|
Registered number: 13929763
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
COMPANY INFORMATION
|
|
J Bradley (resigned 16 September 2025)
|
|
|
R Glover (appointed 28 July 2025, resigned 16 September 2025)
|
|
|
S Sciberras (reappointed 16 September 2025, resigned 28 July 2025)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Chartered Accountants & Statutory Auditor
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
CONTENTS
|
|
|
|
|
|
|
|
|
Independent auditors' report
|
|
Statement of income and retained earnings
|
|
Statement of financial position
|
|
Notes to the financial statements
|
|
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2023
The directors present the Strategic report and financial statements for the period ended 31 December 2023.
Group Structure
In December 2022, management opted to consolidate the legal entities and form a corporate structure. The rationale for forming a group structure was due to the reliance each of the businesses placed on each other, the scale of related party trading and most importantly the synergies which exist or which could exist by operating as one overall group. By consolidating the companies into one corporate structure will facilitate future investment and create a cohesive brand under which the businesses can operate and grow.
Global Footprint
In 2022, the Company opened offices in Sydney, Australia. The Australian businesses began to trade in September 2022 with the aim of better targeting and servicing the Australasia region including Australia, New Zealand and various countries in Asia. The Company has effected its plans to open further international offices in 2025 including Hong Kong, China and the USA. Although the Company can service global customers from its UK and Irish offices, having a local presence adds benefits relating to time zones, language and culture as well enabling the business to acquire macro and micro economic knowledge and insight.
Principal risks and uncertainties
|
The directors consider the principal risks and uncertainties are those of the Group as a whole. These are detailed in Brollachaun Holdings Limited's Strategic report.
Financial key performance indicators
|
The Company acts as an immediate holding company. The directors believe the KPI's are those of the Group as a whole. These are detailed in Brollachaun Holdings Limited's Strategic report.
Other key performance indicators
|
There are no other key performance indicators other than the financial key performance indicators mentioned above.
This report was approved by the board and signed on its behalf.
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2023
The directors present their report and the financial statements for the period ended 31 December 2023.
Directors' responsibilities statement
|
The directors are responsible for preparing the Strategic report, the 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgments and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The profit for the period, after taxation, amounted to £8,289,252 (2022 - £NIL).
The directors have recommended a dividend of £8,289,252 (2022 - £NIL) for the period.
The directors who served during the period were:
J Bradley (resigned 16 September 2025)
|
|
|
S Sciberras (reappointed 16 September 2025, resigned 28 July 2025)
|
Disclosure of information to auditors
|
Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and
∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2023
Post balance sheet events
|
Since the end of the reporting period the two ultimate beneficial owners (‘UBO’) of the group have agreed, following the execution of binding heads of terms, to separate the group’s two businesses into two independent groups. Further information is detailed in note 12.
Under section 487(2) of the Companies Act 2006, BKL Audit LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
This report was approved by the board and signed on its behalf.
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WHISKEY & WEALTH CLUB HOLDINGS LIMITED
We have audited the financial statements of Whiskey & Wealth Club Holdings Limited (the 'Company') for the period ended 31 December 2023, which comprise the Statement of income and retained earnings, the Statement of financial position and the related notes, 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 Company's affairs as at 31 December 2023 and of its 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.
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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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.
Material uncertainty related to going concern
|
We draw attention to note 2.4 in the financial statements, which indicates that the Group’s and parent company’s ability to continue to adopt the going concern basis of accounting is dependent upon the successful completion of a proposed demerger of certain Group entities. As stated in note 2.4, these events or conditions, along with the other matters as set forth in note 2.4, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
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.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Key audit matters
Except for the matter described in the Material uncertainty related to going concern section, we have determined that there are no other key audit matters to be communicated in our report.
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WHISKEY & WEALTH CLUB HOLDINGS LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.
Opinion on other matters prescribed by the Companies Act 2006
|
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
|
In the light of the knowledge and understanding of the Company and its 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:
∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
∙the financial statements are not in agreement with the accounting records and returns; or
∙certain disclosures of directors' remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.
Responsibilities of directors
|
As explained more fully in the Directors' responsibilities statement set out on page 2, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WHISKEY & WEALTH CLUB HOLDINGS LIMITED (CONTINUED)
Auditors' 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 Auditors' 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.
