Company registration number 07845324 (England and Wales)
Watts Farms Fresh Produce Holdings Limited
Annual Report and Consolidated Financial Statements
For the year ended 30 September 2025
Watts Farms Fresh Produce Holdings Limited
Company Information
Directors
J Cottingham
A M Gray
M B Gray
E D B Gray
Company number
07845324
Registered office
Section A, Unit 14
Mills Road
Quarry Wood Industrial Estate
AYLESFORD
Kent
ME20 7NA
Auditor
DJH Audit Limited
Nexus House
2 Cray Road
Sidcup
Kent
DA14 5DA
Bankers
HSBC UK Bank Plc
Lakeview West
Crossways Business Park
Dartford
Kent
DA2 6QE
Watts Farms Fresh Produce Holdings Limited
Contents
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Group profit and loss account
9
Group statement of comprehensive income
10
Group balance sheet
11
Company balance sheet
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 37
Watts Farms Fresh Produce Holdings Limited
Strategic report
For the year ended 30 September 2025
- 1 -

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

Principal activities

Watts Farms Fresh Produce Holdings Limited is the parent of the Watts Farms Group of companies c omprising Watts Farms (Sales) Limited, Watts Farms Packers Limited, Watts Farms Catering Limited and Qu i nta Fresca in Portugal.

The principal activity of the company is acting as a holding company and landlord for its subsidiaries.

Watts Farms Packers Limited specialises in the growing and packing of leaf, herbs, legumes, asparagus, spinach and other vegetables. It farms over 600 hectares in Kent and Essex, distributing to retailers, wholesalers, processors and packers.

Watts Farms Catering Limited is our food services division, which specialises in sourcing and supplying the finest quality fresh and frozen ingredients to some of the best restaurants and food outlets in the country.

The Group supplies the majority of its products 52 weeks of the year. When the Group does not have a UK grown product, it imports both from our fellow group company, Quinta Fresca, in Portugal and from our other growing partners abroad, most of whom have been trading with the Group over many years.

All produce is sold to customers via the subsidiary company, Watts Farms (Sales) Limited.

Review of the business

The directors consider the year-end financial position of the Group to be disappointing but reflective of the challenges faced by the farming, food and distribution sectors generally.

The Group reported a net loss after tax of £77 5 k for FY25 (£459k loss, FY24). Trading conditions remained challenging across both farming businesses.

The Group continues to support the Portuguese farming operation, which represents a part of the procurement programme for each winter season to ensure supply of high-quality produce to our customers.

The food sector within which the Group operates, continued to be stable into FY25. The company continues to adopt a strategy of diversifying into a broader range of customers, thereby helping to spread trading risk and reduce exposure in certain areas.

Consistent service levels continue to be a point of difference compared to competitors and developing long term customer relationships with all customers is a priority. However, the business continued to experience significant cost increases across the year, particularly in utility, labour and finance costs which continued to challenge trading margins.

The Group continues to have a loyal and committed core customer base that is forecast to grow into FY26.

Principal risks and uncertainties

In common with other business operating in the farming and food service sectors, the Group’s performance is susceptible to fluctuating producer prices and increased competition from imports. In addition, turnover from the individual farm can fluctuate from year to year depending on the range of crops grown, crop yields, producer prices, quality and wastage.

Weather conditions also play a large part in determining yields, quality and demand, which is largely out of the control of the producer.

As an importer of certain out of season produce, the company is also affected by worldwide climatic factors and exchange rate movements.

It is the directors’ view that the Group can withstand any anticipated detrimental impacts and still have the resources to trade successfully over the coming FY26.

Watts Farms Fresh Produce Holdings Limited
Strategic report (continued)
For the year ended 30 September 2025
- 2 -
Key performance indicators

Management use a range of financial and non-financial performance measures to monitor and manage the business. The key KPI’s used to determine the progress and performance are set out below:

Turnover

Turnover has decreased by 6.7% to £47.0m (£49.6m, FY24).

Gross Profit

The Group’s gross profit as a percentage of turnover has improved to 1 1.9% (1 0.9%, FY24).

Balance Sheet

The balance sheet shows that the Group’s net liabilities have increased from £1.3m to £1.8m.

Sustainability information statement

Staff development

We recognise that our staff are fundamental to our success and that a strategic, professional approach to s taff development will enable us to deliver our business objectives more effectively. We have continued to invest heavily in our staff during the year with a focus on creating an environmentally coherent approach to doing business that all stakeholders will appreciate and expect from a rapidly growing provider of fresh produce. Productivity remains a key focus, through investment in new equipment and technology to improve efficiency and competitiveness.

