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Registered number: 03229362
BUSY BEES DAY NURSERIES (TRADING) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
CONTENTS
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Directors' responsibilities statement
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Independent auditor's report
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Statement of changes in equity
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Notes to the financial statements
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their strategic report for the year ended 31 December 2025.
Business review and future developments
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The Company’s principal activity is the provision of childcare services under the Busy Bees brand in the UK. The Company is a wholly-owned subsidiary of Eagle Superco Limited. Eagle Superco Limited and its subsidiaries, including this Company, are collectively referred to as the Busy Bees Group of companies (‘the Group’).
The Group, including the Company, have demonstrated resilience and the operational and financial performance of the business has been strong during 2025, although the Company has experienced an element of labour shortages, which has temporarily impacted our ability to deliver occupancy growth in certain locations. In addition, the Company has experienced inflationary cost pressures although these have been mitigated by fee increases.
The Company’s turnover for the year was £48,260,000 (2024: £41,250,000) and Earnings before interest, tax, depreciation and amortisation (EBITDA as set out below) was £12,150,000 (2024: £9,397,000). Profit for the financial year was £10,187,000 (2024: £7,610,000). The directors are satisfied with the financial position. At December 2025 Shareholder funds were £157,411,000 (2024: £147,224,000). Turnover increased due to higher occupancy in the year combined with higher average fee rates. EBITDA and profit for the year were higher than 2024 due to factors mentioned above.
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Depreciation on tangible fixed assets
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The directors expect the general level of activity to increase throughout 2026, following the full year impact of increased early years government funding provided to children during 2025 and then further funding changes from September 2025. Offsetting this will be the full year impact of the increase in national insurance contributions and the continued challenges in recruiting and retaining appropriately qualified employees, particularly centre-level qualified employees.
Key performance indicators for Busy Bees Day Nurseries (Trading) Limited are places available and occupancy of those places. Average occupancy for the year ended 31 December 2025 was 2,350 full time equivalents (FTEs) (2024: 2,246 FTEs) on average places available of 3,597 FTEs (2024: 3,652 FTEs). Occupancy in 2025 has increased from 61.5% in 2024 to 65.3% in 2025. This is below the pre-COVID occupancy which was 66.0% in 2019 the last full year with no COVID impact. The Company’s occupancy is still behind its pre-COVID level.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
In accordance with the Companies Act 2006 (the ‘Act’) (as amended by the Companies (Miscellaneous Reporting) Regulations 2018), the directors provide this statement describing how they have had regard to the matters set out in section 172(1) of the Act, when performing their duty to promote the success of the Company, under section 172.
The directors always aim to act in the best interests of the Company, and to be fair and balanced in its approach. The needs of different stakeholders are always considered as well as the consequences of any decision in the long-term and the importance of our internally published high standards of business conduct. More specific information is given in sub-paragraphs (a) to (f), which correspond to the individual factors disclosed under Section 172(1).
a)Long-term decision making
The Board maintains oversight of the Company’s performance, and reserves to itself specific matters for approval. In addition to this, any major decisions with long-term implications, including significant new business initiatives, would need shareholder approval under the Company Articles of Association, to ensure that the business decisions taken locally are in alignment with the long-term strategy of the Company. Any decisions approved either locally or by the Shareholders, are then implemented, with subsequent Board oversight to ensure these are in accordance with the agreed strategy.
b)Stakeholders: Employees
The Group and Company pursues a policy of meeting with representatives of various sections of employees at which relevant information and developments are discussed. Full and fair consideration is given to applications for employment from disabled persons and to continuing the employment of those who become disabled while employed. The policy is to give equal opportunity for training, career development and promotion.
During 2025 and the prior period there were no employee consultations. Please refer to the statement of employee engagement below on page 4.
c)Stakeholders: Customers, Suppliers, Others
Parents and children
The Group and Company strives to put our customers, our parents and their children, at the heart of our business through ongoing, honest and personal communications to parents about their children, their development and the wider business.
The Company engages with parents through a range of communication channels designed to ensure that delivery of the Group’s vision remains closely aligned with the priorities and expectations of its parent community.
Following enrolment, parents are supported through communication channels including dedicated parent-facing, phone-based applications. These app platforms are designed to strengthen emotional connection with parents, centre teams and educators through facilitating the timely and transparent sharing of information relating to children’s development, billing and childcare payments, and their overall Busy Bees experience. In 2025, the Group and Company entered into a partnership with Famly to develop a bespoke version of its UK application, aimed at further enhancing parental engagement, communication and satisfaction. Following a successful pilot, the app was rolled out to all centres and parents through the second half of 2025, to be completed in 2026.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
c) Stakeholders: Customers, Suppliers, Others (continued)
Parent satisfaction is monitored through Net Promoter Scores (“NPS”), which are tracked in real time across two core measures: New Parent Onboarding (0–90 days) and Ongoing Relationship (90 days+). Introduced in 2021, NPS is now fully embedded across all key markets and countries in which the Group operates. This provides Operational and Marketing Support teams with daily insight into parent satisfaction, key areas of importance and emerging themes. The system also provides a centrally governed, actionable feedback loop, enabling Centre and Operational teams to respond directly to individual parent feedback and to foster strong, personalised relationships with parents.