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:
∙Enquiring of management and those charged with governance around actual and potential litigation and claims;
∙Enquiring of management and those charged with governance to identify any instances of non-compliance with laws and regulations;
∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
∙Reviewing the general ledger in detail for all transactions with related parties.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
∙Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
∙Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion of the effectiveness of the Company's internal control.
∙Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
∙Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our Auditors' report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our Auditors' report. However, future events or conditions may cause the Company to cease to continue as a going concern.
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF WHISKEY & WEALTH CLUB HOLDINGS LIMITED (CONTINUED)
∙Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
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 Auditors' 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.
Michael Wedge FCA (Senior Statutory Auditor)
for and on behalf of
BKL Audit LLP
Chartered Accountants
Statutory Auditor
London
14 September 2026
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE PERIOD ENDED 31 DECEMBER 2023
|
|
13 months ended
31 December
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividend declared and paid
|
|
|
|
Retained earnings at the end of the period
|
|
|
|
There were no recognised gains and losses for 2023 or 2022 other than those included in the statement of income and retained earnings.
|
The notes on pages 10 to 16 form part of these financial statements.
|
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
REGISTERED NUMBER: 13929763
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debtors: amounts falling due within one year
|
|
|
|
|
|
|
|
|
|
|
|
|
Creditors: amounts falling due within one year
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets less current liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 10 to 16 form part of these financial statements.
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
Whiskey & Wealth Club Holdings Limited ('the Company') is a private Company, limited by shares, incorporated in England and Wales under the Companies Act.
The address of the registered office and principal place of business is 51a George Street, Richmond, England, TW9 1HJ.
The principal activity involves holding investments within the whiskey sector.
2.Accounting policies
|
|
|
Basis of preparation of financial statements
|
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies.
The following principal accounting policies have been applied:
|
|
|
Financial Reporting Standard 102 - reduced disclosure exemptions
|
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Brollachaun Holdings Limited as at 31 December 2023 and these financial statements may be obtained from Companies House.
|
|
|
Exemption from preparing consolidated financial statements
|
The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
These financial statements have been prepared on the going concern basis of accounting, which assumes that the company will continue in operational existence for at least the next 12 months.
The wider group carries on two distinct businesses: the craft distilling and premium Irish whiskey business and the Whiskey Wealth Club cask business. Each of the two ultimate beneficial owners of the group directs one of those businesses, and for a considerable period there has been a dispute between them which has restricted co-operation between the two businesses.
The craft distilling business has historically been funded by the Whiskey Wealth Club business. It was agreed between the ultimate beneficial owners that, with effect from the beginning of 2025, no further financial support would be provided by the Whiskey Wealth Club business to the craft distilling business.
There are currently ongoing negotiations to complete a demerger transaction under which the two businesses will be separated into two independent groups, with one ultimate beneficial owner retaining the craft distilling business and the director retaining the Whiskey Wealth Club business. The separation agreement provides, amongst other matters, all intercompany balances between the two businesses will be mutually released and forgiven.
The director has prepared cash flow forecasts for the group and the parent company covering the next five years and is confident that the craft distilling and premium Irish whiskey business will be profitable moving forward. Those forecasts assume that the demerger completes in accordance with the agreed terms and that the intercompany balances between the two businesses are released on completion.
At the date of approval of these financial statements the long-form legal documentation giving effect to the demerger has not been executed and completion remains conditional, including upon the filing of these financial statements and certain related statutory filings. Completion of the demerger is therefore not wholly within the control of the director. If the demerger were not to complete, and if the intercompany balances between the two businesses were demanded or the support described above were not provided, the group and the parent company would be unable to meet their liabilities as they fall due.
These conditions indicate the existence of a material uncertainty which may cast significant doubt on the ability of the group and the parent company to continue as a going concern and, therefore, that the group and the parent company may be unable to realise their assets and discharge their liabilities in the normal course of business. The director nevertheless considers it appropriate to prepare these financial statements on the going concern basis, having regard to the binding heads of terms and the advanced state of the long-form legal documentation. These financial statements do not include any adjustments that would result if the going concern basis of preparation were no longer appropriate.
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
|
|
|
Foreign currency translation
|
Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Investments in subsidiaries are measured at cost less accumulated impairment.
