BWPM Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is 6th Floor Toronto Square, Toronto Street, Leeds, England, LS1 2HJ.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
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 method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
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.
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 payments 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.
The component parts of compound instruments issued by the company are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangement. At the date of issue, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. This amount is recorded as a liability on an amortised cost basis using the effective interest method until extinguished upon conversion or at the instrument's maturity date. The equity component is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included in equity net of income tax effects and is not subsequently remeasured.
Equity instruments issued by the company 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 company.
Classification and measurement of loan notes
During the year, the company issued Guaranteed A Loan Notes 2024 and Guaranteed B Loan Notes 2024, as disclosed in Note 7. The directors have considered the terms of the loan note instruments, including the repayment provisions, guarantee arrangements and interest terms, and have classified the loan notes as financial liabilities.
The loan notes have been measured at an amount equal to amortised cost, which the directors consider to be an appropriate basis of valuation in the preparation of these financial statements.
The average monthly number of persons (including directors) employed by the company during the year was:
During the year, the company issued £3,619,413 Guaranteed A Loan Notes 2024 and £331,530 Guaranteed B Loan Notes 2024.
The Guaranteed A Loan Notes 2024 are guaranteed by Hartmann Young Limited and are otherwise unsecured. The loan notes are repayable in accordance with a redemption schedule, with final repayment due on the sixth anniversary of the loan note instrument. The loan notes do not carry interest except where amounts due remain unpaid, in which case default interest is payable at 4% per annum above the Bank of England base rate.
The Guaranteed B Loan Notes 2024 are guaranteed by Hartmann Young Limited and are otherwise unsecured. The loan notes are interest free. The noteholder is not entitled to require repayment unless an Exit, as defined in the loan note instrument, occurs. The company may voluntarily repay all or part of the B Loan Notes at any time after the expiry of six months from issue, by giving not less than one month’s written notice to the noteholders.
The total loan notes outstanding at the year end were £3,950,943.
On incorporation, the Company allotted 36,666 Ordinary shares of £0.01 each at par,
On 29 October 2024, the Company allotted a further 40,000 Ordinary A shares of £0.01 each and 23,333 Ordinary B shares of £0.01 each at par.
On the same date, the 36,666 Ordinary shares that were in issue from incorporation were redesignated as Ordinary B shares in accordance with shareholder resolutions and the Company’s articles of association.
Following these transactions and redesignations, the total number of Ordinary B shares in issue increased to 59,999.