From the outset of a parent’s journey, the Group and Company's customer relationship management (“CRM”) programmes enable tailored communications to support the enquiry and onboarding process. These systems allow both operational and marketing communications to be delivered centrally or at centre level. The CRM operates in conjunction with the Group’s childcare management systems, ensuring parents receive timely and relevant information, including updates on operational matters, changes in Government guidance, and the safety measures in place to protect children and educators.
The Board recognises how fundamental the relationship with parents is to achieve the Group and Company’s Vision and Mission. The Board ensures it is regularly briefed on key issues raised at a centre level by parents and decisions such as pricing, quality and curriculum tools and initiatives, all of which is reflected in discussions on the annual Operating Plan.
Suppliers
Suppliers are managed by divisional management on a divisional basis, with the Board briefed regularly on significant supplier relationships, including landlords. Suppliers are important to our business because a steady supply of great value and quality goods and services enables our centres to deliver continuity of service to our families.
We have a Group Procurement Policy that includes the Company, a responsible procurement commitment including ethical, social and environmental matters. We recognise the importance of good supplier management and are proactive in how we handle them. We are focused on ensuring we meet our payment terms with suppliers and measure payment practice reporting where this applies.
We have an established procurement process that ensures suppliers go through a level of diligence prior to being onboarded.
In the UK, we also assess prospective suppliers’ ESG credentials giving preference to suppliers who are actively working to reduce their impact on the environment, and this process will continue to be developed across all our territories. We mandate suppliers to reduce packaging to the bare minimum.
d)Stakeholders: Community & Environment
The Group and Company engages with the community both centrally and locally, with centre directors given the autonomy to engage with their local communities to support local causes and issues. Across the Group and Company, we work with a number of charitable partners in each respective country. Whilst we are already proud of our social and community work, we know that there’s always more to do – so we remain committed to developing our initiatives for employees, our children, our parents and our communities.
Key social and community initiatives are reported to the Board as part of the regular reporting structures in place.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
d) Stakeholders: Community & Environment (continued)
During the year the Group has continued to make progress and report against its ESG strategy which was first developed during 2021. During 2025, the Board reviewed the 2024 environmental performance. Progress was made against targets for energy consumption, carbon emissions, waste generation and waste diversion to landfill. The Group’s social strategy includes a commitment to continue to deliver outstanding early years education, build upon our diverse and inclusive workforce, and to continue to support families in crisis as well as charity and community partners. We aim to continue to deliver exceptional governance across the Group and our governance programme, policies and procedures exist to help hold us accountable. As the Group grows and makes further acquisitions, our governance programme helps to maintain the cohesiveness of our organisation.
e)Reputation for high standards of business conduct
The Board is responsible for developing the corporate culture across the Company, which promotes integrity and transparency. The Company uses the same comprehensive systems of corporate governance and approves policies and procedures which promote corporate responsibility and ethical behaviour, as are implemented within Eagle Topco Limited and its subsidiaries. Central to these policies is the Code of Conduct. This applies to all directors and employees and is embedded into the Company’s operations.
f)Acting fairly as between members of the Company
The Board aims to understand the views of its shareholders and always to act in their best interests. In order to do this, the Board works closely with the principal shareholder on a very regular basis to ensure operations, strategy and performance are aligned with the long-term objectives of the shareholders, while complying with the Articles of Association of the Company.
Statement on Employee Engagement
The Group and Company values its workforce and considers its people to be our most important asset. We believe in supporting and investing in everyone who works with us, key to this is open communication with our people and to provide a platform for them to have a voice. Since November 2021, we have rolled out an employee engagement surveying process which comprises the annual engagement survey, pulse surveys, onboarding surveys and exit surveys. This has given the management team real insight into how people who work for Busy Bees feel about their employee experience at both Group and Company level.
Engagement surveys are managed at a local level to ensure actions address the feelings and sentiments of countries and divisions, with some consistent feedback leading to action by the Group.
In addition, the Group and Company focuses on creating an environment of continuous listening with its workplace feedback processes. This includes focus groups, listening sessions and general feedback received from
managers.
The Group and Company has an independently administered whistleblowing helpline, ‘Speak Up’, which allows the workforce and other stakeholders to raise concerns if required.
During 2025 management meetings were held across the Group, attended by Group Management, including divisional management. The meetings facilitated the communication of key business and operational matters and strategic priorities also gave employees an opportunity to ask questions about the business, its strategy, and objectives, with the outcome disseminated through the business through the management structure.
