Company registration number 06766834 (England and Wales)
BHL GLOBAL LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
BHL GLOBAL LIMITED
COMPANY INFORMATION
Directors
M H Bakr-Ibrahim
O Elsharkawy
Company number
06766834
Registered office
16-18 St. James's Place
London
SW1A 1NJ
Auditor
Taylor Associates
1st Floor Gallery Court
28 Arcadia Avenue
London
N3 2FG
BHL GLOBAL LIMITED
CONTENTS
Page
Strategic report
1 - 4
Directors' report
5 - 6
Independent auditor's report
7 - 9
Group statement of comprehensive income
10 - 11
Group balance sheet
12
Company balance sheet
13
Group statement of changes in equity
14
Company statement of changes in equity
15
Group statement of cash flows
16
Notes to the financial statements
17 - 34
BHL GLOBAL LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

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

Financial review

The principal activity of the group during the year was that of luxury hoteliers, operating hotels and restaurants in the United Kingdom. BHL Global Limited, the parent company, acts as a holding company, and its own result for the year comprises interest payable on group borrowings, administrative expenses and management charge income. The group's principal operation is The Stafford London.

The London luxury hotel market remained highly competitive during 2025, with additional supply and major refurbishments increasing pressure on occupancy and room rates. Management responded through targeted promotions, active cost management and a continued focus on service and brand positioning.

In September 2025, the group commenced its partnership with Michelin-starred chef Michael Caines MBE and launched Michael Caines at The Stafford, strengthening the food and beverage offering at The Stafford London. The restaurant subsequently achieved 3 AA Rosettes and its first Michelin Star in 2026.

On 23 April 2025, the group disposed of its wholly-owned subsidiary, Northcote Hotel Limited and the results of the Northcote business are presented within discontinued operations and the review below focuses on the group's continuing operations.

Group turnover from continuing operations was £23.1m (2024: £24.6m), a decrease of 6.3%, reflecting slower trading across the group's revenue streams, partly offset by active management of the cost base. Operating profit from continuing operations was broadly maintained at £3.6m (2024: £3.5m).

The group reported a loss before tax from continuing operations of £8.1m (2024: £9.8m). This result continues to be determined largely by financing costs of £11.7m (2024: £11.3m) on the group's borrowings, which substantially exceed operating profit; the reduction in the loss compared with 2024 principally reflects the non-recurrence of a £2.0m amount written off investments in that year, partly offset by higher financing costs. Including the results of discontinued operations, the total loss before tax for the year was £7.8m (2024: £9.9m).

At 31 December 2025 the group had net liabilities of £4.4m (2024: net assets of £4.0m), reflecting the cumulative effect of these financing costs.

Key performance indicators

 

The group employs a range of financial and operational key performance indicators (KPIs) to monitor performance against its business objectives. These are reviewed regularly by senior management and form part of the group's internal reporting framework. The measures set out below are those considered most relevant in assessing the performance of the business.

 

2025

2024

Turnover from continuing operations

£23.1m

£24.6m

Gross margin

28%

28%

EBITDA

£4.6m

£5.3m

EBITDA margin

20.1%

21.5%

The group also monitors operational key performance indicators at its principal hotel, The Stafford London, including Revenue per Available Room (RevPAR), occupancy and average daily rate (ADR).

Revenue per Available Room (RevPAR)

RevPAR is a primary metric used by management and across the hotel industry to assess hotel performance. It comprises hotel rooms revenue divided by the number of room nights available and is equal to occupancy multiplied by average daily rate. During 2025, RevPAR at The Stafford London was £384, an occupancy-driven decline of 5.2% on the previous year, with average daily rate held broadly firm as the hotel prioritised rate over volume.

Occupancy

Occupancy is the total number of occupied rooms divided by the total number of available rooms. Occupancy at The Stafford London reduced to 65.2%, a decline of 10.2% on the prior year. This reflects the tougher London market conditions but also the hotel's strategy of maintaining a higher, more profitable room rate in preference to occupancy-driven sales.

BHL GLOBAL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Principal risks and uncertainties

The directors consider that, due to the nature of the business, the group's operations and earnings are subject to a number of market and financial risks. The group operates in the luxury hospitality sector and is exposed to broader macroeconomic uncertainty, inflationary pressures affecting payroll, operating costs and utilities, labour market challenges, and fluctuations in customer demand across business and leisure travel segments.

Events that adversely impact domestic or international travel

The ability to sustain given levels of occupancy and room rates can be adversely affected by events that reduce domestic and international travel. Such events may include acts of terrorism, epidemics, natural disasters, increased cost of travel and industrial action. The group has in place contingency and recovery plans to enable it to respond to major incidents.

Key personnel

Implementation of the group's strategy depends on its ability to attract, develop and retain employees with the appropriate skills, experience and aptitude. A company induction scheme, together with ongoing training and development and attractive compensation, benefit and incentive schemes, all help to minimise this risk.