Sustainability

The Group has made significant advancements in its approach to long term sustainable farming and distribution. This includes investing in energy efficient production and distribution equipment that best reflects the group's commitment to reducing its long-term environmental footprint.

On behalf of the board

J Cottingham
Director
26 June 2026
Watts Farms Fresh Produce Holdings Limited
Directors' report
For the year ended 30 September 2025
- 3 -

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

Results and dividends

The results for the year are set out on page 9.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

J Cottingham
A M Gray
M B Gray
E D B Gray
Financial instruments
Objectives and policies

The group’s principal financial instruments include bank overdrafts, loans, hire purchase arrangements and an invoice discounting facility, the main purpose of which is to provide finance for its operations. In addition, the company has various other financial assets and liabilities such as trade debtors and trade creditors arising directly from operations.

Investment of cash surpluses and borrowings are made through banks and institutions which must fulfil credit rating criteria approved by the Board. All customers who wish to trade on credit terms are subject to credit verification procedures, and trade debtors are reviewed on a regular basis with provision made for doubtful debts when necessary.

Price risk, credit risk, liquidity risk and cash flow risk

The group operates a treasury function which is responsible for managing the liquidity, interest and currency risk associated with its activities.

The company manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring it has sufficient liquid resources to meet the operating needs of the business.

The company is exposed to fair value interest rate risk on its fixed rate borrowings and cash flow i nterest rate risk on bank overdrafts and loans.

Disabled persons

The group's policy is to recruit disabled workers for those vacancies that they are able to fill. All necessary assistance with initial training courses is given. Once employed, a career plan is developed so as to ensure suitable opportunities for each disabled person. Arrangements are made, wherever possible, for retraining employees who become disabled, to enable them to perform work identified as appropriate to their aptitudes and abilities.

Watts Farms Fresh Produce Holdings Limited
Directors' report (continued)
For the year ended 30 September 2025
- 4 -
Employee involvement

The group is a non-discriminatory employer operating an Equal Opportunities Policy which aims to eliminate unfair discrimination, harassment, victimisation and bullying. The group is committed to ensuring that all individuals are treated fairly, with respect and are valued irrespective of disability, race, gender, health, social class, sexual preference, marital status, age or membership or non-membership of a trade union.

The group uses consultative procedures agreed with its staff and elected representatives with a view to ensuring that employees are aware of employment legislation with regard to their roles and responsibilities. Employee and food safety is at the centre of our company culture, with focus on processes and procedures that strengthen and reinforce this with the whole workforce. The employees are invited to participate in an annual survey to monitor employee satisfaction.

Results are followed through using employee focus groups to understand the key issues highlighted by the survey. Employees make recommendations at these forums which are then developed into action plans.

Future developments

The Group is expected to continue investing in its people and growing technology to maintain its strong position in the market. The Watts Farm Group has strong commitments to all of its customers to provide them with the best products available in the market now and in the future.

Energy and carbon report

The company is exempt from reporting Part 7A disclosures on the basis that the company itself has consumed less than 40,000 kWh of energy in the United Kingdom during the year and each of its subsidiaries are themselves exempt from energy reporting requirements.

Statement of disclosure to auditor

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

On behalf of the board
J Cottingham
Director
26 June 2026
Watts Farms Fresh Produce Holdings Limited
Directors' responsibilities statement
For the year ended 30 September 2025
- 5 -

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

United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and parent company, 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 and then apply them consistently;

- make judgements and accounting estimates that are reasonable and prudent;

- state whether applicable U nited K ingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and parent company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and parent company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and parent company, and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and parent company, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Watts Farms Fresh Produce Holdings Limited
Independent auditor's report
To the members of Watts Farms Fresh Produce Holdings Limited
- 6 -
Opinion

We have audited the financial statements of Watts Farms Fresh Produce Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 2025 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 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 the parent company's affairs as at 30 September 2025 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 and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and 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.

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.

Watts Farms Fresh Produce Holdings Limited
Independent auditor's report (continued)
To the members of Watts Farms Fresh Produce Holdings Limited
- 7 -

Opinions on other matters prescribed by the Companies Act 2006

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

- T he information given in the strategic report and the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- The strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

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

- adequate accounting records have not been kept 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' r esponsibilities s tatement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the group's and 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Discussions were held with, and enquiries made of, management and those charged with governance with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.

The following laws and regulations were identified as being of significance to the entity:

• those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pensions legislation, and distributable profits legislation.

Watts Farms Fresh Produce Holdings Limited
Independent auditor's report (continued)
To the members of Watts Farms Fresh Produce Holdings Limited
- 8 -

• those laws and regulations for which non-compliance may be fundamental to the operating aspects of the business and therefore may have a material effect on the financial statements include food safety legislation and various industry standards.

Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; review of board minutes; testing the appropriateness of entries in the nominal ledger, including journal entries; reviewing transactions around the end of the reporting period; and the performance of analytical procedures to identify unexpected movements in account balances which may be indicative of fraud.

No instances of material non-compliance were identified. However, the likelihood of detecting

irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the

effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Nigel Ling (Senior Statutory Auditor)
For and on behalf of DJH Audit Limited, Statutory Auditor
Accountants
Nexus House
2 Cray Road
Sidcup
Kent
DA14 5DA
26 June 2026
Watts Farms Fresh Produce Holdings Limited
Group Profit and loss account
For the year ended 30 September 2025
- 9 -
2025
2024
Notes
£
£
Turnover
3
46,978,339
49,603,323
Cost of sales
(41,368,055)
(44,180,120)
Gross profit
5,610,284
5,423,203
Administrative expenses
(6,345,480)
(6,082,175)
Other operating income
480,879
904,025
Operating (loss)/profit
4
(254,317)
245,053
Interest payable and similar expenses
8
(521,108)
(704,279)
Loss before taxation
(775,425)
(459,226)
Tax on loss
9
-
0
-
0
Loss for the financial year
27
(775,425)
(459,226)
Loss for the financial year is all attributable to the owners of the parent company.
Watts Farms Fresh Produce Holdings Limited
Group statement of comprehensive income
For the year ended 30 September 2025
- 10 -
2025
2024
£
£
Loss for the year
(775,425)
(459,226)
Other comprehensive income
Revaluation of tangible fixed assets
280,000
-
0
Cash flow hedges gain arising in the year
-
0
-
0
Total comprehensive income for the year
(495,425)
(459,226)
Total comprehensive income for the year is all attributable to the owners of the parent company.
Watts Farms Fresh Produce Holdings Limited
Group Balance sheet
As at 30 September 2025
- 11 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
11
2,176,256
1,675,697
Investment property
12
-
0
3,900,000
2,176,256
5,575,697
Current assets
Stocks
15
2,202,592
2,281,486
Debtors
16
10,305,464
11,175,360
Cash at bank and in hand
98,229
600,330
12,606,285
14,057,176
Creditors: amounts falling due within one year
17
(16,267,620)
(19,163,380)
Net current liabilities
(3,661,335)
(5,106,204)
Total assets less current liabilities
(1,485,079)
469,493
Creditors: amounts falling due after more than one year
18
(341,592)
(1,800,739)
Net liabilities
(1,826,671)
(1,331,246)
Capital and reserves
Called up share capital
26
100
100
Revaluation reserve
27
280,000
877,880
Profit and loss reserves
27
(2,106,771)
(2,209,226)
Total equity
(1,826,671)
(1,331,246)
The financial statements were approved by the board of directors and authorised for issue on 26 June 2026 and are signed on its behalf by:
26 June 2026
J Cottingham
Director
Company registration number 07845324 (England and Wales)
Watts Farms Fresh Produce Holdings Limited
Company Balance Sheet
As at 30 September 2025
30 September 2025
- 12 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
11
730,000
588,146
Investment property
12
-
0
3,900,000
Investments
13
1,433,872
1,433,872
2,163,872
5,922,018
Current assets
Debtors
16
3,339,379
540,685
Cash at bank and in hand
11,294
447,798
3,350,673
988,483
Creditors: amounts falling due within one year
17
(3,630,991)
(3,134,376)
Net current liabilities
(280,318)
(2,145,893)
Total assets less current liabilities
1,883,554
3,776,125
Creditors: amounts falling due after more than one year
18
-
0
(1,848,464)
Net assets
1,883,554
1,927,661
Capital and reserves
Called up share capital
26
100
100
Revaluation reserve
27
280,000
877,880
Profit and loss reserves
27
1,603,454
1,049,681
Total equity
1,883,554
1,927,661

As permitted by section 408 of the Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s loss for the year was £324,107 (2024 - £35,469 profit).