Group Management, including divisional CEOs met in person in September and November 2025 for strategy building sessions and discussions on the Operating Plan for 2026, and the five year plan.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Statement on Business Relationships
Investors
The Chairman and the respective investor directors ensure that the Board and the Group is made aware of the views of the significant investors and the issues relevant to them.
Communication on matters requiring Investor consent is led by the Chair and the Group Chief Executive.
The Board engage with investors through a number of formal Board and Committee mechanisms and in addition have a good working relationship with open communication between the Board, Senior Management and OTPP and Temasek.
Lenders
The Group, through Group Management, provide our bank lending syndicate with a quarterly covenant compliance certificate and quarterly accounts to ensure they are kept informed of business activities and progress. On an annual basis, the Group Chief Executive and the Group CFO hold a lender presentation to provide them with an update on the Group and its strategy (both financial and operational) for the coming year. This has been supplemented during the year when the Group amended and extended its debt facilities.
The Group CFO often attends lender conferences and the team also maintains regular ad hoc dialogue with the lending syndicate throughout the year (predominantly through the agent) to inform them of acquisitions and any other material changes in the business.
Sector stakeholders - government and other regulatory bodies
The Group places significant emphasis on its engagement with government representatives (local and central) as well as the key related regulatory and sector organisations. The Group engages in the divisions it operates in, with government at a ministerial, civil service and local level and regularly reviews its compliance with policy and funding requirements. Any changes to the legal and regulatory environment are captured as emerging risks through our risk management process with identified owners and action plans to ensure compliance when the changes come into effect. Our external legal advisers also provide detailed reviews in respect of existing and upcoming legislation that may affect the Group. A failure to comply could lead to unanticipated regulatory penalties or sanctions, as well as damage to our reputation.
The UK has a dedicated government relations officer, and similar roles and responsibilities exist across the rest of the Group as well as dedicated support around external affairs. The Government relations officer or equivalent will lead the interaction with country governments, to share knowledge, challenges and issues on behalf of the Group and the wider sector.
The Board receives regular reports on all engagement with government across the Group, with the impact of external factors such as regulation of the sector and government funding of the sector reviewed and considered when making decisions around short term and long-term strategy for the Group.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Principal risks and uncertainties
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People risk
The Group and Company has a principal risk around the retention of employees, particularly centre-level qualified employees, and the impact and likelihood of this principal risk materialising has reduced for the Group in the last year. The impact of this risk is defined as the Group and Company not achieving the desired business performance, growth and quality as the Group and Company may not have enough suitably qualified employees to operate at the desired level or grow occupancy, and replacement employees may have less experience.
Alongside this, the Group and Company has a risk with respect to reward levels, as there continues to be some upward cost pressure on wages due to a competitive recruitment market, government wage legislation and wider macroeconomic pressures in some locations. Increased costs are built into operating plans.
In response to these risks the Group and Company monitors the operational and financial impact of key people related KPIs such as attrition and employee engagement, and wage increases closely and takes appropriate action as needed. The Group has run an education and training programme in the UK, Asia, North America and Australia and is planning to implement a global learning management system to support these activities. This not only allows the Group to efficiently offer high quality training to employees (supporting retention), but also to bring through a pipeline of suitably qualified employees to meet demand and address this risk. There has been an investment in the number of apprentices and trainees recruited across the Group and Company and changes to the wider recruitment processes to allow these to be more efficient and effective. At the start of 2026 the Group made a further investment in employees’ remuneration as well as enhancing benefits around recognition and long service to support retention. As a result of these activities the Group has seen an improvement in retention rates year on year, reducing these risks.
Credit risk
The directors manage the credit risk in the Company by requiring the majority of the parents whose children attend the Company’s nurseries to pay in advance and by carefully managing receivables exposure on all parents.
Liquidity risk
The directors have a policy of maintaining larger cash balances than are required for working capital purposes to provide a buffer against liquidity and recessional risks. As a result of this policy and careful working capital management, the directors are able to ensure the company has excess liquidity and is well placed to pay any suppliers as they fall due.
The risks detailed below are those that are considered to affect the Group and are deemed relevant to this Company.
Market risk
Aside from the key risks facing most businesses, for example those of reputation and competition and market change, the Group, and therefore the Company, considers its key risks to be as follows:
∙safeguarding and safety for young children at our centres. The Group has a Group Safeguarding Board (“GSB”), a Group Chief Quality Officer and Safeguarding Lead (“CQO”) and Divisional Quality, Safeguarding and Safety teams that define policy and procedures and monitor and report compliance performance by the operational teams. The Group has safeguarding and safety protocols to monitor and take action in respect of safeguarding and safety risks, which is overseen by the CQO and GSB. The Group has seen increased stakeholder focus on safeguarding and safety, with incidents across the industry attracting greater public, political and regulatory scrutiny of standards, with increased risk of regulatory change and potential litigation. The Group continues to prioritise its focus on this risk, investing in a global incident management tool and in line with continuous improvement is reviewing controls and increasing consistency across the Strategic Business Units (SBUs).
