |  | As restated
|  |  |  | 2024 | 2023
|  |  | Note | £ | £
Loss for the financial year |  | (3,151,888) | (1,166,876)
Other comprehensive income |  |  |
Total comprehensive income for the year |  | (3,151,888) | (1,166,876)
Total comprehensive income attributable to: |  |  |
Owners of the parent company |  | (3,151,888) | (1,166,876)
The notes on pages 17 to 36 form part of these financial statements.
Page 10
THAT BOURNEMOUTH COMPANY LIMITED REGISTERED NUMBER: 06880871 CONSOLIDATED BALANCE SHEET AS AT 31 JULY 2024
|  |  |  | As restated
|  | 2024 |  | 2023
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Intangible assets | 12 |  | 99,271 |  | 129,123
Tangible assets | 13 |  | 42,886,282 |  | 43,790,601
Investments | 14 |  | - |  | -
|  |  | 42,985,553 |  | 43,919,724
Current assets |  |  |  |  |
Stocks | 15 | 5,231,448 |  | 5,230,463 |
Debtors | 16 | 3,211,538 |  | 2,780,657 |
Cash at bank |  | 1,123,663 |  | 1,318,452 |
|  | 9,566,649 |  | 9,329,572 |
Creditors: amounts falling due within one year | 18 | (40,810,412) |  | (35,857,681) |
Net current liabilities |  |  | (31,243,763) |  | (26,528,109)
Total assets less current liabilities |  |  | 11,741,790 |  | 17,391,615
Creditors: amounts falling due after more than one year | 19 |  | (13,047,488) |  | (16,500,853)
Net (liabilities)/assets |  |  | (1,305,698) |  | 890,762
Capital and reserves |  |  |  |  |
Called up share capital | 24 |  | 100 |  | 100
Capital contribution reserve | 25 |  | 955,428 |  | 732,072
Profit and loss account | 25 |  | (2,261,226) |  | 158,590
Shareholders' funds |  |  | (1,305,698) |  | 890,762
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
................................................ S A Brown
Director
Date: 10 April 2026
The notes on pages 17 to 36 form part of these financial statements. Page 11
THAT BOURNEMOUTH COMPANY LIMITED REGISTERED NUMBER: 06880871 COMPANY BALANCE SHEET AS AT 31 JULY 2024
|  |  |  | As restated
|  | 2024 |  | 2023
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Tangible assets | 13 |  | 5,150 |  | -
Investments | 14 |  | 3 |  | 3
|  |  | 5,153 |  | 3
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 16 | 30,011,588 |  | 28,460,342 |
Cash at bank and in hand | 17 | 12,643 |  | 1,552 |
|  | 30,024,231 |  | 28,461,894 |
Creditors: amounts falling due within one year | 18 | (17,588,890) |  | (16,838,930) |
Net current assets |  |  | 12,435,341 |  | 11,622,964
Total assets less current liabilities |  |  | 12,440,494 |  | 11,622,967
Creditors: amounts falling due after more than one year | 19 |  | (12,911,182) |  | (12,201,199)
Net liabilities |  |  | (470,688) |  | (578,232)
Capital and reserves |  |  |  |  |
Called up share capital | 24 |  | 100 |  | 100
Capital contribution reserve | 25 |  | 955,428 |  | 732,072
Profit and loss account brought forward |  | (1,310,404) |  | (1,172,653) |
Loss for the year |  | (847,884) |  | (896,558) |
Transfer to profit and loss account |  | 732,072 |  | 758,807 |
Profit and loss account carried forward |  |  | (1,426,216) |  | (1,310,404)
|  |  | (470,688) |  | (578,232)
Page 12
THAT BOURNEMOUTH COMPANY LIMITED REGISTERED NUMBER: 06880871 COMPANY BALANCE SHEET (CONTINUED) AS AT 31 JULY 2024 The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
................................................ S A Brown
Director
Date: 10 April 2026
The notes on pages 17 to 36 form part of these financial statements. Page 13
THAT BOURNEMOUTH COMPANY LIMITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 JULY 2024
| Called up share capital | Other reserves | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 August 2022 | 100 | 758,807 | 566,659 | 1,325,566
Loss for the year | - | - | (1,166,876) | (1,166,876)