Information technology systems and infrastructure

The group invests in systems appropriate to the business to support client relationship management, effective internal and external communication and comprehensive reporting, with suitable levels of security and data protection. The monitoring and development of these systems are outsourced to provide continuity and a cost-effective solution.

Financial risk management

The group's operations expose it to a variety of financial risks, including price risk, treasury risk, credit risk, and liquidity and cash flow risk.

Price risk – the hotel industry supply and demand cycle

The hotel industry operates in an inherently cyclical marketplace. A weakening in demand or an increase in market supply may place downward pressure on room rates and/or occupancy. The group has systems in place designed to minimise the impact of such fluctuations as far as possible and to optimise operating profit.

Treasury risk

A significant proportion of the group's borrowings bears interest at variable rates linked to SONIA and the Bank of England base rate. In view of this exposure to movements in interest rates, the directors keep the group's interest rate risk under review and use hedging instruments where appropriate to mitigate the potential impact on profitability.

Credit risk – the ability to borrow and satisfy debt covenants

The group funds its operational and refurbishment programmes through facilities provided by its bankers, together with loan note funding and support from its ultimate controlling party. The availability of such funding depends on conditions in the marketplace and on the group's ability to service its facilities, and the facilities are subject to debt covenants which management reviews regularly to monitor compliance throughout the year. The group's principal bank facilities are committed until February 2029 and the loan notes provided by the ultimate parent undertaking are repayable in June 2031, providing continuity of funding. The directors' assessment of the group's ability to meet its obligations as they fall due, including the downside scenarios considered and the mitigating actions available, is set out in the going concern and outlook section below.

Liquidity and cash flow risk

The group manages liquidity risk by maintaining adequate reserves, by monitoring forecast and actual cash flows, and through the continuity of funding provided by its committed loan facilities. The group's operations are affected by the currently elevated levels of inflation, which the group seeks to mitigate through pricing and by seeking cost efficiencies.

BHL GLOBAL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
Financial instruments

The group finances its assets and operations using retained earnings, group funding, bank borrowings and loan notes provided by its ultimate parent undertaking. The group is exposed to the usual credit and cash flow risks associated with selling on credit and manages these through credit control procedures. The group's financial risk management objective is to mitigate its exposure to interest rate risk, where appropriate, through derivative instruments arranged with its bankerss.

Going concern and outlook

In light of the broader economic and geopolitical environment and its continuing impact on the luxury hospitality sector, the directors have maintained close oversight of the group's trading performance, liquidity position and financial forecasts throughout 2026. Detailed cash flow forecasts, budgets and operational plans are reviewed and updated regularly to reflect actual trading performance, forward bookings, financing costs and known changes in the business. This disciplined approach to financial planning, forecasting and cash management will continue.

Trading during the first half of 2026 was below the group's original expectations, particularly during the first quarter, reflecting softer demand from certain key international markets, geopolitical uncertainty and the timing of the recovery in luxury travel. In response, the directors and management implemented a range of measures to strengthen trading, including increased investment in sales and marketing, initiatives to improve occupancy and average daily rate, continued development of corporate and group business, and measures to enhance both rooms and food and beverage revenues. The directors expect trading in the second half of 2026 to be stronger than the first, supported by forward bookings and these commercial initiatives, while continuing to monitor performance closely and having considered downside scenarios in which the anticipated improvement is delayed or is below current expectations.

In assessing going concern, the directors have reviewed detailed cash flow forecasts covering a period of at least 12 months from the date of approval of these financial statements, taking into account anticipated trading performance, forward bookings, operating expenditure, financing costs, debt-service obligations and available liquidity. The group's principal bank facilities are committed until February 2029, and the loan notes provided by the ultimate parent undertaking have been extended to June 2031, providing continuity of funding across the assessment period. During 2026 the directors have also taken steps to further strengthen the group's financing and liquidity position, including the provision of additional working capital to the business.

The directors have considered appropriate downside scenarios, including lower-than-forecast revenue and EBITDA and the resulting impact on liquidity and the group's ability to meet its obligations as they fall due. In such circumstances, the directors consider that a number of mitigating actions would be available, including further operational and cash-management measures and control of discretionary expenditure. The group's ultimate controlling party has historically provided financial support to the group when required and has confirmed its willingness to continue to provide additional financial support, if necessary. This is supported by previous financial contributions and the provision of a formal letter of support.

The directors are mindful that the group had net liabilities of £4.9m at 31 December 2025. Having considered the group's current trading position, cash flow forecasts and downside scenarios, its committed financing arrangements, the mitigating actions available to management and the directors, and the continued financial support available from the ultimate controlling party, the directors have a reasonable expectation that the group will have adequate resources to continue in operational existence and meet its liabilities as they fall due for a period of at least 12 months from the date of approval of these financial statements.