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Principal risk and uncertainties (continued)
Market risk (continued)
∙change of government policy and the implementation of policy at a divisional level, including free entitlement funding. The Group actively engages in many of the countries it operates in with government at a ministerial, civil service and local level and periodically reviews its compliance with policy and funding requirements. Any changes to the legal and regulatory environment are captured as emerging risks through our risk management process with identified owners and action plans to ensure compliance when the changes come into effect. Our external legal advisers also provide detailed reviews in respect of existing and upcoming legislation that may affect the Group both operationally and financially. A failure to support changing regulatory standards or achieve compliance with conditions could lead to unanticipated regulatory action, penalties or sanctions, as well as damage to our reputation. The Group continuously monitors this risk and does not presently foresee a change that would have a sustained material impact on the Group.
∙cyber-attack/(s) on our IT environment leading to loss of personal data and Company information, as well as ongoing disruption to business operations. This risk has increased across all sectors in the last year and there have been observed high profile cyber security events around the world. The Group has further invested in monitoring tools and controls to manage risks, and increased the rate of ongoing training and the regular stress testing of its IT systems.
∙we continue to manage the medium to longer term impact of the wider economy (in relation to war and conflicts, the risk of recession, cost of living, inflation and increased cost of supplies and utilities, market interest rates) on the affordability of childcare. We have responded to these external factors with some consolidation of our supply chain to capture more economies of scale, which have helped stabilised this risk during the year.
We do not believe there is any short-term material risk to either our customer base, our workforce or our supply chain other than those described separately above.
In preparation of the financial statements, the directors have made an assessment of the Company’s ability to continue as a going concern. After making enquiries and taking account of the factors set out in note 1.2 of the financial statements, the directors have a reasonable expectation that the Company will have access to adequate resources to continue in existence for the foreseeable future. Accordingly, the Company continues to adopt the going concern basis in preparing the annual report and financial statements.
This report was approved by the board and signed on its behalf.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their report and the financial statements for the year ended 31 December 2025.
Details of the directors’ assessment of future developments, employee engagement, going concern, financial risk management and principal risks are set out in the strategic report.
The directors do not recommend payment of a final dividend (2024: £nil).
The directors who served during the year and up to the date of this report were:
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C J Creaser (resigned 3 September 2025)
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C A McCandless (appointed 3 September 2025)
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During the year, there were no political donations (2024: £nil).
During the year, there were no charity contributions (2024: £nil).
Engagement with employees
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The Company pursues a policy of meeting with representatives of various sections of employees at which relevant information and developments are discussed. Full and fair consideration is given to applications for employment from disabled persons and to continuing the employment of those who become disabled while employed. The policy is to give equal opportunity for training, career developments and promotion.
Energy and carbon reporting
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The Company has taken advantage of the exemption in Part 7A of schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 from the carbon reporting disclosure as it is a subsidiary undertaking and is included in the consolidated financial statements of Eagle Midco Limited and Eagle Superco Limited. See note 17 for further details.
Qualifying third party indemnity provisions
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The Company has made qualifying third party indemnity provisions for the benefit of its directors, which were made during the period and remain in force at the date of this report. The provisions made by the company are in force for the benefit of one or more directors of associated companies.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Disclosure of information to auditor
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Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
∙so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware, and
∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.
Deloitte LLP are deemed to be reappointed as the Company's auditor under s487(2) of the Companies Act 2006.
Post balance sheet events
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There are no post balance sheet events.
This report was approved by the board and signed on its behalf.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors are responsible for preparing the Annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BUSY BEES DAY NURSERIES (TRADING) LIMITED
Independent auditor's report to the members of Busy Bees Day Nurseries (Trading) Limited
Opinion
In our opinion the financial statements of Busy Bees Day Nurseries (Trading) Limited (the 'company'):
∙give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland"; and
∙have been prepared in accordance with the requirements of the Companies Act 2006
We have audited the financial statements which comprise:
∙the profit and loss account;
∙the balance sheet;
∙the statement of changes in equity; and
∙the related notes 1 to 17.
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).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor's responsibilities for the audit of the financial statements section of our report.
We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the Financial Reporting Council's (the 'FRC's') Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BUSY BEES DAY NURSERIES (TRADING) LIMITED
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.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the FRC's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Extent to which the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.
We considered the nature of the company's industry and its control environment, and reviewed the company's documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management and the directors about their own identification and assessment of the risks of irregularities, including those that are specific to the company's business sector.
We obtained an understanding of the legal and regulatory framework that the company operates in, and identified the key laws and regulations that:
∙had a direct effect on the determination of material amounts and disclosures in the financial statements. These included the UK Companies Act and tax legislation; and
∙do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty.
We discussed among the audit engagement team including relevant internal specialists such as tax, valuations, and IT specialists regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF BUSY BEES DAY NURSERIES (TRADING) LIMITED
In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.
