Registration number:
for the
Period from 29 December 2024 to 27 December 2025
Hamsard 3145 Limited
Contents
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Company Information |
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Strategic Report |
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Directors' Report |
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Statement of Directors' Responsibilities |
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Independent Auditor's Report |
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Consolidated Profit and Loss Account |
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Consolidated Statement of Comprehensive Income |
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Consolidated Balance Sheet |
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Balance Sheet |
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Consolidated Statement of Changes in Equity |
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Statement of Changes in Equity |
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Consolidated Statement of Cash Flows |
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Notes to the Financial Statements |
Hamsard 3145 Limited
Company Information
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Directors |
G Brand N Smith P Spinks H Jones D Boynton M Pritchard |
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Company secretary |
N Smith |
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Registered office |
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Solicitors |
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Bankers |
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Barclays Bank PLC
1 Churchill Place
London
E14 5HP
Oaknorth PLC
57 Broadwick Street
London
W1F 9QS
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Auditors |
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Hamsard 3145 Limited
Strategic Report for the period from 29 December 2024 to 27 December 2025
The directors present their strategic report for the period from 29 December 2024 to 27 December 2025.
Principal activity
The principal activity of the company is to source and sell the highest quality tea, coffee and hot chocolate from around the world together with everything that enriches the experience of consuming them. We aim to leverage 140 years of British heritage to build a brand through developing enduring relationships with our customers. Our products are affordable luxuries that are perfect as self-treats or as gifts.
Routes to market include directly operated UK stores, global ecommerce, international franchise stores and worldwide wholesale.
Fair review of the business and future developments
The results for the period and financial position of the group are as shown in the annexed financial statements.
Financial highlights:
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Revenue of £57m, up 15% year on year – driven by domestic like-for-like growth of +13%. |
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Gross margin continues to improve year on year, despite continued cost pressures through the supply chain, such as tariffs, and commodity costs. |
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Net profit of £3.1m, up 98% YoY. |
Another strong year of growth for the business, with net sales of £57m representing growth of 14% year on year - the fifth consecutive year of growth for the brand., demonstrating the growing appeal of our products.
In the UK, like-for-like sales growth of 13% significantly outpaced the sector, driven by a year-on-year double digit increase in traffic. The store portfolio remained healthy with all open stores contributing positively. The portfolio was further bolstered by the openings of Trafford, Bluewater, Kingston, and Shaftesbury Avenue.
Our customer growth story continued with the active database growing 13% year on year, whilst our loyalty community grew to over 900k members in just under fifteen months from launch. This was driven by a reduction in customer churn, more targeted win-back campaigns, and improved acquisition.
Globally, the business continued to invest in its international infrastructure with the opening of an Asia hub in September 2025, alongside our first seasonal pop-up locations in Hong Kong and New York. From a Wholesale perspective there was a continued focus on building presence across Asia, the US, and EMEA. A key milestone in the year was the opening of Avolta duty free across all Heathrow terminals, along with a new listing, in selected airports, via Chian Duty Free.
New product development remained a strong driver of growth. New Tea flavours, Innovative hot chocolates, confectionery, and new ceramic ranges all amongst the highlights.
Global uncertainty and cost headwinds remain a key challenge as we move into FY26. Staffing, energy, commodity, and freight costs are consistently on the rise.
However, the business enters FY26 with strong momentum and remains focused on a clear set of strategic priorities.
Key initiatives for the year ahead include: the 140th anniversary celebrations anchored around the Chelsea Flower Show in May; the continued rollout of travel retail partnerships; and further investment in brand, content and product innovation.
Hamsard 3145 Limited
Strategic Report for the period from 29 December 2024 to 27 December 2025
Section 172(1) statement
The directors of the group must act in accordance with the duties detailed in section 172 of the Companies Act 2006 which is summarised as follows:
A director of a group must act in the way he considers, in good faith, would be most likely to promote the success of the group for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to:
(a) The likely consequences of any decision in the long-term
The directors have acted in a way which they consider, in good faith, would be most likely to promote the success of the group. The group is headed by an effective board who bring a wide range of commercial and financial experience which is responsible for the long-term success of the group. The business plan was designed to have a long-term beneficial impact on the group and to contribute to its success in delivering new and better-quality products for our customers in 2023 and beyond. We will continue to operate our business within tight budgetary controls but seeking to increase the group’s rate of growth and market share.
(b) The interests of the group's employees
We value our employees and continue to seek to recruit, retain and develop our talent. Our employees actively pursue opportunities for personal development and career progression with the support from management; a culture of inclusion and diversity; compensation and benefits and the ability to make a difference. We undertake various surveys and operate forums to foster participation in group events, invite opinions, questions and ideas to ensure our policies remain fit for purpose.
(c) The need to foster the group's business relationships with suppliers, customers and others
We aim to act responsibly and fairly in how we engage with our suppliers, customers and our investors all of whom are integral to the success of our business. We work with our suppliers closely in order to facilitate positive business relationships. We provide detailed management information to our Board and investors on a monthly basis.
(d) The impact of the group's operations on the community and environment
Our plan takes into account the impact of the group’s operations on the community and environment and our wider societal responsibilities. The business continues to make positive changes towards the company’s impact on the community and the environment, such as the increase in recyclable/biodegradable packaging in our products and our membership of the Ethical Tea Partnership.
(e) The desirability of the group maintaining a reputation for high standards of business conduct
As the Board of Directors, our intention is to behave responsibly and ensure that management operate the business in a responsible manner, operating within the high standards of business conduct and good governance expected for a business such as ours and in doing so, will contribute to the delivery of our plan. The board has a low risk appetite for reputational risk and therefore the reputational risk of decisions is always considered before being included in the group’s plans.
