Company registration number 3218876 (England and Wales)
FWB HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
FWB HOLDINGS LIMITED
COMPANY INFORMATION
Directors
Mrs J J Scragg
Mr A J Key
Mr J A Key
Company number
3218876
Registered office
Graphic House
124 City Road
Stoke on Trent
ST4 2PH
Auditor
BK Plus Audit Limited
Graphic House
124 City Road
Stoke on Trent
ST4 2PH
FWB HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Profit and loss account
7
Group statement of comprehensive income
8
Group balance sheet
9
Company balance sheet
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Company statement of cash flows
14
Notes to the financial statements
15 - 30
FWB HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -
The directors present the strategic report for the year ended 31 December 2025.
Review of the business
The principal activity of the business for the year was as a holding company to
FWB Products Limited: Principal trading entity, supplying and distributing a comprehensive range of industrial consumables for Maintenance, Repair, and Operations (MRO) across a wide range of industries. Operations are managed from three UK sites.
FWB Properties Limited: Property arm of the Group, owning buildings in Stoke-on-Trent, Wrexham, and Truro, primarily leased to FWB Products Limited.
On 19th February the trading company FWB Products Limited was sold as part of a group reorganisation.
During the year FWB Properties Limited achieved continued value growth across its asset base, maintaining strong rental and resale potential.
Principal risks and uncertainties
FWB Properties Limited
Exposure to regulatory change: New legislation on energy efficiency ratings could impact rental values and occupancy potential.
Risk of asset depreciation if buildings are not maintained to regulatory and market standards.
Development and performance
FWB Properties Limited
Maintains a proactive building maintenance schedule, ensuring assets remain in good order.
Achieved a 28% uplift in combined building value over the past six years, reflecting sound asset management.
New rental agreements have been negotiated with new management of FWB Products who remain tenants.
Outlook for 2026.
The trading subsidiary, FWB Products, and FWB Property company were demerged in the early part of 2025 to allow the onward sale of the trading subsidiary to management. FWB Holdings will remain the parent company of FWB Property for the long term.
.............................................
Mr A J Key
Director
24 September 2026
FWB HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
The directors present their annual report and financial statements for the year ended 31 December 2025.
Principal activities
The company demerged from its trading subsidiary in February 2025. The principal activity of the group for the remainder of the year via its subsidiary was the letting of industrial premises.
Results and dividends
The results for the year are set out on page 7.
Ordinary dividends were paid amounting to £4,500,000. 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:
Mrs P A Johnson
(Resigned 30 May 2025)
Mrs J J Scragg
Mr A J Key
Mr J A Key
Auditor
The auditor BK Plus Audit Limited ( Formerly Geens Limited) is deemed to be reappointed under section 487(2) of the Companies Act 2006.
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
..............................................
..............................................
Mr A J Key
Mr J A Key
Director
Director
24 September 2026
FWB HOLDINGS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and parent company, and of the profit or loss of the group for that period.
In preparing these financial statements, the directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and parent company will continue in business.
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.
FWB HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF FWB HOLDINGS LIMITED
- 4 -
Opinion
We have audited the financial statements of FWB Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group profit and loss account, 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, the company 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:
give a true and fair view of the state of the group's and the parent company's affairs as at 31 December 2025 and of the group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 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.
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:
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.
FWB HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF FWB HOLDINGS LIMITED
- 5 -
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:
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the group's and parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or parent company or to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Identifying and assessing potential risks related to irregularities
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
we identified the laws and regulations applicable to the company through discussions with directors and other management and from our knowledge and experience of the client and businesses in similar sectors;
we assessed the extent of compliance with the laws and regulations identified through making enquiries of management and inspecting any available legal correspondence; and
the audit team were in regular communication in relation to laws and regulations and potential instances of non-compliance throughout the audit.
We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:
making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and
considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.
FWB HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF FWB HOLDINGS LIMITED
- 6 -
Audit reponse to risks identified
To address the risk of fraud through management bias and override of controls, we:
performed analytical procedures to identify any unusual or unexpected relationships;
tested journal entries to identify unusual transactions;
assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias: and
investigated the rationale behind significant or unusual transactions.
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:
agreeing financial statement disclosures to underlying supporting documentation;
enquiring of management as to actual and potential litigations and claims;
reviewing legal and professional expenses for ongoing litigation work: and
reviewing correspondence with HMRC.
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. The 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 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.
