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Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2025
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SUNSHINE CRUISE HOLIDAYS LIMITED
COMPANY INFORMATION
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SUNSHINE CRUISE HOLIDAYS LIMITED
CONTENTS
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SUNSHINE CRUISE HOLIDAYS LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The Directors present their Strategic Report for the Company and the Group for the financial year ended 31 December 2025.
This report provides shareholders with a fair review of the Group’s performance during the year, its financial position at year end, principal risks and uncertainties, and the Board’s approach to promoting the long-term success of the business in accordance with Section 172 of the Companies Act 2006. The Group operates as a specialist cruise-focused online travel agency and holiday organiser, providing customers with cruise holidays globally through a combination of cruise-only bookings and higher-value packaged holidays incorporating flights, hotels, transfers, tours and ancillary travel products.
2025 was a year of continued operational progress for the Group despite a challenging macroeconomic environment.
Consumer demand remained resilient throughout the year, supported by sustained interest in cruise holidays across both core and emerging destinations. The business experienced continued growth in booking volumes and Gross Retail Turnover, supported by strong repeat customer demand, improved supplier relationships and continued investment in digital marketing channels. This performance was achieved against a backdrop of: • continued inflationary pressure across the UK economy • increased customer acquisition costs across paid media channels • intensified pricing competition across the online travel sector • pressure on consumer discretionary spending Whilst the Group recorded an operating loss during the financial year, this primarily reflects continued strategic investment in customer acquisition, technology infrastructure, product development and future growth initiatives. Key operational achievements during the year included: • Growth in total booking volumes across core cruise brands • Expansion of dynamic packaging capabilities through the inclusion of flights, hotels, transfers and land- based holiday extensions • Increased focus on higher-margin ancillary products and services • Continued optimisation of digital marketing channels and customer acquisition performance • Strengthening of repeat customer and retention performance • Continued investment in automation, platform capability and operational efficiency
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SUNSHINE CRUISE HOLIDAYS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Business review (continued)
The Board remains encouraged by the underlying trading trajectory of the business and believes the Group is well positioned to capitalise on continued structural growth within the global cruise sector. The Group expects continued momentum during 2026 supported by: • expanded product inventory • improved booking conversion rates • enhanced packaging capability • increased operational efficiency • continued investment in technology and automation • sustained consumer demand for cruise holidays The Board remains focused on balancing growth with margin discipline and operational efficiency. The key performance indicators monitored by the Board include:
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SUNSHINE CRUISE HOLIDAYS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The Group operates in a highly dynamic travel environment and is exposed to a number of risks that could materially impact financial performance.
Economic conditions Demand for discretionary travel products remains influenced by broader economic conditions including inflation, interest rates and consumer confidence. Although demand for cruise holidays remained resilient during 2025, prolonged pressure on household disposable income may impact future booking behaviour. The Group mitigates this risk through: • diversified product pricing • flexible payment options • broad destination mix • targeted promotional strategies • focus on repeat customer retention Regulatory risk The Group operates in a highly regulated environment and is subject to oversight from multiple regulatory bodies. The business maintains Air Travel Organisers Licence (ATOL) compliance and continues to meet all applicable regulatory obligations required to operate packaged holiday products. The Group also maintains customer protection mechanisms through independently managed trust arrangements. Failure to maintain regulatory compliance could materially impact trading operations.
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SUNSHINE CRUISE HOLIDAYS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Principal risks and uncertainties (continued)
Supplier risk The Group relies on cruise operators, airlines, hotels, transfer providers and other travel suppliers to fulfil customer bookings. Supplier insolvency, operational disruption, capacity reductions or contract changes could negatively impact trading performance and customer experience. This risk is mitigated through: • diversified supplier relationships • strong commercial partnerships • ongoing supplier performance monitoring • reduced dependency on any single supplier group Competitive risk The online travel sector remains highly competitive, with pricing pressure from online travel agencies, cruise operators, direct suppliers and comparison platforms. The Group mitigates this through differentiation, including: • curated packaging • exclusive promotions • ancillary travel products • customer service capability • brand positioning • repeat customer retention initiatives
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SUNSHINE CRUISE HOLIDAYS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Principal risks and uncertainties (continued)
Technology and cyber risk The Group’s operations are heavily reliant on digital infrastructure, booking systems, payment platforms and customer databases. System outages, cyber threats, platform disruption or data breaches could materially impact operations and reputation. The Group continues to invest in platform resilience, cybersecurity controls, automation and operational continuity planning. External events The travel sector remains vulnerable to external disruptions including: • geopolitical instability • terrorism • health events or pandemics • natural disasters • severe weather events • transportation disruption These events may materially affect customer demand, destination operations and travel confidence. The Group mitigates this risk through maintaining a flexible operating model with limited fixed destination exposure. Financial risk management The Group’s operations expose it to financial risks including liquidity, pricing and foreign exchange exposure. These risks are actively monitored by the Board.
