Company registration number 13937182 (England and Wales)
RED OAK TAVERNS GROUP TOPCO LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
RED OAK TAVERNS GROUP TOPCO LIMITED
COMPANY INFORMATION
Directors
M Grunnell
R Beenstock
A Brown
O Kaernested
G Bunn
N Audas
Company number
13937182
Registered office
Gamma 5a 1-5 West Road
Ipswich
Suffolk
England
IP3 9FF
Auditor
BKL Audit LLP
Chartered Accountants
5 Fleet Place
London
EC4M 7RD
RED OAK TAVERNS GROUP TOPCO LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 8
Consolidated statement of comprehensive income
9
Consolidated statement of financial position
10
Company statement of financial position
11
Consolidated statement of changes in equity
12 - 13
Company statement of changes in equity
14
Consolidated statement of cash flows
15
Notes to the financial statements
16 - 32
RED OAK TAVERNS GROUP TOPCO LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The directors present the strategic report for the year ended 31 December 2025.

 

Introduction

The consolidated accounts of Red Oak Taverns Group Topco Limited for the year ended 31 December 2025 reflect a further year of strong progress for the Group, achieved against a backdrop of persistent, if easing, inflation and a challenging cost environment for the hospitality sector. Despite meaningful increases in employment and property costs during the year, the Group delivered record turnover and a substantial improvement in profitability, underpinned by disciplined financial management, operational resilience and a continued focus on delivering value.

We have maintained our commitment to investing in our existing portfolio, supporting our tenant partners and strengthening the Group's balance sheet. These efforts reinforce our long-term strategy to build a robust and sustainable pub estate while adapting to changing market conditions.

Review of the business

Sales of the Group reached a record level of £26.8 million, an increase of £2.2 million, or 9%, compared to 2024. This growth was underpinned by continued investment in the estate and strong trading across both the Group's managed and tenanted sites, supported by growth in wet income alongside broadly stable rental income. Operating profit increased by 13% to £8.3 million.

The operating margin (adjusted for losses on disposal of assets) reduced slightly, from approximately 33% to 31%. This movement principally reflects a deliberate change in the tenure mix of the estate, as a number of sites were converted from free-of-tie agreements to tied agreements. Under a free-of-tie agreement the Group receives rental income only, with no associated cost of sales, whereas a tied agreement generates beer and other wet income alongside a lower rent but carries the associated cost of drink purchases. The effect is to increase both turnover and gross profit in absolute terms while reducing the reported margin percentage. Sector-wide cost inflation, described below, was a secondary factor.

In contrast to 2024, when the Group spent £13.7 million acquiring new sites and £1.5 million on capital expenditure, 2025 was a year of consolidation. No new sites were acquired during the year, with £1.2 million of capital expenditure directed at the existing estate, alongside ongoing repairs and maintenance and the selective disposal of underperforming assets to recycle capital and strengthen the balance sheet. We also continued to strengthen our partnerships with tenant partners to support and enhance operational performance.

A key feature of the year was a fair value gain of £8.1 million on the Group's leased and tenanted investment property portfolio, which was revalued at £125.0 million at the year end (2024: £117.8 million). This uplift, together with lower finance costs and stronger operating cash generation, drove a profit before taxation of £9.7 million, compared with £0.2 million in 2024. After a tax charge of £2.1 million, the profit for the financial year was £7.6 million (2024: £0.3 million). The Group's managed freehold properties were also revalued during the year, giving rise to a further gain of £0.5 million which, net of related deferred tax, is recognised in other comprehensive income rather than in profit. Total comprehensive income for the year was therefore £8.0 million.

Finance costs reduced by £0.5 million, or 7%, to £6.6 million, reflecting both a reduction in total borrowings and the benefit of falling interest rates over the course of the year, with the Bank of England base rate reduced from 4.75% at the start of 2025 to 3.75% by the year end. Cash generated from operations rose by 24% to £9.7 million (2024: £7.8 million).

Cost control remained a priority throughout the year, with ongoing efforts to improve operational efficiencies and further develop supplier relationships. These initiatives helped mitigate the substantial inflationary pressures affecting the sector and support profitability.

RED OAK TAVERNS GROUP TOPCO LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Principal risks and uncertainties

The principal risks and uncertainties facing the Group are set out below and are monitored on an ongoing basis by management, who meet regularly to assess and respond to changes in the external and internal risk environment.