Transfer of notional interest | - | (758,807) | 758,807 | -
Fair value adjustments | - | 732,072 | - | 732,072
At 1 August 2023 (as previously stated) | 100 | 3,542,301 | 158,590 | 3,700,991
Prior year adjustment (see note 26) | - | (2,810,229) | - | (2,810,229)
At 1 August 2023 (as restated) | 100 | 732,072 | 158,590 | 890,762
Loss for the year | - | - | (3,151,888) | (3,151,888)
Transfer of notional interest | - | (732,072) | 732,072 | -
Fair value adjustments | - | 955,428 | - | 955,428
At 31 July 2024 | 100 | 955,428 | (2,261,226) | (1,305,698)
COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 JULY 2024
| Called up share capital | Other reserves | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 August 2022 | 100 | 758,807 | (1,172,653) | (413,746)
Loss for the year | - | - | (896,558) | (896,558)
Transfer of notional interest | - | (758,807) | 758,807 | -
Fair value adjustments | - | 732,072 | - | 732,072
At 1 August 2023 (as previously stated) | 100 | 3,542,301 | (1,310,404) | 2,231,997
Prior year adjustment (see note 26) | - | (2,810,229) | - | (2,810,229)
At 1 August 2023 (as restated) | 100 | 732,072 | (1,310,404) | (578,232)
Loss for the year | - | - | (847,884) | (847,884)
Transfer of notional interest | - | (732,072) | 732,072 | -
Fair value adjustments | - | 955,428 | - | 955,428
At 31 July 2024 | 100 | 955,428 | (1,426,216) | (470,688)
Page 14
THAT BOURNEMOUTH COMPANY LIMITED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 JULY 2024
|  |  |  | As restated
|  |  | 2024 | 2023
|  |  | £ | £
Cash flows from operating activities |  |
Loss for the financial year | (3,151,888) | (1,166,876)
Adjustments for: |  |
Amortisation of intangible assets | 29,852 | 29,800
Depreciation of tangible fixed assets | 1,214,551 | 1,179,194
Interest paid | 2,609,402 | 2,258,838
Finance income | (534) | (4)
Taxation charge | (32,381) | 164,825
(Increase)/decrease in stocks | (985) | 828,897
(Increase) in debtors | (398,500) | (770,449)
Increase in creditors | 974,769 | 1,042,975
Fair value movements in derivatives | 356,699 | (159,298)
Net cash generated from operating activities | 1,600,985 | 3,407,902
Cash flows from investing activities |  |
Purchase of tangible fixed assets | (310,232) | (582,013)
Interest received | 534 | 4
Net cash from investing activities | (309,698) | (582,009)
Cash flows from financing activities |  |
Repayment of bank loans | (650,149) | (1,260,641)
Repayment of hire purchase | 108,063 | 63,197
Loans due from/(repaid to) directors | 933,340 | (472,316)
Interest paid | (1,877,330) | (1,500,031)
Net cash used in financing activities | (1,486,076) | (3,169,791)
Net (decrease) in cash and cash equivalents | (194,789) | (343,898)
Cash and cash equivalents at beginning of year | 1,318,452 | 1,662,350
Cash and cash equivalents at the end of year | 1,123,663 | 1,318,452
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 1,123,663 | 1,318,452
The notes on pages 17 to 36 form part of these financial statements.
Page 15
THAT BOURNEMOUTH COMPANY LIMITED CONSOLIDATED ANALYSIS OF NET DEBT FOR THE YEAR ENDED 31 JULY 2024
|  | At 1 August 2023 | Cash flows | Other non-cash changes | At 31 July 2024
|  | £ | £ | £ | £
Cash at bank and in hand | 1,318,452 | (194,789) | - | 1,123,663
Bank overdrafts | - | (13,705) | - | (13,705)
Debt due after 1 year | (4,251,224) | - | 4,251,224 | -
Debt due within 1 year | (28,081,520) | 307,155 | (4,251,224) | (32,025,589)
Hire purchase | (63,197) | 17,536 | - | (45,661)
Directors' loan account | (12,201,199) | (933,340) | 223,356 | (12,911,183)
| (43,278,688) | (817,143) | 223,356 | (43,872,475)
The notes on pages 17 to 36 form part of these financial statements.