The financial statements were approved by the board of directors and authorised for issue on 26 June 2026 and are signed on its behalf by:
26 June 2026
J Cottingham
Director
Company registration number 07845324 (England and Wales)
Watts Farms Fresh Produce Holdings Limited
Group statement of changes in equity
For the year ended 30 September 2025
- 13 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
£
£
£
£
Balance at 1 October 2023
100
877,880
(1,750,000)
(872,020)
Year ended 30 September 2024:
Loss and total comprehensive income
-
-
(459,226)
(459,226)
Balance at 30 September 2024
100
877,880
(2,209,226)
(1,331,246)
Year ended 30 September 2025:
Loss for the year
-
-
(775,425)
(775,425)
Other comprehensive income:
Revaluation of tangible fixed assets
-
280,000
-
280,000
Total comprehensive income
-
280,000
(775,425)
(495,425)
Transfers
-
(877,880)
877,880
-
Balance at 30 September 2025
100
280,000
(2,106,771)
(1,826,671)
Watts Farms Fresh Produce Holdings Limited
Company statement of changes in equity
For the year ended 30 September 2025
- 14 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
£
£
£
£
Balance at 1 October 2023
100
877,880
1,014,212
1,892,192
Year ended 30 September 2024:
Profit and total comprehensive income for the year
-
-
35,469
35,469
Balance at 30 September 2024
100
877,880
1,049,681
1,927,661
Year ended 30 September 2025:
Profit for the year
-
-
(324,107)
(324,107)
Other comprehensive income:
Revaluation of tangible fixed assets
-
280,000
-
280,000
Total comprehensive income
-
280,000
(324,107)
(44,107)
Transfers
-
(877,880)
877,880
-
Balance at 30 September 2025
100
280,000
1,603,454
1,883,554
Watts Farms Fresh Produce Holdings Limited
Group statement of cash flows
For the year ended 30 September 2025
- 15 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
24
(992,085)
745,417
Corporation taxes (paid)/received
(10,217)
(72,505)
Net cash (outflow)/inflow from operating activities
(1,002,302)
672,912
Investing activities
Purchase of tangible fixed assets
(133,488)
(99,118)
Proceeds from disposal of tangible fixed assets
-
8,000
Proceeds from disposal of investment property
4,051,347
-
Net cash generated from/(used in) investing activities
3,917,859
(91,118)
Financing activities
Repayment of bank loans
(2,020,301)
(284,637)
Payment of finance leases obligations
(74,355)
(70,674)
Interest paid
(521,108)
(704,279)
Net cash used in financing activities
(2,615,764)
(1,059,590)
Net increase/(decrease) in cash and cash equivalents
299,793
(477,796)
Cash and cash equivalents at beginning of year
(199,275)
278,521
Effect of foreign exchange rates
(2,289)
-
0
Cash and cash equivalents at end of year
98,229
(199,275)
Relating to:
Cash at bank and in hand
98,229
600,330
Bank overdrafts included in creditors payable within one year
-
(799,605)
Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements
For the year ended 30 September 2025
- 16 -
1
Accounting policies
Company information

Watts Farms Fresh Produce Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office and principal place of business is Section A, Unit 14, Mills Road, Quarry Wood Industrial Estate, Aylesford, Kent, ME20 7NA.

The group consists of Watts Farms Fresh Produce Holdings Limited and all of its subsidiaries.

1.1
Basis of preparation

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Business combinations

In the parent company financial statements, t he cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. I nvestments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Watts Farms Fresh Produce Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 30 September 2025. 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 g roup.

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.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
1
Accounting policies
(Continued)
- 17 -

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

The directors are of the view that the budgets and forecasts for the next twelve months are realistic and achievable.

The financial statements have been prepared on a going concern basis which assumes that the company will continue in operational existence for the foreseeable future. This assumption is based on the company’s ability to manage cash flows and settle short term liabilities as they fall due using the various financial resources at its disposal, including cash generated from the sale of group property post year end and o ngoing facilities offered by funders and the support of Directors and certain related parties.

In addition, the Portuguese growing activity at Quinta Fresca, now operating on a targeted, smaller scale, will continue to help the directors evaluate business performance and ease the financial pressures experienced across the group in recent years, enabling the business to assess the future viability of this part of the group.

1.5
Revenue

Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.

When cash inflows are deferred and represent a financing arrangement, the promised consideration is adjusted for the effects of the time value of money, which is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
1
Accounting policies
(Continued)
- 18 -
1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which shall not exceed 5 years if a reliable estimate of the useful life cannot be made.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Tangible fixed assets

Land and buildings held and used in the company's own activities are stated in the balance sheet at their revalued amounts. The revalued amounts relate to the fair value at the date of revaluation, less any depreciation or impairment losses subsequently accumulated.

Any revaluation increase or decrease on land and buildings is credited to the property revaluation reserve.

Once a revalued property is sold or retired any attributable revaluation surplus that is remaining in the property revaluation reserve is transferred to retained earnings. No transfer is made from the revaluation reserve to retained earnings unless an asset is derecognised.

