Registered number: 11697026
COMPANY INFORMATION
CONTENTS
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The Directors present their Strategic Report together with the audited financial statements for the year ended 31 December 2025.
The principal activity of the Company is hotel operation.
The portfolio consists of the following Hotels, under a franchise agreement with Accor Hotels and operated by Aimbridge – the European arm of the US business Interstate. Except for The Harlow Hotel by AccorHotels:
Mercure Bedford Centre Hotel
Mercure Birmingham West Hotel
Mercure Cardiff North Hotel
Mercure Nottingham Sherwood Hotel
Mercure Telford Centre Hotel
The Harlow Hotel by AccorHotels
The hotels’ performance is improving with turnover for the year at £23,432,763 (2024 - £22,252,572). The result before interest and taxes are however still at a not satisfactory level with a loss of £2,333,933 (2024 -£2,388,893). The Company made a loss for the year of £2,442,583 (2024 - £2,195,998). As of 31 December 2025, the Company had net liabilities of £7,441,246 (2024 - £4,998,663).
The Company changed operator by the beginning of 2025. Some start up and turnaround costs are reflected in the administrative expenses leading to an operating loss being only slightly better than 2024.
Financial income for 2024 included a one-off income of approximately £100,000. Further financial expenses for 2024 didn’t
include the full interest cost for group internal debt. This cost is included in 2025. Had these items been stated correctly in 2024, the net result after tax would have been an improvement compared to 2024.
The portfolio consists of the following Hotels, under a franchise agreement with Accor Hotels and operated by Aimbridge – the European arm of the US business Interstate. Except for The Harlow Hotel by AccorHotels:
Mercure Bedford Centre Hotel
Mercure Birmingham West Hotel
Mercure Cardiff North Hotel
Mercure Nottingham Sherwood Hotel
Mercure Telford Centre Hotel
The Harlow Hotel by AccorHotels
The hotels’ performance is improving with turnover for the year at £23,432,763 (2024 - £22,252,572). The result before interest and taxes are however still at a not satisfactory level with a loss of £2,333,933 (2024 -£2,388,893). The Company made a loss for the year of £2,442,583 (2024 - £2,195,998). As of 31 December 2025, the Company had net liabilities of £7,441,246 (2024 - £4,998,663).
The Company changed operator by the beginning of 2025. Some start up and turnaround costs are reflected in the administrative expenses leading to an operating loss being only slightly better than 2024.
Financial income for 2024 included a one-off income of approximately £100,000. Further financial expenses for 2024 didn’t
include the full interest cost for group internal debt. This cost is included in 2025. Had these items been stated correctly in 2024, the net result after tax would have been an improvement compared to 2024.
The Company operates in the travel and leisure market, which can be affected. by the cost of travel and by world external events. The Company manages this risk by forecasting business trends in line with United Kingdom and world market trends. In addition, the Company can adjust its cost base in order to meet any potential downturn in turnover.
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STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Proark UK Hotels Ltd.’s financial risk management is governed by a finance policy approved by the ultimate parent company of Proark Properties ApS. According to the finance policy, the corporate treasury function of the ultimate parent company systematically monitors and evaluates the financial risks, such as foreign exchange, interest rate, credit, and liquidity risks.
Credit risk
The Company has limited exposure to credit risk, as the accounts regularly are settled in cash or by accepted credit cards.
Credits are only offered to customers under a contract and only to companies or registered organizations with a legal structure. Credit limits are evaluated and tested on an individual basis, and the credit term is normally 30 days for both local hotel customers and for fees. The financial procedures set strict rules for the follow-up of overdue receivables and for credit meetings. As sales are dispersed among many different customers, the Company has little credit risk exposure to any single counterparty or any group of counterparties having similar characteristics.
Foreign exchange risk exposure
The Company has limited trade with parties outside the United Kingdom and therefore has no foreign exchange risk exposure.
Interest rate risk
The Company holds no third party loans and therefore has no interest rate exposure.
Liquidity risk
Cash not necessary for the normal course of business is deposited in a bank. The central treasury function at the ultimate parent company is responsible to coordinate the handling of surplus liquidity and liquidity reserves and are only using recognised financial institutions. Further, only central treasury or persons authorized by central treasury may engage in external investment transactions.
Credit risk
The Company has limited exposure to credit risk, as the accounts regularly are settled in cash or by accepted credit cards.
