|
Registered number:
FOR THE YEAR ENDED 31 OCTOBER 2025
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
COMPANY INFORMATION
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
CONTENTS
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 OCTOBER 2025
The Group is a leading provider of educational travel experiences for schools, offering high quality, curriculum linked trips across Europe and worldwide. Our mission is to support learning beyond the classroom by delivering enriching, safe and memorable experiences for students.
During the year, the Group delivered a strong financial performance. Turnover increased by 7%, rising from £18.3 million to £19.6 million, driven by sustained market demand for school travel, targeted marketing initiatives and continued gains in market share. Gross margins improved to 28% (2024: 27%), reflecting strategic pricing actions, a greater focus on higher margin programmes and ongoing operational efficiencies. Profit before taxation increased from £0.96 million to £1.27 million. The Group remains well positioned for continued expansion, supported by its strong brand reputation, loyal customer base and ongoing investment in product development. The Board continues to prioritise financial resilience while pursuing opportunities to further enhance the Group’s service offering. Post year end, on 25 November 2025, UCP 1 Limited, an entity incorporated in Jersey and backed by UC Partners, a UK-based private equity firm, acquired the Group’s majority shareholding through the acquisition of Voyager Topco Limited. The Board welcomes this new ownership structure and anticipates that it will support the next phase of the Group’s strategic growth.
Looking ahead to 2026, the Directors expect continued revenue growth, supported by a strong forward sales pipeline and stable gross margin performance.
In 2025, the Group secured a lease for the development of the Paris/Disney Centre, a 400 bed facility scheduled to open in early 2028. Construction commenced in late 2025 and represents a significant milestone in the Group’s long term growth strategy. This new centre will strengthen the Group’s presence in the European educational travel market and provide a premium, purpose built environment for school groups. The Group will continue to invest in infrastructure, expand capacity and enhance its service offering, maintaining a clear focus on sustainable growth and delivering exceptional educational travel experiences.
Page 1
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2025
Economic environment
The economic outlook is improving as the cost of living crisis continues to ease. However, whilst the Group is reliant on discretionary consumer spending to drive demand for its educational trips, economic downturns have historically resulted in smaller group sizes, rather than fewer trips and demand for our centres has traditionally been extremely resilient, thanks to their core client base being independent schools. The current conflict in Iran has not resulted in any school groups cancelling or postponing travel. However, the associated increase in oil prices may place some pressure on margins, which management will monitor closely. Competition Competition in the educational travel market is historically intense and we mitigate this threat by focusing on the educational benefits of our trips, providing excellent customer service and competitive pricing. Financial risk The Group’s principal financial instruments are bank balances, trade and other creditors, trade debtors and other debtors. The main purpose of these financial instruments is to maintain funds for the company’s operations. Financing risk The company is partly funded through loan notes. The Group has interest bearing liabilities on these loan notes, which attract interest at a fixed rate and rolled up bi-annually. Exchange rate risk The Group faces transactional exposure primarily relating to the cost of acquiring accommodation and operating our centres. The main exposure to exchange rate fluctuations is in relation to the Euro/Sterling exchange rates. This risk is managed by entering into forward contracts, maintaining appropriate levels of currency reserves to match our forward booking profile and adjusting our pricing accordingly. Cash flow risk The directors have prepared a cash flow forecast for a 12-month period from the date of approval of the financial statements. The forecast assumes revenues growing in 2026. The outcome of the downside scenario indicates that the Group will continue to have adequate financial resources to meet their liabilities as they fall due for that period.
Page 2
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2025
The performance indicators are considered to be:
Customer satisfaction and employee retention are important non-financial key performance indicators, performance against which was considered satisfactory for the year.
This report was approved by the board and signed on its behalf.
Page 3
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 OCTOBER 2025
The directors present their report and the financial statements for the year ended 31 October 2025.
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.
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;
∙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.
The profit for the year, after taxation, amounted to £1,166,696 (2024 - £873,079).
The directors have recommended a dividend amounting to £375,000 (2024: £Nil) for the financial year.
The directors who served during the year were:
Where necessary, disclosures relating to future developments, results and dividends have been made in the Strategic Report and have not been repeated here in accordance with Section 414C of the Companies Act 2006.
Page 4
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 OCTOBER 2025
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 auditors are unaware, and • the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company and the group’s auditors are aware of that information.
The auditors, Xeinadin Audit 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.