In addition to the above, our procedures to respond to the risks identified included the following:
∙reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
∙performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
∙enquiring of management and in-house legal counsel concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations; and
∙reading minutes of meetings of those charged with governance.
Report on other legal and regulatory requirements
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified any material misstatements in the strategic report or the directors' report.
Matters on which we are required to report by exception
Under the Companies Act 2006 we are required to report in respect of the following matters if, in our opinion:
∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
∙the financial statements are not in agreement with the accounting records and returns; or
∙certain disclosures of directors' remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.
We have nothing to report in respect of these matters.
Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Helen Wildman, ACA (Senior Statutory Auditor)
For and on behalf of Deloitte LLP
Statutory Auditor
London, United Kingdom
24 July 2026
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
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Profit for the financial year
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All amounts relate to continuing activities.
There were no recognised gains and losses for 2025 or 2024 other than those included in the profit and loss account and so no separate statement of comprehensive income is presented.
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The notes on pages 17 to 30 form part of these financial statements.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
REGISTERED NUMBER: 03229362
BALANCE SHEET
AS AT 31 DECEMBER 2025
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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The financial statements were approved and authorised for issue by the board and were signed on its behalf on 24 July 2026.
The notes on pages 17 to 30 form part of these financial statements.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
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Profit and total comprehensive income for the year
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Profit and total comprehensive income for the year
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The notes on pages 17 to 30 form part of these financial statements.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1.Accounting policies
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Basis of preparation of financial statements
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Busy Bees Day Nurseries (Trading) Limited (the Company) is a Company incorporated in England, United Kingdom under the Companies Act 2006.
The Company is a private Company limited by shares and is registered in England and Wales. The address of the Company’s registered office is shown on page 9.
These financial statements have been prepared under the historical cost basis of accounting, and in accordance with FRS 102 and with the Companies Act 2006. The Group has applied amendments to FRS 102 issued by the FRC in July 2023, for the first time during the year: The amendments introduce a temporary exception to the accounting for deferred tax arising from Pillar Two legislation and require related targeted disclosures.
The Company meets the definition of a qualifying entity under FRS 102 and advantage has been taken of certain of the disclosure exemptions set out in paragraph 1.12 of that standard. Accordingly, the following disclosures have not been made in these financial statements:
∙financial instruments as otherwise required by section 11 of FRS 102;
∙a cash flow statement as otherwise required by section 7 of FRS 102;
∙key management personnel compensation as otherwise required by paragraph 33.7 of FRS 102;
∙exemption from related party transactions with other wholly owned subsidiaries of Eagle Superco Limited in line with FRS 102 paragraph 33.1A; and
∙a temporary exception to the accounting for deferred tax arising from Pillar Two legislation.
Functional currency
The functional currency is pounds sterling as that is the currency of the economic environment in which the Company operates.
In preparation of the financial statements, the directors have made an assessment of the Group’s and the Company’s ability to continue as a going concern. The Company’s business activities, together with the factors likely to affect its future development, performance and position and its exposures to credit risk are set out above. The Company is dependent on the ability of other group companies to settle their obligations to the Company on a timely basis.
The Company made a profit after taxation of £10,187,000 (2024: £7,610,000) and has net current assets of £145,076,000 (2024: £135,053,000) and net assets of £157,411,000 (2024: £147,224,000). The Company is financed through an inter-company facility with other wholly-owned group companies, and there is an unlimited cross guarantee between the Company and other group companies in respect of bank borrowings.
The Company is reliant on the support of its ultimate parent Company, Eagle Superco Limited, to be able to meet its liabilities as they fall due. However, the directors consider that the Company is an integral part of Eagle Superco Limited structure and strategy, which is evidenced by a letter of comfort from Eagle Superco Limited, which states its commitment to provide necessary financial support to ensure that the Company is a going concern for at least twelve months from the date of approval of these financial statements.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1.Accounting policies (continued)
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Going concern (continued)
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The Group has existing TLB loans of £365.9m and €1,162.1m under its SFA. In addition, the Group has a £150.0m RCF. The TLB loans expire in February 2032, the RCF expires in August 2031. The TLB loans are a ‘cov-lite’ facility meaning there are no leverage covenant tests on the Group’s financing other than if more than 40% of the Group’s RCF is drawn. In this scenario, a leverage covenant of Group indebtedness to EBITDA of 9.85 times would apply.
The maximum amount drawn at any one time during the year was £24.0m. The amount drawn at 31 December 2025 was £nil; with an amount of £16.0m held for bank guarantees leaving available undrawn RCF of £134.0m. In January 2026, the Group drew down £45.5m on its RCF to fund acquisitions, in addition the RCF held for bank guarantees was increased to £19.0m. In March 2026, the Group increased its Euro loan by €140m with the proceeds used to settle the drawn RCF of £45.5m and repay a proportion of mezzanine financing held by the Group. The Group drew a further €90.0m Euro Loan on 29 May 2026 with this also used to repay a proportion of mezzanine financing held by the Group. In the year to 31 December 2025 the Group made a loss after tax from continuing operations of £25.6m, has net current liabilities of £142.9m and has net assets of £62.8m.
