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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
Cash flows from operating activities
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Profit for the financial year
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Amortisation of intangible assets
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Depreciation of tangible assets
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Net cash generated from operating activities
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Cash flows from investing activities
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Purchase of intangible fixed assets
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Purchase of tangible fixed assets
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Net proceeds on acquisition of subsidiary
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Net cash from investing activities
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Cash flows from financing activities
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Net cash used in financing activities
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Net increase in cash and cash equivalents
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Cash and cash equivalents at beginning of year
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Cash and cash equivalents at the end of year
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Cash and cash equivalents at the end of year comprise:
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The notes on pages 22 to 45 form part of these financial statements.
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
The notes on pages 22 to 45 form part of these financial statements.
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1st Class Holidays (Holdings) Limited is a private company limited by shares amd incorporated in England. Its registered office is Trafford House, Chester Road, Old Trafford, Manchester, M32 0RS.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Income Statement in these financial statements.
The following principal accounting policies have been applied:
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 Statement of Financial Position, 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 Income Statement from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 01 October 2014.
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
2.Accounting policies (continued)
The Group’s management and directors review the financial position and the forecasts for the Group on a regular basis, to ensure they are in a position to react to and mitigate the financial impact from any downturn in trading. The directors have made an assessment of the Group’s ability to continue as a going concern, and have considered a number of future scenarios, synthesizing key drivers of the Group’s trading performance, including consumer demand, post balance sheet trading, booking trajectory, and impact from both financial and geopolitical instability.
The directors have prepared budgets and cashflow forecasts to September 2028 which reflect good operational liquidity and profitability throughout. Additionally, they have also performed a sensitivity analysis on the Group's budgets and forecasts to assess the financial impact of any potential further slowdown in trading from the reforecast and its impact which still shows a healthy financial position ongoing.
Group management and the directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future, being at least the following 12 months from the signing of these financial statements.
As a result, and with the Group continuing to receive the full support of its shareholders, the directors believe that it is still appropriate to apply the going concern basis for the foreseeable future.
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Group and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.
Turnover is the amount derived from ordinary activities and represents the aggregate revenue receivable from tours departed during the year.
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Operating leases: the Group as lessee
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Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
2.Accounting policies (continued)
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.
Interest income is recognised in profit or loss using the effective interest method.
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.
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 profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
2.Accounting policies (continued)
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Current and deferred taxation
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The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
2.Accounting policies (continued)
Goodwill
Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Income Statement over its useful economic life.
Other intangible assets
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
The estimated useful lives range as follows:
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, Reducing balance/straightline.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
2.Accounting policies (continued)
Investments in subsidiaries are measured at cost less accumulated impairment.
Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in the Consolidated Income Statement for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.
Investments in listed company shares are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in profit or loss for the period.
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.
At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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Cash and cash equivalents
|
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
2.Accounting policies (continued)
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Provisions for liabilities
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Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
Increases in provisions are generally charged as an expense to profit or loss.
The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.
Financial instruments are recognised in the Group's Statement of Financial Position when the Group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.
Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
Other financial assets
Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.
Impairment of financial assets
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
2.Accounting policies (continued)
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Financial instruments (continued)
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asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
Basic 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 the deduction of all its liabilities.
Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Other financial instruments
Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.
Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
2.Accounting policies (continued)
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Financial instruments (continued)
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transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.
Derecognition of financial liabilities
Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.
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Judgments in applying accounting policies and key sources of estimation uncertainty
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Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
a) Critical judgments in applying the Group's accounting policies
The directors believe that there are no critical judgments involved in applying the Groups's accounting policies that warrant disclosure.
b) Key accounting estimates and assumptions
The directors believe that there are no key accounting estimates and assumptions involved in applying the
Group's accounting policies that warrant disclosure.
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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An analysis of turnover by class of business is as follows:
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Sole activity - tour operator
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All turnover arose within the United Kingdom.