The most significant cost pressure during the year arose from the changes announced in the Autumn 2024 Budget and implemented from April 2025. Employers' National Insurance contributions increased from 13.8% to 15%, with the secondary threshold at which contributions become payable reduced from £9,100 to £5,000, while the National Living Wage rose by 6.7% to £12.21 per hour. In addition, business rates relief for the retail, hospitality and leisure sector was reduced from 75% to 40%. Together, these changes represented a material increase in the underlying cost of employment and occupancy across the sector, affecting the Group and, in particular, its tenant partners. The Group continues to support its tenant partners and invests in its assets to maintain long-term resilience and quality of service.

The primary risk continues to be broader economic uncertainty and its effect on consumer confidence and discretionary spending. While socialising and hospitality remain core aspects of UK culture, changes in consumer behaviour — particularly in response to cost-of-living pressures — may impact trading performance. Inflation, although well below its recent peaks, remained above the Bank of England's 2% target throughout 2025, easing to around 2.6% in the spring before rising to around 3.5% by the year end, and continued to exert pressure on both the Group's cost base and household budgets. These trends are closely monitored through the production of monthly management accounts and regular board oversight.

The ongoing conflicts in Ukraine and the Middle East continue to present geopolitical risk, with potential macroeconomic consequences such as commodity price volatility, supply chain disruption and impacts on energy and inflation levels. While interest rates began to ease during 2025, borrowing costs remain elevated relative to historical norms and continue to affect both business investment and consumer spending power.

Despite these uncertainties, the Group remains well positioned to manage potential economic challenges, underpinned by its strengthened reserves, prudent financial management and a continued focus on cost control and operational efficiency.

Key performance indicators

Volume data in relation to barrelage is closely monitored, with all sites reviewed on a regular basis and comparison to prior months and prior years discussed. Where required, any large variances are investigated and rectified through discussion with the tenant partner.

Capital expenditure remains an important part of the Group's outlook and strategy, with the aim of supporting tenant partners and investing in the portfolio. This in turn leads to higher income, stronger covenant and higher quality tenant partners. Capital expenditure is reported monthly to the Board, with an analysis of historic spend and returns and future pipelines discussed.

House EBITDA — we closely monitor our House EBITDA performance. This is reviewed in monthly meetings with the operational and senior management team, and we regularly compare performance to previous years and to Budget to ensure the required growth is being achieved from each site and the estate as a whole.

RED OAK TAVERNS GROUP TOPCO LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

Other key performance indicators

Closed sites are regularly reviewed, with the financial impact of each site considered alongside the length of time it has been closed and the option to dispose of the site. Closed sites represent both a loss of income and an additional cost to the Group through security costs and empty business rates, and Group policy is therefore to keep these to an absolute minimum.

Agreement types with tenant partners are also reviewed on a regular basis. The aim of the Group is to reduce the number of short-term 'tenancies at will' in place at any one time, with more substantive lease and tenancy agreements considered to be a better long-term income stream for the Group.

As at the end of 2025, the Group's net assets stood at £49.6 million, an increase of £8.0 million (19%) compared with December 2024, driven principally by the revaluation of the investment property portfolio and the retained profit for the year.

The Group's financial position strengthened materially during the year. Net current liabilities reduced from £5.0 million at the end of 2024 to £0.4 million at the end of 2025, supported by an increase in cash reserves to £3.9 million (2024: £1.8 million) and a reduction in the element of bank borrowings falling due within one year. Total bank borrowings reduced to £74.2 million (2024: £76.8 million) and net debt improved from £75.0 million to £70.3 million. Cash reserves include £1.8 million held in a restricted account with the lender, available only for acquisitions or the repayment of debt. No dividend was paid during the year (2024: £nil), reflecting the directors' focus on strengthening the balance sheet.

Finally, I have the pleasurable task yet again of thanking all the executives and employees of the Red Oak Taverns Group for their hard work and achievements during the year, and I am delighted to be able to express my appreciation for their efforts.

On behalf of the board

M Grunnell
Director
24 July 2026
RED OAK TAVERNS GROUP TOPCO LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

The directors present their annual report and financial statements for the year ended 31 December 2025.

Principal activities

The company's main activity is that of a holding company and its subsidiaries are that of property investment companies and pub operators.