The Group has prepared detailed forecasts for the period up to September 2027 which demonstrate that the Group is able to generate sufficient cash flows to operate within its financing arrangements. These assumptions are made by management based on recent performance, external forecasts and management’s knowledge and expertise of the Group’s cashflow drivers. The Group’s forecasts include the effect of any known changes in government funding, increases in employment and other costs realised or expected to be realised during 2026 and 2027 and expected increases in income as a result of planned price increases and expected occupancy growth. The forecast excludes any non-committed future acquisitions and centre developments. The forecast demonstrated that the Group is able to operate within its financing arrangements.
The covenant compliance ratio at December 2025 is 4.25:1 vs a maximum ratio of 9.85:1. EBITDA at December 2025, as defined by the SFA, would need to fall by 57% in order to breach covenant compliance.
The Group cannot predict the direct or indirect impact of any potential economic slowdown or other events, and the below sensitivities are deemed sufficiently robust in light of current global macro-economic developments. Having reviewed the Group’s principal risks, the most significant impact on the Group’s cashflows would be a combination of the Group’s principal risks materialising in a temporary or prolonged reduction in average achieved fee and/or occupancy, and consequently, cashflows. The current forecast is based on the Group’s 2026 operating plan and thereafter the Group’s longer term forecasts.
To assess any potential impact on the Group’s cashflows and liquidity, various sensitivities have been performed reflecting a reduction in occupancy rates, including occupancy falling up to 7% below the current forecast. This reduction in occupancy is considered a reasonable reduction to sensitise the Group’s cashflows as it is based on the Group’s previous experience of occupancy trends following the impact of global economic slowdowns. In combination with sensitising the impact of a fall in occupancy, the Group has also sensitised the Group’s cashflows in 2027 to the specific principal risk of further cost and interest cost increases. Cost increases of a further 2%, from higher-than-expected employee costs and other supply costs above those already included within the Group’s forecast. The Group has also sensitised higher than expected interest costs over what has been included in the forecast by modelling an increase in SONIA/EURIBOR rates. To offset the effect of these items, the Group has modelled the effect of removing planned capital expenditure cashflows on new sites in FY26 and FY27.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1.Accounting policies (continued)
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Going concern (continued)
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Under the combination of these sensitivities, and with occupancy falling by 7% below the current forecast, the Group would have a minimum liquidity headroom, inclusive of the available undrawn RCF, of £156.4m in the forecast period and would remain in compliance with the leverage test covenant within its SFA. The impact of other mitigating actions, such as reducing development capital expenditure on existing centres and reducing head office costs, which could further protect cashflow and profitability have not been modelled and would be available as further mitigating actions to preserve liquidity.
In the period to June 2026, the Group has performed ahead of forecast in relation to cashflows, occupancy and costs. At 24 July 2026 the Group has no amounts drawn of RCF, with £19.0m held for guarantees and therefore has £131.0m of available RCF.
Accordingly, the directors have made inquiries with the directors of the Group and as a result of these inquiries noted that there were no issues around the Group’s ability to continue as a Going Concern and that the Group continued to adopt the going concern basis in preparing its directors' report and financial statements.
After making enquiries and taking account of the factors noted above, the directors have a reasonable expectation that the Company will have access to adequate resources to continue in existence for the foreseeable future. Accordingly, the Company continues to adopt the going concern basis in preparing the directors' report and financial statements.
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.
Financial assets and liabilities are only offset in the balance sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Debt instruments which meet the following conditions are subsequently measured at amortised cost using the effective interest method:
a)The contractual return to the holder is (i) a fixed amount; (ii) a positive fixed rate or a positive variable rate; or (iii) a combination of a positive or a negative fixed rate and a positive variable rate.
b)The contract may provide for repayments of the principal or the return to the holder (but not both) to be linked to a single relevant observable index of general price inflation of the currency in which the debt instrument is denominated, provided such links are not leveraged.
c)The contract may provide for a determinable variation of the return to the holder during the life of the instrument, provided that (i) the new rate satisfies condition (a) and the variation is not
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1.Accounting policies (continued)
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Financial instruments (continued)
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contingent on future events other than (1) a change of a contractual variable rate; (2) to protect the holder against credit deterioration of the issuer; (3) changes in levies applied by a central bank or arising from changes in relevant taxation or law; or (ii) the new rate is a market rate of interest and satisfies condition (a).
d)There is no contractual provision that could, by its terms, result in the holder losing the principal amount or any interest attributable to the current period or prior periods.
e)Contractual provisions that permit the issuer to prepay a debt instrument or permit the holder to put it back to the issuer before maturity are not contingent on future events, other than to protect the holder against the credit deterioration of the issuer or a change in control of the issuer, or to protect the holder or issuer against changes in levies applied by a central bank or arising from changes in relevant taxation or law.
f)Contractual provisions may permit the extension of the term of the debt instrument, provided that the return to the holder and any other contractual provisions applicable during the extended term satisfy the conditions of paragraphs (a) to (c).