Accordingly, the directors consider it appropriate to prepare the financial statements on a going concern basis.

 

BHL GLOBAL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

On behalf of the board

M H Bakr-Ibrahim
Director
22 September 2026
BHL GLOBAL LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -

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

Principal activities

The principal activity of the group in the year under review, which has remained unchanged during the financial year, was that of luxury hoteliers.

 

The principal activity of BHL Global Limited is that of a holding company.

 

The group will continue to own and manage the hotels and restaurants in the United Kingdom.

Results and dividends

The results for the year are set out on pages 10 to 11.

No ordinary dividends were paid. The directors do not recommend payment of a further 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 H Bakr-Ibrahim
O Elsharkawy
R Sierankowski
(Resigned 19 February 2025)
A Balch
(Resigned 22 October 2025)
Qualifying third party indemnity provisions

The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Business relationships

We seek to grow our business organically and sustainably by acquiring new clients, retaining existing ones, and increasing our share of their trading spend. To achieve this, we put our clients’ interests first and aim to provide them with a high value service that yields incremental value as the relationship (and our service offering) matures.

 

Our suppliers play a key part in enabling us to deliver a leading level of service to our clients by amplifying our capabilities and efficiencies. We seek to choose the best products and services to meet our requirements, and then develop strong, long-term relationships with the suppliers that provide them, in order to create strong and enduring mutual value over time. We regularly look for ways to support our suppliers beyond simply providing our custom, whether through providing testimonials, sharing knowledge or recommending them to others we work with. Ensuring that the Group uses the most appropriate third-party vendors, to promote the interests of its clients and that of the shareholder, a robust review process is undertaken prior to the commencement of any relationship with a third-party supplier and this is then periodically reviewed to ensure ongoing suitability.

Auditor

Taylor Associates were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

 

Statement of directors' responsibilities

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

BHL GLOBAL LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -

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.

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.

On behalf of the board
M H Bakr-Ibrahim
Director
22 September 2026
BHL GLOBAL LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BHL GLOBAL LIMITED
- 7 -
Opinion

We have audited the financial statements of BHL Global Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group 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:

BHL GLOBAL LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BHL GLOBAL LIMITED
- 8 -
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.

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:

Based on our understanding of the Company and industry, we identified that the principal risks of noncompliance with laws and regulations related to regulatory requirements and trade regulations, 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, income tax, payroll tax and sales tax.

 

We evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and management bias in accounting estimates. Audit procedures performed by the engagement team included:

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.

BHL GLOBAL LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BHL GLOBAL LIMITED
- 9 -

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.

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.

Asif Hassan (Senior Statutory Auditor)
For and on behalf of Taylor Associates, Statutory Auditor
Chartered Accountants
1st Floor Gallery Court
28 Arcadia Avenue
London
N3 2FG
22 September 2026
BHL GLOBAL LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
Continuing
Discontinued
31 December
Continuing
Discontinued
31 December
operations
operations
2025
operations
operations
2024
Notes
£
£
£
£
£
£
Turnover
3
23,064,668
1,824,656
24,889,324
24,618,911
5,913,322
30,532,233
Cost of sales
(16,515,941)
(1,762,247)
(18,278,188)
(17,651,562)
(5,774,685)
(23,426,247)
Gross profit
6,548,727
62,409
6,611,136
6,967,349
138,637
7,105,986
Administrative expenses
(2,995,965)
(110,360)
(3,106,325)
(3,504,981)
(337,737)
(3,842,718)
Other operating income
-
14,221
14,221
-
374,974
374,974
Operating profit
4
3,552,762
(33,730)
3,519,032
3,462,368
175,874
3,638,242
Interest receivable and similar income
8
200
-
200
8,185
-
8,185
Interest payable and similar expenses
9
(11,671,429)
(61,329)
(11,732,758)
(11,333,166)
(268,857)
(11,602,023)
Amounts written off investments
10
-
-
-
(1,975,000)
-
(1,975,000)
Profit/(loss) on disposal of operations
-
-
416,885
416,885
-
-
-
Loss before taxation
(8,118,467)
321,826
(7,796,641)
(9,837,613)
(92,983)
(9,930,596)
Tax on loss
11
488,809
-
488,809
983,532
-
983,532
Loss for the financial year
25
(7,629,658)
321,826
(7,307,832)
(8,854,081)
(92,983)
(8,947,064)
Other comprehensive income
Revaluation of tangible fixed assets
(1,400,000)
-
0
Tax relating to other comprehensive income
350,000
-
0
Total comprehensive income for the year
(8,357,832)
(8,947,064)
BHL GLOBAL LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Continuing
Discontinued
31 December
Continuing
Discontinued
31 December
operations
operations
2025
operations
operations
2024
Notes
£
£
£
£
£
£
- 11 -
Loss for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
BHL GLOBAL LIMITED
GROUP BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 12 -
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
14
284,909
358,909
Tangible assets
15
157,335,352
165,207,992
157,620,261
165,566,901
Current assets
Stocks
18
287,627
484,009
Debtors
19
4,185,376
3,602,641
Cash at bank and in hand
111,278
1,241,062
4,584,281
5,327,712
Creditors: amounts falling due within one year
20
(6,093,389)
(10,044,514)
Net current liabilities
(1,509,108)
(4,716,802)
Total assets less current liabilities
156,111,153
160,850,099
Creditors: amounts falling due after more than one year
21
(141,407,911)
(136,936,314)
Provisions for liabilities
Deferred tax liability
23
19,140,522
19,922,931
(19,140,522)
(19,922,931)
Net (liabilities)/assets
(4,437,280)
3,990,854
Capital and reserves
Called up share capital
1
1
Revaluation reserve
25
63,290,501
64,340,501
Other reserves
25
445,628
515,932
Profit and loss reserves
25
(68,173,410)
(60,865,580)
Total equity
(4,437,280)
3,990,854