The Company only enters into basic financial instruments and transactions that result in the recognition of financial assets and liabilities like other debtors and creditors, loans from banks and other third parties and loans to and from related parties.
(i) Financial assets
Basic financial assets, including fixed asset investment, trade and other debtors, are initially recognised at transaction price, unless the arrangement consitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Such assets are subsequently carried at amortised cost using the effective interest method.
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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 the Statement of Income and Retained Earnings.
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party, or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.
(ii) Financial liabilities
Basic financial liabilities, including trade and other creditors and accruals, 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 receipts discounted at a market rate of interest.
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
|
|
|
Financial instruments (continued)
|
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.
(iii) Offsetting
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.
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.
|
|
The average monthly number of employees, including directors, during the period was 2 (2022 - 2).
|
|
|
|
|
|
|
|
|
|
13 months ended
31 December
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividend receivable from subsidiary
|
|
|
|
|
|
|
|
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
|
|
Dividend payable to intermediate parent
|
|
|
|
|
Investments in subsidiary companies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following were subsidiary undertakings of the Company:
|
|
|
|
|
|
|
|
|
Whiskey & Wealth Club Limited
|
51a George Street, Richmond, England, TW9 1HJ
|
|
|
|
|
Whiskey & Wealth Club Limited
|
20 Harcourt Street, Dublin 2, D02 H364, Ireland
|
|
|
|
|
Whiskey & Wealth Club PTY Ltd
|
46 Centenary Place, Catherine Field, NSW 2557, Australia
|
|
|
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
|
|
Amounts owed by group undertakings
|
|
|
|
|
|
|
|
|
|
Creditors: Amounts falling due within one year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts due to group undertakings
|
|
|
|
|
|
|
|
|
|
|
Allotted, called up and partly paid
|
|
|
|
|
|
|
|
|
|
|
|
30,000 (2022 - 10,000) Ordinary shares of £0.01(2022 - £0.10) each
|
|
|
|
|
During the period, the 1,000 Ordinary £0.10 shares were subdivided into 10,000 shares of £0.01 each.
There was an issue of 10,000 Ordinary shares of £0.01 each for total consideration of £100.
On the same date 10,000 Ordinary shares of £0.01 each were issued as part of a share for share exchange in return for shares in a subsidiary entity.
|
Other reserves
Other reserves consists of a merger relief reserve created upon the acquisition of the Company's subsidairies.
|
|
WHISKEY & WEALTH CLUB HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
|
|
Related party transactions
|
|
|
The Company has taken advantage of the exemption under FRS 102 Section 33.1A, which permits it not to disclose transactions entered into between group entities where the subsidiary is wholly owned.
Accordingly, no disclosure has been made in respect of the dividend declared and paid to its immediate parent undertaking, which is a wholly-owned member of the group.
|
|
|
Post balance sheet events
|
Demerger of the group
Since the end of the reporting period the two ultimate beneficial owners (‘UBO’) of the group have agreed, following the execution of binding heads of terms, to separate the group’s two businesses into two independent groups. Under the agreed terms one UBO will retain the craft distilling and premium Irish whiskey business, and the other UBO will retain the Whiskey Wealth Club business.
The agreement provides, amongst other matters, for the mutual release and forgiveness of all intercompany balances between the two resulting groups. Both businesses are expected to continue to trade following separation.
At the date of approval of these financial statements the long-form legal documentation giving effect to the demerger has not been executed and completion remains conditional, including upon the filing of these financial statements and certain related statutory filings. The directors expect the long-form documentation to be executed shortly thereafter.
The demerger is a non-adjusting event after the end of the reporting period and no adjustment has been made to these financial statements in respect of it. It is not practicable to provide a reliable estimate of the overall financial effect of the demerger on the group, because completion remains conditional and the final terms of the long-form documentation have not been settled at the date of approval of these financial statements.
The ability of the group and the parent company to continue as a going concern is dependent on completion of the demerger. Reference should be made to the going concern accounting policy in note 2.4.
At 31 December 2023, the director considered the ultimate controlling party to be J Bradley, by virtue of his shareholding in the ultimate parent undertaking, Brollachaun Holdings Limited.
The parent of the smallest group and largest group in which these financial statements are consolidated is Brollachaun Holdings Limited, incorporated in the United Kingdom. The consolidated financial statements can be available from Companies House using the company registration number 13925615.
|
|
|