Registration number:
for the 52 weeks ended 2 January 2026
Impellam UK Limited
Contents
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Company Information |
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Strategic Report |
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Section 172(1) statement |
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Director's Report |
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Statement of Director's Responsibilities |
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Independent Auditor's Report |
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Profit and Loss Account |
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Statement of Comprehensive Income |
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Balance Sheet |
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Statement of Changes in Equity |
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Notes to the Financial Statements |
Impellam UK Limited
Company Information
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Director |
S I Moore |
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Registered office |
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Registered number |
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Auditors |
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Impellam UK Limited
Strategic Report for the 52 weeks ended 2 January 2026
The Director presents their strategic report for the 52 weeks ended 2 January 2026.
Fair review of the business
The Company's key financial and other performance indicators during the period were as follows:
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52 weeks |
52 weeks |
Change |
|
|
£000s |
£000s |
% |
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Turnover |
16,193 |
16,947 |
(4.4) |
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Administrative expenses |
(18,240) |
(20,510) |
(11.1) |
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Operating loss |
(2,047) |
(3,563) |
(42.5) |
The Company provides back office support functions, including IT delivery and support, back office finance, people services and legal support, as well as the management of certain properties which service these functions, as well as being an intermediate holding company. The Company reported turnover of £16.2m which was a decrease of 4.4% on the prior period.
Administrative expenses were down £2.3m which was a decrease of 11.1%. The Company continued with its focus in IT following from its move from on premise servers to the cloud and as a result cost savings continued to be achieved, including a reduction in the cloud costs themselves, further supporting the administrative expenses reduction. The Company received no dividend from its subsidiaries in the current or prior years.
The business continues to operate a hybrid working model, blending office working and home working according to the needs of both the individual and the business. This has enabled the business to retain talent (with staff turnover continuing to decrease vs the prior year) whilst the business also has been able to attract talent from further afield than commutable office locations.
During the period the Company reduced its share capital by the sum of £101,861,000 under s641 of the Companies Act 2006.
Environmental matters
A Streamlined Energy and Carbon report has not been included within the report as it is included within the group report of HeadFirst Global Plc.
Impellam UK Limited
Strategic Report for the 52 weeks ended 2 January 2026 (continued)
Principal risks and uncertainties
Attracting and retaining talent
Any constraints on the Company’s ability to attract and retain key talent in an increasingly competitive market could result in the lack of appropriate leadership and/or erosion of the Company’s talent base, impacting achievement of both financial and other objectives.
Planned business transformation initiatives will create a need for new skill-sets in the Company in the medium term. Factors such as changes to the UK immigration rules may impact on the availability of talent more generally.
The company’s high-retention business model ensures that brands and central functions are focused on talent management and development, performance review and succession planning. Leadership development programmes are in place and regular employee surveys help to monitor the engagement of employees and investigate employees’ needs in a structured manner.
Technology systems
The Company is reliant on many different technology systems that may have limited useful life in a fast-changing business environment. The legacy nature of some systems may hinder optimisation of end-to-end business processes. Systems may also be vulnerable to factors beyond the Company’s control e.g. power failures or internet connectivity outages.
The Company has a stable systems infrastructure and an ongoing IT investment programme. The Company continues to assess the benefits of utilising systems that are now available within the wider group where they may enhance customer, colleague and worker experiences. In addition, the Company is adopting AI to drive efficiencies and stakeholder benefits.
Cyber and information security
The risk of external cyber-attacks continues to increase. A successful attack could result in loss of sensitive data, business disruption and/or damage to the Company’s reputation. A programme to enhance security of the Company’s systems against cyber-attack has been implemented and the business has been Cyber Essentials Plus certified since 2021.
Engagement with employees
The Company’s stakeholders are clients, candidates, suppliers, colleagues, investors and lenders and the Board recognises the need to regularly engage with its stakeholders as it makes decisions. We develop and encourage long-term relationships with our stakeholders based on the Impellam Group’s vision ‘to be the world’s most trusted staffing company – trusted by our people, our clients and our investors in equal measure’.