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land and buildings
See below
Plant and equipment
3-15 years straight line
Motor vehicles
3 years straight line

Land is not depreciated, and nor are freehold buildings on the basis that the estimated lives are deemed to be so long and the estimated residual values so high that any charge for depreciation would not be considered material.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.8
Investment property

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

Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
1
Accounting policies
(Continued)
- 19 -
1.9
Fixed asset investments

Equity in vest ments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

I n the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

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

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

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the g roup’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

In the parent c ompany financial statements, investments in associates are accounted for at cost less impairment.

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

1.10
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. The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
1
Accounting policies
(Continued)
- 20 -

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.11
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost is determined using the first-in, first-out (FIFO) method.

The cost of growing and harvested crops comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition. The cost of produce purchased for resale and the cost of raw materials and consumables (mainly packaging, fertilisers and chemicals) comprises the price charged by suppliers. At each reporting date, stocks are assessed for impairment. If stocks are 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.

Perennial crops such as asparagus, chives, mint etc. can be harvested multiple times over a number of years. Such crops have a first year production cost which in turn becomes a ‘standing cost’ that is ‘depreciated’ on a straight line basis over the expected useful life of each perennial crop type. Such crops are biological assets under FRS 102 where the cost method has been adopted.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.12
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.13
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.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest m ethod 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.

Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
1
Accounting policies
(Continued)
- 21 -
Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future paymen ts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. 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.

Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
1
Accounting policies
(Continued)
- 22 -
Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.14
Equity instruments

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

1.15
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax expense for the period comprises tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current corporation 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 group operates and generates taxable income.

Enhanced tax relief claims in relation to research and development are made, time permitting, in the same accounting period for which the eligible expenditure is identified. This means the claims will be matched to the correct accounting period where possible. Otherwise, tax recoverable in relation to retrospective claims are recognised in the accounting period when those claims are submitted to HMRC.

Deferred tax

Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the company. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
1
Accounting policies
(Continued)
- 23 -
1.16
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.17
Retirement benefits

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

1.18
Leases
As lessee

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

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

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

As lessor

When the group acts as a lessor, a lease is classified as a finance lease whenever it transfers substantially all the risks and rewards of ownership of the underlying asset to the lessee, either at the end of the lease term or for the major part of the economic life of the asset. All other leases are classified as operating leases. If an arrangement contains both lease and non-lease components, the group allocates the consideration in the contract to the two elements.

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

1.19
Government grants

The company has adopted the accrual model for accounting for government grants. Grants relating to revenue are recognised in income on a systematic basis over the same period as the related costs for which the grant is intended to compensate. Grants relating to assets are recognised in income on a systematic basis over the expected useful life of the asset.

Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
1
Accounting policies
(Continued)
- 24 -
1.20
Foreign exchange

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the initial transaction dates.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

2
Judgements and key sources of estimation uncertainty

In the application of the group's accounting policies management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historic experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

Specifically, judgements and estimates are required in determining the useful economic lives of fixed assets, the valuation of stock, the recoverability of trade debtors and the use of the going concern basis of preparation.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
- 25 -
3
Turnover and other revenue
2025
2024
£
£
Turnover for the year from continuing operations
Sale of goods
46,978,339
49,480,572
Other revenue
-
122,751
46,978,339
49,603,323
2025
2024
£
£
Turnover analysed by class of business
Retail and wholesale distribution
26,810,747
20,398,746
Food service supply
20,167,592
29,204,577
46,978,339
49,603,323
2025
2024
£
£
Other operating income
Grants received
234,240
325,127
Rental income
225,042
578,898

Government grants received consist of grants from the Rural Payments Agency of £234,240 (2024: £325,127).

4
Operating (loss)/profit
2025
2024
£
£
Operating (loss)/profit for the year is stated after charging/(crediting):
Exchange losses/(gains)
8,927
(93,398)
Government grants
(234,240)
(325,127)
Depreciation of tangible fixed assets
261,689
372,159
Profit on disposal of tangible fixed assets
(26,018)
(8,000)
Operating lease charges
935,300
708,554
Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
- 26 -
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
5,000
4,000
Audit of the financial statements of the company's subsidiaries
30,205
28,700
35,205
32,700
For other services
Taxation compliance services
11,750
7,000
All other non-audit services
17,045
25,475
28,795
32,475
6
Employees

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

Group
2025
2024
Number
Number
Direct staff
257
317
Administration and support
46
49
Total
303
366

Their aggregate remuneration comprised:

Group
2025
2024
£
£
Wages and salaries
10,634,595
10,503,887
Social security costs
1,151,697
990,980
Pension costs
138,025
144,101
11,924,317
11,638,968
Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
- 27 -
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
595,129
540,300
Company pension contributions to defined contribution schemes
3,026
2,642
598,155
542,942
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
221,235
231,164
Company pension contributions to defined contribution schemes
1,761
1,321
8
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
139,075
251,073
Interest on invoice finance arrangements
369,128
440,358
Other interest on financial liabilities
2,541
-
510,744
691,431
Other finance costs:
Interest on finance leases and hire purchase contracts
10,364
12,848
Total finance costs
521,108
704,279
Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
- 28 -
9
Taxation

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

2025
2024
£
£
Loss before taxation
(775,425)
(459,226)
Expected tax credit based on the standard rate of corporation tax in the UK of 25% (2024: 25%)
(193,856)
(114,807)
Effects of:
Expenses that are not deductible in determining taxable profit
9,243
(6,177)
Income not taxable in determining taxable profit
(3,173)
-
0
Chargeable gains on disposal of property
568,415
-
0
Effect after tax losses
(269,925)
111,680
Permanent capital allowances in excess of depreciation
(110,704)
9,304
Taxation charge in the financial statements
-
-

The group has unused tax losses of £2,727,612 (2024: £4,252,670) for which a deferred tax asset is recognised on the balance of losses necessary to offset against the deferred tax liability in relation to accelerated capital allowances.

The company has unused tax losses of £nil (2024: £nil) for which a deferred tax asset is recognised on the balance of losses necessary to offset against the deferred tax liability in relation to accelerated capital allowances.

10
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 October 2024 and 30 September 2025
800,000
Amortisation and impairment
At 1 October 2024 and 30 September 2025
800,000
Carrying amount
At 30 September 2025
-
0
At 30 September 2024
-
0
Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
- 29 -
11
Tangible fixed assets
Group
Freehold land and buildings
Plant and equipment
Motor vehicles
Total
£
£
£
£
Cost
At 1 October 2024
450,000
4,922,031
1,329,349
6,701,380
Additions
-
0
133,488
465,590
599,078
Disposals
-
0
(488,093)
(80,625)
(568,718)
Revaluation
280,000
-
0
-
0
280,000
At 30 September 2025
730,000
4,567,426
1,714,314
7,011,740
Depreciation and impairment
At 1 October 2024
-
0
3,845,890
1,179,793
5,025,683
Depreciation charged in the year
-
0
161,599
100,090
261,689
Eliminated in respect of disposals
-
0
(371,263)
(80,625)
(451,888)
At 30 September 2025
-
0
3,636,226
1,199,258
4,835,484
Carrying amount
At 30 September 2025
730,000
931,200
515,056
2,176,256
At 30 September 2024
450,000
1,076,141
149,556
1,675,697
Company
Freehold land and buildings
Plant and equipment
Total
£
£
£
Cost
At 1 October 2024
450,000
480,343
930,343
Disposals
-
0
(480,343)
(480,343)
Revaluation
280,000
-
0
280,000
At 30 September 2025
730,000
-
0
730,000
Depreciation and impairment
At 1 October 2024
-
0
342,197
342,197
Depreciation charged in the year
-
0
25,124
25,124
Eliminated in respect of disposals
-
0
(367,321)
(367,321)
At 30 September 2025
-
0
-
0
-
0
Carrying amount
At 30 September 2025
730,000
-
0
730,000
At 30 September 2024
450,000
138,146
588,146
Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
11
Tangible fixed assets
(Continued)
- 30 -

Revaluation

Land and buildings comprises a property at Harlow with depreciated historic cost of £396,550. The property was professionally valued on 13 June 2022 at £450,000, the property was sold after year end for £750,000. The basis of the valuation is "Market value" following the relevant RICS valuation guidelines, the directors incorporated this sale value into the accounts for the current year. The directors consider this a reasonable approximation of "Fair value" as is the requirement of FRS102.

Included within tangible fixed assets are assets held under finance leases or hire purchase contracts, as follows:

Group
Company
2025
2024
2025
2024
£
£
£
£
Motor vehicles
497,623
78,052
-
0
-
0
12
Investment property
Group
Company
2025
2025
£
£
Fair value
At 1 October 2024
3,900,000
3,900,000
Disposals
(3,900,000)
(3,900,000)
At 30 September 2025
-
-

The investment property comprises a property in Dartford with historic cost of £1,678,145, including £144,145 of subsequent enhancement expenditure. Revaluation adjustments of £966,000 arising prior to the property being reclassified as "investment property" in 2019 are included in the revaluation reserve.