Page 16
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024
1. | Statutory information
That Bournemouth Company Limited is a private company, limited by shares, registered in England and Wales. The company's registered number and registered office address can be found on the company information page. 2.Accounting policies
| 2.1 | 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 amounts in these financial statements are rounded to the nearest pound. The financial statements have been prepared under the historical cost convention, modified to include the revaluation of certain financial instruments at fair value. The principal accounting policies adopted are set out below. The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own profit and loss account in these financial statements. The following principal accounting policies have been applied:
| 2.2 | Basis of consolidation
The consolidated financial statements present the results of the company and its own subsidiaries ("the group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full. The consolidated financial statements incorporate the results of business combinations using the purchase method. In the balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the consolidated profit and loss account from the date on which control is obtained. They are deconsolidated from the date control ceases. All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. All financial statements are made up to 31 July 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group. Page 17
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024 2.Accounting policies (continued)
| 2.3 | Going concern
The Group made a loss of £3,151,888 in the year (2023: loss of £1,166,876) and is in a net liability position of £1,305,698 (2023: net assets of £890,762). The net liabilities of £1,305,698 as at 31 July 2024 are stated inclusive of a loan from a director and principal shareholder of £12,911,183. It has been confirmed that this loan will not be called for repayment for a period of at least 12 months from the approval of these Financial Statements. The group was not in compliance with some financial covenants attaching to its £28m loans from HSBC expiring December 2028, both during the year and after the year end. However, since the year end the group has exchanged a sale and leaseback agreement relating to one of its hotels and its car park that will, when completed, generate £18m towards debt reduction. The price achieved is in excess of the carrying value of both properties within the Financial Statements. The group believes that this reduction will be sufficient to bring the residual £10m loan into compliance with existing financial covenants, though HSBC have agreed in principle to a new £10m loan expiring in 2031 with revised financial covenants. The financial statements do not include adjustments that may be necessesary, if any, should a disposal of the properties not achieve legal completion. The Group has support confirmed by the majority shareholder and director of the company. This confirmation of support has been made to the ultimate parent company and all subsidiaries and has been given for a period of at least twelve months from approval of these financial statements. Based on the above, the directors have concluded that they can continue to adopt a going concern basis in preparing the Group's annual report and accounts.
| 2.4 | 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 sale of services is recognised on the date when the service is provided and revenue from the sale of property is recognised at the date of completion. Other income is recognised on receipt.
| 2.5 | Intangible assets
Intangible assets acquired 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 bases: Intangible assets - 12 years straight line
| 2.6 | Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost net of depreciation and any impairment losses. Page 18
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024 2.Accounting policies (continued)
| 2.6 | Tangible fixed assets (continued)
Depreciation is provided at rates calculated to write off the cost less estimated residual value of each asset over its expected useful life. Depreciation is provided on the following basis:
|  |  |  | Land and buildings (leasehold) | - | 125 years straight line, being length of the property leases
|  |  |  | Leasehold improvements | - | 125 years straight line, being length of the property leases
|  |  |  | Plant and machinery | - | 15 & 25 years straight line
|  |  |  | Fixtures, fittings and equipment | - | 12 years straight line
|  |  |  | Computer | - | 5 years straight line
Finance costs on the land and buildings up to the date of completion have been capitalised.
| 2.7 | Fixed asset investments
In the parent company financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
| 2.8 | Impairment of fixed assets
At each reporting period end date, the group 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.
| 2.9 | Stocks
Stocks are stated at the lower of cost and estimated selling price. Food and beverage stocks are independently valued. Work in progress in relation to penthouse apartments held for sale are valued at the lower of cost and net realisable value. Cost includes all direct costs and all finance costs related to the development.
| 2.10 | Cash at bank
Cash at bank and in hand are basic financial assets and include cash in hand and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
| 2.11 | Financial instruments
The group 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 group's balance sheet when the group becomes party to the contractual provisions of the instrument. Basic financial assets Basic financial assets, which include debtors and cash and bank balances, are initially measured at Page 19
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024 2.Accounting policies (continued)
| 2.11 | Financial instruments (continued)
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. 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 group after deducting all of its liabilities. Basic financial liabilities Basic financial liabilities, including creditors, bank loans and loans from fellow group companies, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised. Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method. Other financial liabilities Derivatives, including interest rate swaps, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re measured at their fair value. Changes in the fair value of derivatives are recognised in or in finance costs or finance income as appropriate. Interest rate swap fair values at respective period ends are based on independent, qualified valuers information. Page 20
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024 2.Accounting policies (continued)
| 2.12 | Current and deferred taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the consolidated profit and loss account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. Current or deferred taxation assets and liabilities are not discounted. Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Deferred tax Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
| 2.13 | Foreign currencies
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 the consolidated profit and loss account.