Page 5
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CLASS TOURS LIMITED
We have audited the financial statements of Class Tours Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 31 October 2025, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity 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).
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the 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.
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 and disclosure made in note 2.3, 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 6
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CLASS TOURS LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual 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.
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.
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.
Page 7
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CLASS TOURS LIMITED (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these 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:
∙Enquiry of management and those charged with governance around actual and potential litigation and claims;
∙Reviewing minutes of meetings of those charged with governance;
∙Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;
∙Enquiry of management and those charged with governance to identify and instances of non-compliance with laws and regulations.
The potential effect of these laws and regulations on the financial statements varies considerably. Firstly, the Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation (including related companies legislation), distributable profits legislation and taxation legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. Secondly, the Company is subject to many other laws and regulations where the consequence of noncompliance could have a material effect on amounts or disclosures in the financial statements, for instance the imposition of fines or litigation or the loss of the Company's licence to operate. We identified the following areas as those most likely to have such an effect: ATOL, ABTA and ABTOT compliance recognising the nature of the Company's activities. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of the directors and other management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach.
Page 8
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CLASS TOURS LIMITED (CONTINUED)
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
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 Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Chartered Accountants & Statutory Auditor
Becket House
36 Old Jewry
EC2R 8DD
Page 9
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 OCTOBER 2025
Page 10
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
REGISTERED NUMBER: 06537480
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 OCTOBER 2025
Page 11
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
REGISTERED NUMBER: 06537480
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 OCTOBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 19 to 45 form part of these financial statements.
Page 12
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
REGISTERED NUMBER: 06537480
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 OCTOBER 2025
Page 13
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
REGISTERED NUMBER: 06537480
COMPANY STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 OCTOBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 19 to 45 form part of these financial statements.
Page 14
|
|
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 OCTOBER 2024
Page 16
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
16.Tangible fixed assets (continued)
Cost at 31 October 2025 is as follows:
Page 35
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
Page 38
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
Page 39
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
Amounts due under finance leases are secured on the assets financed.
During the year the subordinated loan to the Civil Aviation Authority (CAA) of £657,000 was released and repaid in full.
Page 40
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
Page 41
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
23.Deferred taxation (continued)
Page 42
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
Share premium account
Revaluation reserve
Profit and loss account
Class Tours Limited currently holds an Air Travel Organiser's License (ATOL) issued by the Civil Aviation Authority (CAA) and is a member of the Association of Bonded Travel Organisers Trust ('ABTOT') and Association of British Travel Agents ('ABTA').
In order to offer air inclusive package holidays, the company requires the annual renewal by the CAA of its ATOL license. The CAA grants this license based on meeting agreed financial criteria and renews this in March (effective 1st April) each year. As a condition of granting this license, the company has agreed with the CAA to operate an Escrow account for all licensable bookings. The directors are expecting the ATOL license to be renewed under similar terms and conditions (see note 19). As at 31 October 2025, there were contingent liabilities given by the company in the normal course of business in respect of ABTOT bonds amounting to £2,917,537 (2024: £2,564,176).
The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £87,854 (2024: £58,433).
Contributions totalling £20,110 (2024: £15,027) were payable to the fund at the balance sheet date.
Page 43
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
29.Forward contracts
The Group enters into forward foreign currency contracts to mitigate the exchange rate risk for certain foreign currency payables. At 31 October 2025, the outstanding contracts all mature within 5 months of the year end.
At the year end, the group has forward contracts to buy 3,100,000 euros (2024: 4,200,000 euros) and pay a fixed sterling amount of £2,714,583 (2024: £3,587,066). The group has revalued these contracts at the year end rate resulting in an unrealised gain of £19,561 (2024: loss of £43,210). Following this transaction, the ultimate controlling party of the Group changed to UCP 1 Limited, an entity incorporated in Jersey.
Page 44
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|
CLASS TOURS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2025
At the balance sheet date, the immediate parent company of Class Tours Limited was Voyager Bidco Limited, which owned 100% of the Company’s issued share capital. Voyager Bidco Limited is a wholly owned subsidiary of Voyager Topco Limited.
At the balance sheet date, the ultimate parent undertaking, and therefore the ultimate controlling party, was RJD Private Equity Fund III LP. Following the acquisition of Voyager Topco Limited on 25 November 2025 (see note 31), UCP 1 Limited, a company incorporated in Jersey, became the ultimate controlling party.
Page 45
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||