The property was professionally valued most recently on 18 January 2022 by an independent firm of Chartered Surveyors at £3,900,000 and the directors have incorporated this valuation into the accounts for the year ended 30 September 2022. The basis of the valuation is "Market value" following the relevant RICS valuation guidelines and the directors consider this a reasonable approximation of "Fair value" as is the requirement of FRS102.

In April 2025 the company disposed of an investment property for proceeds of £4,051,347. The property had a carrying value of £3,900,000 immediately prior to disposal. A gain on disposal has been recognised within profit and loss for the year.

Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
- 31 -
13
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
1,433,872
1,433,872
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 October 2024 and 30 September 2025
1,433,872
Carrying amount
At 30 September 2025
1,433,872
At 30 September 2024
1,433,872
14
Subsidiaries

Details of the company's subsidiaries at 30 September 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Watts Farms (Sales) Limited
Section A, Unit 14, Mills Road, Quarry Wood Industrial Estate, Aylesford, Kent, ME20 7NA
Ordinary
100.00
Watts Farms Packers Limited
Section A, Unit 14, Mills Road, Quarry Wood Industrial Estate, Aylesford, Kent, ME20 7NA
Ordinary
100.00
Watts Farms Catering Limited
Section A, Unit 14, Mills Road, Quarry Wood Industrial Estate, Aylesford, Kent, ME20 7NA
Ordinary
100.00
Quinta Fresca Unipessoal Limitada
Rua Da Arrancada, S/N 8950-414, Altura Castro Marim, Portugal
Ordinary
100.00
Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
- 32 -
15
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Raw materials and consumables
960,009
885,029
-
-
Growing and harvested crops
849,684
948,822
-
-
Goods for resale
392,899
447,635
-
0
-
0
2,202,592
2,281,486
-
-

Group

Growing and harvested crops include biological assets (i.e. perennial crops such as asparagus, chives and mint). Perennials had a carrying value at the beginning of the year of £179,702, less depreciation of £23,385, leaving a carrying value at the year-end of £156,317.

16
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
8,595,232
9,645,759
-
0
14,753
Amounts owed by group undertakings
-
0
-
0
2,872,900
157,622
Other debtors
772,756
904,315
466,479
368,310
Prepayments and accrued income
937,476
625,286
-
0
-
0
10,305,464
11,175,360
3,339,379
540,685
17
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
19
215,625
1,270,012
-
0
1,054,387
Obligations under finance leases
20
216,199
57,646
-
0
-
0
Trade creditors
9,353,875
9,681,286
21,675
519
Amounts owed to group undertakings
-
0
-
0
3,556,958
1,868,159
Corporation tax payable
-
0
10,217
-
0
10,217
Other taxation and social security
489,500
574,470
-
0
123,274
Other creditors
5,100,778
5,828,748
32
31,868
Accruals and deferred income
891,643
1,741,001
52,326
45,952
16,267,620
19,163,380
3,630,991
3,134,376

Other creditors includes amounts due to HSBC Invoice Finance (UK) Limited of £4,743,033 (202 4: £5,269,729) under the terms of an invoice discounting arrangement. This liability is secured on the debts concerned and by a fixed charge over certain non-vesting debts.

Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
- 33 -
18
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
19
-
0
1,724,103
-
0
1,400,666
Obligations under finance leases
20
341,592
76,636
-
0
-
0
Other creditors
-
0
-
0
-
0
447,798
341,592
1,800,739
-
1,848,464

Finance lease liabilities

Hire purchase and finance lease agreements are repayable in monthly instalments under normal commercial terms. The liabilities are secured against the assets concerned.

19
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank loans
215,625
2,194,510
-
0
1,655,448
Bank overdrafts
-
0
799,605
-
0
799,605
215,625
2,994,115
-
2,455,053
Payable within one year
215,625
1,270,012
-
0
1,054,387
Payable after one year
-
0
1,724,103
-
0
1,400,666

Bank loans

Bank borrowings include two term loans provided by HSBC. Security is as follows:

- a cross guarantee and debenture dated 21 February 2019 with subsidiary undertakings incorporating a fixed and floating charge over the Group's assets.

- legal mortgages over the company's leasehold and freehold properties dated 21 Feburary 2019.

These loans are repayable by monthly instalments and interest is charged at 1.45 percentage points above base. The carrying value at the year end was £nil (2024: £1,655,448). The loan was fully repaid with the proceeds gained from sale of the investment property

Bank borrowings also include an HSBC loan facility under the Coronavirus Business Interruption Loan (CBIL) scheme whereby the Secretary of State for Business, Energy and Industrial Strategy has provided a guarantee to the bank under the terms of the CBIL scheme. This is supported by personal guarantees provided by the directors.

