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Registered number:
FOR THE PERIOD ENDED 29 MARCH 2026
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VALIANT PUB HOLDCO LIMITED
COMPANY INFORMATION
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VALIANT PUB HOLDCO LIMITED
CONTENTS
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VALIANT PUB HOLDCO LIMITED
GROUP STRATEGIC REPORT
FOR THE PERIOD ENDED 29 MARCH 2026
The directors present their Group Strategic Report for the period ended 29 March 2026.
Valiant Pub Group ("Valiant" or the "Group") acquires, invests in and operates community-focused public houses across the United Kingdom. Since opening its first pub in 2021, Valiant has focused on acquiring quality community pubs where the Group believes its operational expertise, investment capability and partnership-led operating model can create sustainable long-term value. Our pubs operate predominantly under a Managed Service Agreement ("MSA") model, partnering with local operators who are supported by Valiant's central operational, commercial, property and finance teams. While each pub retains its own character and connection with its local community, the estate is underpinned by a consistent focus on quality food and drink, warm hospitality and long-term investment in the properties we operate. FY26 represented another year of significant progress for the Group, with continued estate growth, substantial capital investment, improved underlying operational performance and completion of the Group's corporate and property reorganisation programme.
The Group entered FY26 with 80 pubs and completed the acquisition of 16 public houses during the period. Two non-core properties were disposed of as part of the Group's active approach to portfolio management, resulting in a year-end estate of 94 pubs.
Alongside acquisitions, the Group continued to invest materially in both newly acquired and existing pubs. Capital was deployed into refurbishment, property improvements and development projects designed to enhance the customer experience and improve the long-term trading potential of the estate. The hospitality sector continued to face significant cost pressures, particularly from increases in employment costs, food and beverage prices and utilities. Changes to the National Living Wage and employers' National Insurance created further pressure during the period. The Group continued to work closely with its MSA partners to mitigate these impacts through pricing, procurement and operational efficiencies while maintaining the quality and value of the customer proposition. Despite these pressures, underlying operating performance improved significantly. At pub level, EBITDA increased to £8.6 million from £5.5 million, with pub EBITDA margin improving to approximately 20.0% from 18.6%. This improvement reflects the increasing maturity of the estate alongside continued focus on pricing, procurement and operational efficiency. Like-for-like sales across the mature estate increased by 2%, reflecting resilient trading against a challenging sector backdrop. During the period, the Group also completed the final phase of its corporate and property reorganisation programme. The remaining pub assets held within Valiant Pub Company Limited were transferred into dedicated subsidiary companies, completing a programme commenced in the prior year. This final phase comprised the transfer of the remaining 31 properties, following 24 properties transferred in the prior period. The revised structure separates property ownership and operating activities from the Group's central management and support functions, providing clearer ownership and accountability, greater operational transparency and a more scalable structure to support future investment and growth.
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VALIANT PUB HOLDCO LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 29 MARCH 2026
The Board monitors a range of financial and operational measures in assessing the performance and development of the Group. Consistent with the prior year, the principal financial key performance indicators are turnover, gross profit, EBITDA and Adjusted EBITDA.
EBITDA represents earnings before interest, taxes, depreciation, amortisation and impairment and provides a measure of the Group's operating performance. Adjusted EBITDA is a non-UK-GAAP measure that reflects EBITDA further adjusted for non-recurring and non-operational items, providing a clearer view of the Group's underlying operating performance. Turnover increased by approximately 45% to £42.9 million (FY25: £29.6 million), reflecting the expansion of the estate together with the increasing contribution from pubs acquired in previous periods. Gross profit increased to £29.4 million (FY25: £19.8 million). EBITDA increased to £1.8 million (FY25: £0.8 million), demonstrating the improvement in underlying operating performance as the Group benefited from increased scale and the continued maturation of the estate. Adjusted EBITDA, excluding £0.3 million of pre-opening costs and £0.4 million of other non recurring costs associated with the company reorganisation, increased to £2.5 million (FY25: £0.8 million). The Board also monitors operational measures alongside the financial KPIs. The estate increased from 80 pubs to 94 pubs during the period following 16 acquisitions and two non-core disposals. Like-for-like sales growth was 2% for the period.
The Group continued to develop its funding platform during FY26 to support its acquisition and capital investment programme.