Results and dividends

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

No ordinary dividends were paid (2024 - £nil). The directors do not recommend payment of a final dividend.

Directors

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

M Grunnell
R Beenstock
A Brown
O Kaernested
G Bunn
N Audas
Auditor

The auditor, BKL Audit LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of directors' responsibilities

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

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

In preparing these financial statements, the directors are required to:

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

RED OAK TAVERNS GROUP TOPCO LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -
Statement of disclosure to auditor

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

Future developments

The group will continue to invest in its portfolio and look to make strategic acquisitions that will enable the group to grow over the coming years.

Post balance sheet events

There have been no significant events affecting the group since the year end.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to groups and companies entitled to the medium-sized exemptions.

On behalf of the board
M Grunnell
Director
24 July 2026
RED OAK TAVERNS GROUP TOPCO LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF RED OAK TAVERNS GROUP TOPCO LIMITED
- 6 -
Opinion

We have audited the financial statements of Red Oak Taverns Group Topco Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the consolidated statement of comprehensive income, the consolidated statement of financial position, the company statement of financial position, the consolidated statement of changes in equity, the company statement of changes in equity, the consolidated statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

RED OAK TAVERNS GROUP TOPCO LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF RED OAK TAVERNS GROUP TOPCO LIMITED
- 7 -
Matters on which we are required to report by exception

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

 

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

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 group's and parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

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

Capability of the audit in detecting irregularities, including fraud:

Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to the failure to comply with tax regulations, health and safety regulations and anti-bribery and anti-corruption laws, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries and management bias in accounting estimates. Audit procedures performed by the auditors included:

 

 

There are inherent limitations in the audit procedures described above, 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 would become aware of it. Also, 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 or intentional misrepresentations, or through collusion.

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

RED OAK TAVERNS GROUP TOPCO LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF RED OAK TAVERNS GROUP TOPCO LIMITED
- 8 -

Use of our report

This report is made solely to the parent company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the parent company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Deon van Tonder ACA (Senior Statutory Auditor)
For and on behalf of BKL Audit LLP, Statutory Auditor
Chartered Accountants
5 Fleet Place
London
EC4M 7RD
24 July 2026
RED OAK TAVERNS GROUP TOPCO LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
2025
2024
Notes
£
£
Revenue
3
26,778,866
24,558,388
Cost of sales
(10,109,578)
(8,950,979)
Gross profit
16,669,288
15,607,409
Administrative expenses
(8,277,457)
(7,488,645)
Other operating expenses
4
(131,266)
(821,267)
Operating profit
8,260,565
7,297,497
Finance costs
8
(6,620,706)
(7,108,017)
Other gains and losses
9
8,085,821
-
Profit before taxation
9,725,680
189,480
Tax on profit
10
(2,081,874)
119,428
Profit for the financial year
7,643,806
308,908
Other comprehensive income
Removal of deferred tax relating to the disposal of land and buildings
-
88,392
Revaluation gain on land and buildings
495,171
-
Deferred tax movement on revaluation gain on land and buildings
(123,793)
-
0
Total comprehensive income for the year
8,015,184
397,300
Profit for the financial year is attributable to:
- Owners of the parent company
7,643,806
308,908
7,643,806
308,908
Total comprehensive income for the year is attributable to:
- Owners of the parent company
8,015,184
397,300
8,015,184
397,300
RED OAK TAVERNS GROUP TOPCO LIMITED
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025
- 10 -
2025
2024
Notes
£
£
£
£
Non-current assets
Intangible fixed assets
9
371,670
598,751
Property, plant and equipment
12
6,776,175
8,377,919
Investment property
13
124,983,600
117,787,881
132,131,445
126,764,551
Current assets
Inventories
16
39,964
72,294
Trade and other receivables
17
1,231,298
1,542,786
Cash and cash equivalents
3,938,850
1,765,935
5,210,112
3,381,015
Current liabilities
18
(5,613,787)
(8,409,180)
Net current liabilities
(403,675)
(5,028,165)
Total assets less current liabilities
131,727,770
121,736,386
Non-current liabilities
19
(73,709,476)
(73,818,072)
Provisions for liabilities
Deferred tax liability
21
8,410,295
6,325,499
(8,410,295)
(6,325,499)
Net assets
49,607,999
41,592,815
Equity
Called up share capital
22
34,422,737
34,422,737
Revaluation reserve
604,770
303,392
Investment property revaluation reserve
10,773,496
4,820,487
Retained earnings
3,744,496
1,983,699
Equity attributable to owners of the parent company
49,545,499
41,530,315
Non-controlling interests
62,500
62,500
Total equity
49,607,999
41,592,815