(f) The need to act fairly between members of the group
As the Board of Directors, our intention is to behave responsibly towards our shareholders and treat them fairly and equally, so they may benefit from the successful delivery of our plan. Our ultimate shareholder, EPE Special Opportunities Limited, is in regular contact with the directors. Performance updates are provided through established mechanisms.
Other major stakeholder groups include the group’s insurers, bankers, advisors, auditors, regulators and HMRC. With all these stakeholder groups, the directors maintain regular and open dialogue to ensure that all parties are kept informed. The directors believe this is essential to building strong working relationships.
Hamsard 3145 Limited
Strategic Report for the period from 29 December 2024 to 27 December 2025
Principal risks and uncertainties
The execution of the group’s strategy is subject to a number of risks, which are more closely related to the activities of its trading subsidiary, Whittard Trading Limited. The process of identifying and managing risk is overseen by the directors and management.
The key business risks and uncertainties affecting the group, and how these risks are mitigated are summarised as:
Economy
The group's trading performance is influenced by the wider UK economic environment, including consumer confidence, inflation, and interest rates, which affect discretionary spending by customers. The group monitors economic conditions and trading trends closely and retains flexibility on pricing, and product offering to respond to changes in consumer demand.
Minimum wage
The group is exposed to the risk of rising staff costs because of increases to the National Living Wage and National Minimum Wage, which represent a significant proportion of the group's cost base as a retailer. The group manages this risk through ongoing review of its staffing structure, productivity, and pricing strategy to mitigate the impact of mandated wage increases on profitability.
Supply chain
The group is dependent on third-party suppliers for the timely supply of stock and is exposed to risks including supplier failure, disruption to logistics, and cost increases driven by factors such as raw material prices, exchange rates, and freight costs. The group manages this risk by maintaining close relationships with a diverse range of suppliers, whilst monitoring supply chain performance to minimise the risk of disruption to trading.
Approved by the
Director
Hamsard 3145 Limited
Directors' Report for the Period from 29 December 2024 to 27 December 2025
The directors present their report and the for the period from 29 December 2024 to 27 December 2025.
Directors of the company
The directors who held office during the period were as follows:
Future developments
The directors forecast growth in 2026 having implemented new strategic initiatives to drive growth, with the aim of continuing to improve their brand proposition to its current customers whilst also attracting new customers.
Information included in the Strategic Report
Information on the engagement with employees and engagement with suppliers, customers and others in included in the Strategic Report in the Section 172(1) Statement. The group’s business environment and risks, together with details of monitoring undertaken by the directors, are dealt with elsewhere in the Strategic Report.
Financial instruments
Objectives and policies
The group's financial instruments, other than derivatives, comprise cash and liquid resources, and various other items such as trade debtors, trade creditors etc. that arise directly from its operations. The main purpose of these financial instruments is to finance the operations of the group.
The main risks arising from the group's financial instruments are set out below:
Price risk, credit risk, liquidity risk and cash flow risk
Credit risk
The group is exposed to the usual credit risk and cash flow risk associated with selling on credit and manages this through credit control procedures and staged payments.
Liquidity risk
The group is funded through its working capital and by shareholder, connected party loans and bank facilities. The group aims to mitigate liquidity risk by managing cash generation by its operations and monitoring the group's trading results to ensure that it can meet future obligations as they fall due.
Cash Flow
The nature of the trading subsidiary's business, being that of a retailer, is such that the timing of cash flows is heavily weighted towards certain months of the year. The working capital demand is managed through the use of bank facilities provided to the group.
Hamsard 3145 Limited
Directors' Report for the Period from 29 December 2024 to 27 December 2025
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Energy and emissions report |
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The table below summarises carbon emissions as required by the environmental reporting guidelines representing those of Whittard Trading Limited, the only group company within the scope of the reporting requirements, with the company itself exempt as its annual usage is less than 40,000 kWh per year. |
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2025 |
2024 |
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Energy consumption used to calculate emissions |
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Electricity |
kWh |
719,743 |
674,531 |
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Fuel |
kWh |
34,481 |
51,781 |
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Total energy consumption |
kWh |
754,224 |
726,312 |
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Electricity |
tonnes CO2e |
153 |
143 |
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Fuel |
tonnes CO2e |
4 |
6 |
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Total greenhouse gas emissions |
tonnes CO2e |
157 |
149 |
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Greenhouse gas emissions per million of revenue |
tonnes CO2e |
2.76 |
2.98 |
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Under the Streamlined Energy and Carbon Reporting regulations the group may report annually on greenhouse gas emissions from Scope 1 and Scope 2 Electricity, Gas and Transport.
The data is provided as tonnes of carbon dioxide equivalent (tCO2e) and has been compiled in line with the March 2019 BEIS “Environmental Reporting Guidelines”. All measured emissions from group activities are included. The carbon figures have been calculated using the BEIS carbon conversion factors for all fuels. We do not consider refrigerant losses on our air conditioning units to be material and as such these are not reported in our emissions data.
We have reported on the emissions sources required under the Companies Act 2006 (Strategic Report and Directors' Reports) Regulations 2013 apart from the exclusions noted. The reported sources fall within our Financial Statements and are for emissions over which we have financial control. We do not have responsibility for any emissions sources that are not included in our financial statements.
The group considers the environmental impact of its operations and has taken the following actions in the current period;
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continued with our goal to remove single use plastics in our product packaging: and |
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maintained our membership of the Ethical Tea Partnership to ensure our tea gardens work to strict sustainable, ethical and socially responsible standards. |
Going concern
The financial statements have been prepared on a going concern basis, which assumes that the group and company will continue in operational existence for a period of at least 12 months from the date of approval of these financial statements.
Management has undertaken an assessment of the group’s ability to continue as a going concern over this period. As at 27 December 2025, the group had net liabilities of £5,856,985 and net current assets of £3,113,317. In performing this assessment, management has considered the group’s current financial position, including its net liability position, together with forecast cash flows, available banking and other financing facilities, and expected future trading performance. The group reported a profit before tax of £2,863,228 for the year, and forecasts indicate continued profitability in future periods.