| 2.14 | Hire purchase and leasing commitments
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter. The interest element of these obligations is charged to the consoidated profit and loss account over the relevant period. The capital element of the future payments is treated as a liability.
| 2.15 | 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.
| 2.16 | Equity instruments
Equity instruments issued by the group are recorded at the proceeds received, net of direct issue costs. Page 21
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024 2.Accounting policies (continued)
| 2.17 | 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. Where loans are received from shareholders at rates of interest below market rate, a notional interest charge, at an estimated market value would normally be charged to the profit and loss account, with a corresponding entry made as a "capital contribution' within Shareholders funds.
| 2.18 | Pensions
Defined contribution pension plan The group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the group pays fixed contributions into a separate entity. Once the contributions have been paid the group has no further payment obligations. The contributions are recognised as an expense in the consolidated profit and loss account when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan are held separately from the group in independently administered funds.
3. | Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. Key sources of estimation uncertainty The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows: Discounting of director loans An estimated internal rate of return of 7.4% has been applied to discount the interest-free director's loan based on a reasonable market rate of interest, and the loan term is assumed to be between 1-2 years, for the purposes of determining the fair value adjustment each year. Depreciation Due to the significance of the depreciation charged in the financial statements, the directors consider this to be a crucial accounting judgement. An assessment is made of the useful economics lives, taking into account residual values of the tangible assets, based on the directors' knowledge and industry experience. There are periodic reviews to determine if depreciation rates are still appropriate and whether any impairment is needed. Page 22
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024 3.Judgements in applying accounting policies (continued) Stocks The group's stock includes apartments which are held for sale and included at the lower of costs and net realisable value. The directors have reviewed the year end stock by reference to market data and are satisfied that no impairment is necessary. Recoverability of intercompany balances (company only) and related company balances The group has balances due from related companies connected by common ownership. Management are of the opinion that these balances are fully recoverable and therefore no provision has been made against these balances by virtue of shareholder support which has been confirmed in writing. Deferred tax assets The group recognises deferred tax assets to the extent which it believes the future tax will be payable.
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Rooms revenue | 9,583,522 | 9,621,666
| Food and beverage income | 2,808,726 | 2,854,295
| Other hotel services income | 719,924 | 679,901
| Car park income | 411,259 | 383,959
| Rental income | 236,666 | 229,878
| Apartment sales | - | 1,075,000
|  | 13,760,097 | 14,844,699
| All turnover arose within the United Kingdom.
5. | Other operating income
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Other operating income | 7,502 | 1,357
6. | Operating (loss)/profit
| The operating (loss)/profit is stated after charging:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Depreciation - owned assets | 1,207,693 | 1,178,621
| Depreciation - assets on hire purchase contracts | 6,858 | 572
| Intangible assets amortisation | 29,852 | 29,800
Page 23
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024
7. | Auditor's remuneration
| During the year, the group obtained the following services from the company's auditor:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Fees payable to the company's auditor for the audit of the consolidated and parent company's financial statements | 156,900 | 138,537
| Fees payable to the company's auditor in respect of: |  |
| Taxation compliance services | 53,790 | 31,025
| All non-audit services not included above | 7,785 | 3,555
8. | Employees
| Staff costs, including directors' remuneration, were as follows:
|  | Group | Group | Company | Company
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Wages and salaries | 3,273,861 | 2,900,874 | 10,000 | 10,000
| Social security costs | 302,650 | 246,672 | 125 | 128
| Cost of defined contribution scheme | 62,402 | 50,964 | - | -
|  | 3,638,913 | 3,198,510 | 10,125 | 10,128
Page 24
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024 8.Employees (continued)
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | 2024 | 2023
|  |  | No. | No.
|  | Human resources | 2 | 2
|  | Finance | 5 | 5
|  | Front of house | 95 | 79
|  | Sales | 3 | 1
|  | Administration | 5 | 6
|  | Operatives | 50 | 66
|  | Directors | 4 | 4
|  |  | 164 | 163
9. | Directors' remuneration
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Directors' emoluments | 10,000 | 10,000
|  | 10,000 | 10,000
| There are no formal service contracts or associated pay with the directors of the group. Directors are employed by That Topco Limited, a company connected by way of common directorships, with their management charge (as referred to in note 31) calculated to include fees for services provided.