As part of this vision, our stakeholders’ interests have been forefront when the Board of Director set the strategic priorities of the Company. The strategic priorities of: Enabling our Virtuosos; Transforming our Portfolio; and Improving Resilience include consideration of the key stakeholder groups and how we engage with them.
Impellam UK Limited
Strategic Report for the 52 weeks ended 2 January 2026 (continued)
Section 172(1) statement
Section 172 of the Companies Act 2006 requires the Director to take into consideration the interests of stakeholders and other matters in their decision-making. We believe we have a history of collaborative, informative stakeholder engagement and decision-making based on long-term success, and we maintain governance structures and processes that support good decision-making. This statement is also available at https://www.impellam.com/section-172.
This section articulates how the Director has acted to promote the success of the Company for the benefit of its stakeholders. In meeting this responsibility, the Director has had regard, amongst other matters, to:
a) the likely consequences of any decisions in the long term;
b) the interests of the Company’s colleagues;
c) the need to foster the Company’s business relationships with suppliers, customers and others;
d) the impact of the Company’s operations on the community and environment;
e) the Company’s reputation for high standards of business conduct; and
f) the need to act fairly as between members of the Company.
The Board of Director consider, both individually and together, that they have acted in the way they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its stakeholders as a whole (having regard to the stakeholders and matters set out in section 172(1) (a-f) of the Act) in the decisions taken during the current period.
Stakeholders of the Company are clients, candidates, suppliers, employees, shareholders and lenders and the Board recognises the need to regularly review the identity of its stakeholders as it makes decisions. We develop and encourage long-term relationships with our stakeholders based upon our vision ‘to be the world’s most trusted staffing company - trusted by our people, our customers and our investors in equal measure’.
We engage with our customers in ways most appropriate to their markets, and continually review their satisfaction and our performance quarterly, biannually and annually. This is supported by feedback via surveys, face-to-face meetings, net promoter scores and other feedback.
Our employees are fundamental to the delivery of our vision, mission, strategic and financial promises to our stakeholders. Our people are inducted, trained and supported by managers and colleagues to understand the promise-based ethos to all their interactions with candidates, customers and each other. This underpins our culture of trust and helps people feel engaged in the long-term success of the business. A shadow board, the Virtuoso Alliance, employee councils across the Impellam Group, including those of the Company, surveys, net promoter scores and Best Companies’ accolades all ensure we are engaging with and listening to our employees.
Further, our strategy ensures that we place the highest expectations on our supply chain, especially those supplying workers but also the myriad of partners on whom we depend - whether they are supplying stationery or sourcing workers. All suppliers are expected to sign up to our Supplier Code of Conduct and to abide by the commitments contained in this.
As the Board of Director, our intention is to take into account the operational impact of the Company on the community and environment, and our wider societal responsibilities, and in particular, how we impact the regions we serve. We support our communities by finding them good work, supporting local corporate social responsibility initiatives and ensuring our impact on the environment is minimal as demonstrated by our ISO 14001 accreditation.
Impellam UK Limited
Strategic Report for the 52 weeks ended 2 January 2026 (continued)
Key decisions
During 2025, the organisation made three major strategic decisions aimed at increasing operational efficiency, strengthening global consistency, and modernising our technology and data capabilities. These initiatives collectively positioned the business for long‑term scalability and improved decision‑making across all markets.
AI adoption to accelerate decision‑making
AI use was introduced to speed up decision‑making, reduce manual effort, and enhance the quality of insights available to teams. AI assistants were piloted before being rolled out further, supporting activities such as analysis preparation, document generation, and rapid interpretation of complex data. This improved productivity and service responsiveness but required focused change management and training to ensure confident adoption.
Global Target Operating Model (TOM) for headcount structure
A global Target Operating Model (TOM) was initiated to provide a consistent, structured approach to workforce organisation across regions. This included developing unified role frameworks, assessing duplication, identifying opportunities for centralisation or automation, and modelling optimal spans of control. The TOM work gives leadership a clearer, more strategic view of global workforce design and improves the foundations for future budgeting, capability planning, and organisational efficiency. It also brings increased transparency for employees regarding roles and career pathways.