Hamsard 3145 Limited
Directors' Report for the Period from 29 December 2024 to 27 December 2025
In assessing the appropriateness of the going concern basis, management has prepared forecasts covering the period through to December 2027, including projected profit, cash flows and covenant compliance. These forecasts reflect managements expected trading performance, anticipated market conditions, and planned strategic initiatives, including continued investment in product development, retail optimisation and international expansion.
The forecasts indicate that the group is expected to generate sufficient cash flows to meet its liabilities as they fall due throughout the going concern assessment period. While forecast compliance with the financial covenants attached to the group's borrowing facilities is maintained, headroom against certain covenants is limited in specific periods and remains sensitive to changes in trading performance. Management has engaged proactively with its lenders regarding the Group's trading performance and financing arrangements. In addition, management has considered a range of downside scenarios, including reductions in forecast revenues and profitability.
In the event that trading performance is below forecast, management has identified a number of mitigating actions that are within its control, including the deferral of discretionary capital expenditure, reductions in discretionary operating expenditure and other cost-saving measures. In addition, the group's financing arrangements include an equity cure mechanism. Management has considered the history of financial support provided by the group's majority shareholder and, based on this track record and its continued investment in the group, believes that support would be available, if required.
Having considered the forecasts, available mitigating actions and financing arrangements, the directors have not identified any material uncertainties that would cast significant doubt on the group’s ability to continue as a going concern. Accordingly, the financial statements have been prepared on a going concern basis.
Employment of 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.
Disclosure of information to the auditor
Each director has taken the steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.
Reappointment of auditors
Hazlewoods LLP have expressed their willingness to continue in office.
Approved by the Board on
.........................................
N Smith
Director
Hamsard 3145 Limited
Statement of Directors' Responsibilities
The directors are responsible for preparing the Strategic Report, Directors' 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). 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 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 apply them consistently; |
• | make judgements 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; and |
• | 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 group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and the 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 the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Hamsard 3145 Limited
Independent Auditor's Report to the Members of Hamsard 3145 Limited
Opinion
We have audited the financial statements of Hamsard 3145 Limited (the 'parent company') and its subsidiaries (the 'group') for the period from 29 December 2024 to 27 December 2025, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
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 27 December 2025 and of the group's profit for the period 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 responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the 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 ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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 directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. 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.
In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
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• |
the information given in the Strategic Report and Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and |
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• |
the Strategic Report and 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 our knowledge and understanding of the group and company and the environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.
Hamsard 3145 Limited
Independent Auditor's Report to the Members of Hamsard 3145 Limited
We have nothing to report in respect of the following matters where 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 Statement of Directors' Responsibilities set out on page 8, 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 the 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 the 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.
Extent to which the audit was 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 group’s industry and its control environment and reviewed the group’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.
We obtained an understanding of the legal and regulatory framework that the group 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, including the UK Companies Act and tax legislation, and, those that do not have a direct effect on the financial statements but compliance with which may be fundamental to the group’s ability to operate or to avoid a material penalty.
We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.
In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override of controls. 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 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:
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• |
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; |
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• |
performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatements due to fraud; |
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• |
enquiring of management concerning actual and potential litigation and claims and instances of non-compliance with laws and regulations; and |
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• |
reading minutes of meetings of those charged with governance. |
Hamsard 3145 Limited
Independent Auditor's Report to the Members of Hamsard 3145 Limited
Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council's website at 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 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.
For and on behalf of
Staverton Court
Staverton
GL51 0UX
Hamsard 3145 Limited
Consolidated Profit and Loss Account for the Period from 29 December 2024 to 27 December 2025
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Note |
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
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Turnover |
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|
Cost of sales |
( |
( |
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Gross profit |
|
|
|
|
Administrative expenses |
( |
( |
|
|
Other operating income |
- |
|
|
|
Operating profit |
|
|
|
|
Interest waiver |
382,466 |
500,000 |
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Other interest receivable and similar income |
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|
|
Interest payable and similar charges |
( |
( |
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Profit before tax |
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|
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Taxation |
|
- |
|
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Profit for the financial period |
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|
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Profit attributable to: |
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Owners of the company |
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The above results were derived from continuing operations.
Hamsard 3145 Limited
Consolidated Statement of Comprehensive Income for the Period from 29 December 2024 to 27 December 2025
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2025 |
2024 |
|
|
Profit for the period |
|
|
|
Foreign currency translation gains/(losses) |
|
( |
|
Total comprehensive income for the period |
|
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|
Total comprehensive income attributable to: |
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|
Owners of the company |
|
|
Hamsard 3145 Limited
(Registration number: 06753143)
Consolidated Balance Sheet as at 27 December 2025
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Note |
27 December 2025 |
28 December 2024 |
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Fixed assets |
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Intangible assets |
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Tangible assets |
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Current assets |
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Stocks |
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Debtors |
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Cash at bank and in hand |
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||
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Creditors: Amounts falling due within one year |
( |
( |
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|
Net current assets |
|
|
|
|
Total assets less current liabilities |
|
|
|
|
Creditors: Amounts falling due after more than one year |
( |
( |
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|
Provisions for liabilities |
( |
( |
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Net liabilities |
( |
( |
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|
Capital and reserves |
|||
|
Called up share capital |
|
|
|
|
Share premium reserve |
|
|
|
|
Capital redemption reserve |
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|
|
|
Foreign currency translation reserve |
|
( |
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|
Profit and loss account |
( |
( |
|
|
Total equity |
( |
( |
Approved and authorised by the
Director
Hamsard 3145 Limited
(Registration number: 06753143)
Balance Sheet as at 27 December 2025
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Note |
27 December 2025 |
28 December 2024 |
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Fixed assets |
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Intangible assets |
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Investments |
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Current assets |
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Debtors |
|
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Creditors: Amounts falling due within one year |
( |
( |
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Net current assets |
|
|
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Total assets less current liabilities |
|
|
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|
Creditors: Amounts falling due after more than one year |
( |
( |
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Net liabilities |
( |
( |
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|
Capital and reserves |
|||
|
Called up share capital |
|
|
|
|
Share premium reserve |
|
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Capital redemption reserve |
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|
|
Profit and loss account |
( |
( |
|
|
Total equity |
( |
( |
The company made a profit after tax for the financial period of £8,329,513 (2024 - profit of £1,640,072).