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 24 July 2026 and are signed on its behalf by:
24 July 2026
M Grunnell
Director
Company registration number 13937182 (England and Wales)
RED OAK TAVERNS GROUP TOPCO LIMITED
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025
- 11 -
2025
2024
Notes
£
£
£
£
Non-current assets
Investments
14
44,443,957
44,443,957
Current assets
Trade and other receivables
17
400,000
400,000
Current liabilities
18
(399,013)
(319,050)
Net current assets
987
80,950
Net assets
44,444,944
44,524,907
Equity
Called up share capital
22
34,422,737
34,422,737
Retained earnings
10,022,207
10,102,170
Total equity
44,444,944
44,524,907

As permitted by section 408 of the Companies Act 2006, the company has not presented its own income statement and related notes. The company’s loss for the year was £79,963 (2024 - £84,535 profit).

The financial statements were approved by the board of directors and authorised for issue on 24 July 2026 and are signed on its behalf by:
24 July 2026
M Grunnell
Director
Company registration number 13937182 (England and Wales)
RED OAK TAVERNS GROUP TOPCO LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
Share capital
Revaluation reserve
Investment property revaluation reserve
Retained earnings
Equity attributable to owners of parent company
Non-controlling interest
Total
£
£
£
£
£
£
£
Balance at 1 January 2024
34,422,737
212,435
5,534,902
962,941
41,133,015
62,500
41,195,515
Year ended 31 December 2024:
Profit for the year
-
-
-
308,908
308,908
-
308,908
Other comprehensive income:
Realised gain on disposal of land and buildings
-
(353,566)
-
353,566
-
-
-
Deferred tax transfer from retained earnings
-
88,392
119,428
(119,428)
88,392
-
88,392
Transfer to/from retained earnings
-
356,131
(356,131)
-
0
-
-
-
Total comprehensive income
-
90,957
(236,703)
543,046
397,300
-
397,300
Realised gain on disposal of land and buildings
-
-
(477,712)
477,712
-
-
-
Balance at 31 December 2024
34,422,737
303,392
4,820,487
1,983,699
41,530,315
62,500
41,592,815
RED OAK TAVERNS GROUP TOPCO LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Share capital
Revaluation reserve
Investment property revaluation reserve
Retained earnings
Equity attributable to owners of parent company
Non-controlling interest
Total
£
£
£
£
£
£
£
- 13 -
Year ended 31 December 2025:
Profit for the year
-
-
-
7,643,806
7,643,806
-
7,643,806
Other comprehensive income:
Revaluation of land and buildings
-
495,171
-
-
495,171
-
495,171
Deferred tax on revaluation of land and buildings
-
(123,793)
-
-
0
(123,793)
-
(123,793)
Total comprehensive income
-
371,378
-
7,643,806
8,015,184
-
8,015,184
Valuation of investment property recycled from retained earnings
-
-
8,085,821
(8,085,821)
-
-
-
Deferred tax on valuation of investment property recycled from retained earnings
-
-
(2,021,455)
2,021,455
-
-
-
Realised gain on disposal of investment property
-
-
(241,809)
241,809
-
-
-
Deferred tax on realised gain on disposal of investment property
-
-
60,452
(60,452)
-
-
-
Reserves transfer on investment property transferred between classes
-
(70,000)
70,000
-
-
-
-
Balance at 31 December 2025
34,422,737
604,770
10,773,496
3,744,496
49,545,499
62,500
49,607,999
RED OAK TAVERNS GROUP TOPCO LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
Share capital
Retained earnings
Total
£
£
£
Balance at 1 January 2024
34,422,737
10,017,635
44,440,372
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
84,535
84,535
Balance at 31 December 2024
34,422,737
10,102,170
44,524,907
Year ended 31 December 2025:
Profit and total comprehensive income
-
(79,963)
(79,963)
Balance at 31 December 2025
34,422,737
10,022,207
44,444,944
RED OAK TAVERNS GROUP TOPCO LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 15 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
24
9,695,479
7,849,427
Income taxes (paid)/refunded
(90,000)
375,734
Net cash inflow from operating activities
9,605,479
8,225,161
Investing activities
Proceeds from disposal of intangibles
-
290,000
Purchase of property, plant and equipment
(822,405)
(1,549,941)
Proceeds from disposal of property, plant and equipment
77,214
857,971
Purchase of investment property
-
(13,667,067)
Proceeds from disposal of investment property
3,290,543
1,566,401
Capital improvements to existing property
(420,210)
-
Net cash generated from/(used in) investing activities
2,125,142
(12,502,636)
Financing activities
Proceeds from borrowings
-
13,077,699
Repayment of bank loans
(2,937,000)
(1,563,000)
Interest paid
(6,620,706)
(7,018,541)
Net cash (used in)/generated from financing activities
(9,557,706)
4,496,158
Net increase in cash and cash equivalents
2,172,915
218,683
Cash and cash equivalents at beginning of year
1,765,935
1,547,252
Cash and cash equivalents at end of year
3,938,850
1,765,935
RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 16 -
1
Accounting policies
Company information