The first £12 million Metro Bank facility was drawn in September 2024. During the current financial period, a further £14 million facility was drawn on 4 August 2025, initially on a floating-rate basis. This external bank funding complements the continued financial and strategic support provided by the Group's shareholders and has increased the Group's flexibility to invest in both acquisitions and the existing estate. The Group reported a statutory operating loss of approximately £2.4 million for the period compared with £2.1 million in FY25. The statutory result includes significant depreciation charges associated with the Group's substantial investment in its property portfolio. The loss before tax was approximately £11.7 million, compared with £8.8 million in FY25, reflecting the financing costs associated with the Group's shareholder and external funding structure. At 29 March 2026, the Group held cash of approximately £11.0 million. The Board continues to monitor cash flow forecasts, liquidity, funding requirements and banking covenant compliance closely as the Group balances continued investment and growth with appropriate financial discipline.
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VALIANT PUB HOLDCO LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 29 MARCH 2026
Our people and MSA partners remain central to the success of the Group.
As Valiant has grown, we have continued to develop the central support functions required to operate a larger and more geographically diverse estate. These teams provide operational, commercial, finance, property and people support to our operators across the Group. The Group's central management and support teams are employed through Valiant Pub Company Limited, while individual venues are predominantly operated by independent operator partners who employ and manage their own pub-based teams. This structure allows local operators to retain responsibility for their businesses while benefiting from the expertise, purchasing power and support available from the wider Group. We aim to create a working environment based on respect, accountability and opportunity. Training and development continue to be important areas of focus, both for the central team and in the support provided to MSA partners. The hospitality labour market remains challenging, with continued competition for high-quality people and ongoing wage inflation. The Group seeks to mitigate these risks by supporting recruitment and development and maintaining an operating environment capable of attracting and retaining talented people.
As the Group has increased in scale, the Board has continued to develop the governance and control framework supporting the business.
The Board maintains oversight of the Group's strategy, financial performance, funding, acquisitions, capital investment and principal risks. Management reporting and cash flow forecasting provide the Board with regular visibility over business performance and liquidity. Completion of the Group reorganisation during FY26 has provided clearer ownership and accountability across the Group, separating property and operating activities from central management functions. The directors believe this provides an appropriate organisational platform from which governance and controls can continue to develop as the Group grows. The Group continues to develop its risk management processes in response to its increasing scale and complexity. Particular areas of focus include financial and liquidity risk, health and safety, food safety, regulatory compliance, employment costs and the integration and performance of newly acquired pubs. The Board recognises that maintaining appropriate governance is fundamental to supporting sustainable growth and ensuring that the Group's operational and financial controls continue to evolve alongside the estate. Sustainability and community impact Community remains at the heart of Valiant's business model. The Group's strategy is focused on investing in pubs which play an important role within the communities they serve and providing those businesses with the capital and operational support required to succeed over the long term. Investment in refurbishment provides an opportunity to improve the efficiency and sustainability of the estate. Where appropriate, projects incorporate improvements to energy efficiency and operating infrastructure, while procurement initiatives continue to consider waste reduction and responsible sourcing. Valiant also encourages its pubs and teams to play an active role in their local communities. Our pubs frequently support local charities, events, clubs and community initiatives, helping to reinforce their position as important social hubs.
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VALIANT PUB HOLDCO LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 29 MARCH 2026
The directors believe that continued investment in the physical estate, combined with strong local operators and engagement with the communities in which we operate, is fundamental to the long-term sustainability of the business.
The Board regularly reviews the principal risks facing the Group and the actions being taken to manage them.
Economic conditions and consumer confidence The Group's revenues are influenced by discretionary consumer spending. Inflation, interest rates and wider economic uncertainty may affect customer frequency and spend. The Group seeks to mitigate this risk through its geographically diversified estate, broad customer proposition, disciplined pricing and continued focus on quality and value. Cost inflation The hospitality sector remains exposed to increases in labour, food, beverage, utilities and other operating costs. The Group seeks to mitigate these pressures through strategic procurement, supplier relationships, pricing and operational efficiencies, together with close collaboration with its MSA partners. Acquisition and investment risk The Group's strategy involves acquiring and investing in public houses. There is a risk that acquired sites do not perform in line with expectations or that development expenditure does not generate the anticipated return. Acquisitions and capital projects are assessed against the Group's investment criteria and their performance is monitored following completion. Liquidity and financing The Group's acquisition and investment strategy requires continued access to appropriate funding. Cash flow forecasts, borrowing requirements and covenant compliance are regularly reviewed by management and the Board. The Group continues to develop and diversify its funding arrangements to support future growth. Interest rate risk External bank borrowings expose the Group to movements in market interest rates. The Board monitors this exposure and, where appropriate, considers arrangements to provide greater certainty over future financing costs. Food, health and safety The health and safety of customers, operators and employees remains a key priority. The Group maintains appropriate policies, procedures, training and monitoring arrangements and works closely with MSA operators to ensure required standards are maintained throughout the estate. Labour availability and retention Competition for skilled people remains a challenge across the hospitality sector. The Group seeks to mitigate this risk through recruitment, training and development and by providing effective support to its MSA operators.