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 22 September 2026 and are signed on its behalf by:
22 September 2026
M H Bakr-Ibrahim
Director
Company registration number 06766834 (England and Wales)
BHL GLOBAL LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 13 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
16
36,930,370
40,461,431
Current assets
Debtors
19
1,178,805
1,162,000
Cash at bank and in hand
1,735
2,960
1,180,540
1,164,960
Creditors: amounts falling due within one year
20
(33,487,377)
(35,205,092)
Net current liabilities
(32,306,837)
(34,040,132)
Total assets less current liabilities
4,623,533
6,421,299
Creditors: amounts falling due after more than one year
21
(62,194,483)
(58,516,854)
Net liabilities
(57,570,950)
(52,095,555)
Capital and reserves
Called up share capital
1
1
Profit and loss reserves
25
(57,570,951)
(52,095,556)
Total equity
(57,570,950)
(52,095,555)

As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £5,475,396 (2024 - £7,670,348 loss).

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 22 September 2026 and are signed on its behalf by:
22 September 2026
M H Bakr-Ibrahim
Director
Company registration number 06766834 (England and Wales)
BHL GLOBAL LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
Share capital
Revaluation reserve
Fixtures, fitting and equipment reserve
Profit and loss reserves
Total
£
£
£
£
£
Balance at 1 January 2024
1
64,340,501
694,560
(52,097,144)
12,937,918
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
-
(8,947,064)
(8,947,064)
Other movements
-
-
(178,628)
178,628
-
Balance at 31 December 2024
1
64,340,501
515,932
(60,865,580)
3,990,854
Year ended 31 December 2025:
Loss for the year
-
-
-
(7,307,832)
(7,307,832)
Other comprehensive income:
Revaluation of tangible fixed assets
-
(1,400,000)
-
-
(1,400,000)
Tax relating to other comprehensive income
-
350,000
-
-
0
350,000
Total comprehensive income
-
(1,050,000)
-
(7,307,832)
(8,357,832)
Other movements
-
-
(70,304)
-
(70,304)
Balance at 31 December 2025
1
63,290,501
445,628
(68,173,410)
(4,437,280)
BHL GLOBAL LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 15 -
Share capital
Profit and loss reserves
Total
£
£
£
Balance at 1 January 2024
1
(44,425,208)
(44,425,207)
Year ended 31 December 2024:
Loss and total comprehensive income for the year
-
(7,670,348)
(7,670,348)
Balance at 31 December 2024
1
(52,095,556)
(52,095,555)
Year ended 31 December 2025:
Profit and total comprehensive income
-
(5,475,395)
(5,475,395)
Balance at 31 December 2025
1
(57,570,951)
(57,570,950)
BHL GLOBAL LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 16 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
28
1,907,618
5,841,408
Income taxes refunded
56,400
16,912
Net cash inflow from operating activities
1,964,018
5,858,320
Investing activities
Purchase of tangible fixed assets
(206,097)
(498,510)
Proceeds from disposal of tangible fixed assets
2,021
-
Proceeds from disposal of subsidiaries, net of cash disposed
1,558,186
-
Repayment of loans
-
(1,975,000)
Interest received
200
8,195
Net cash generated from/(used in) investing activities
1,354,310
(2,465,315)
Financing activities
Repayment of borrowings
3,555,155
2,921,206
Repayment of bank loans
(1,948,993)
652,027
Interest paid
(5,970,998)
(6,758,564)
Net cash used in financing activities
(4,364,836)
(3,185,331)
Net (decrease)/increase in cash and cash equivalents
(1,046,508)
207,674
Cash and cash equivalents at beginning of year
1,157,786
950,112
Cash and cash equivalents at end of year
111,278
1,157,786
Relating to:
Cash at bank and in hand
111,278
1,241,062
Bank overdrafts included in creditors payable within one year
-
(83,276)
BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 17 -
1
Accounting policies
Company information

BHL Global Limited is a private company, limited by shares, incorporated in England and Wales under the Companies Act 2006. The registered office is given on the company information page and the nature of the companies operations and principal activity are set out in the Directors' report.