Red Oak Taverns Group Topco Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Gamma 5a 1-5 West Road, Ipswich, Suffolk, England, IP3 9FF.

 

The group consists of Red Oak Taverns Group Topco Limited and all of its subsidiaries.

1.1
Accounting convention

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

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

The financial statements have been prepared under the historical cost convention, unless otherwise stated in these accounting policies. The principal accounting policies adopted are set out below.

The preparation of financial statements in accordance with FRS 102 requires management to make certain critical accounting estimates and to exercise judgement in applying the group’s accounting policies (see Note 2).

 

The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

1.2
Business combinations

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

 

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

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Red Oak Taverns Group Topco Limited together with all entities controlled by the parent company (its subsidiaries).

 

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -

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

1.4
Going concern

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

1.5
Revenue

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

 

Revenue consists of rental income, income generated from machines within the pubs and income generated from the pub operations including beverage sales.

1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 5 years.

 

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

1.7
Property, plant and equipment

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any 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 recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold property
50 years straight line
Fixtures and fittings
10 years straight line
Office equipment
10 years straight line
Other fixed assets
10 years straight line

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

RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -

Revaluation of tangible fixed assets

Individual freehold and leasehold properties are carried at current year value at fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at the balance sheet date.

 

Fair values are determined from market based evidence normally undertaken by the directors.

 

Revaluation gains and losses are recognised in other comprehensive income unless losses exceed the previously recognised gains or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in profit or loss.

1.8
Investment property

Investment properties are revalued annually by the directors and carried at fair value. The aggregate surplus or deficit arising from such revaluation is recognised in the statement of comprehensive income and thereafter transferred to the investment property revaluation reserve unless a deficit (or its reversal) on an individual property is expected to be permanent, in which case it is charged (or credited) to the statement of comprehensive income. 

1.9
Non-current investments

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

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

1.10
Impairment of non-current assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

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

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

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

RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 19 -
1.11
Inventories

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

 

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

1.12
Cash and cash equivalents

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

1.13
Financial instruments

The group has elected to apply the provisions of Section 11 "Basic Financial Instruments" of FRS 102 to all of its financial instruments.

 

The group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

 

Financial instruments are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument.

 

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

Basic financial assets

Basic financial assets, which include trade and other receivables 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.

Other financial assets

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

RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 20 -
Impairment of financial assets

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

 

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

 

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

Derecognition of financial assets

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

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including trade and other payables, bank loans and loans from fellow group companies, 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 payables 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 payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

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

1.14
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

1.15
Taxation

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

RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 21 -
Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.16
Provisions

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

 

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.

 

Increases in provisions are generally charged as an expense to profit or loss.

1.17
Employee benefits

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

 

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

 

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

1.18
Retirement benefits

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

 

RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 22 -
1.19
Leases
As lessor

Rental income from operating leases is credited to profit or loss on a straight-line basis over the lease term.

 

Amounts paid and payable as an incentive to sign an operating lease are recognised as a reduction to income over the lease term on a straight-line basis, unless another systematic basis is representative of the time pattern over which the lessor's benefit from the leased asset is diminished.