10. | Interest payable and similar expenses
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Bank loan interest | 1,877,330 | 1,500,031
| Directors loan account - notional interest | 732,072 | 758,807
| Where loans are received from shareholders at rates of interest below market rate, a notional interest charge, at an estimated market rate is charged to the profit and loss account. The estimated market rate is arrived at by considering rates applicable to loans of similar risk and maturity profile.
Page 25
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024
11. | Taxation
|  |  |  |  |  | As restated
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| UK corporation tax | - | -
| Total current tax | - | -
| Deferred tax |  |
| Origination and reversal of timing differences | (32,381) | 164,825
| Total deferred tax | (32,381) | 164,825
| Tax on loss | (32,381) | 164,825
| Factors affecting tax charge for the year
| The tax assessed for the year is lower than (2023:lower than) the standard rate of corporation tax in the UK of 25% (2023:25%). The differences are explained below:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Profit/(loss) before tax | (3,184,269) | (1,002,051)
| Profit/(loss) multiplied by standard rate of corporation tax in the UK of 25% (2023: 25%) | (796,067) | (250,513)
| Effects of: |  |
| Expenses not deductible for tax purposes, other than goodwill amortisation and impairment | 275,944 | 190,348
| Income not taxable for tax purposes | (7,463) | (37,554)
| Capital allowances for year in excess of depreciation | 8,912 | (154,150)
| Unutilised tax losses carried forward | 353,598 | 259,864
| Other Fixed asset timings differences | 68,983 | -
| Group relief | (13,670) | (12,533)
| Other timing differences | 109,764 | 4,538
| Deferred tax | (32,382) | 164,825
| Total tax charge for the year | (32,381) | 164,825
| The estimated tax losses available to carry forward are £12,746,433 (2023: £11,375,918).
Page 26
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024
12. | Intangible assets
| Group
|  | Other intangible assets
|  | £
| Cost |
| At 1 August 2023 | 357,580
| At 31 July 2024 | 357,580
| Amortisation |
| At 1 August 2023 | 228,457
| Charge for the year on owned assets | 29,852
| At 31 July 2024 | 258,309
| Net book value |
| At 31 July 2024 | 99,271
| At 31 July 2023 | 129,123
| Other Intangible assets are in respect of long term insurance cover in connection with the tangible fixed assets of the group. The asset is accounted for separately as this is considered to be a material component.
Page 27
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024
13. | Tangible fixed assets
| Group
|  | Long leasehold | Plant and machinery | Fixtures and fittings | Computer equipment | Improvements to property
|  | £ | £ | £ | £ | £
| Cost |  |  |  |  |
| At 1 August 2023 | 38,648,497 | 7,843,609 | 5,367,344 | 128,191 | 433,962
| Additions | 41,215 | 171,669 | 81,163 | - | 16,185
| At 31 July 2024 | 38,689,712 | 8,015,278 | 5,448,507 | 128,191 | 450,147
| Depreciation |  |  |  |  |
| At 1 August 2023 | 2,326,744 | 3,127,766 | 3,048,864 | 111,027 | 16,601
| Charge for the year | 309,327 | 438,677 | 453,390 | 9,640 | 3,517
| At 31 July 2024 | 2,636,071 | 3,566,443 | 3,502,254 | 120,667 | 20,118
| Net book value |  |  |  |  |
| At 31 July 2024 | 36,053,641 | 4,448,835 | 1,946,253 | 7,524 | 430,029
| At 31 July 2023 | 36,321,753 | 4,715,843 | 2,318,480 | 17,164 | 417,361
|  | Total
|  | £
| Cost |
| At 1 August 2023 | 52,421,603
| Additions | 310,232
| At 31 July 2024 | 52,731,835
| Depreciation |
| At 1 August 2023 | 8,631,002
| Charge for the year | 1,214,551
| At 31 July 2024 | 9,845,553
| Net book value |
| At 31 July 2024 | 42,886,282
| At 31 July 2023 | 43,790,601
Page 28
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024 13.Tangible fixed assets (continued)
| The total capitalised interest at 31 July 2024 was £2,656,851 (2023: £2,656,851). Legal exchange of contracts on two of the group's long leasehold properties has taken place after the year end at amounts in excess of their carrying values in the financial statements.