Approved and authorised by the
Director
Hamsard 3145 Limited
Consolidated Statement of Changes in Equity for the Period from 29 December 2024 to 27 December 2025
Equity attributable to the parent company
|
Share capital |
Share premium |
Capital redemption reserve |
Foreign currency translation reserve |
Profit and loss account |
Total |
|
|
At 29 December 2024 |
|
|
|
( |
( |
( |
|
Profit for the period |
- |
- |
- |
- |
|
|
|
Other comprehensive income |
- |
- |
- |
|
- |
|
|
Total comprehensive income |
- |
- |
- |
|
|
|
|
New share capital subscribed |
|
|
- |
- |
- |
|
|
Purchase of own share capital |
(14) |
(663) |
- |
- |
- |
(677) |
|
At 27 December 2025 |
|
|
|
|
( |
( |
|
Share capital |
Share premium |
Capital redemption reserve |
Foreign currency translation |
Profit and loss account |
Total |
|
|
At 31 December 2023 |
1,071 |
5,674 |
- |
- |
(10,542,849) |
(10,536,104) |
|
Profit for the period |
- |
- |
- |
- |
1,564,116 |
1,564,116 |
|
Other comprehensive income |
- |
- |
- |
(1,332) |
- |
(1,332) |
|
Total comprehensive income |
- |
- |
- |
(1,332) |
1,564,116 |
1,562,784 |
|
Purchase of own share capital |
(4) |
- |
3 |
- |
1 |
- |
|
At 28 December 2024 |
1,067 |
5,674 |
3 |
(1,332) |
(8,978,732) |
(8,973,320) |
Hamsard 3145 Limited
Statement of Changes in Equity for the Period from 29 December 2024 to 27 December 2025
|
Share capital |
Share premium |
Capital redemption reserve |
Profit and loss account |
Total |
|
|
At 29 December 2024 |
|
|
|
( |
( |
|
Profit for the period |
- |
- |
- |
|
|
|
New share capital subscribed |
|
|
- |
- |
|
|
Purchase of own share capital |
(14) |
(663) |
- |
- |
(677) |
|
At 27 December 2025 |
|
|
|
( |
( |
|
Share capital |
Share premium |
Capital redemption reserve |
Profit and loss account |
Total |
|
|
At 31 December 2023 |
|
|
- |
( |
( |
|
Profit for the period |
- |
- |
- |
|
|
|
Purchase of own share capital |
(4) |
- |
3 |
1 |
- |
|
At 28 December 2024 |
1,067 |
5,674 |
3 |
(8,856,849) |
(8,850,105) |
Hamsard 3145 Limited
Consolidated Statement of Cash Flows for the Period from 29 December 2024 to 27 December 2025
|
Note |
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
|
|
Cash flows from operating activities |
|||
|
Profit for the period |
|
|
|
|
Adjustments to cash flows from non-cash items |
|||
|
Depreciation |
|
|
|
|
Loss on disposal of intangible assets |
|
- |
|
|
Amortisation |
|
|
|
|
Finance income |
( |
( |
|
|
Finance costs |
|
|
|
|
Interest waiver |
( |
( |
|
|
Income tax expense |
( |
- |
|
|
Foreign exchange gains/losses |
|
( |
|
|
|
|
||
|
Working capital adjustments |
|||
|
Increase in stocks |
( |
( |
|
|
Increase in trade debtors |
( |
( |
|
|
Increase in trade creditors |
|
|
|
|
Decrease in provisions |
( |
- |
|
|
Net cash flow from operating activities |
|
|
|
|
Cash flows from investing activities |
|||
|
Interest received |
|
|
|
|
Acquisitions of tangible assets |
( |
( |
|
|
Proceeds from sale of tangible assets |
- |
|
|
|
Acquisition of intangible assets |
( |
( |
|
|
Net cash flows from investing activities |
( |
( |
|
|
Cash flows from financing activities |
|||
|
Interest and other finance costs paid |
( |
( |
|
|
Proceeds from issue of ordinary shares, net of issue costs |
|
- |
|
|
Payments for purchase of own shares |
( |
- |
|
|
Repayment of bank borrowing |
( |
- |
|
|
Proceeds from bank loan draw downs |
|
|
|
|
Repayment of other borrowing |
( |
( |
|
|
Net cash flows from financing activities |
( |
( |
|
|
Net increase/(decrease) in cash and cash equivalents |
|
( |
|
|
Cash and cash equivalents at 29 December 2024 |
|
|
|
|
Cash and cash equivalents at 27 December 2025 |
4,447,711 |
3,718,605 |
|
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
|
General information |
The company is a private company limited by share capital, incorporated in the United Kingdom.
The address of its registered office is:
|
Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006.
Basis of preparation
These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.
The presentational currency of the financial statements is UK £, being the functional currency of the primary economic environment in which the group operates. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared for the period 29 December 2024 to 27 December 2025 (2024 - 31 December 2023 to 28 December 2024) to align with the group's retail calendar. The current and prior periods are therefore not directly comparable.