1.1
Basis of preparation of financial statements

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 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
Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

 

The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.

1.3
Going concern

The consolidated financial statements have been prepared on the going concern basis. In assessing the appropriateness of this basis, the directors have prepared and reviewed cash flow forecasts for the group covering a period of at least 12 months from the date of approval of these financial statements, taking into account the group's trading performance, operating and financing costs, debt-service obligations and available facilities, together with a range of downside sensitivities.

 

The group's principal bank facilities are committed until February 2029, and the loan notes provided by the ultimate parent undertaking are repayable in June 2031, providing continuity of funding across the assessment period. The group's ultimate controlling party has confirmed its willingness to provide additional financial support to the group for at least 12 months from the date of approval of these financial statements, should it be required, as evidenced by previous financial support and a formal letter of support.

 

The directors are mindful that the group had net liabilities of £4.4m at 31 December 2025. Having considered the group's forecasts and downside scenarios, its committed financing arrangements, the mitigating actions available and the continued support of the ultimate controlling party, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence and to meet its liabilities as they fall due for the foreseeable future. Accordingly, the directors continue to adopt the going concern basis in preparing the consolidated financial statements.

BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -
1.4
Revenue

Turnover represents amounts receivable for accommodation, food and beverage sales and ancillary services provided in the normal course of business, net of discounts, VAT and other sales related taxes. Turnover is recognised at the point of sale at which goods and services are delivered to the customer. Deposits which have been received at the reporting data for which services have not yet been provided are shown in prepaid deposits in debtors.

 

Turnover is measured at fair value of the considered received and represents the amount receivable for goods and services rendered, net of returns, discounts and rebates allowed by the company and value added taxes.

 

The company recognises revenue when:

a) The significant risks and rewards of ownership have been transferred to the customer,

b) The company retains no continuing involvement or control over the goods or services

c) The amounts of turnover can be measured reliably,

d) It is probably that future economic benefits will flow to the entity, and

e) When specific criteria relating to each company’s revenue streams have been met, as described below

 

The group’s revenues are derived from sale of hotel rooms, food and beverage.

 

Hotel rooms

Hotel revenue is recognised when the rooms are occupied, and the services are performed. Deferred revenue consisting of deposits paid in advance is recognised as revenue when the customer occupies.

 

Food and beverage

The revenues are recorded net of value added tax collected from customers and are recognised as the related services are delivered. When payments are received from customers in advance of the services provided, the amounts are recognised as deferred income and included within creditors within one year.

1.5
Intangible assets - goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life.

 

Management have estimated the useful life of the goodwill to be 20 years. Estimates of the useful economic life of goodwill are based on a variety of factors such as the expected use of the acquired business, the expected useful life of the cash generating unit to which the goodwill is attributed, any legal, regulatory or contractual provisions that can limit useful life and assumptions that market participants would consider in respect of similar businesses. The acquired Company has a long track record of stable revenue.

1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 19 -

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives from the date of being ready to use, using the straight-line method.

 

Depreciation is provided on the following basis:

Freehold property
held at valuation
Plant and machinery
8% - 34% straight line
Fixtures and fittings
20% straight line
Computer equipment
20% - 65% straight line
Motor vehicles
5 years
Assets under construction
not depreciated

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

 

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

1.7
Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

1.8
Stocks

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 reporting 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.

1.9
Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
1.10
Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

1.11
Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 20 -
1.12
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.

 

Financial instruments are recognised in the Group's Statement of Financial Position when the Group becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

 

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date.

 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

 

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

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, which include trade and other payables, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

 

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

 

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

1.13
Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 21 -

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:

 

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax.

Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

1.14
Pensions: Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

 

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.

1.15
Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

 

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 

1.16
Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.

 

Grants of a revenue nature are recognised in the Consolidated Statement of Comprehensive Income in the same period as the related expenditure.

 

1.17
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.
BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
2
Judgments in applying accounting policies and key sources of estimation uncertainty

In preparing these financial statements, the directors have had to make the following judgements:

Tangible fixed assets

Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors, such as technological innovation, product life cycles and maintenance programmes. In re-assessing asset lives, factors such as life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values. In addition the value of land and buildings is supported by regular external valuation, location, reputation and continual reinvestment.

 

The Group is required to evaluate the carrying values of tangible fixed assets for impairment whenever circumstances indicate, in management's judgement, that the carrying value of such assets may not be recoverable. An impairment review requires management to make subjective judgements concerning the cash flows, growth rates and discount rates of the cash generating units under review. Management concluded that no impairment was required in respect of fixed assets at the year end on the basis of the known information at this date.