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The operating profit is stated after charging:
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Amortisation on intangible assets
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Depreciation of tangible fixed assets
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Other operating lease rentals
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Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
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Defined contribution pension scheme
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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During the year, the Group obtained the following services from the Company's auditors:
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Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
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Staff costs, including directors' remuneration, were as follows:
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Cost of defined contribution scheme
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The average monthly number of employees, including the directors, during the year was as follows:
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Group contributions to defined contribution pension schemes
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The highest paid director received remuneration of £160,000 (2024 - £146,928).
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The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £6,400 (2024 - £5,340).
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Payment for backpay apprenticeship levy
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Legal fees relating to management incentives
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Non recurring professional fees
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Other interest receivable
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Interest payable and similar expenses
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Current tax on profits for the year
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Adjustments in respect of acquisition of a subsidiary
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Origination and reversal of timing differences
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Adjustments in respect of acquisition of a subsidiary
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Factors affecting tax charge for the year
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The tax assessed for the year is higher than (2024 - higher than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
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Profit on ordinary activities before tax
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Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
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Non-tax deductible amortisation of goodwill and impairment
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Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
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Capital allowances for year in excess of depreciation
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Post acquisition movement
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Other differences leading to an increase (decrease) in the tax charge
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Total tax charge for the year
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
13.Taxation (continued)
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Factors that may affect future tax charges
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There were no factors that may affect future tax charges.
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Dividends paid on ordinary shares
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Dividends paid on preference shares
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Charge for the year on owned assets
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Goodwill addition is associated with the acquisition of The Knavesmire Travel Group Limited during the year. Goodwill is amortised over a period of 10 years.
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Charge for the year on owned assets
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Investments in subsidiary companies
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The following were subsidiary undertakings of the Company:
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1st Class Holidays Limited
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Trafford House, Chester Road, Old Trafford, Manchester M32 0RS
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The Knavesmire Travel Group Limited
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Trafford House, Chester Road, Old Trafford, Manchester M32 0RS
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Trafford House, Chester Road, Old Trafford, Manchester M32 0RS
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Trafford House, Chester Road, Old Trafford, Manchester M32 0RS
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The aggregate of the share capital and reserves as at 30 September 2025 and the profit or loss for the year ended on that date for the subsidiary undertakings were as follows:
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Aggregate of share capital and reserves
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1st Class Holidays Limited
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The Knavesmire Travel Group Limited
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African Pride Limited-Dormant
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Knighton Reeve Limited-Dormant
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
|
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The difference between purchase price or production cost of stocks and their replacement cost is not material.
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Due after more than one year
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Called up share capital not paid
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Prepayments and accrued income
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Included in prepayments and accrued income is the sum of £2,572,837 (2024 - £1,368,533) of supplier
payments made in advance for departures post 30 September 2025.
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Cash and cash equivalents
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Creditors: Amounts falling due within one year
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Amounts owed to group undertakings
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Other taxation and social security
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Accruals and deferred income
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Included in accruals and deferred income is the sum of £5,480,055 ( 2024 - £3,150,799) customer monies received in advance for departures post 30 September 2025.
Included in other creditors is the sum of £375,000 of deferred consideration relating to the acquisition of The Knavesmire Travel Group Limited.
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Charged to profit or loss
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
22.Deferred taxation (continued)
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Accelerated capital allowances
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Allotted, called up and fully paid
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31,742 (2024 - 31,742) A Ordinary shares of £0.10 each
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28,258 (2024 - 28,258) B Ordinary shares of £0.10 each
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580 (2024 - 580) C1 Ordinary shares of £0.10 each
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540,000 (2024 - Nil) A Preference shares shares of £1.00 each
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360,000 (2024 - Nil) B Preference shares shares of £1.00 each
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Allotted, called up and partly paid
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10,295 (2024 - 10,295) C1 Ordinary shares of £0.10 each
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4,125 (2024 - Nil) C2 Ordinary shares of £0.10 each
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During the year on 30 October the Company issued 540,000 A preference shares and 360,000 B preference shares of £1 each. These shares having the rights subject to the restrictions set out in the Company's Articles of Association.