Summary of disclosure exemptions
Hamsard 3145 Limited meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of disclosure exemptions available to it in its separate financial statements. Exemptions have been taken in the company's financial statements in relation to financial instruments and presentation of a statement of cash flows.
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 28 December 2025.
No Profit and Loss Account is presented for the company as permitted by section 408 of the Companies Act 2006.
A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.
Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.
Going concern
The financial statements have been prepared on a going concern basis, which assumes that the group and company will continue in operational existence for a period of at least 12 months from the date of approval of these financial statements.
Management has undertaken an assessment of the group’s ability to continue as a going concern over this period. As at 27 December 2025, the group had net liabilities of £5,856,985 and net current assets of £3,113,317. In performing this assessment, management has considered the group’s current financial position, including its net liability position, together with forecast cash flows, available banking and other financing facilities, and expected future trading performance. The group reported a profit before tax of £2,863,228 for the year, and forecasts indicate continued profitability in future periods.
In assessing the appropriateness of the going concern basis, management has prepared forecasts covering the period through to December 2027, including projected profit, cash flows and covenant compliance. These forecasts reflect management's expected trading performance, anticipated market conditions, and planned strategic initiatives, including continued investment in product development, retail optimisation and international expansion.
The forecasts indicate that the group is expected to generate sufficient cash flows to meet its liabilities as they fall due throughout the going concern assessment period. While forecast compliance with the financial covenants attached to the group's borrowing facilities is maintained, headroom against certain covenants is limited in specific periods and remains sensitive to changes in trading performance. Management has engaged proactively with its lenders regarding the Group's trading performance and financing arrangements. In addition, management has considered a range of downside scenarios, including reductions in forecast revenues and profitability.
In the event that trading performance is below forecast, management has identified a number of mitigating actions that are within its control, including the deferral of discretionary capital expenditure, reductions in discretionary operating expenditure and other cost-saving measures. In addition, the group's financing arrangements include an equity cure mechanism. Management has considered the history of financial support provided by the group's majority shareholder and, based on this track record and its continued investment in the group, believes that support would be available, if required.
Having considered the forecasts, available mitigating actions and financing arrangements, the directors have not identified any material uncertainties that would cast significant doubt on the group’s ability to continue as a going concern. Accordingly, the financial statements have been prepared on a going concern basis.
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
Critical accounting judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions 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 periods if the revision affects both current and future periods.
The provision for stock obsolescence requires management to estimate the recoverable value of inventories. This involves judgement in assessing; expected future demand for products; selling prices; historical and expected future stock usage patterns; and product life cycles and risk of discontinuation.The provision is calculated using a combination of ageing profiles and specific item reviews. Assumptions regarding future demand and pricing are inherently uncertain, particularly where market conditions are volatile or product lines change. Changes in these assumptions may lead to a material adjustment in the carrying value of inventory. The provision held at the year and amounts to £123,743 (2024 - £201,729).
The provision for dilapidations is based on management’s best estimate of the expenditure required to settle the obligation at the balance sheet date. This estimate involves significant judgement and is inherently uncertain as it depends on: the interpretation of lease terms and reinstatement obligations; the expected scope and extent of works required at lease end; current and forecast costs of labour and materials; discount rates applied where the time value of money is material; the timing of settlement, particularly where leases have multiple years remaining. Actual costs may differ from those estimated due to changes in market rates, regulatory requirements, or the final condition of the property at lease termination. The provision recognised at the year end is set out in note 21 to these financial statements.
Management have reviewed the intercompany borrowings and assessed the recoverability of these balances. Impairments are recognised where amounts are considered unlikely to be recovered. At the reporting date, the carrying amount of the provision is £nil (2024 - £8,302,789). The provision has been fully released during the year, reflecting the current and forecast profitability of the group, which supports the conclusion that the outstanding balances are fully recoverable. |
The group has recognised a deferred tax asset of £245,776 (2024- £nil) in respect of carried forward tax losses. The recognition of this asset requires management judgement as to the likelihood of future taxable profits against which these losses can be utilised. |
Revenue recognition
Turnover comprises the fair value of the consideration received or receivable for the sale of goods in the ordinary course of the group’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts and after eliminating sales within the group.
The group recognises revenue when the amount of revenue can be reliably measured; it is probable that future economic benefits will flow to the entity; and specific criteria have been met for each of the group's activities.
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
Tax
The tax expense for the period comprises current and deferred 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.
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.
Deferred income tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements and on unused tax losses or tax credits in the Group. Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.
Tangible assets
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
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
|
Asset class |
Depreciation method and rate |
|
Fixtures, fittings & equipment |
3 - 5 years on cost |
|
Assets under construction |
Not depreciated |
Intangible assets
Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date.
Separately acquired intangible assets are shown at historical cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
|
Asset class |
Amortisation method and rate |
|
Website development costs |
3-5 years |
|
Goodwill |
5 years |
|
Software costs |
3-5 years |
Investments
Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.
Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value and integral cash management facilities.
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
Trade debtors
Trade debtors are amounts due from customers for goods sold or services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. All trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the debtors.
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 finished goods 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. 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.
Trade creditors
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.
Borrowings
Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.
Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.
Provisions
Provisions are recognised when the group has an obligation at the reporting date as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
Leases
Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to the profit or loss on a straight-line basis over the period of the lease.
Lease incentives
Lease incentives are written off against the group's rent charge over the term of the lease in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
Financial instruments
Classification
Recognition and measurement
Impairment
A non financial 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.
The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.
Where indicators exist for a decrease in impairment loss, 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 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.
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.