Recoverability of related party debtors

Judgement is required in assessing the recoverability of the related party debtors. Management have estimated the future cash flows available to repay the related party debt and have estimated that the recoverable amount is in excess of the intercompany debt owed to the company at the balance sheet date. Estimating the recoverable amount required management to use judgement to determine the appropriate methodology and the key assumptions applied to the valuation model. While management consider the assumptions to be appropriate and reasonable, any changes would impact the estimated recoverable amount and consequently could result in an impairment loss being recognised in the Statement of Comprehensive Income, and a reduction in the carrying amounts owed from related parties in the Statement of Financial Position.

 

When considering this, forecast expected trading results for the company is considered. These forecasts are based on estimates which include assumptions and estimates on future performance. If the actual results differ from the forecasts then material impairment to the intercompany debtors may be required.

Intangible fixed assets

The useful economic lives of intangible assets are based on management's judgemental and experience. When management identifies that actual useful economic lives differ materially from the estimate used to calculate amortisation, that charge is adjusted prospectively.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Food and beverage
9,451,634
12,971,584
Accomodation
15,184,146
17,067,775
Other
253,544
492,874
24,889,324
30,532,233
BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
3
Turnover and other revenue
(Continued)
- 23 -
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
24,889,324
30,532,233
2025
2024
£
£
Other revenue
Interest income
200
8,185
4
Operating profit
2025
2024
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange losses/(gains)
2,369
(15,480)
Fees payable to the group's auditor for the audit of the group's financial statements
11,500
10,500
Depreciation of owned tangible fixed assets
1,002,114
1,765,042
Reversal of past impairment of tangible fixed assets
-
0
(67,367)
Loss on disposal of tangible fixed assets
35,316
-
Amortisation of intangible assets
74,000
74,000
Operating lease charges
341,023
343,573
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
53,000
44,500
For other services
All other non-audit services
12,000
8,000
BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
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
Administrative and hotel staff
209
333
-
-
Management staff
16
19
4
4
Total
225
352
4
4

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
7,141,379
10,486,168
509,222
352,805
Social security costs
817,603
906,685
69,872
43,858
Pension costs
153,717
217,284
42,765
18,551
8,112,699
11,610,137
621,859
415,214
7
Directors' remuneration
2025
2024
£
£
Director' emoluments
328,734
375,025
8
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
200
8,185
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
200
8,185
BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 25 -
9
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
5,822,139
6,758,105
Other interest on financial liabilities
5,597,262
4,741,397
11,419,401
11,499,502
Other finance costs:
Finance costs for financial instruments measured at fair value through profit or loss
122,474
102,062
Other interest
190,883
459
Total finance costs
11,732,758
11,602,023
10
Amounts written off investments
2025
2024
£
£
Amounts written back to/(written off) current loans
-
(1,975,000)
11
Taxation
2025
2024
£
£
Deferred tax
Origination and reversal of timing differences
(488,809)
(983,532)

Of the charge to current tax in relation to discontinued operations, £0 relates to tax on profits and £0 arose on disposal.

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

2025
2024
£
£
Loss before taxation
(7,796,641)
(9,930,596)
Expected tax credit based on the standard rate of corporation tax in the UK of 25% (2024: 25%)
(1,949,160)
(2,482,649)
Effects of:
Expenses that are not deductible in determining taxable profit
1,574,382
2,197,177
Unutilised tax losses carried forward
525,863
556,656
Fixed asset differences
(507,033)
(1,061,230)
Movement in deferred tax not recognised
(132,861)
(193,486)
Taxation credit in the financial statements
(488,809)
(983,532)
BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
11
Taxation
(Continued)
- 26 -

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

2025
2024
£
£
Deferred tax arising on:
Revaluation of property
(350,000)
-
12
Discontinued operations

On 23 April 2025 the group entered into an agreement to dispose of its wholly-owned subsidiary, Northcote Hotel Limited, which operated the group's Northcote hotel business. The sale completed on 23 April 2025.

An accounting profit of £416,885 arose on the disposal, being the proceeds of sale less the carrying amount of the net assets disposed of.

 

13
Impairments

The impairment losses in respect of financial assets are recognised in other gains and losses in the profit and loss account.