 

As lessee

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

 

1.20

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

1.21

Change in accounting policy - investment property valuation

In prior periods, the group's accounting policy stated that investment properties were valued annually by external valuers. The directors have reviewed this policy and clarified that investment properties are, and have always been, valued by the directors at fair value at each reporting date, with external market data and independent valuations used as an input to support the directors’ assessment. This clarification does not represent a change in the measurement basis applied but rather a clarification of the existing policy. Accordingly, there is no impact on the amounts previously reported in the financial statements and no restatement has been required.

RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
2
Judgements and key sources of estimation uncertainty

In the application of the group's accounting policies, management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on 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 estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.

 

Impairment of trade debtors

An impairment loss is recognised when there is objective evidence that a financial assets is impaired. Management specifically reviews its trade debtor assets and analyses historical bad debts, customer creditworthiness and current economic trends when making a judgement to evaluate the adequacy of the allowance for impairment losses. Where there is objective evidence of impairment, the carrying amount is adjusted accordingly.

 

Valuation of investment properties

Investment properties are valued annually at fair value. Fair value is ascertained through review of a number of factors and information flows, including market knowledge, recent market movements, recent sales of similar properties, recent third party valuations, historical experience, rent levels and flows of cash for the respective investment property. There is an inevitable degree of judgement involved and value can only ultimately reliably be tested in the market itself. The valuations the group places on its property portfolio requires estimates to be made, including, but not limited to, market yields, expected rental values, and void periods. These estimates are based on assumptions made by the directors. The approach to the valuations and the amounts effected are set in the accounting policy and note on investment properties.

 

Impairment of property, plant and equipment

Property, plant and equipment is reviewed for impairment if there are any indicators to suggest that the carrying amount may not be recoverable. Recoverable amounts are determined based on value-in-use calculations and fair values. Where fair values have been used these are derived from known sales proceeds or an external valuation.

 

Impairment of goodwill

Goodwill is tested for impairment annually, or more frequently where events or changes in circumstances indicate that the carrying value may be impaired.

3
Revenue

All revenue arose within the United Kingdom.

 

The group generates revenue from rental income, income from the management of its own sites, wet income and machine income. A segmental analysis of turnover, operating profit and net assets has not been disclosed, as in the opinion of the directors, such disclosure would be seriously prejudicial to the group's interests.

 

4
Other operating expenses
2025
2024
£
£
Loss on disposal of fixed assets
131,266
821,267
RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
76,000
66,045
For other services
Other taxation services
6,000
6,000
All other non-audit services
10,652
9,800
16,652
15,800
6
Employees

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

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Operations
29
29
-
-
Management
5
4
5
5
Administration
1
1
-
-
Total
35
34
5
5

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
1,805,472
1,971,402
79,963
110,465
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services (included in Note 6)
120,734
110,465

Directors' remuneration for the company totalled £79,963 (2024 - £110,465).

RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 25 -
8
Finance costs
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Bank interest payable
6,620,706
7,108,017
9
Other gains and losses
2025
2024
£
£
Fair value gains/(losses) on financial instruments
Fair value gain on investment properties
8,085,821
-
0
10
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
120,871
-
0
Deferred tax
Origination and reversal of timing differences
1,961,003
(119,428)
Total tax charge/(credit)
2,081,874
(119,428)

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

2025
2024
£
£
Profit before taxation
9,725,680
189,480
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
2,431,420
47,370
Non-deductible items
57,465
(195,721)
Non-tax deductible amortisation of goodwill, impairment and depreciation
239,422
126,838
Capital allowances
(295,185)
-
0
Adjustment to profit/loss on disposal of fixed assets
32,817
13,806
Deferred tax provision
1,961,003
(119,428)
Fair value adjustment of investment property
(2,019,132)
7,707
Taxable loss utilised and group relief utilised
(385,936)
-
Taxation overprovision
60,000
-
Taxation charge/(credit)
2,081,874
(119,428)
RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
10
Taxation
(Continued)
- 26 -

In addition to the amount charged to the income statement, the following amounts relating to tax have been recognised directly in other comprehensive income:

2025
2024
£
£
Deferred tax arising on:
Revaluation of land and buildings
123,793
-
11
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 January 2025 and 31 December 2025
1,135,403
Amortisation and impairment
At 1 January 2025
536,652
Amortisation charged for the year
227,081
At 31 December 2025
763,733
Carrying amount
At 31 December 2025
371,670
At 31 December 2024
598,751
The company had no intangible fixed assets at 31 December 2025 or 31 December 2024.
RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 27 -
12
Property, plant and equipment
Group
Freehold property
Fixtures and fittings
Office equipment
Other fixed assets
Total
£
£
£
£
£
Cost
At 1 January 2025
4,858,197
6,015,790
166,108
40,000
11,080,095
Additions
-
0
792,778
29,627
-
0
822,405
Disposals
-
0
(77,214)
-
0
-
0
(77,214)
Revaluation
495,171
-
0
-
0
-
0
495,171
Transfer between classes
(2,195,000)
-
-
-
(2,195,000)
At 31 December 2025
3,158,368
6,731,354
195,735
40,000
10,125,457
Depreciation and impairment
At 1 January 2025
288,933
2,326,159
55,084
32,000
2,702,176
Depreciation charged in the year
47,938
665,569
13,102
4,000
730,609
Transfer between classes
(83,503)
-
0
-
0
-
0
(83,503)
At 31 December 2025
253,368
2,991,728
68,186
36,000
3,349,282
Carrying amount
At 31 December 2025
2,905,000
3,739,626
127,549
4,000
6,776,175
At 31 December 2024
4,569,264
3,689,631
111,024
8,000
8,377,919
The company had no property, plant and equipment at 31 December 2025 or 31 December 2024.

Freehold property consists of land and buildings held at the revalued amount less accumulated depreciation.

13
Investment property
Group
2025
£
Fair value
At 1 January 2025
117,787,881
Capital improvements to existing properties
420,210
Disposals
(3,421,809)
Transfers between classes
2,111,497
Net gains or losses through fair value adjustments
8,085,821
At 31 December 2025
124,983,600
RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
13
Investment property
(Continued)
- 28 -

The fair value of the investment property has been arrived at on the basis of a valuation carried out as at 31 December 2025 by the Directors who are considered to have sufficient industry experience.

2025
2024
£
£
Revaluation reserves
At 1 January 2025
4,820,487
5,534,902
Net surplus (deficit) in movement of properties
5,953,009
(714,415)
10,773,496
4,820,487
If the investment properties had been accounted for under the historic cost accounting rules, the properties would have been measured as follows:
2025
2024
£
£
Historic cost
89,004,172
89,523,780
89,004,172
89,523,780
14
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
15
-
0
-
0
44,443,957
44,443,957
Movements in non-current investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2025 and 31 December 2025
44,443,957
Carrying amount
At 31 December 2025
44,443,957
At 31 December 2024
44,443,957
15
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
15
Subsidiaries
(Continued)
- 29 -
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Red Oak Taverns Group Holdings Limited
Gamma 5a, 1-5 West Road, Ipswich, Suffolk, England, IP3 9FF
Ordinary shares
100.00
-
Red Oak Taverns Holdings Limited
Gamma 5a, 1-5 West Road, Ipswich, Suffolk, England, IP3 9FF
Ordinary shares
0
100.00
Red Oak Taverns Intermediary Limited
Gamma 5a, 1-5 West Road, Ipswich, Suffolk, England, IP3 9FF
Ordinary shares
0
100.00
Red Oak Taverns Finance Limited
Gamma 5a, 1-5 West Road, Ipswich, Suffolk, England, IP3 9FF
Ordinary Shares
0
100.00
Red Oak Taverns Limited
Gamma 5a, 1-5 West Road, Ipswich, Suffolk, England, IP3 9FF
Ordinary shares
0
100.00
Red Oak Taverns Acquisitions Limited
Gamma 5a, 1-5 West Road, Ipswich, Suffolk, England, IP3 9FF
Ordinary shares
0
100.00
Bath & Stratford Homes Limited
Gamma 5a, 1-5 West Road, Ipswich, Suffolk, England, IP3 9FF
Ordinary shares
0
100.00
Bath and Stratford Homes (TC) Limited
Gamma 5a, 1-5 West Road, Ipswich, Suffolk, England, IP3 9FF
Ordinary shares
0
100.00
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
Red Oak Taverns Group Holdings Limited
16,377,894
(40,711)
0
Red Oak Taverns Holdings Limited
12,690,674
-
0
Red Oak Taverns Intermediary Limited
12,615,722
-
0
Red Oak Taverns Finance Limited
12,679,086
-
0
Red Oak Taverns Limited
44,460,152
6,749,263
Red Oak Taverns Acquisitions Limited
6,410,471
1,231,722
Bath & Stratford Homes Limited
(26,673)
0
-
0
Bath and Stratford Homes (TC) Limited
(600,332)
0
-
0
16
Inventories
Group
Company
2025
2024
2025
2024
£
£
£
£
Finished goods and goods for resale
39,964
72,294
-
0
-
0
RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 30 -
17
Trade and other receivables
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade receivables
490,115
777,015
-
0
-
0
Corporation tax recoverable
30,000
-
0
-
0
-
0
Amounts owed by group undertakings
(118,910)
-
0
400,000
400,000
Other receivables
121,133
135,406
-
0
-
0
Prepayments and accrued income
708,960
630,365
-
0
-
0
1,231,298
1,542,786
400,000
400,000
18
Current liabilities
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans
20
500,000
2,937,000
-
0
-
0
Trade payables
1,917,793
1,715,157
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
389,013
309,050
Corporation tax payable
64,424
3,553
-
0
-
0
Other taxation and social security
259,090
691,399
-
0
-
0
Other payables
1,417,381
1,441,439
-
0
-
0
Accruals and deferred income
1,455,099
1,620,632
10,000
10,000
5,613,787
8,409,180
399,013
319,050
19
Non-current liabilities
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans
20
73,709,476
73,818,072
-
0
-
0
20
Borrowings
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank loans
74,209,476
76,755,072
-
0
-
0
Payable within one year
500,000
2,937,000
-
0
-
0
Payable after one to five years
73,709,476
73,818,072
-
0
-
0
Payable after five years
-
-
-
-
RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
20
Borrowings
(Continued)
- 31 -