Data transformation
We began a multi‑year data modernisation programme enabling more scalable, secure, and integrated data architecture, laying the groundwork for advanced analytics and future AI capabilities. This decision strengthens the organisation’s digital backbone, enhances cross‑functional access to timely data, and reduces reliance on legacy systems. Data and technology teams are supporting with engineering and governance, while business‑facing teams will benefit from improved reporting and insight availability as the programme progresses.
Overall impact
Collectively, these decisions enhance our ability to operate as a more efficient, data‑driven global organisation. The adoption of AI delivers immediate productivity gains; the Global TOM initiative advances structural consistency and long‑term workforce planning; and Data Transformation establishes the technical foundation required to support advanced analytics and future strategic initiatives. Together, these choices set the direction for a modern, scalable, and insight‑led business model.
Approved by the director on 6 October 2026 and signed on its behalf by:
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Impellam UK Limited
Director's Report for the 52 weeks ended 2 January 2026
The report and the financial statements for the 52 weeks ended 2 January 2026.
Director of the company
The directors, who held office during the period, were as follows:
The following director was appointed after the period end:
Principal activity
The principal activity of the Company is the supply of support services across the Impellam Group and acting as an intermediate holding company.
Dividends
No dividend is paid or recommended in respect of the current or the prior periods.
Financial instruments
Objectives and policies
The Company's principal financial instruments comprise hire purchase contracts, cash and access to the Group's Receivables Purchase Arrangement. The main purpose of these financial instruments is to raise finance for the Company's operations. The Company has various other financial instruments which arise directly from its operations. The Company does not enter into derivative transactions.
Financial instruments risk
The main risks arising from the Company's financial instruments are interest rate risk and liquidity risk. The board reviews and agrees policies for managing this risk as summarised below:
Interest rate risk
The Company's exposure to interest rate risk is minimal as borrowings are held at a group level. The Company does not currently hedge this risk.
Liquidity risk
The Company relies on the Group to manage liquidity risk. The Group has a central treasury function in place with regular forecasting, reporting and review procedures.
Company policies are aimed at minimising such losses. It is the Company’s policy that all clients who wish to trade on credit terms are subject to credit verification procedures. In addition, receivable balances are monitored on an ongoing basis with the result that the Company’s exposure to bad debts is kept to a minimum. The maximum exposure is the carrying amount as disclosed in note 16.
Political donations
The Company made no political donations during either the current or prior periods.
Impellam UK Limited
Director's Report for the 52 weeks ended 2 January 2026 (continued)
Employee involvement
The Company recognises that it is essential to maintain a highly skilled workforce. To this end the policy of training and development is incorporated in the Company plan. It is the policy to promote from within the organisation wherever the possibility exists.
Health and safety measures are given particular attention by the directors and a written policy exists and is known throughout the Company.
The Company recognises the need for employees to be informed of the Company's activities and performance. A corporate intranet for all employees provides a wide range of information and provides an increasingly important communication tool for policies and procedures as well as the sharing of information, document storage and specific news. Meetings are held between management and employees to allow sharing of information and consultation. Employees participate directly in the performance of the business through the Company's bonus arrangements.
Employment of disabled persons
Applications for employment by disabled persons are always fully considered, bearing in mind the abilities of the applicant concerned. In the event of members of staff becoming disabled every effort is made to ensure that their employment with the Company continues and that appropriate training is arranged. It is the policy of the Company that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.
Environmental matters
Although we are a service-based organisation with no manufacturing facilities and limited transportation requirements, we are still committed to following environmental best practices in the day-to-day conduct of our business. This includes the use of sustainable and/or recyclable materials when available. A regular review of the potential impacts on the various businesses is undertaken and parts of the Company have achieved accreditation to ISO 14001 in relation to their environment management systems.
Social and community issues
As part of the Company’s mission to find people fulfilling work, we strongly oppose modern slavery in all its forms and will try to prevent it by any means that we can. We expect anyone who has any suspicions of modern slavery in our business or our supply chain to raise their concerns without delay. In light of the Modern Slavery Act 2015 we annually review internal and external measures to ensure we are doing what we can to prevent slavery and human trafficking in our businesses and in our supply chains. Our policy is available on the website of Impellam Group Limited at www.impellam.com.