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VALIANT PUB HOLDCO LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 29 MARCH 2026
Cyber security and information technology
The Group is increasingly reliant on technology and information systems across its growing estate. Failure of key systems or a cyber security incident could result in operational disruption, financial loss or reputational damage. The Group continues to monitor its technology infrastructure and controls as the scale and complexity of the business develops. Future developments and outlook The Group has continued to expand following the financial year end. A further nine pubs have been acquired since 29 March 2026, increasing the estate from 94 pubs at the year end to 103 pubs. Passing the 100-pub milestone represents an important stage in Valiant's development since the Group acquired its first pub in 2021. In April 2026, the Group drew a further £8 million bank facility within Valiant Asset F3 Limited, providing additional funding capacity for acquisitions and investment. Following the year end, the Group also entered into an arrangement to fix the interest rate applicable to its original bank facility, providing greater certainty over the future financing cost of that borrowing. The Group's focus remains on the quality and performance of the estate rather than growth in site numbers alone. The directors will continue to pursue selective acquisition opportunities, invest in the existing portfolio and dispose of assets where they no longer meet the Group's strategic or financial objectives. While the hospitality sector continues to face economic and cost pressures, the directors believe that the Group's established operating platform, increasingly diversified estate, improving underlying operating performance and access to funding provide a strong foundation for continued development. The Group's long-term objective remains to build a high-quality portfolio of successful community pubs by combining selective acquisition, targeted investment, strong local operators and effective central support.
This report was approved by the board and signed on its behalf.
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VALIANT PUB HOLDCO LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 29 MARCH 2026
The directors present their report and the financial statements for the period ended 29 March 2026.
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 judgements and accounting estimates that are reasonable and prudent;
∙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 loss for the period, after taxation, amounted to £11,682,407 (2025: £8,788,457).
No dividends were declared or paid in the year (2025: £nil).
The directors who served during the period were:
The Group has chosen, in accordance with Companies Act 2006, s.414C(11), to set out in the Group's Strategic Report; the information relating to future development and financial risk management.
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VALIANT PUB HOLDCO LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 29 MARCH 2026
Subsequent to the year end, the Group entered into an arrangement to fix the interest rate applicable to the first loan of £12m drawn in September 2024. The interest rate was fixed at 4.04% per annum, plus the contractual margin of 3.00% per annum, reducing the Group's exposure to future fluctuations in market interest rates. This event has been treated as a non-adjusting post balance sheet event.
Additionally, on 30 April 2026, subsequent to the year end, the Group entered into a new secured term loan facility of £8 million with Metro Bank through Valiant Asset F3 Limited. The facility bears interest at a fixed base rate of 4.07% with a margin of 3.5% above the base rate for the first 12 months, reducing to 3% thereafter, and is repayable in full on maturity in April 2031.
The auditors, HaysMac LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board and signed on its behalf.
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VALIANT PUB HOLDCO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF VALIANT PUB HOLDCO LIMITED
We have audited the financial statements of Valiant Pub Holdco Limited (the 'parent Company') and its subsidiaries (the 'Group') for the period ended 29 March 2026, which comprise the Consolidated Statement of Comprehensive Income, 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).
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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 or the 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.