Additionally, the Company also reclassified 4,125 C1 shares, each worth £0.10 each, which were cancelled in the year to 30 September 2024, into C2 Ordinary shares of the same nominal value and reissued them on 2 October 2024. The Company valued the 4,125 C2 Ordinary shares at £100,000 and were issued at a premium of £24.14 per share but remain unpaid.
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
As at 1 October 2021 the Company had two key management unexercised EMI share options. These share options lapsed during the year to 30 September 2022 and the Company has no further unexercised options in place as at 30 September 2024.
The Company issued 2 employees with growth shares during the year to 30 September 2022, as part of the equity and debt restructure. 1,429 growth C1 ordinary shares were issued and are included in the share capital. The Company issued 2 employees with growth shares during the year to 30 September 2025. 4,125 C2 Ordinary growth shares were issued and are included in the share capital. These growth shares are deemed to be equity settled share-based payments. The group receives the services of the management teams throughout their tenure and have no obligation or responsibility to settle the share-based payments, as the transaction is settled by the proceeds from an ultimate sale of a subsidiary. The fair value of these growth shares at the grant date was calculated using the acquisition price for 1st Class Holidays Limited, flexed for the movement in EBITDA and net debt between the original acquisition date and grant date, less the value of the equity hurdle. The fair value of the growth shares at the grant date was deemed to be zero and therefore no share-based expense adjustment has been recognised in these financials.
Share premium account
Share premium is the amount by which the amount received by the Company for a share issue exceeds its nominal value.
Other reserves
Other reserves consist of cashflow hedge reserve relating to the amount of gain or loss recognised on forward contracts and derivatives that are cashflow hedges for committed foreign exchange transactions occuring in the 12 months post year end.
Profit and loss account
The profit and loss account represents the net distributable reserves of the Company at the date of the statement of financial position.
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
On 30 October 2024, the Company acquired the entire share capital of The Knavesmire Travel Group Limited
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Acquisition of The Knavesmire Travel Group Limited
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Recognised amounts of identifiable assets acquired and liabilities assumed
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Total Identifiable net assets
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Total purchase consideration
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Directly attributable costs
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Total purchase consideration
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
26.Business combinations (continued)
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Cash outflow on acquisition
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Purchase consideration settled in cash, as above
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Directly attributable costs
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Less: Cash and cash equivalents acquired
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Net cash outflow on acquisition
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As at 30th September 2025, there were contingent liabilities outstanding in respect of counter indemnities given by the Group, in the normal course of business, to the Group's bond obligors in respect of ABTA travel bonds amounting to £146,490 (2024: £39,345).
The Group operates a defined contributions pension scheme. The assets of the scheme are held seperately from those of the Group in an independent fund administered by The Royal London Mutual Insurance Society Limited. The pension cost charge represents contributions payable by the Group to the fund and amounted to £51,710 (2024: £81,263).
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Commitments under operating leases
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At 30 September 2025 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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1ST CLASS HOLIDAYS (HOLDINGS) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
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Related party transactions
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During the year PHD Industrial Holdings Limited, charged £72,000 (2024: £72,000) as monitoring fees to the Group. At the end of the period there was £Nil due to the related party (2024: £Nil) included in creditors less than one year.
During the year H Treffers , a director in the Company was paid £24,000 as consultancy fees (2024: £24,000).There was no amount due to the related party.
During the year the Company made sales to directors of PHD Industrial Holdings Limited totalling £148,660 (2024: £53,252). There were no amounts outstanding at the year end (2024: £Nil).
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At 30th September 2025 the Group had £178,671 of payments due (2024: £121,337) to International Air Transport Association (IATA) for tickets issued the month of September 2025.
During the year on 30 October 2024 the Company acquired the entire share capital of The Knavesmire Travel Group Limited.
In the view of the directors, as at 30 September 2025 there is no one controlling party.
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