Karen Staley BSc (Hons) FCA (Senior Statutory Auditor)
For and on behalf of BK Plus Audit Limited, Statutory Auditor
Chartered Certified Accountants
Graphic House
124 City Road
Stoke on Trent
ST4 2PH
24 September 2026
FWB HOLDINGS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 7 -
Continuing
Discontinued
31 December
Continuing
Discontinued
31 December
operations
operations
2025
operations
operations
2024
Notes
£
£
£
£
£
£
Turnover
3
-
1,181,393
1,181,393
8,618,449
-
8,618,449
Cost of sales
-
(862,862)
(862,862)
(5,288,720)
-
(5,288,720)
Gross profit
-
318,531
318,531
3,329,729
-
3,329,729
Distribution costs
-
(171,608)
(171,608)
(1,065,254)
-
(1,065,254)
Administrative expenses
3,578
(160,141)
(156,563)
(2,511,869)
-
(2,511,869)
Other operating income
201,003
-
201,003
-
-
-
Operating profit/(loss)
4
204,581
(13,218)
191,363
(247,394)
-
(247,394)
Interest receivable and similar income
7
83
-
83
7,887
-
7,887
Amounts written off investments
8
1,685,245
-
1,685,245
-
-
-
Profit/(loss) before taxation
1,889,909
(13,218)
1,876,691
(239,507)
-
(239,507)
Tax on profit/(loss)
9
(52,100)
-
(52,100)
(6,107)
-
(6,107)
Profit/(loss) for the financial year
1,837,809
(13,218)
1,824,591
(245,614)
-
(245,614)
Profit/(loss) for the financial year is all attributable to the owner of the parent company.
FWB HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
2025
2024
£
£
Profit/(loss) for the year
1,824,591
(245,614)
Other comprehensive income
Revaluation of tangible fixed assets
205,000
Cash flow hedges gain arising in the year
Total comprehensive income for the year
2,029,591
(245,614)
Total comprehensive income for the year is all attributable to the owner of the parent company.
The notes on pages 15 to 30 form part of these financial statements.
FWB HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 9 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
12
4,532,151
Investment property
13
4,600,000
4,600,000
4,532,151
Current assets
Stocks
16
-
1,417,998
Debtors
17
118,306
1,774,097
Cash at bank and in hand
322,221
585,357
440,527
3,777,452
Creditors: amounts falling due within one year
18
(206,862)
(1,030,119)
Net current assets
233,665
2,747,333
Total assets less current liabilities
4,833,665
7,279,484
Provisions for liabilities
Deferred tax liability
20
441,565
416,975
(441,565)
(416,975)
Net assets
4,392,100
6,862,509
Capital and reserves
Called up share capital
22
850,000
450,000
Revaluation reserve
1,427,823
1,274,925
Capital redemption reserve
50,000
50,000
Profit and loss reserves
2,064,277
5,087,584
Total equity
4,392,100
6,862,509
These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.
The financial statements were approved by the board of directors and authorised for issue on 24 September 2026 and are signed on its behalf by:
24 September 2026
..............................................
..............................................
Mr A J Key
Mr J A Key
Director
Director
Company registration number 3218876 (England and Wales)
FWB HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 10 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
14
4,395,000
7,305,826
Current assets
Debtors
17
476,537
488,538
Creditors: amounts falling due within one year
18
(57,840)
(57,441)
Net current assets
418,697
431,097
Net assets
4,813,697
7,736,923
Capital and reserves
Called up share capital
22
850,000
450,000
Capital redemption reserve
50,000
50,000
Profit and loss reserves
3,913,697
7,236,923
Total equity
4,813,697
7,736,923
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 profit for the year was £1,576,775 (2024 - £1,099,921 loss).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The financial statements were approved by the board of directors and authorised for issue on 24 September 2026 and are signed on its behalf by:
24 September 2026
..............................................
..............................................