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SUNSHINE CRUISE HOLIDAYS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Principal risks and uncertainties (continued)
Liquidity risk The Group incurs marketing and operational expenditure in advance of customer departure dates. Strong working capital management remains critical due to the timing difference between customer bookings and revenue recognition. The Group maintains sufficient liquidity through cash reserves and internal funding arrangements and does not currently rely on external borrowing. Pricing risk The Group operates in a highly price-sensitive market. Competitor pricing and supplier pricing fluctuations may place pressure on margins. The Group actively monitors pricing performance and seeks to improve margin through product differentiation and ancillary revenue expansion. Foreign exchange risk The Group purchases travel inventory in multiple currencies and is therefore exposed to foreign exchange volatility. Appropriate treasury controls and hedging arrangements are maintained to minimise exposure.
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SUNSHINE CRUISE HOLIDAYS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The Directors acknowledge their duty under Section 172 of the Companies Act 2006 to act in a way that promotes the long-term success of the Group for the benefit of shareholders while considering the interests of wider stakeholders.
Employees The Group’s employees remain central to long-term success. The Board prioritises: • employee development • performance recognition • transparent communication • operational accountability • maintaining a strong performance culture Customers Customer trust remains fundamental to the business model. The Group continues to invest in: • service quality • booking experience • product transparency • customer support • long-term customer retention
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SUNSHINE CRUISE HOLIDAYS LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Directors' statement of compliance with duty to promote the success of the Group (continued)
Suppliers The Group maintains long-standing relationships with key cruise lines, airline partners and travel providers. The Board prioritises fair commercial relationships and long-term strategic partnerships. Governance and decision making The Board receives regular reporting on: • trading performance • demand trends • booking volumes • customer behaviour • supplier performance • operational performance • financial performance • strategic growth initiatives This enables informed decision-making that supports the Group’s long-term sustainability and growth ambitions. The Board believes the Group remains well positioned to strengthen its market position within the cruise travel sector through disciplined growth, operational efficiency and continued investment in technology-led product innovation.
This report was approved by the board on 30 April 2026 and signed on its behalf.
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SUNSHINE CRUISE HOLIDAYS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their report and the financial statements for the year ended 31 December 2025.
The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Group'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 Group 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 the Group 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Group's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements and other information included in Directors' Reports may differ from legislation in other jurisdictions.
The loss for the year, after taxation, amounted to £373,638 (2024 - loss £166,128).
The total distribution of dividends for the year ended 31 December 2025 was £Nil (2024: £Nil). The directors do
not recommend a final dividend.
The directors who served during the year were:
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SUNSHINE CRUISE HOLIDAYS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The Group has a culture of continuous improvement through investment in people at all levels within the Group, looking to encourage and develop all members of staff to realise their full potential. Wherever possible, vacancies are filled from within the Group and adequate opportunities for internal promotion are created.
The Group is committed to pursuing equality and diversity in all of its employment activities including recruitment, training, career development and promotion and ensuring there is no bias or discrimination in the treatment of employees. Employees are consulted regularly about changes which may affect them through regular meetings and communications, which are used to ensure that employees are kept up to date with the business performance of their employer and the financial and economic factors affecting the performance of the Group.
The directors are mindful of their statutory duty to act in the way they each consider, in good faith, would be most likely to promote the success of the Group for the benefits of its members as a whole, as set out in our s172(1) statement on page 3 of the Strategic Report. A consideration of the Group’s relationship with wider stakeholders, including suppliers and customers, is also disclosed in the same statement.