We have a commitment to carrying out business fairly, honestly and openly. We also have zero tolerance towards bribery. Our Bribery Policy is in place to provide relevant guidance and information to all our people in compliance with the law relating to bribery and corruption, in particular the Bribery Act 2010 (‘the Act’). We are determined to maintain our reputation as a business that will not tolerate fraudulent or corrupt dealings – whether they are attempted against us from outside, from within our own workforce, or towards our clients or suppliers.
Impellam UK Limited
Director's Report for the 52 weeks ended 2 January 2026 (continued)
Going concern
As the financing of the Company is intrinsically tied to that of the wider HeadFirst Group, the going concern assessment has been done on a Group level rather than the Company level.
In assessing going concern, the Director considered the financial position, liquidity and funding requirements of the Company and Group and its two separately financed sub-groups, Impellam Group Limited (Impellam) and HeadFirst Global B.V. (HeadFirst).
Impellam is forecast to remain within its available facilities and covenant requirements throughout the assessment period. However, HeadFirst is forecast to breach the covenants on its term loan facility in March 2027 and has limited covenant headroom prior to that date. In addition, the Group's non-convertible loan notes of £213.3m mature in March 2027 and the Group does not currently have sufficient committed facilities to meet these obligations.
To address these matters, management has commenced a structured Group-wide refinancing programme, supported by external financial advisers, and is actively progressing discussions with financing providers regarding the Company's and Group's future financing arrangements. However, refinancing agreements have not yet been concluded.
The Director has concluded that it remains appropriate to prepare the Company's financial statements on a going concern basis. This conclusion reflects that the Company continues to trade profitably and generate operating cash flows; sufficient liquidity is forecast to be available during the assessment period provided refinancing initiatives are successfully implemented; the refinancing programme commenced well in advance of the relevant maturities and is supported by external advisers; discussions with financing providers are progressing; and management continues to implement operational initiatives to support profitability and liquidity improvements. However, the successful completion of the refinancing process is not wholly within the Company's control. The Director nevertheless consider these actions to be achievable based on progress to date. Accordingly, these events and conditions indicate the existence of a material uncertainty that may cast significant doubt on the Company’s ability to continue as a going concern.
Director's liabilities
During the period and to the date of these financial statements, the Company had in force an indemnity provision in favour of one or more Directors of the Company against liability in respect of proceedings brought by third parties, subject to the conditions set out in the Companies Act 2006.
Disclosure of information to the auditors
The Director has taken steps that ought to have taken as a Director in order to make themselves aware of any relevant audit information and to establish that the Company's auditor is aware of that information. The Director confirms that there is no relevant audit information of which the auditor is unaware.
Reappointment of auditors
The auditors BDO LLP are deemed to be reappointed under section 487(2) of the Companies Act 2006.
Approved by the director on
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Impellam UK Limited
Statement of Director's Responsibilities
The responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the Director to prepare financial statements for each financial year. Under that law the Director has elected to prepare the financial statements in accordance with United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including FRS 101 'Reduced Disclosure Framework' ('FRS 101'). Under company law the Director must not approve the financial statements unless satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing these financial statements, the Director is required to:
• | select suitable accounting policies and apply them consistently; |
• | make judgements and accounting estimates that are reasonable and prudent; |
• | state whether FRS 101 has 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 Company will continue in business. |
The Director is 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 enable the director to ensure that the financial statements comply with the Companies Act 2006. The Director is also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Impellam UK Limited
Independent Auditor's Report to the Members of Impellam UK Limited
Report on the audit of the financial statements
Opinion
In our opinion the financial statements:
• | give a true and fair view of the state of the company's affairs as at 2 January 2026 and of its profit for the period 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 have audited the financial statements of Impellam UK Limited (the 'Company') for the 52 week period ended 2 January 2026, which comprise the following:
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Profit and loss account |
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Statement of comprehensive income |
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Balance sheet |
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Statement of changes in equity |
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Notes 1 to 27 to the financial statements including material accounting policy information. |
The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 Reduced Disclosure Framework (United Kingdom Generally Accepted Accounting Practice).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
We are independent of the 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.