Mr A J Key
Mr J A Key
Director
Director
Company registration number 3218876 (England and Wales)
FWB HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
Share capital
Revaluation reserve
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 January 2024
450,000
1,274,925
50,000
5,766,198
7,541,123
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
-
(245,614)
(245,614)
Dividends
11
-
-
-
(433,000)
(433,000)
Balance at 31 December 2024
450,000
1,274,925
50,000
5,087,584
6,862,509
Year ended 31 December 2025:
Profit for the year
-
-
-
1,824,591
1,824,591
Other comprehensive income:
Revaluation of tangible fixed assets
-
205,000
-
-
205,000
Tax relating to other comprehensive income
-
(52,102)
-
52,102
-
Total comprehensive income
-
152,898
-
1,876,693
2,029,591
Bonus issue of shares
22
400,000
-
-
(400,000)
Dividends
11
-
-
-
(4,500,000)
(4,500,000)
Balance at 31 December 2025
850,000
1,427,823
50,000
2,064,277
4,392,100
FWB HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2024
450,000
50,000
8,769,844
9,269,844
Year ended 31 December 2024:
Loss and total comprehensive income for the year
-
-
(1,099,921)
(1,099,921)
Dividends
11
-
-
(433,000)
(433,000)
Balance at 31 December 2024
450,000
50,000
7,236,923
7,736,923
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
1,576,774
1,576,774
Bonus issue of shares
22
400,000
-
(400,000)
Dividends
11
-
-
(4,500,000)
(4,500,000)
Balance at 31 December 2025
850,000
50,000
3,913,697
4,813,697
FWB HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
25
236,020
377,260
Income taxes paid
(1,508)
(207,446)
Net cash inflow from operating activities
234,512
169,814
Investing activities
Proceeds from disposal of business
(497,680)
-
Purchase of tangible fixed assets
-
(252)
Interest received
83
7,887
Net cash (used in)/generated from investing activities
(497,597)
7,635
Financing activities
Dividends paid to equity shareholders
-
(433,000)
Net cash used in financing activities
-
(433,000)
Net decrease in cash and cash equivalents
(263,085)
(255,551)
Cash and cash equivalents at beginning of year
585,306
840,857
Cash and cash equivalents at end of year
322,221
585,306
Relating to:
Cash at bank and in hand
322,221
585,357
Bank overdrafts included in creditors payable within one year
-
(51)
FWB HOLDINGS LIMITED
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from/(absorbed by) operations
26
51
(307,665)
Investing activities
Dividends received
740,665
Net cash generated from investing activities
-
740,665
Financing activities
Dividends paid to equity shareholders
-
(433,000)
Net cash used in financing activities
-
(433,000)
Net increase in cash and cash equivalents
51
-
Cash and cash equivalents at beginning of year
(51)
(51)
Cash and cash equivalents at end of year
(51)
Relating to:
Bank overdrafts included in creditors payable within one year
-
(51)
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 15 -
1
Accounting policies
Company information
FWB Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Graphic House, 124 City Road, Stoke on Trent, ST4 2PH.
The group consists of FWB Holdings Limited and FWB Properties. During the year the parent demerged from its trading subsidiary FWB Products Limited.
1.1
Basis of preparation
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.
1.2
Business combinations
There have been no mergers or acquisitions in the year.
1.3
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company FWB Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.
1.4
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the group and parent company have adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.5
Revenue
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates. Turnover principally consists of wholesale trade of industrial engineering goods which is recognised at the point goods are delivered and legal title is passed.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
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.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Freehold land and buildings
none provided
Plant and equipment
20% reducing balance or straight line
Fixtures and fittings
20% reducing balance or straight line
Motor vehicles
25% reducing balance
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.
1.7
Investment property
Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.
1.8
Fixed asset investments
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.9
Impairment of fixed assets
At each reporting period end date, the group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.10
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.11
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.12
Financial instruments
The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans and loans from fellow group companies are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Other financial liabilities
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
1.13
Equity instruments
Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 19 -
1.14
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.15
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.16
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.17
Leases
As lessor
When the group acts as a lessor, a lease is classified as a finance lease whenever it transfers substantially all the risks and rewards of ownership of the underlying asset to the lessee, either at the end of the lease term or for the major part of the economic life of the asset. All other leases are classified as operating leases. If an arrangement contains both lease and non-lease components, the group allocates the consideration in the contract to the two elements.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
2
Judgements and key sources of estimation uncertainty
In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Useful economic lives of tangible assets
The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates based on technological advancement, future investments, economic utilisation and the physical condition of the assets. See note 11 for the carrying amount of the property plant and equipment, and note 1.6 for the useful economic lives for each class of assets.
Stock provisioning
The company supplies components and allied products to the plumbing industry. As a result it is necessary to consider the recoverability of the cost of the stock and the associated provisioning required. When calculating the stock provision, management considers the nature and condition of the stock, as well as applying assumptions around anticipated saleability of finished goods particularly where the units have been in stock for some time.
Impairment of debtors
The company makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience. See note 15 for the net carrying amount of the debtors and associated impairment provision.
Valuation of land and buildings
As described in note 11 to the financial statements, land and buildings are stated at fair value based on the valuation performed by independent professional valuers. The valuers used observable market prices adjusted as necessary for any difference in the future, location or condition of the specific asset. However, the rise in interest rates and inflation has caused significant disruption and uncertainty in the UK property market which has inevitably increased the degree of judgement involved in the property valuations.