The Group has not disclosed information in respect of greenhouse gas emissions, energy consumption and energy efficiency action as its energy consumption in the United Kingdom for the year is 40,000kWh or lower.
The directors have disclosed additional performance data for the Group in the strategic report which is included within this set of financial statements. This includes a review of the performance of the business and the key performance indicators, as well as the main risks faced by the business.
There have been no significant events affecting the Group since the year end.
During 2026, the Group will continue to operate as outlined in the principal activity note above.
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SUNSHINE CRUISE HOLIDAYS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The auditors, White Hart Associates (London) Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board on
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SUNSHINE CRUISE HOLIDAYS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SUNSHINE CRUISE HOLIDAYS LIMITED
We have audited the financial statements of Sunshine Cruise Holidays Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2025, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Analysis of Net Debt, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity 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).
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SUNSHINE CRUISE HOLIDAYS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SUNSHINE CRUISE HOLIDAYS LIMITED (CONTINUED)
In forming our opinion on the financial statements, which is not modified, we have considered the adequacy of the disclosure made in note 2.3 to the financial statements concerning the Group's ability to continue as a going concern.
As explained in note 2.3, the Group continues to operate in a challenging economic environment. Geo-political uncertainty and inflationary pressures have contributed to increased operating costs, impacting profitability and cash flows, notwithstanding continued strong consumer demand for cruise holidays. The Group has incurred losses in the current and prior periods and remains dependent on the continued financial support of its ultimate parent company, Dreamlines GmbH. The Group is subject to a ring-fencing arrangement with the Civil Aviation Authority (“CAA”), whereby any payments to other Group entities, including Dreamlines GmbH, are restricted to those permitted under an agreed Permitted Payments Schedule (“PPS”) or otherwise approved by the CAA. Accordingly, Dreamlines GmbH is only recompensed for cross-charges in accordance with the PPS, ensuring that the regulated Group maintains the required level of liquidity. While forecasts indicate improving trading performance, the Group’s reliance on continued financial support from its parent company, together with the constraints imposed by the regulatory ring-fencing arrangement, indicates the existence of a material uncertainty that may cast significant doubt on the Group’s ability to continue as a going concern. Dreamlines GmbH has confirmed that it will continue to provide financial support to the Group for a period of at least 12 months from the date of approval of the financial statements and has provided a letter of comfort to this effect. Based on this support, the financial statements have been prepared on a going concern basis.
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.
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.
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SUNSHINE CRUISE HOLIDAYS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SUNSHINE CRUISE HOLIDAYS LIMITED (CONTINUED)
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.
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SUNSHINE CRUISE HOLIDAYS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SUNSHINE CRUISE HOLIDAYS LIMITED (CONTINUED)
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 Group 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:
- We exercise professional judgment and maintain professional scepticism throughout the audit;
- We 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 deliberate override of internal control; - We 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 on the effectiveness of internal control; - We evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made; - We assess the risk of management override of controls, including testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business; - We review the scope of the Group's compliance with The Package and Linked Travel Arrangements Regulations 2018 ("PTRs") and sample test relevant documentation to assess this and the effectiveness of its control environment; - We request and review the minutes of management meetings, and assess any matters identified not already provided for or disclosed that may materially impact the financial statements; - We review the Group's relationships with related parties and other group companies, identifying and disclosing transactions during the year and balances at year-end with such parties; - We conclude on the appropriateness of the director's use of the going concern basis of accounting and, based on the evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the entity's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's 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 auditor's report. However, future events or conditions may cause the entity to cease to continue as a going concern.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
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SUNSHINE CRUISE HOLIDAYS LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SUNSHINE CRUISE HOLIDAYS LIMITED (CONTINUED)
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.
for and on behalf of
Chartered Accountants and Statutory Auditors
2nd Floor, Nucleus House
2 Lower Mortlake Road
Richmond
TW9 2JA
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SUNSHINE CRUISE HOLIDAYS LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
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SUNSHINE CRUISE HOLIDAYS LIMITED
REGISTERED NUMBER: 03931005
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 30 April 2026.
The notes on pages 24 to 46 form part of these financial statements.
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SUNSHINE CRUISE HOLIDAYS LIMITED
REGISTERED NUMBER: 03931005
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 24 to 46 form part of these financial statements.
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