The CBIL loan is repayable in monthly instalments and interest is charged at 3.99 percentage points above base. The carrying value at the year end was £215,625 (2024: £539,062).

Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
- 34 -
20
Finance lease obligations
Group
Company
2025
2024
2025
2024
Amounts due:
£
£
£
£
Current liabilities
216,199
57,646
-
0
-
0
Non-current liabilities
341,592
76,636
-
0
-
0
557,791
134,282
-
-
Group
Company
2025
2024
2025
2024
Future minimum lease payments due:
£
£
£
£
Within one year
216,199
57,646
-
0
-
0
In two to five years
341,592
76,636
-
0
-
0
557,791
134,282
-
-

Hire purchase and finance lease agreements are repayable in monthly instalments under normal commercial terms. The liabilities are secured against the assets concerned.

21
Operating lease commitments
As lessee

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

Group
Company
2025
2024
2025
2024
£
£
£
£
Within 1 year
617,064
408,962
-
-
Years 2-5
1,513,130
1,222,590
-
-
After 5 years
288,288
432,038
-
-
2,418,482
2,063,590
-
-

The amount of non-cancellable operating lease payments recognised as an expense during the year was £492,575 (202 4 - £382,441).

Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
- 35 -
22
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
138,025
144,101

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.

23
Events after the reporting date

Subsequent to the balance sheet date, on 28 November 2025, the Company completed the sale of its freehold property for proceeds of £750,000. The directors consider that the sale provide s additional evidence of the fair value of the property at the balance sheet date. Accordingly, the carrying value of the property has been adjusted in these financial statements to £7 3 0,000, and the resulting revaluation has been reflected in the financial statements. The sale completed before the financial statements were authorised for issue.

24
Cash (absorbed by)/generated from group operations
2025
2024
£
£
Loss after taxation
(775,425)
(459,226)
Adjustments for:
Finance costs
521,108
704,279
Gain on disposal of tangible fixed assets
(26,018)
(8,000)
Depreciation and impairment of tangible fixed assets
261,689
372,159
Foreign exchange gains on cash equivalents
2,289
-
Movements in working capital:
Decrease in stocks
78,894
106,732
Decrease in debtors
917,134
1,208,376
Decrease in creditors
(1,971,756)
(1,178,903)
Cash (absorbed by)/generated from operations
(992,085)
745,417
Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
- 36 -
25
Analysis of changes in net debt - group
1 October 2024
Cash flows
Other non-cash changes
Exchange rate movements
30 September 2025
£
£
£
£
£
Cash at bank and in hand
600,330
(499,812)
-
(2,289)
98,229
Bank overdrafts
(799,605)
799,605
-
-
-
0
(199,275)
299,793
-
(2,289)
98,229
Borrowings excluding overdrafts
(2,194,510)
1,978,885
-
-
(215,625)
Payment of finance leases obligations
(134,282)
74,355
(497,864)
-
(557,791)
(2,528,067)
2,353,033
(497,864)
(2,289)
(675,187)

Within cash at bank as at 30 September 2024 £447,798 was held under a rent deposit deed providing security in respect the lease contract for our investment property. The property was sold in the current year. As at 30 September 2025 the remaining £696 relates to interest accrued on the deposit and will be transferred out of the account post year end.

26
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A shares of £1 each
30
30
30
30
Ordinary B shares of £1 each
30
30
30
30
Ordinary C shares of £1 each
20
20
20
20
Ordinary D shares of £1 each
20
20
20
20
100
100
100
100

Rights, preferences and restrictions

Ordinary shares have the following rights, preferences and restrictions:

T he holders of Ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the company. All Ordinary shares rank equally with regard to the company's residual assets.

27
Reserves
Profit and loss reserves

The profit and loss account includes £nil (202 4: £1,397,425) of non-distributable reserves in relation to post tax unrealised gains on investment property due to the sale of the investment property in the year.

28
Related party transactions

The company has taken advantage of the exemption in FRS102 33.1A "Related Party Disclosures" from disclosing transactions with other members of the group.

Watts Farms Fresh Produce Holdings Limited
Notes to the group financial statements (continued)
For the year ended 30 September 2025
- 37 -
29
Directors' transactions

Directors' loans are unsecured, interest free and repayable on demand.

Advances
Opening balance
Amounts advanced
Closing balance
£
£
£
J Cottingham
65,495
10,581
76,076
A M Gray
74,636
15,434
90,070
M B Gray
81,154
2,025
83,179
E Gray
54,089
2,844
56,933
275,374
30,884
306,258
30
Controlling party

In the opinion of the directors, there was no ultimate controlling party throughout the current and previous period.

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