Material uncertainty related to going concern
We draw attention to note 2 to the financial statements, which describes the matters relating to the Company’s ability to continue as a going concern.
As stated in note 2, the Company is part of the HeadFirst Global Plc group (“Group”). The Group is forecast to breach the covenants on its term loan facility in March 2027 and has limited covenant headroom prior to that date. In addition, the Group's non-convertible loan notes of £213.3 million mature in March 2027, and the Group does not currently have sufficient committed financing facilities to address these obligations.
Management has commenced a structured refinancing programme and is progressing discussions with financing providers regarding the Group's future financing arrangements. However, the refinancing process has not been concluded and remains subject to agreement with financing providers.
These events and conditions, together with the other matters described in note 2, indicate that a material uncertainty exists that may cast significant doubt on the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that would be necessary if the Company was unable to continue as a going concern.
Our opinion is not modified in respect of this matter.
In auditing the financial statements, we have concluded that the Director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Our responsibilities and the responsibilities of the Director with respect to going concern are described in the relevant sections of this report.
Impellam UK Limited
Independent Auditor's Report to the Members of Impellam UK Limited (continued)
Other information
The Directors are responsible for the other information. The other information comprises the information included in the Annual Report, other than the financial statements and our auditor’s report thereon. 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.
Other Companies Act 2006 reporting
In our opinion, based on the work undertaken in the course of the audit:
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the information given in the Strategic Report and the Director's Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and |
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the Strategic Report and the Director's Report have been prepared in accordance with applicable legal requirements. |
In the light of our knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Director's 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, or returns adequate for our audit have not been received from branches not visited by us; or |
• | the 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 the Director
As explained more fully in the Statement of Director's Responsibilities, the Director is 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 Director determines 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 Director is responsible for assessing the 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 Director either intends to liquidate the 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. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the Company and management.
Impellam UK Limited
Independent Auditor's Report to the Members of Impellam UK Limited (continued)
Extent to which the audit was capable of detecting irregularities, including fraud
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:
Non-compliance with laws and regulations
Based on:
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Our understanding of the Company and the industry in which it operates; |
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Discussion with management and those charged with governance; and |
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Obtaining an understanding of the Company’s policies and procedures regarding compliance with laws and regulations. |
We considered the significant laws and regulations to be the applicable accounting framework (UK GAAP and the Companies Act 2006), labour regulations and UK tax legislation.
The Company is also subject to laws and regulations where the consequence of non-compliance could have a material effect on the amount or disclosures in the financial statements, for example through the imposition of fines or litigation. We identified such laws and regulations to be data protection laws, anti-money laundering regulations, UK employment and taxation legislation.
Our procedures in respect of the above included:
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Enquiries of management whether there were any litigation and claims; |
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Enquiries of the legal team of the Company; |
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Review of minutes of meetings of those charged with governance for any instances of non-compliance with laws and regulations; |
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Review of correspondence with tax authorities for any instances of non-compliance with laws and regulations; and |
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Review of financial statement disclosures and agreeing to supporting documentation; and |
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Involvement of tax specialists in the audit. |
Fraud
We assessed the susceptibility of the financial statements to material misstatement, including fraud. Our risk assessment procedures included:
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Enquiries with management and those charged with governance regarding any known or suspected instances of fraud; |
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Obtaining an understanding of the Company’s policies and procedures relating to: |
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o Detecting and responding to the risks of fraud; and |
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o Internal controls established to mitigate risks related to fraud. |
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Review of minutes of meetings of those charged with governance for any known or suspected instances of fraud; |
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Discussion amongst the engagement team as to how and where fraud might occur in the financial statements; and |
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Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud. |
Based on our risk assessment, we considered the area most susceptible to fraud to be management override of controls.
Our procedures in respect of the above included:
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Testing journal entries throughout the year, which met defined risk criteria, by agreeing to supporting documentation; and |
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Assessing significant estimates made by management for bias including the forecasts utilised for investment impairment assessment. |
Impellam UK Limited
Independent Auditor's Report to the Members of Impellam UK Limited (continued)
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members who were all deemed to have appropriate competence and capabilities and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.