| The net book value of assets held under finance leases or hire purchase contracts, included above, are as follows:
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
| Plant and machinery | 130,771 | -
| Fixtures and fittings | 74,872 | 81,730
| Company
|  | Long-term leasehold property
|  | £
| Cost or valuation |
| Additions | 5,150
| At 31 July 2024 | 5,150
| At 31 July 2024 | -
| Net book value |
| At 31 July 2024 | 5,150
| At 31 July 2023 | -
Page 29
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024
14. | Fixed asset investments
| Company
|  | Investments in subsidiary companies
|  | £
| Cost or valuation |
| At 1 August 2023 | 3
| At 31 July 2024 | 3
| Subsidiary undertakings
| The following were subsidiary undertakings of the company:
| Name | Registered office | Principal activity | Class of shares | Holding
| That Bournemouth Apartments Limited | 18 Albert Road, Bournemouth, England, BH1 1BZ | Property rental | Ordinary | 100%
| That Bournemouth Big Hotel Limited | 18 Albert Road, Bournemouth, England, BH1 1BZ | Hotel and leisure services | Ordinary (indirect) | 100%
| That Bournemouth Car Park Limited | 18 Albert Road, Bournemouth, England, BH1 1BZ | Car park services | Ordinary (indirect) | 100%
| That Bournemouth H1 Limited | 18 Albert Road, Bournemouth, England, BH1 1BZ | Borrower under Mezzanine Facility Agreement | Ordinary | 100%
| That Bournemouth H2 Limited | 18 Albert Road, Bournemouth, England, BH1 1BZ | Borrower under Senior Commercial Facility | Ordinary (indirect) | 100%
| That Bournemouth H3 Limited | F4 Beehive Yard, Bath, England, BA1 5BT | Developing building projects | Ordinary | 100%
| That Bournemouth Little Hotel Limited | 18 Albert Road, Bournemouth, England, BH1 1BZ | Hotel and leisure services | Ordinary (indirect) | 100%
| That Bournemouth Penthouses Limited | 18 Albert Road, Bournemouth, England, BH1 1BZ | Property development and resale | Ordinary (indirect) | 100%
| That Bournemouth Street Bar Limited | 18 Albert Road, Bournemouth, England, BH1 1BZ | Hotel bar and eatery | Ordinary (indirect) | 100%
| That Bournemouth Apartments 2 Limited | F4 Beehive Yard, Bath, England, BA1 5BT | Property rental | Ordinary (indirect) | 100%
| After the year end, That Bournemouth H3 Limited was struck off the Register at Companies House. The group is currently going through a process to restore the company. The net liabilities of That Bournemouth H3 Limited at the Financial Year end were £73,156 and so did not have a material impact upon the overall group position.
Page 30
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024
15. | Stocks
|  | Group | Group
|  | 2024 | 2023
|  | £ | £
| Apartments held for sale | 5,171,173 | 5,171,173
| Food and beverage | 60,275 | 59,290
|  | 5,231,448 | 5,230,463
| Apartments held for sale at 31 July 2024 includes capitalised finance costs amounting to £824,433 (2023: £824,433).