The bank loan is secured by way of fixed and floating charges over the land and buildings and the investment properties held in all Red Oak Group companies. Interest is charged at the Bank of England base rate plus 4.27% and is repayable on 30 November 2028.

21
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2025
2024
Group
£
£
Revaluations
8,410,295
6,325,499
The company has no deferred tax assets or liabilities.
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 January 2025
6,325,499
-
Charge to profit or loss
1,961,003
-
Charge to other comprehensive income
123,793
-
Liability at 31 December 2025
8,410,295
-
22
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
982,234
982,234
982,234
982,234
2025
2024
2025
2024
Preference share capital
Number
Number
£
£
Issued and fully paid
Preference shares of £1 each
33,440,503
33,440,503
33,440,503
33,440,503
Preference shares classified as equity
33,440,503
33,440,503
Total equity share capital
34,422,737
34,422,737
RED OAK TAVERNS GROUP TOPCO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 32 -
23
Related party transactions

Amounts due to and from related parties are unsecured, repayable on demand and interest free.

 

During the year, a subsidiary company incurred consultancy fees of £483,584 (2024 - £467,356) from Red Oak Capital Partners LLP (ROCP), an entity in which M Grunnell is a member. There is a fee owed by the company to ROCP totaling £270,000 (2024 - £310,000) owing at year end relating to the financing of the group.

24
Cash generated from group operations
2025
2024
£
£
Profit after taxation
7,643,806
308,908
Adjustments for:
Taxation charged/(credited)
2,081,874
(119,428)
Finance costs
6,620,706
7,108,017
Loss on disposal of non-current assets
131,266
821,267
Amortisation and impairment of intangible assets
227,081
178,884
Depreciation and impairment of property, plant and equipment
730,609
569,319
Other gains and losses
(8,085,821)
-
Movements in working capital:
Decrease/(increase) in inventories
32,330
(18,053)
Decrease in trade and other receivables
341,488
540,011
Decrease in trade and other payables
(27,860)
(1,539,498)
Cash generated from operations
9,695,479
7,849,427
25
Analysis of changes in net debt - group
1 January 2025
Cash flows
31 December 2025
£
£
£
Cash at bank and in hand
1,765,935
2,172,915
3,938,850
Borrowings excluding overdrafts
(76,755,072)
2,545,596
(74,209,476)
(74,989,137)
4,718,511
(70,270,626)

Cash at bank and in hand includes £1.8 million held in a restricted account with the lender, which is not freely available and can only be utilised for the purposes of acquisitions or repayment of debt.

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