Reversals of previous impairment losses have been recognised in profit or loss as follows:

2025
2024
Notes
£
£
In respect of:
Property, plant and equipment
15
-
67,367
Recognised in:
Administrative expenses
-
67,367
14
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 January 2025 and 31 December 2025
1,479,909
Amortisation and impairment
At 1 January 2025
1,121,000
Amortisation charged for the year
74,000
At 31 December 2025
1,195,000
BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
14
Intangible fixed assets
(Continued)
- 27 -
Carrying amount
At 31 December 2025
284,909
At 31 December 2024
358,909
The company had no intangible fixed assets at 31 December 2025 or 31 December 2024.
BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 28 -
15
Tangible fixed assets
Group
Freehold property
Assets under construction
Plant and machinery
Fixtures and fittings
Computer equipment
Motor vehicles
Assets under construction
Total
£
£
£
£
£
£
£
£
Cost or valuation
At 1 January 2025
165,749,270
223,210
1,761,474
30,888,547
631,568
20,495
35,316
199,309,880
Additions
-
0
-
0
21,489
184,142
466
-
0
-
0
206,097
Disposals
(8,249,270)
(223,210)
(1,782,963)
(2,915,510)
(632,034)
-
0
(35,316)
(13,838,303)
Revaluation
(1,400,000)
-
0
-
0
-
0
-
0
-
0
-
0
(1,400,000)
At 31 December 2025
156,100,000
-
0
-
0
28,157,179
-
0
20,495
-
0
184,277,674
Depreciation and impairment
At 1 January 2025
3,077,048
-
0
1,532,778
28,863,835
607,732
20,495
-
0
34,101,888
Depreciation charged in the year
712
-
0
25,865
972,361
3,176
-
0
-
0
1,002,114
Eliminated in respect of disposals
(3,077,760)
-
0
(1,558,643)
(2,914,369)
(610,908)
-
0
-
0
(8,161,680)
At 31 December 2025
-
0
-
0
-
0
26,921,827
-
0
20,495
-
0
26,942,322
Carrying amount
At 31 December 2025
156,100,000
-
0
-
0
1,235,352
-
0
-
0
-
0
157,335,352
At 31 December 2024
162,672,222
223,210
228,696
2,024,712
23,836
-
0
35,316
165,207,992
The company had no tangible fixed assets at 31 December 2025 or 31 December 2024.
BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 29 -

The carrying value of land and buildings comprises:

Group
Company
2025
2024
2025
2024
£
£
£
£
Freehold
156,100,000
162,672,222
-
0
-
0

The bank loans in note 21 are secured over the assets of the company by means of a fixed and floating charges and are subject to guarantee from the immediate parent company,

More information on impairment movements in the year is given in note 13.

The Stafford Hotel with a carrying value of £156.1 million were revalued as at 23 April 2026 by CBRE Limited, independent external valuers not connected with the Company for refinancing purposes.

 

The valuation has been prepared in accordance with the RICS Valuation – Global Standards (“Red Book”) and on the basis of Market Value.

 

The property has been valued as a fully fitted and equipped operational hotel, having regard to its trading potential and assuming vacant possession, with value derived primarily using a discounted cash flow methodology supported by income capitalisation and market evidence.

16
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
17
-
0
-
0
36,930,370
40,461,431
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2025
40,461,431
Disposals
(3,531,061)
At 31 December 2025
36,930,370
Carrying amount
At 31 December 2025
36,930,370
At 31 December 2024
40,461,431
17
Subsidiaries

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

BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
17
Subsidiaries
(Continued)
- 30 -
Name of undertaking
Registered office
Nature of business
Class of
% Held
shares held
Direct
The Stafford Hotel Limited
United Kingdom
Operating of a hotel in  London
Ordinary
100.00
Gingerbery Investments Limited
United Kingdom
Operating of a restaurant  in London
Ordinary
100.00
SHL Estates Limited
United Kingdom
Dormant company
Ordinary
100.00
The Stafford Collection Limited
United Kingdom
Dormant company
Ordinary
100.00

The registered office of all subsidiaries is 16-18 St James Place,London, SW1A 1NJ.

The company entered into a Share Sale and Purchase Agreement for the sale of its wholly owned subsidiary, Northcote Hotel Limited, involving the entire issued share capital. The transaction completed on 23 April 2025.

18
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Finished goods and goods for resale
287,627
484,009
-
0
-
0

The consumables consist of food and beverage, merchandise for sale, housekeeping and maintenance materials. The directors are of the opinion that the replacement costs of these stocks is not significantly different to their carrying value.

 

19
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
1,196,871
538,473
-
0
-
0
Other debtors
883,207
719,341
643,934
643,935
Prepayments and accrued income
1,505,082
1,744,611
41,612
24,806
3,585,160
3,002,425
685,546
668,741
Amounts falling due after more than one year:
Other debtors
600,216
600,216
493,259
493,259
Total debtors
4,185,376
3,602,641
1,178,805
1,162,000
BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 31 -
20
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
22
6,618
3,361,266
-
0
-
0
Trade creditors
1,604,409
1,649,270
104,240
99,647
Amounts owed to group undertakings
-
0
-
0
33,090,883
34,949,259
Other taxation and social security
1,970,576
1,423,149
-
0
-
0
Other creditors
1,411,842
1,529,676
182,820
145,686
Accruals and deferred income
1,099,944
2,081,153
109,434
10,500
6,093,389
10,044,514
33,487,377
35,205,092

 

21
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
22
79,213,428
78,419,460
-
0
-
0
Other borrowings
22
62,194,483
58,516,854
62,194,483
58,516,854
141,407,911
136,936,314
62,194,483
58,516,854

Further information regarding bank loans is provided in Note 22.