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VALIANT PUB HOLDCO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF VALIANT PUB HOLDCO LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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 period 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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VALIANT PUB HOLDCO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF VALIANT PUB HOLDCO 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:
Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud Based on our understanding of the Group and industry, we identified the principal risks of non-compliance with laws and regulations and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006, income tax, payroll tax and sales tax. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risks were related to posting inappropriate journal entries to overstate revenue and management bias in accounting estimates. Audit procedures performed by the engagement team included:
∙inspecting correspondence with regulators and tax authorities;
∙inquires with management including consideration of known or suspected instances of non-compliance with laws and regulations and fraud;
∙evaluating management’s controls designed to prevent and detect irregularities;
∙identifying and testing accounting journal entries, in particular those journal entries which exhibited the characteristics we had identified as possible indicators of irregularities; and
∙challenging assumptions and judgements made by management in their critical accounting estimates, most notably over fixed asset impairment, investments in subsidiaries and intercompany debt recovery.
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VALIANT PUB HOLDCO LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF VALIANT PUB HOLDCO LIMITED (CONTINUED)
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.
for and on behalf of
Statutory Auditors
10 Queen Street Place
EC4R 1AG
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VALIANT PUB HOLDCO LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 29 MARCH 2026
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VALIANT PUB HOLDCO LIMITED
REGISTERED NUMBER: 13684355
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 29 MARCH 2026
As permitted by s408 Companies Act 2006, the Company has not presented its own profit and loss account and related notes as it prepared group accounts. The Company's loss for the year ended 29 March 2026 was £2,284,221 (2025: £1,765,919).
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 19 to 36 form part of these financial statements.
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VALIANT PUB HOLDCO LIMITED
REGISTERED NUMBER: 13684355
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 29 MARCH 2026
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 19 to 36 form part of these financial statements.
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VALIANT PUB HOLDCO LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 29 MARCH 2026
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VALIANT PUB HOLDCO LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 29 MARCH 2026
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VALIANT PUB HOLDCO LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 29 MARCH 2026
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VALIANT PUB HOLDCO LIMITED
CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE PERIOD ENDED 29 MARCH 2026
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
Valiant Pub Holdco Limited is a private company, limited by shares, incorporated and registered in England and Wales. The Company's registered number is 13684355 and registered office address is Third Floor, 5, Lower Temple Street, Birmingham, England, B2 4JD.
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 preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.
The following principal accounting policies have been applied:
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Statement of Financial Position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
Based on operational performance forecast and continuously monitoring of cash flows, the directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future and comply with banking covenants in place.
The Group therefore continues to adopt the going concern basis in preparing its financial statements.
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
2.Accounting policies (continued)
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding rebates, value added tax and other sales taxes. Revenue is generated from the sale of food and beverages in managed pubs, as well as the provision of accommodation.
Food and beverage revenue is recognised at the point of sale and the below criteria must be met before revenue is recognised:
∙the Group has transferred the significant risks and rewards of ownership to the buyer;
∙the Group retains no effective control over the goods sold;
∙the amount of revenue can be measured reliably;
∙it is probable that the Group will receive the consideration due under the transaction; and
∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Accommodation income is recognised at the point the accommodation is provided. Any amounts received in advance are recognised in deferred income and released to turnover at the point of the stay. Any stays offered on a credit basis are recognised in trade debtors until the amount is paid.
Gambling machine income is recognised, in the Group’s capacity as agent, where net takings are recognised as earned on the Group’s proportion of gambling machine proceeds in the period of sale.
Page 20
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
2.Accounting policies (continued)
Page 21
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
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 bases:
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.
Assets that are subject to depreciation are assessed at each reporting date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGU's). Non-financial assets that have been previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.
Page 22
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
2.Accounting policies (continued)
Other debtors include amounts recoverable that do not fall within the definition of usual trade receivables. These comprise of amounts which have been paid in advance that are in respect of property transactions where contracts have been exchanged but legal completion has not yet occurred.
These balances are recognised at the amount which has been paid and are expected to be recoverable upon completion of the property transactions.
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash also includes payments in transit from card payment providers in relation to sales made pre year end that takes 2-3 days to reach the companies' bank account.
The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the Group's Statement of Financial Position when the Group becomes party to the contractual provisions of the instrument.
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.
Basic financial assets
Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due within the operating cycle fall into this category of financial instruments.
Page 23
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
2.Accounting policies (continued)
Other financial assets
Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.
Impairment of financial assets
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
Basic 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 the deduction of all its liabilities.
Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
Page 24
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
2.Accounting policies (continued)
Other financial instruments
Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.
Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.
Derecognition of financial instruments
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.
Derecognition of financial liabilities
Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.