16. | Debtors
|  | Group | Group | Company | Company
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Trade debtors | 295,547 | 262,920 | 265 | 4,978
| Amounts owed by group undertakings | - | - | 28,771,367 | 27,314,499
| Amounts owed by connected companies | 1,614,815 | 1,358,074 | 1,168,013 | 1,083,384
| Other debtors | 214,342 | 435,304 | 9,225 | 3,381
| Prepayments and accrued income | 984,590 | 654,496 | 62,718 | 54,100
| Deferred taxation | 102,244 | 69,863 | - | -
|  | 3,211,538 | 2,780,657 | 30,011,588 | 28,460,342
17. | Cash and cash equivalents
|  | Group | Group | Company | Company
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Cash at bank and in hand | 1,123,663 | 1,318,452 | 12,643 | 1,552
| Less: bank overdrafts | (13,705) | - | - | -
|  | 1,109,958 | 1,318,452 | 12,643 | 1,552
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THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024
18. | Creditors: Amounts falling due within one year
|  | Group | Group | Company | Company
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Bank overdrafts | 13,705 | - | - | -
| Bank loans | 32,025,589 | 28,081,520 | 29,159 | 41,813
| Trade creditors | 1,253,391 | 1,354,564 | 5,093 | 10,540
| Amounts owed to group undertakings | - | - | 16,500,194 | 15,174,237
| Amounts owed to connected companies | 5,469,643 | 4,577,307 | 1,021,559 | 1,576,783
| Other taxation and social security | 542,579 | 574,319 | 10,185 | 10,185
| Hire purchase contracts | 34,955 | 14,767 | - | -
| Other creditors | 401,097 | 429,146 | - | 459
| Accruals and deferred income | 1,069,453 | 826,058 | 22,700 | 24,913
|  | 40,810,412 | 35,857,681 | 17,588,890 | 16,838,930
| The bank loan is secured as detailed in note 29. Included in bank loans and overdrafts above, is an amount of £27,745,206 (2023: £28,039,707), which includes £114,797 (2023: £471,496) as an interest rate derivative at fair value, based on information from an independent suitably qualified valuer. The book value of the total loan is £27,860,003 (2023: £28,511,203), with £27,860,003 (2023: £28,039,707) of this falling due within one year. As referenced in note 2.3, the group was not in compliance with certain bank covenants both during the financial period and after it. As such all bank loans have been shown as falling due within 12 months. Subsequent to the year end, the group has exchanged a sale and leaseback agreement relating to one of its hotels and its car park that will, when completed, generate £18m towards debt reduction that will restore compliance.
19. | Creditors: Amounts falling due after more than one year
|  | Group | Group As restated | Company | Company As restated
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Bank loans | - | 4,251,224 | - | -
| Hire purchase contracts | 136,305 | 48,430 | - | -
| Directors' loan account | 12,911,183 | 12,201,199 | 12,911,182 | 12,201,199
|  | 13,047,488 | 16,500,853 | 12,911,182 | 12,201,199
The bank loan is secured as detailed in note 28. The directors loan has been provided by R S Kelvin . The loans are interest free but under FRS 102 an imputed rate of interest has been applied and is shown as an interest expense in the profit and loss accounts and as a Capital Contribution Reserve within the balance sheet. The director has provided written confirmation that the loan will not be called for repayment within 12 months of the date of approving these financial statements. The loan term is assumed to be between 1-2 years, for the purposes of determining the fair value adjustment each year. Page 32
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024
20. | Loans
| Analysis of the maturity of loans is given below:
|  | Group | Group | Company | Company
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Amounts falling due within one year |  |  |  |
| Bank loans | 32,025,589 | 28,081,520 | 29,159 | 41,813
| Amounts falling due 2-5 years |  |  |  |
| Bank loans | - | 4,251,224 | - | -
|  | 32,025,589 | 32,332,744 | 29,159 | 41,813
21. | Hire purchase and finance leases
| Minimum lease payments under hire purchase fall due as follows:
|  | Group | Group
|  | 2024 | 2023
|  | £ | £
| Within one year | 34,955 | 14,767
| Between 1-5 years | 121,529 | 48,430
| Over 5 years | 14,776 | -
|  | 171,260 | 63,197
22. | Financial instruments
|  | Group | Group As restated | Company | Company As restated
|  | 2024 | 2023 | 2024 | 2023
|  | £ | £ | £ | £
| Carrying amount of financial assets |  |  |  |
| Debt instruments measured at amortised cost | 4,232,957 | 4,030,902 | 30,024,231 | 28,461,894
| Carrying amount of financial liabilities |  |  |  |
| Measured at amortised cost | 21,276,027 | 23,681,304 | 30,460,729 | 29,030,035
| Measured at fair value | 27,745,206 | 28,039,707 | - | -
|  | 49,021,233 | 51,721,011 | 30,460,729 | 29,030,035
| Financial liabilities measured at fair value through profit and loss comprise of Bank loan interest rate derivatives.