Credits are only offered to customers under a contract and only to companies or registered organizations with a legal structure. Credit limits are evaluated and tested on an individual basis, and the credit term is normally 30 days for both local hotel customers and for fees. The financial procedures set strict rules for the follow-up of overdue receivables and for credit meetings. As sales are dispersed among many different customers, the Company has little credit risk exposure to any single counterparty or any group of counterparties having similar characteristics.
Foreign exchange risk exposure
The Company has limited trade with parties outside the United Kingdom and therefore has no foreign exchange risk exposure.
Interest rate risk
The Company holds no third party loans and therefore has no interest rate exposure.
Liquidity risk
Cash not necessary for the normal course of business is deposited in a bank. The central treasury function at the ultimate parent company is responsible to coordinate the handling of surplus liquidity and liquidity reserves and are only using recognised financial institutions. Further, only central treasury or persons authorized by central treasury may engage in external investment transactions.
This report was approved by the board on 24 September 2026 and signed on its behalf.
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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 loss for the year, after taxation, amounted to £2,442,583 (2024 - £2,195,998).
The Directors have not recommended the payment of a dividend (2024 - £Nil).
The directors who served during the year were:
The Directors consider the prospects of the Company to be good.
By the end of December 2024, the management agreement with the operator was flipped to a franchise agreement with a new operator, who took over the management of all the hotels in the beginning of January 2025. It is the Directors ‘expectation that for hotels operated by the subsidiary 2026 will show a stronger performance on all operational levels, which is based on the franchise agreement and the new operators’ approach and experience.
The turmoil in the world market continues to constitute uncertainty, which to some extent could affect the operation negatively in 2026.
By the end of December 2024, the management agreement with the operator was flipped to a franchise agreement with a new operator, who took over the management of all the hotels in the beginning of January 2025. It is the Directors ‘expectation that for hotels operated by the subsidiary 2026 will show a stronger performance on all operational levels, which is based on the franchise agreement and the new operators’ approach and experience.
The turmoil in the world market continues to constitute uncertainty, which to some extent could affect the operation negatively in 2026.
During the year, the Company's loan has been refinanced by a new loan provider. The new loan has a maturity of at least five years. In addition, the parent company, Proark Properties ApS, has confirmed it will provide support should such support be required.
Based on the above, it is the opinion of the Directors that the Company can adopt the going concern basis in preparing these financial statements.
Based on the above, it is the opinion of the Directors that the Company can adopt the going concern basis in preparing these financial statements.
Disclosures required under S416(4) of the Companies Act 2006 are commented upon in the Strategic Report in accordance with S414C(11) as the Directors consider them to be of strategic importance to the Company.
The auditors, Menzies LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
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DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
This report was approved by the board on 24 September 2026 and signed on its behalf.
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DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors are responsible for preparing the Strategic report, the Directors' report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PROARK UK HOTELS LTD
We have audited the financial statements of Proark UK Hotels Ltd (the 'Company') for the year ended 31 December 2025, which comprise the Statement of income and retained earnings, the Statement of financial position and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
In 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 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.
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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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PROARK UK HOTELS LTD (CONTINUED)
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PROARK UK HOTELS LTD (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 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:
∙The Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation, and general regulations such as health and safety, licensing regulations, food hygiene regulations and occupational health and employment legislation. We assessed the extent of compliance with the appropriate laws and regulations as part of our procedures on the related financial statement items.
∙We understood how the Company is complying with those legal and regulatory frameworks by, making inquiries to management and those responsible for legal and compliance procedures.
∙The engagement director assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations. The assessment did not identify any issues in this area.
∙We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:
°Identifying and assessing the design effectiveness of controls management has in place to prevent and detect fraud.
°Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;
°Challenging assumptions and judgements made by management in its significant accounting estimates; and
°Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.
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.
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.
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.
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INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF PROARK UK HOTELS LTD (CONTINUED)
for and on behalf of
One Express
1 George Leigh Street
M4 5DL
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STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 DECEMBER 2025
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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 24 September 2026 .
The notes on pages 12 to 25 form part of these financial statements.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Proark UK Hotels Ltd is a private company, limited by shares, incorporated in England and Wales under the Companies Act 2006. The address of the registered office is given on the Company lnformation page. The nature of the Company's operations and its principal activities are set out in the Strategic Report.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The financial statements are prepared in Sterling (£) and rounded to the nearest £1.
The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).
The following principal accounting policies have been applied:
The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
∙the requirements of Section 7 Statement of Cash Flows;
∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.
This information is included in the consolidated financial statements of Proark Properties ApS as at 31 December 2025 and these financial statements may be obtained from Hammershusgade 9, 2100 København Ø, Denmark.