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
|
Turnover |
The analysis of the group's turnover for the period from continuing operations is as follows:
|
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
|
|
Sale of goods |
|
|
The analysis of the group's turnover for the period by market is as follows:
|
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
|
|
UK |
|
|
|
Europe |
|
|
|
Rest of world |
|
|
|
|
|
|
Other operating income |
The analysis of the group's other operating income for the period is as follows:
|
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
|
|
Miscellaneous other operating income |
- |
|
|
Operating profit |
Arrived at after charging
|
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
|
|
Depreciation expense |
|
|
|
Amortisation expense (included in administrative expenses) |
|
|
|
Operating lease expense - property |
|
|
|
Operating lease expense - other |
53,662 |
33,478 |
|
Loss on disposal of property, plant and equipment |
|
- |
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
|
Interest waiver |
|
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
|
|
Waiver of interest on other borrowings |
382,466 |
500,000 |
During the period, interest of £382,466 (2024 - £500,000) was waived on other borrowings as disclosed in note 20.
|
Other interest receivable and similar income |
|
2025 |
2024 |
|
|
Interest income on bank deposits |
|
|
|
Interest payable and similar expenses |
|
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
|
|
Interest on bank borrowings |
|
- |
|
Interest on loans with parent undertaking |
835,617 |
1,308,876 |
|
Other finance costs |
|
|
|
Amortisation of term loan fees |
50,723 |
- |
|
|
|
|
Staff costs |
Group
The aggregate payroll costs (including directors' remuneration) were as follows:
|
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
|
|
Wages and salaries |
|
|
|
Social security costs |
|
|
|
Pension costs, defined contribution scheme |
|
|
|
|
|
The average number of persons employed by the group (including directors) during the period, analysed by category was as follows:
|
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
|
|
Administration and support |
|
|
|
Sales |
|
|
|
|
|
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
Company
The company had no employees and incurred no staff costs.
|
Directors' remuneration |
The directors' remuneration for the period was as follows:
|
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
|
|
Remuneration |
|
|
|
Contributions paid to defined contribution pension schemes |
|
|
|
|
|
During the period, 1 (2024 - 1) director was accruing benefits under defined contribution pension schemes.
Certain directors are not remunerated by the company. A monitoring fee of £181,251 (2024 - £200,004) is charged to the company, part of which reflects the qualifying services of those certain directors.
In respect of the highest paid director:
|
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
|
|
Remuneration |
|
|
|
Company contributions to defined contribution pension schemes |
|
|
|
Auditors' remuneration |
|
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
|
|
Audit of financial statements |
47,675 |
43,500 |
|
Other fees to auditors |
||
|
Taxation compliance services |
|
|
|
All other non-audit services |
|
|
|
|
|
Included within auditor's remuneration of the financial statements is £2,500 (2024 - £2,500) relating to the audit of the company's financial statements.
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
|
Taxation |
Tax (credited)/charged in the profit and loss account
|
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
|
|
Deferred taxation |
||
|
Arising from recognition of previously unrecognised deferred tax asset net of timing differences in the period |
( |
- |
The tax on profit before tax for the period is lower than the standard rate of corporation tax in the UK (2024 - lower than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
|
29 December 2024 to 27 December 2025 |
31 December 2023 to 28 December 2024 |
|
|
Profit before tax |
|
|
|
Corporation tax at standard rate |
|
|
|
Effect of revenues exempt from taxation |
( |
( |
|
Effect of expense not deductible in determining taxable profit (tax loss) |
|
|
|
Effect of foreign tax rates |
- |
|
|
Movements in unrecognised deferred tax asset |
( |
( |
|
Depreciation on assets not qualifying for capital allowances |
|
|
|
Total tax credit |
( |
- |
Deferred tax
Group
Deferred tax assets and liabilities
|
2025 |
Asset |
|
Fixed asset timing differences |
( |
|
Short term timing differences |
|
|
Losses and other deductions |
|
|
|
A deferred tax asset of £1,205,808 was not recognised in the prior period which arose from fixed asset timing differences of £181,066, short term timing differences of £198,726 and tax losses of £4,443,438 measured using the enacted tax rate of 25%.
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
|
Intangible assets |
Group
|
Goodwill |
Website development costs |
Software |
Total |
|
|
Cost |
||||
|
At 29 December 2024 |
|
|
- |
|
|
Transfers |
- |
|
- |
|
|
Additions |
- |
|
|
|
|
Disposals |
- |
( |
- |
( |
|
At 27 December 2025 |
|
|
|
|
|
Amortisation |
||||
|
At 29 December 2024 |
|
|
- |
|
|
Amortisation charge |
- |
|
|
|
|
At 27 December 2025 |
|
|
|
|
|
Carrying amount |
||||
|
At 27 December 2025 |
- |
|
|
|
|
At 28 December 2024 |
- |
|
- |
|
Company
|
Trademarks, patents and licenses |
|
|
Cost |
|
|
At 29 December 2024 |
|
|
Disposals |
( |
|
At 27 December 2025 |
|
|
Carrying amount |
|
|
At 27 December 2025 |
|
|
At 28 December 2024 |
|
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
|
Tangible assets |
Group
|
Furniture, fittings and equipment |
Assets in Course of Construction |
Total |
|
|
Cost |
|||
|
At 29 December 2024 |
|
- |
|
|
Additions |
|
|
|
|
Disposals |
( |
- |
( |
|
Transfers |
( |
- |
( |
|
At 27 December 2025 |
|
|
|
|
Depreciation |
|||
|
At 29 December 2024 |
|
- |
|
|
Charge for the period |
|
- |
|
|
Eliminated on disposal |
( |
- |
( |
|
At 27 December 2025 |
|
- |
|
|
Carrying amount |
|||
|
At 27 December 2025 |
|
|
|
|
At 28 December 2024 |
|
- |
|
|
Investments held as fixed assets |
Company
|
27 December 2025 |
28 December 2024 |
|
|
Investments in subsidiaries |
|
|
|
Subsidiaries |
£ |
|
Cost or valuation |
|
|
At 29 December 2024 |
|
|
Additions |
|
|
At 27 December 2025 |
|
|
Carrying amount |
|
|
At 27 December 2025 |
|
|
At 28 December 2024 |
|
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
Details of undertakings
Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
|
Undertaking |
Registered office |
Proportion of voting rights and shares held |
||
|
2025 |
2024 |
|||
|
Subsidiary undertakings |
||||
|
|
First Floor West 25 Western Avenue, Milton Park, Abingdon, Oxfordshire, OX14 4SH. |
|
|
|
|
|
Unit 4704-A15,47th floor, No. 300 Huaihai Zhong Road, Huangpu District, Shanghai |
|
|
|
|
|
251 Little Falls Drive, Wilmington, DE 19808 |
|
|
|
|
|
First Floor West 25 Western Avenue, Milton Park, Abingdon, Oxfordshire, OX14 4SH. |
|
|
|
Subsidiary audit exemptions
Hamsard 3145 Limited has issued a guarantee over the liabilities of Hamsard 3814 Limited (registered number 16239237) at 27 December 2025 under section 479C of Companies Act 2006. These entities are exempt from the requirements of the Act relating to the audit of individual accounts by virtue of Section 479A of the Act.