3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Sale of Goods in the UK
1,181,393
8,618,449
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
3
Turnover and other revenue
(Continued)
- 21 -
2025
2024
£
£
Other revenue
Interest income
83
7,887
4
Operating profit/(loss)
2025
2024
£
£
Operating profit/(loss) for the year is stated after charging:
Fees payable to the group's auditor for the audit of the group's financial statements
15,000
20,500
Depreciation of tangible fixed assets
-
76,653
5
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
Office and management
23
30
-
-
Warehouse and distribution
29
31
-
-
Total
52
61
0
0
Their aggregate remuneration comprised:
Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
231,228
1,704,573
Social security costs
21,781
155,788
-
-
Pension costs
4,721
607,404
363,567
257,730
2,467,765
363,567
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
6
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
25,074
303,347
Company pension contributions to defined contribution schemes
-
419,368
25,074
722,715
7
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
83
7,887
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
83
7,887
8
Amounts written off investments
2025
2024
£
£
Other gains and losses
1,685,245
-
The parent sold its wholly owned subsidiary F.W.B Products Limited during the year.
9
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
52,100
24,844
Adjustments in respect of prior periods
(712)
Total current tax
52,100
24,132
Deferred tax
Origination and reversal of timing differences
(18,025)
Total tax charge
52,100
6,107
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
9
Taxation
(Continued)
- 23 -
The actual charge for the year can be reconciled to the expected charge/(credit) for the year based on the profit or loss and the standard rate of tax as follows:
2025
2024
£
£
Profit/(loss) before taxation
1,876,691
(239,507)
Expected tax charge/(credit) based on the standard rate of corporation tax in the UK of 25% (2024: 25%)
469,173
(59,877)
Effects of:
Expenses that are not deductible in determining taxable profit
737
10,831
Gains not taxable
(370,061)
Utilisation of tax losses not previously recognised
(51,933)
Unutilised tax losses carried forward
93,596
Losses on discontinued operations not recognised
3,304
Adjustments in respect of prior years
(28,678)
Change in corporation tax rate
-
(8,603)
Permanent capital allowances in excess of depreciation
(448)
Other permanent differences
28
Tax under/(over) provided in prior years
852
(714)
Taxation charge in the financial statements
52,100
6,107
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
52,102
-
Actuarial differences recognised as other comprehensive income
(52,102)
-
-
-
10
Discontinued operations
F.W.B Products limited
On 19th February 2025 the FWB Holdings Limited sold its 100% share holding in F.W.B Products Limited to a new holding company as part of a demerger of the trade and property elements of the group.
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
11
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Final paid
4,500,000
433,000
12
Tangible fixed assets
Group
Freehold land and buildings
£
Cost or valuation
At 1 January 2025
4,395,000
Revaluation
205,000
Transfer to investment property
(4,600,000)
At 31 December 2025
Depreciation and impairment
At 1 January 2025 and 31 December 2025
Carrying amount
At 31 December 2025
At 31 December 2024
4,395,000
The company had no tangible fixed assets at 31 December 2025 or 31 December 2024.
The carrying value of land and buildings comprises:
Group
Company
2025
2024
2025
2024
£
£
£
£
Freehold
4,395,000
The land and buildings were professionally revalued as follows:
Stoke - 24th May 2023 by Mounsey Chartered Surveyors
Truro - 18th September 2023 by Mounsey Chartered Surveyors
Wrexham - 4th May 2023 by Alder King Property Consultants
The valuations were done on an open market value basis and conform to International Valuation Standards. The properties were held as tangible fixed assets to February 2025 when they were occupied by the group's trading subsidiary. On 19th February 2025 the group demerged its trading and property subsidiaries. The group now holds the properties as investments.
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
12
Tangible fixed assets
(Continued)
- 25 -
If land and buildings were measured using the cost model, the cost would be as follows:
2025
2024
£
£
Group
Cost
2,833,741
2,833,741
13
Investment property
Group
Company
2025
2025
£
£
Fair value
At 1 January 2025 and 31 December 2025
-
-
Transfers from owner-occupied property
4,600,000
-
At 31 December 2025
4,600,000
-
Investment property comprises Industrial units. The fair value of the investment property has been arrived at on the basis of a informal valuation carried out at 31 December 2025 by Mounseys Chartered Surveyors, who are not connected with the company. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties.