Impairment of tangible fixed assets In carrying out the impairment review of fixed assets, it has been necessary to make estimates and judgements. Individual sites are viewed as separate cash generating units. The recoverable amount of each cash generating unit (CGU) has been identified as the higher of the fair value less cost to sell, or the value in use. A fair value of each CGU was identified using an EBITDA multiple which requires an estimation of future cash flows for a mature site post redevelopment, and judgement around the multiple that could be achieved on sale. If the estimated future cashflows were not achieved or the multiple could not be achieved on sale of a site, there could be a material impact on the financial statements through an impairment charge. The impairment charge is highly sensitive to these estimates and judgements and small movements in EBITDA or multiple can lead to an increased impairment charge.
Page 25
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
3.Judgements in applying accounting policies (continued)
Management evaluate intercompany debtors for impairment whenever circumstances indicate, in management’s judgement, that the carrying value may not be recoverable. An impairment review requires management to make subjective judgements concerning the future trading prospects and cash flows of the group companies under review. Where actual cash flows in subsequent years differs to those forecast as part of the management’s impairment review this may result in additional impairments or conversely reversals of existing impairments recognised in future years. Useful lives of tangible fixed assets The estimated useful economic lives of tangible fixed assets are based on management's judgement and experience. When management identifies that the actual useful economic lives differ materially from the estimates used to calculate depreciation, that charge is adjusted prospectively. Due to the significance of tangible fixed asset investment to the Group, variations between actual and estimated useful economic lives could impact operating results both positively and negatively. Impairment of investments Management evaluate investments for impairment whenever circumstances indicate, in management’s judgement, that the carrying value may not be recoverable. As part of the impairment review, management make judgements around the true net asset value of investments in subsidiaries, for example one that could be achieved on sale to a third party. This involves an estimate of the fair value of assets compared to the carrying value of assets, which is at cost, in the subsidiary. Were these estimates and judgements to be incorrect, the value of the investment could be identified as less than the cost of the investment and an impairment would be required. Given the headroom identified here, no impairment is considered necessary nor likely in the future.
Page 26
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
Page 27
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
7.Employees (continued)
Page 28
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
There were no factors that may affect future tax charges.
Page 29
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
Page 30
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
Page 31
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
Page 32
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
Page 33
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
Profit and loss account
Page 34
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
During the year, the Group established a Management Incentive Plan ("MIP") under which certain directors were awarded growth shares. The MIP replaced the Group's previous cash-settled incentive arrangement.
The growth shares are subject to a five-year service period and an exit-related vesting condition. On a qualifying exit event, the proceeds available for distribution are allocated in accordance with a predetermined waterfall, under which investors are required to receive a specified minimum return before any value is attributable to the growth shares. Accordingly, the growth shares will only participate in the proceeds of an exit to the extent that the value realised exceeds the applicable investor return hurdle. At the reporting date, the Group's valuation is below the level at which the growth shares would participate in the proceeds of an exit and a qualifying exit event is not considered probable. Consequently, no share-based payment expense has been recognised in respect of the MIP during the year. The likelihood of the relevant vesting conditions being satisfied is reassessed at each reporting date and the accounting treatment will be revised as appropriate should the relevant conditions become probable of being satisfied.
The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £148,918 (2025: £129,177). Contributions totalling £24,906 (2025: £20,036) were payable to the fund at the reporting date.
During the year, the Group employed a close family member of one of the directors. They held a position within the Group and were remunerated on normal commercial terms. For the year ended 29 March 2026, they received total gross remuneration of £101,454 (2025: £93,197).
Page 35
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VALIANT PUB HOLDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 29 MARCH 2026
Additionally, on 30 April 2026, subsequent to the year end, the Group entered into a new secured term loan facility of £8 million with Metro Bank through Valiant Asset F3 Limited. The facility bears interest at a fixed base rate of 4.07% with a margin of 3.5% above the base rate for the first 12 months, reducing to 3% thereafter, and is repayable in full on maturity in April 2031.
The immediate parent undertaking is Willow Lux S.a r.l., a company registered in Luxembourg. The registered office address is 15 Boulevard F.W. Raiffeisen, L-2411 Luxembourg, Grand-Duche de Luxembourg.
The ultimate controlling party is Njord Partners LLP, a company registered in England and Wales. The registered office address is 10 Lower James St, London, United Kingdom, W1F 9EL.
Page 36
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