|
Stocks |
|
Group |
||
|
27 December 2025 |
28 December 2024 |
|
|
Retail stocks |
|
|
|
Debtors |
|
Group |
Company |
||||
|
Note |
27 December 2025 |
28 December 2024 |
27 December 2025 |
28 December 2024 |
|
|
Trade debtors |
|
|
- |
- |
|
|
Amounts owed by group undertakings |
- |
- |
|
|
|
|
Amounts due from related parties |
46,680 |
7,771 |
- |
- |
|
|
Other debtors |
|
|
- |
- |
|
|
Prepayments |
|
|
- |
- |
|
|
Deferred tax assets |
|
- |
- |
- |
|
|
|
|
|
|
||
|
Less non-current portion |
- |
- |
- |
( |
|
|
Total current trade and other debtors |
|
|
|
- |
|
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
|
Cash and cash equivalents |
|
Group |
||
|
27 December 2025 |
28 December 2024 |
|
|
Cash on hand |
25,661 |
24,568 |
|
Cash at bank |
4,422,050 |
4,125,907 |
|
4,447,711 |
4,150,475 |
|
|
Invoice discounting facility (note 20) |
- |
( |
|
Cash and cash equivalents |
4,447,711 |
3,718,606 |
|
Creditors |
|
Group |
Company |
||||
|
Note |
27 December 2025 |
28 December 2024 |
27 December 2025 |
28 December 2024 |
|
|
Due within one year |
|||||
|
Loans and borrowings |
|
|
|
|
|
|
Trade creditors |
|
|
- |
- |
|
|
Amounts due to group undertakings |
- |
- |
- |
|
|
|
Amounts due to related parties |
34,725 |
154,255 |
- |
- |
|
|
Social security and other taxes |
|
|
- |
- |
|
|
Other creditors |
|
|
|
- |
|
|
Accrued expenses |
|
|
- |
- |
|
|
|
|
|
|
||
|
Due after one year |
|||||
|
Loans and borrowings |
|
|
|
|
|
|
Loans and borrowings |
|
Group |
Company |
|||
|
27 December 2025 |
28 December 2024 |
27 December 2025 |
28 December 2024 |
|
|
Current loans and borrowings |
||||
|
Bank borrowings |
|
- |
- |
- |
|
Other borrowings |
|
|
|
|
|
|
|
|
|
|
|
Group |
Company |
|||
|
27 December 2025 |
28 December 2024 |
27 December 2025 |
28 December 2024 |
|
|
Non-current loans and borrowings |
||||
|
Bank borrowings |
|
- |
- |
- |
|
Other borrowings |
|
|
|
|
|
|
|
|
|
|
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
Bank borrowings
Loans and borrowings of £9,644,656 include a facility A term loan of £4,000,000 and a facility B loan of £6,000,000, both with OakNorth Bank PLC. Term loan A is repayable in instalments over five years with the final instalment due on 26 August 2030. Term loan B matures and becomes repayable in full on 26 August 2030. Both loans are secured by a fixed and floating charges over the company's assets and the assets of other group entities. Interest is levied at varying rates between 4.75% and 5.25% above the Bank of England base rate. At year end interest of £354,775 is included within loans and borrowings. Loans and borrowings are stated net of debt costs capitalised of £710,119.
Other borrowings
Other borrowings include:
1) £3,000,000 (2024 - £13,000,000) of 10% Secured Loan Notes. The loan notes are secured by fixed and floating charges over the assets of the group and are subordinated to the group's senior banking facilities pursuant to the facilities agreement and intercreditor Agreement. The Loan Notes mature on 31 October 2030, or on the date at which an exit event occurs.
Under the terms of the facilities agreement entered into during 2025, repayment of Loan Note principal is subject to significant contractual restrictions. Principal repayments may only be made as a "permitted payment" and only on or after 31 January 2027, from excess cashflow, where the group's adjusted leverage ratio is below 1.50:1.00, no event of default is continuing or would arise as a result of the payment, and an equivalent amount has first been offered to the seniors lenders for prepayment of the senior facilities.
In the directors' judgement, these restrictions mean that the noteholders do not have the right to require repayment within twelve months of the reporting date and the group does not have an obligation to settle the loan notes within that period. Accordingly, the Loan Notes have been presented as creditors falling due after more than one year.
2) Accrued unpaid interest of £851,342 (2024 - £1,198,191) (group and company) on the loan notes above. Interest is charged at 10% per annum. During the period, interest of £382,466 (2024 - £500,000) was waived on interest amounts due.