The financial statements have been prepared on the going concern basis. The directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and accordingly consider it appropriate to adopt the going concern basis of accounting in preparing the financial statements.
Transactions and balances
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
The Company operates hotels owned by other companies in the Proark Group. The amount of rent payable by the Company to the other Group companies in respect of the hotel operating leases is determined by reference to the hotel income received by the Company during the relevant financial year. Hence, it is not possible to provide an exact amount of the operating lease commitment payable in respect of future years. Rentals paid under operating leases are charged to the Statement of Comprehensive Income.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
Amortisation is provided on the following basis:
Computer Software - 3 - 5 years straight-line
Computer Software - 3 - 5 years straight-line
At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
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.
The Company 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 Company's Statement of financial position when the Company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Impairment of financial assets
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Critical judgements in applying the Company's accounting policies
There were no critical judgements, apart from those involving estimations (which are dealt with separately below), that the Directors have made in the process of applying the Company's accounting policies and that have had a significant effect on the amounts recognised in the financial statements.
Key sources of estimation uncertainty
The key assumptions concerning the future, and other key sources of estimation uncertainty at the reporting period that may have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are discussed below.
Bad debt provision
The Company records a provision for bad debt in the same period the related revenue is recorded. Provision for estimated bad debt is generally made from an individual assessment of the debtor based on history and current knowledge and further contain a general based write down by the age of the debtors. Our management periodically reviews the adequacy of these estimations used.
Impairment of Tangible and Intangible Assets Other than Goodwill
In the process of evaluating the potential impairment of tangible and intangible assets other than goodwill, the Company is required to make subjective judgements in determining the independent cash flows, useful lives, expected future revenue and expenses related to the specific asset groups with the consideration of the nature of Hotel industry. Any changes in these estimates based on changed economic conditions or business strategies could result in significant impairment charges or reversal in future years. In order to maintain the overall quality of the hotel and the ultimate guest experience, the Company regularly invests in refurbishment projects as well as the purchase of new fixed assets for rooms, reception areas and in kitchens and other operational areas of the hotel. The Directors deem there to be a significant estimation around the impairment of these assets. In assessing their position, the Directors consider the performance of the hotel as well as changes in the marketplace that may motivate a reassessment of previous taken conclusions.
Realisation of Deferred Income Tax Assets
Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which those deferred tax assets can be utilised. Assessment of the realisation of the deferred tax assets requires the Company’s subjective judgement and estimate, including the future revenue growth and profitability, tax holidays, the amount of tax credits can be utilized and feasible tax planning strategies. Any changes in the global economic environment, the industry trends and relevant laws and regulations could result in significant adjustments to the deferred tax assets.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The Company has a deferred tax asset on the amount on £3,478,964 (2024 - £2,925,293) at the year end which it has chosen not to account for.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Page 23
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The Company's capital and reserves are as follows:
Share capital
Share premium account
Profit and loss account
There is fixed and a floating charge over the assets of the Company. All assets have been pledged to secure borrowings of Proark UK Hotels Debt Ltd, the immediate parent undertaking. At the year end the liabilities covered by these guarantees totalled £35,482,677 (2024 - £36,181,184).
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension charge amounted to £124,982 (2024 - £148,060). Contributions totaling £23,741 (2024 - £54,637) were payable to the fund at the reporting date and are included in creditors.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The Company's immediate parent company is Proark UK Hotels Debt Ltd, a Company incorporated in England and Wales.
The Company's ultimate parent company and smallest and largest group to consolidate the results of the Company is Proark Properties ApS, a Company incorporated in Denmark. Proark Properties ApS is the parent of the smallest and largest group for which consolidated financial statements are prepared that include the results of the Company. The consolidated accounts of the Group are available to the public and may be obtained from the registered office of Proark Properties ApS at Hammershusgade 9, 2100 København Ø, Denmark.
The ultimate controlling party is Michael Anderson by virtue of his majority shareholding.
The Company's ultimate parent company and smallest and largest group to consolidate the results of the Company is Proark Properties ApS, a Company incorporated in Denmark. Proark Properties ApS is the parent of the smallest and largest group for which consolidated financial statements are prepared that include the results of the Company. The consolidated accounts of the Group are available to the public and may be obtained from the registered office of Proark Properties ApS at Hammershusgade 9, 2100 København Ø, Denmark.
The ultimate controlling party is Michael Anderson by virtue of his majority shareholding.
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