14
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
15
4,395,000
7,305,826
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2025
7,305,826
Disposals
(2,910,826)
At 31 December 2025
4,395,000
Carrying amount
At 31 December 2025
4,395,000
At 31 December 2024
7,305,826
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 26 -
15
Subsidiaries
Details of the company's subsidiaries at 31 December 2025 are as follows:
Name of undertaking
Address
Nature of business
Class of
% Held
shares held
Direct
FWB Properties Limited
1
Management of group property portfolio
Ordinary
100.00
Registered office addresses
1
Graphic House 124 City Road, Stoke-on-Trent. ST42P
16
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Finished goods and goods for resale
1,417,998
17
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
1,037,180
1
Amounts owed by group undertakings
488,961
500,961
Other debtors
118,306
657,749
(12,424)
(12,424)
Prepayments and accrued income
79,168
118,306
1,774,097
476,537
488,538
18
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
19
51
51
Trade creditors
14,375
588,815
Corporation tax payable
24,823
Other taxation and social security
31,760
132,285
Deferred income
97,986
Other creditors
48,390
48,632
48,390
48,390
Accruals and deferred income
14,351
235,513
9,450
9,000
206,862
1,030,119
57,840
57,441
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 27 -
19
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank overdrafts
51
51
Payable within one year
51
51
20
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
-
27,512
Revaluations
441,565
389,463
441,565
416,975
The company has no deferred tax assets or liabilities.
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 January 2025
416,975
-
Charge to other comprehensive income
24,590
-
Liability at 31 December 2025
441,565
-
The deferred tax liability set out above is expected to reverse and relates to accelerated capital allowances and gains on property values.
21
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
4,721
607,404
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.
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 28 -
22
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
F Ordinary of 10p each
1,016,170
101,617
101,617
101,617
G Ordinary of 10p each
1,016,170
101,617
101,617
101,617
H Ordinary of 10p each
932,830
93,283
93,283
93,283
I Ordinary of 10p each
1,534,830
153,483
153,483
153,483
A Ordinary of 10p each
903,260
-
90,326
-
B Ordinary of 10p each
903,260
-
90,326
-
D Ordinary of 10p each
829,180
-
82,918
-
E Ordinary of 10p each
1,364,300
-
136,430
-
8,500,000
450,000
850,000
450,000
As part of the demerger of the subsidiary companies the parent reorganised its share capital such that:-
The original shares were subdivided into 10p shares.
A new allotment of £400,000 shares were issued by capitalising reserves.
All shares have the same rights
23
Disposals
On 19 February 2025 the company disposed of its entire holding in F.W.B Products Limited. Included in these financial statements are losses of £13,218 arising from the company's interests in F.W.B Products Limited up to the date of its disposal.
Net assets disposed of
£
Cash and cash equivalents
497,680
Property, plant and equipment
130,663
Investments
1,450
Trade and other receivables
1,829,456
Inventories
1,396,013
Trade and other payables
(1,012,995)
Deferred tax
(27,512)
2,814,755
Loss on disposal
1,685,245
Total consideration
4,500,000
The consideration was satisfied by:
£
4,500,000
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 29 -
24
Related party transactions
The company has taken advantage of exemption, under the terms of the Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.
25
Cash generated from group operations
2025
2024
£
£
Profit/(loss) after taxation
1,799,827
(245,614)
Adjustments for:
Taxation charged
52,100
6,107
Investment income
(83)
(7,887)
Depreciation and impairment of tangible fixed assets
6,489
76,653
Other gains and losses
(1,685,245)
-
Movements in working capital:
Decrease in stocks
21,985
209,095
(Increase)/decrease in debtors
(173,665)
837,033
Increase/(decrease) in creditors
116,626
(478,127)
Increase/(decrease) in deferred income
97,986
(20,000)
Cash generated from operations
236,020
377,260
26
Cash generated from/(absorbed by) operations - company
2025
2024
£
£
Profit/(loss) after taxation
1,576,774
(1,099,921)
Adjustments for:
Investment income
(740,665)
Other gains and losses
(1,589,174)
1,468,000
Movements in working capital:
Decrease in debtors
12,001
169,208
Increase/(decrease) in creditors
450
(104,287)
Cash generated from/(absorbed by) operations
51
(307,665)
FWB HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 30 -
27
Analysis of changes in net funds - group
1 January 2025
Cash flows
Acquisitions and disposals
31 December 2025
£
£
£
£
Cash at bank and in hand
585,357
(760,816)
497,680
322,221
Bank overdrafts
(51)
51
-
585,306
(760,765)
497,680
322,221
28
Analysis of changes in net debt - company
1 January 2025
Cash flows
31 December 2025
£
£
£
Bank overdrafts
(51)
51
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