3) £nil (2024 - £431,869) (group) in relation to an invoice finance facility within Whittards Trading Limited. The balance was secured over certain trade debtor balances.
|
Provisions for liabilities |
Group
|
Dilapidations provisions |
|
|
At 29 December 2024 |
|
|
Provisions used |
( |
|
At 27 December 2025 |
|
|
|
|
A provision for dilapidations is calculated based on average store closure costs in the current and previous two periods.
|
Pension and other schemes |
Defined contribution pension scheme
The group operates a defined contribution pension scheme. The pension cost charge for the period represents contributions payable by the group to the scheme and amounted to £
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
|
Share capital |
Allotted, called up and fully paid shares
|
27 December 2025 |
28 December 2024 |
|||
|
No. |
£ |
No. |
£ |
|
|
|
|
1,000.0000 |
|
1,000.0000 |
|
|
|
0.0001 |
|
0.0001 |
|
|
|
78.6000 |
|
67.3000 |
|
|
|
|
|
|
New shares allotted
|
During the period, 113 |
Purchase of own share capital
On 2 May 2025, 135 "B" Ordinary shares with an aggregate nominal value of £13.50 were purchased by the company out of the proceeds of a new issue of shares and subsequently cancelled. These shares were acquired for total consideration of £677.
Rights, preferences and restrictions
The "A" ordinary shares of £0.00001 each have no voting rights and are entitled to dividends pari passu if a dividend is declared in excess of £2,000,000 on the ordinary shares of £0.10 each.
The "B" ordinary shares of £0.10 each have no voting rights and no rights to a dividend.
|
Reserves |
Called up share capital
This represents the nominal value of the issued share capital.
Share premium reserve
This reserve contains the premium arising on the issue of share capital. Any transaction costs associated with the issuing of shares are deducted from the share premium.
Capital redemption reserve
This reserve represents the nominal value of shares cancelled.
Profit and loss account
This represents the cumulative profit or losses, net of dividends and other adjustments.
Foreign currency exchange reserve
This represents the cumulative profit or loss arising from the translation of items denominated in a foreign currency into the reporting currency of the Group.
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
|
Obligations under leases |
Group
Operating leases
The total of future minimum lease payments is as follows:
|
27 December 2025 |
28 December 2024 |
|
|
Not later than one year |
|
|
|
Later than one year and not later than five years |
|
|
|
Later than five years |
|
|
|
|
|
The amount of non-cancellable operating lease payments recognised as an expense during the period was £
|
Commitments |
Group and Company
Capital commitments
The total amount contracted for in respect of shop fit outs but not provided in the financial statements was £
Other financial commitments
|
Related party transactions |
The company has taken advantage of the exemption afforded by FRS 102, Section 33, not to disclose related party transactions with other group companies which meet the criteria that all subsidiary undertakings which are party to the transactions are wholly owned by the ultimate controlling party. Amounts due to and from wholly related parties are disclosed within notes 17 and 19 to these financial statements.
Key management personnel are considered to be the directors of the group and key management personnel remuneration is disclosed in note 10 to the financial statements.
At 27 December 2025, the group owed amounts to ESO Investments Limited, its immediate controlling party of £3,000,000 (2024 - £13,000,000), the details of which are set out in note 20 to these financial statements. During the period, interest of £382,466 (2024 - £500,000) was waived on interest amounts due. As at 27 December 2025, other borrowings also included amounts for unpaid interest of £851,342 (2024 - £1,198,191).
During the period, the group sold goods worth £60,647 (2024 - £1,604) to EPIC Investment Partners (UK) Limited. At the balance sheet date £46,680 (2024 - £7,771) was due from EPIC Investment Partners (UK) Limited.
During the period, the group was charged monitoring fees of £218,751 (2024 - £200,004) by EPIC Investment Partners (UK) Limited, advisor to EPE Special Opportunities Limited. Other ad hoc expenditure of £92,622 (2024 - £102,685) was recharged to the company during the period. At the balance sheet date £34,725 (2024 - £34,255) was due to EPIC Investment Partners (UK) Limited.
During the period, the group made purchases of £nil (2024 - £1,000,000) from a company under common control.
Hamsard 3145 Limited
Notes to the Financial Statements for the Period from 29 December 2024 to 27 December 2025
|
Financial instruments |
Group
Items of income, expense, gains or losses
|
2025 |
Income |
Expense |
Net gains |
Net losses |
|
Financial liabilities measured at amortised cost |
- |
1,298,619 |
382,466 |
- |
|
2024 |
Income |
Expense |
Net gains |
Net losses |
|
Financial liabilities measured at amortised cost |
- |
1,308,876 |
500,000 |
- |
The total interest expense for financial liabilities not measured at fair value through profit or loss is £1,298,619 (2024 - £1,308,876).
|
Analysis of changes in net debt - group |
|
At 29 December 2024 |
Cash flows |
Other non-cash changes |
At 27 December 2025 |
|
|
Cash and cash equivalents |
||||
|
Cash at bank and in hand |
4,150,475 |
297,236 |
- |
4,447,711 |
|
Invoice finance facility |
(431,869) |
431,896 |
- |
27 |
|
3,718,606 |
729,132 |
- |
4,447,738 |
|
|
Borrowings |
||||
|
Long term bank borrowings |
- |
(8,447,777) |
- |
(8,447,777) |
|
Short term bank borrowings |
- |
(1,196,879) |
- |
(1,196,879) |
|
Long term other borrowings |
(13,000,000) |
10,000,000 |
- |
(3,000,000) |
|
Short term other borrowings |
(1,630,060) |
1,660,283 |
(881,565) |
(851,342) |
|
(14,630,060) |
2,015,627 |
(881,565) |
(13,495,998) |
|
|
|
||||
|
( |
|
( |
( |
|
Other non-cash changes relates to interest charged and accrued in the period of £1,213,308 less an interest waiver received in relation to interest previously accrued of £382,466 and loan arrangement fee amortisation of £50,723.
|
Control |
The ultimate controlling party is EPE Special Opportunities Limited.