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THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024
23. | Deferred taxation
| Group
|  | 2024
|  | £
| At beginning of year | 69,863
| Charged to profit or loss | 32,381
| At end of year | 102,244
| The deferred tax asset is made up as follows:
|  | Group | Group
|  | 2024 | 2023
|  | £ | £
| Accelerated capital allowances | 102,244 | 69,863
24. | Share capital
|  |  |  |  | 2024 | 2023
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 10,000 (2023: 10,000) Ordinary shares of £0.01 each | 100 | 100
25. | Reserves
Capital contribution reserve The equity reserve under capital contribution reserve balance of £955,428 (2023: £732,072) relates to the cumulative deemed capital contribution, arising from the discounting of an interest free loan provided by one of the company's directors (see note 26) in accordance with FRS 102. Profit and loss account The profit and loss accounts represents accumulated profits and losses for the current period and prior periods less dividends paid. Page 34
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024
26. | Prior year adjustment
The prior year adjustment relates to the correction of an error in accounting for the benefit of the interest free loan provided by one of the company's directors. The original benefit of the interest free loan should have been released in 2019 when as part of a bank refinancing the directors loan became repayable upon demand . As such the Capital Redemption Reserve should have been debited at that time. Since 2023, due to the company's financial position, the director has provided confirmation at each year end that the loan will not be called for repayment for a period of at least 12 months from the date on which the Financial Statements are approved. As such, accounting for the benefit of the interest free monies has been re introduced. The impact of the adjustments are as follows: Consolidated and Company Profit and Loss account Increase in interest payable for the year ended 31 July 2023 of £758,807 Consolidated and Company Balance Sheet Reduction in Capital contribution Reserve of £2,810,229 with a corresponding increase in the Directors Loan Account balance.
27. | Contingent liabilities
The company is a member of a VAT group and is jointly and severally liable for the VAT liabilities of all other members of the group. At the reporting date, the company has confirmed that all VAT liabilities have been paid as they fall due, and the directors consider the likelihood of the company being required to settle the liabilities of other group members to be feasible but not probable. As such, no provision has been recognised. Due to the nature of the arrangement, it is not practicable to quantify the potential financial effect.
28. | Pension commitments
Total pension costs in the year were £62,404 (2023: £51,307). At the year end £15,081 (2023: £10,484) was outstanding and included in creditors. A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund. 29.Financial commitments, guarantees and contingent liabilities The bank loans are secured by a debenture dated January 2019 and February 2020 over all leasehold and freehold property and by a fixed and floating charge over all assets of the group. There is a composite company unlimited multilateral guarantee dated 4 January 2019 given by That Bournemouth Company Limited, That Bournemouth Big Hotel Limited, That Bournemouth Little Hotel Limited, That Bournemouth Car Park Limited, That Bournemouth Street Bar Limited and That Bournemouth H2 Limited. The maximum group exposure is £32,000,000.
30. | Directors' transactions
Creditors due in more than one year include £12,911,183 (2023: £12,201,199), at discounted fair value, relating to loans with R S Kelvin CBE, director. The movements in the year are £955,428 (2023: £732,072) of discounting in the year and repayments of £933,340 (2023: £472,316). The book value of this loan as at the year end was £13,866,612 (2023: £12,933,272). A personal guarantee of £4.2 million has been given, by a director, in respect of the group bank loans. Page 35
THAT BOURNEMOUTH COMPANY LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 JULY 2024
31. | Related party disclosures
| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements. Entities under common control - trading balance
|  | 2024 | 2023
|  | £ | £
| Management fees recharged | 431,979 | 475,596
| Amount due from related parties | 1614815 | 1,358,059
| Amount due to related parties | 5,469,643 | 4,577,307
32. | Post balance sheet events
A subsidiary, That Bournemouth Street Bar Limited, ceased its restaurant operations and commenced rental of the property to a third party, post year end in February 2025. At the date of approval of these financial statements, a rental lease has not been finalised therefore the financial effects of the disposal could not be reliably estimated. Further details will be provided in discontinued operations disclosure in the next reporting period when the financial impact can be determined with greater certainty. In March 2026, a subsidiary, That Bournemouth Penthouses Limited's bank loan was renewed and the term extended for a further 5 years. As noted in notes 2.3 and 18, the group has entered into the sale and lease back of two properties after the year end that will, when completed, realise proceeds of £18.5m, £18m of which will be used to reduce bank debt.
33. | Ultimate controlling party
The ultimate controlling party is R S Kelvin CBE, director and majority shareholder.
34. | Major non-cash transaction
Included in financing activities are non-cash movements of £356,699 (2023: £159,298) in respect of the fair value adjustment on derivatives.
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