22
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank loans
79,220,046
81,697,450
-
0
-
0
Bank overdrafts
-
0
83,276
-
0
-
0
Loan notes to WARM Foundation
62,194,483
58,516,854
62,194,483
58,516,854
141,414,529
140,297,580
62,194,483
58,516,854
Payable within one year
6,618
3,361,266
-
0
-
0
Payable after one year
141,407,911
136,936,314
62,194,483
58,516,854
BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
22
Loans and overdrafts
(Continued)
- 32 -

As at the reporting date, the Group's bank loan balances comprise the following facilities:

 

Stafford Hotel Limited

Stafford Hotel Limited holds facilities agreements totaling £77 million, consisting of three distinct tranches:

All facilities are structured as interest-only, with interest payable quarterly. These borrowings are secured by fixed and floating charges over the Company’s assets, and are guaranteed by the immediate parent company. Repayment of the facilities is scheduled for February 2029

 

Gingerbery Investments Limited

Gingerbery Investments Limited holds a £50,000 loan with HSBC, accruing interest at 2.5% per annum from 1 April 2022. The loan is repayable in instalments, with the final repayment due in October 2026.

 

Loan notes to WARM Foundation

The loan notes, which are listed on The International Stock Exchange, have had their redemption date extended from 31 December 2025 to 30 June 2031.

 

With effect from 1 July 2025, the loan notes accrue interest at a rate of 6% per annum above the Bank of England base rate. Interest is accrued on a six-monthly basis and is payable in full on redemption of the loan notes.

 

All loan notes are held by the ultimate parent undertaking.

23
Deferred taxation

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

Liabilities
Liabilities
2025
2024
Group
£
£
Accelerated capital allowances
(338,495)
3,252,740
Tax losses
(1,645,013)
(1,910,676)
Revaluations
21,124,030
18,633,867
Short term timing differences
-
(53,000)
19,140,522
19,922,931
The company has no deferred tax assets or liabilities.
BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
23
Deferred taxation
(Continued)
- 33 -
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 January 2025
19,922,931
-
Credit to profit or loss
(488,809)
-
Credit to other comprehensive income
(350,000)
-
Other
56,400
-
Liability at 31 December 2025
19,140,522
-
24
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
153,717
217,284

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

25
Reserves

Revaluation reserve

The revaluation reserve represents the unrealised surplus on revaluation of the freehold property.

 

Fair value reserve

The fair value reserves comprises the effective portion of the cumulative net change in the fair value of hedging instruments used in cash flow hedges.

 

Profit and loss account

The profit and loss account represents cumulative profits or losses, net of dividends paid and other adjustments.

26
Related party transactions
Transactions with related parties

At the year end the group had a balance of £62,194,483 (2024 - £58,516,854 ) owed to WARM Foundation, its ultimate parent undertaking in relation to the loan notes (listed-on The International Stock Exchange).

27
Controlling party

The ultimate controlling party of the group is the WARM Foundation which is registered in Liechtenstein. The immediate parent company is Kamaria Investments Limited which is registered in Cyprus.

BHL GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 34 -
28
Cash generated from group operations
2025
2024
£
£
Loss after taxation
(7,307,832)
(8,947,064)
Adjustments for:
Taxation credited
(488,809)
(983,532)
Finance costs
11,732,758
11,602,023
Investment income
(200)
(8,185)
Loss on disposal of tangible fixed assets
35,316
-
Gain on disposal of business
(416,885)
-
Amortisation and impairment of intangible assets
74,000
74,000
Depreciation and impairment of tangible fixed assets
1,002,114
1,697,675
Other gains and losses
-
1,975,000
Movements in working capital:
Decrease in stocks
196,382
84,719
(Increase)/decrease in debtors
(674,033)
1,063,301
Decrease in creditors
(2,245,193)
(716,529)
Cash generated from operations
1,907,618
5,841,408
29
Analysis of changes in net debt - group
1 January 2025
Cash flows
Market value movements
31 December 2025
£
£
£
£
Cash at bank and in hand
1,241,062
(1,129,784)
-
111,278
Bank overdrafts
(83,276)
83,276
-
-
0
1,157,786
(1,046,508)
-
111,278
Borrowings excluding overdrafts
(140,214,304)
(1,077,751)
(122,474)
(141,414,529)
(139,056,518)
(2,124,259)
(122,474)
(141,303,251)
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