Debt instruments that are classified as payable or receivable within one year on initial recognition and which meet the above conditions are measured at the undiscounted amount of the cash or other consideration expected to be paid or received, net of impairment.
With the exception of some hedging instruments, other debt instruments not meeting these conditions are measured at fair value through profit or loss.
Financial assets are derecognised when and only when a) the contractual rights to the cash flows from the financial asset expire or are settled, b) the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or c) the Company, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.
Financial liabilities are derecognised only when the obligation specified in the contract is discharged, cancelled or expires.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1.Accounting policies (continued)
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.
Non-financial assets
An asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.
Where indicators exist for a reversal in impairment losses, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.
Financial assets
For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the financial asset's original effective interest rate. For financial assets carried at cost less impairment, the impairment loss is the difference between the asset's carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.
Where indicators exist for a reversal in impairment losses, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.
Turnover represents the value of services provided, excluding value added tax and is attributable to the Company’s principal activity.
Nursery Services
The principal activity of the Company is the provision of day care nursery services. Turnover from providing these services is recognised over time in the accounting period in which the services are rendered, as the customer simultaneously receives and consumes the benefits of these services over time. Nursery fees paid in advance are recognised as deferred income and only recognised in the period to which they relate. Where payments are received from customers in advance of services provided, the amounts are recorded within accruals and deferred income.
Government funding
Government funding is directly linked to the provision of nursery services, representing additional government funding to supplement the amounts paid by parents. This activity is considered to be linked activity of providing nursery services which is recognised over time as described above. Government funding paid in advance is recognised within other creditors and only recognised in the period to which it relates. Where payments are received from funding providers in advance of services provided, the amounts are recorded within other creditors.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1.Accounting policies (continued)
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, using the straight-line method.
The estimated useful lives range as follows:
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Freehold and long leasehold land and buildings
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over 50 years with an expected residual value of 50%
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Short leasehold improvements
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over the period of the lease
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Nursery and office equipment
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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.
Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset was already of the age and in the condition expected at the end of its useful life.
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Operating leases: the Company 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, event if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on straight-line basis over the lease term.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
1.Accounting policies (continued)
Current UK corporation tax is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
Current tax assets and liabilities are offset only when there is a legally enforceable right to set off the amounts and the Company intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events that result in an obligation to pay more tax or a right to pay less tax in the future have occurred at the balance sheet date. Timing differences are differences between the Company's taxable profits and its results as stated in the financial statements that arise from the inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that, on the basis of all available evidence, it can be regarded as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.
When the amount that can be deducted for tax for an asset (other than goodwill) that is recognised in a business combination is less than the value at which it is recognised, a deferred tax liability is recognised for the additional tax that will be paid in respect of that difference. Similarly, a deferred tax asset is recognised for the additional tax that will be avoided because of a difference between the value at which a liability is recognised and the amount that will be assessed for tax. The amount attributed to goodwill is adjusted by the amount of deferred tax recognised.
Deferred tax liabilities are recognised for timing differences arising from investments in subsidiaries and associates, except where the Company is able to control the reversal of the timing difference and it is probable that it will not reverse in the foreseeable future.
Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of the timing difference. Deferred tax relating to property, plant and equipment carried at deemed cost is provided based on the difference between the accounts and tax base costs. Deferred tax assets and liabilities are offset only if the Company has a legally enforceable right to set off current tax assets against current tax liabilities.
The Company contributes to a number of money purchase pension schemes. The assets of the schemes are held separately from those of the Company in an independently administered fund. The pension charge represents the amounts payable by the Company to the schemes during the year. Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments in the balance sheet.
Interest income is recognised in profit or loss using the effective interest method.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Judgments in applying accounting policies and key sources of estimation uncertainty
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In the application of the Company’s accounting policies, which are described in note 1, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from the sources. The estimates and associated assumptions relate to provisioning against receivables and recognition of grant income and are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future period if the revision affects both current and future periods. There were no significant sources of, or items, of estimation uncertainty.
Critical accounting judgements
The sale and leaseback transaction carried out in previous years involves the legal form of a lease and is a critical accounting judgement. It is necessary to determine whether the associated transactions are linked and whether the arrangement meets the form of a lease under FRS 102. The directors have concluded based on the facts and circumstances that the sale and leaseback transaction does have the features of a lease arrangement and hence accounting as a sale and operating lease transaction is appropriate.
All turnover arose from the Company’s principal activity and was all generated in the United Kingdom.
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The operating profit is stated after charging:
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Depreciation of tangible fixed assets (note 9)
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Hire of other assets - operating leases
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Hire of land and buildings - operating leases
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During the year the Company paid a fee of £1,218,000 to surrender the lease for its Eastleigh centre (2024: £nil).
The fees payable to the Company’s auditor for the audit of the Company’s annual financial statements of £32,000 (2024: £32,000) were borne by another wholly-owned Group Company. There were no non-audit fees in the year (2024: £nil).
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Staff costs 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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Administrative and management
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Retirement benefits are accruing to no directors (2024: none) in office at the period end under money purchase schemes.
The directors received emoluments from other wholly-owned group companies for their services to all wholly-owned group companies. It is not considered practical or possible to accurately apportion these costs to each entity in the Group. Given the relative size of the respective entities, the effect of not apportioning these costs for disclosure purposes is not considered to be material.
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Other interest receivable
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Origination and reversal of timing differences
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Adjustment in respect of previous periods
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Factors affecting tax charge for the year
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The difference between the total tax charge shown above and the amount calculated by applying the standard rate of UK corporation tax of 25.00% (2024 - 25.00%) to the profit before tax is as follows:
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Profit on ordinary activities before tax
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Profit on ordinary activities before tax multiplied by standard rate of corporation tax in the UK of 25.00% (2024 - 25.00%)
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Deferred tax not provided
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Capital allowances for year in excess of depreciation
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Group relief obtained for £nil consideration
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Adjustments to tax charge in respect of previous periods
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Expenses not deductible for tax purposes
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Total tax charge for the year
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Factors that may affect future tax charges
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The standard rate of tax applied to the reported profit is 25.00% (2024: 25.00%).
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Freehold property and long leasehold land and buildings
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Short-term leasehold property
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Nursery and Office equipment
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The freehold land and buildings have a net book value of £4,815,000 (2024: £4,869,000). The long leasehold land and buildings have a net book value of £3,659,000 (2024: £3,701,000).
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Amounts falling due within one year:
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Amounts owed by group undertakings
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Prepayments and accrued income
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Amounts owed by group undertakings are repayable on demand. There was no interest charged on the amounts owed by group undertakings (2024: £nil). The amounts owed relate to trading balances with other wholly-owned group companies.
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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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Amounts owed to group undertakings are repayable on demand. They are intercompany trading balances with other wholly-owned group companies. There was no interest charged on the amounts owed to group undertakings (2024: nil).
Other creditors includes £2,795,000 (2024: £1,234,000) in relation to government funding which relates to future periods.
Accruals and deferred income includes £1,413,000 (2024: £726,000) for fees paid in advance by parents, with the remainder of the balance relating to accruals of a general business nature.
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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At beginning of year - 1 January
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Charged to profit or loss
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At end of year - 31 December
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Deferred tax balances have been calculated based on the rates at the date of restatement that will apply when the timing differences are expected to reverse. Accordingly, a rate of 25% has been used as at 31 December 2025 (2024: 25%). The Company has applied the temporary exception within FRS 102, issued in July 2023, from the accounting requirements for deferred taxes. Accordingly, the Company neither recognises nor discloses information about deferred tax assets and liabilities related to Pillar Two income taxes. The deferred tax provision is as follows and all items are expected to reverse within 12 months:
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Fixed assets timing differences
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Other short term timing differences
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Authorised, allotted, called up and fully paid
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173,827,759 (2024 - 173,827,759) Ordinary shares of £0.10 each
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BUSY BEES DAY NURSERIES (TRADING) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
a)The Company had no capital commitments at 31 December 2025 (2024: £nil).
b)The Company provides an unlimited cross guarantee to other group companies in respect of bank borrowings. Total group bank borrowings at 31 December 2025 are £1,179.7m (2024: £1,066.8m).
c)Total future minimum lease payments under non-cancellable operating leases are as follows:
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Minimum lease payments due:
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- between one and five years
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The Group operates a money purchase scheme for the benefit of certain employees. Contributions are charged to the profit and loss account in the year to which they relate. The charge in the year was £381,000 (2024: £348,000). At 31 December 2025 the amount within liabilities still be settled is £12,000 (2024: £47,000).
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Related party transactions
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The Company has taken the exemption available under FRS 102 not to disclose related party transactions with other 100% controlled members of the same Group. There were no other related party transactions in the year.
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The Company’s immediate parent undertaking is Busy Bees Holdings Limited. The largest Group into which the Company is consolidated is the Group headed by Eagle Superco Limited and the smallest Group into which the Company is consolidated is the Group headed by Eagle Midco Limited. Busy Bees Holdings Limited, Eagle Superco Limited and Eagle Midco Limited are all incorporated in United Kingdom and registered at St Matthews, Shaftsbury Drive, Burntwood, Staffordshire, WS7 9QP. The consolidated financial statements of Eagle Superco Limited can be obtained from the Company’s registered address above. The ultimate parent Company is Eagle Superco Limited and the ultimate controlling party is the Ontario Teachers’ Pension Plan incorporated in Canada, its registered address is 160 Front Street West, Suite 3200, Toronto, Ontario, M5J 0G4.
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