A further description of our responsibilities is available on the Financial Reporting Council’s website at https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Use of our report
This report is made solely to the 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 auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
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For and on behalf of
BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127).
Impellam UK Limited
Profit and Loss Account for the 52 weeks ended 2 January 2026
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Note |
52 weeks |
52 weeks |
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|
Turnover |
|
|
|
|
Administrative expenses |
( |
( |
|
|
Operating loss |
( |
( |
|
|
Income from shares in group undertakings |
|
- |
|
|
Interest receivable and similar income |
|
|
|
|
Interest payable and similar expenses |
( |
( |
|
|
Impairment of subsidiaries |
( |
( |
|
|
Profit/(loss) before tax |
|
( |
|
|
Tax on profit/(loss) |
|
|
|
|
Profit/(loss) for the period |
|
( |
The above results were derived from continuing operations.
Impellam UK Limited
Statement of Comprehensive Income for the 52 weeks ended 2 January 2026
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52 weeks |
52 weeks |
|
|
Profit/(loss) for the period |
|
( |
|
Total comprehensive income/(loss) for the period |
|
( |
Impellam UK Limited
(Registration number: 06894542)
Balance Sheet as at 2 January 2026
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Note |
2 January |
(As restated) |
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Non-current assets |
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Intangible assets |
|
|
|
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Tangible assets |
|
|
|
|
Right of use assets |
|
|
|
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Investments |
|
|
|
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Lease debtor due after more than one year |
651 |
451 |
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Receivables from related parties |
24,500 |
2,411 |
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||
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Current assets |
|||
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Debtors |
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Tax asset |
17 |
- |
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Cash at bank and in hand |
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||
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Creditors: Amounts falling due within one year |
( |
( |
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Net current liabilities |
( |
( |
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Total assets less current liabilities |
|
|
|
|
Creditors: Amounts falling due after more than one year |
( |
( |
|
|
Provisions |
(356) |
(227) |
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|
Deferred tax liabilities |
- |
(18) |
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Net assets |
|
|
|
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Capital and reserves |
|||
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Called up share capital |
1,000 |
102,861 |
|
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Retained earnings |
38,734 |
(68,051) |
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Shareholder's funds |
39,734 |
34,810 |
These financial statements were approved by the
.........................................
Director
Impellam UK Limited
Statement of Changes in Equity for the 52 weeks ended 2 January 2026
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Share capital |
Retained earnings |
Total |
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|
At 6 January 2024 |
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( |
|
|
Loss for the period |
- |
( |
( |
|
Total comprehensive loss |
- |
( |
( |
|
At 3 January 2025 |
102,861 |
(68,051) |
34,810 |
|
Share capital |
Retained earnings |
Total |
|
|
At 4 January 2025 |
|
( |
|
|
Profit for the period |
- |
|
|
|
Total comprehensive profit |
- |
|
|
|
Other ordinary share capital movements |
(101,861) |
101,861 |
- |
|
At 2 January 2026 |
|
|
|
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026
|
General information |
The Company is a private company limited by share capital, incorporated and domiciled in the United Kingdom.
The address of its registered office is:
These financial statements were authorised for issue by the
|
Accounting policies |
Summary of material accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Prior period adjustments
The financial statements include a prior year reinstatement, where necessary, to correct material errors in the previous year's VAT figures and ensures comparability with the current year presentation.
Basis of preparation
These financial statements were prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (“FRS 101”).
In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements of UK-adopted international accounting standards. The financial statements have been prepared on a historical basis. The functional and presentational currency is GBP and the figures are presented to the nearest thousand pounds.
Summary of disclosure exemptions
In these financial statements, the Company has taken advantage of the exemptions available under FRS 101 in respect of the following disclosures:
|
• |
IFRS 7 - ‘Financial instruments: Disclosures’. |
|
• |
The requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15 - ‘Revenue from Contracts with Customers’ (disaggregation of revenue, significant changes in contract assets and liabilities, details on transaction price allocation, timing of the satisfaction of performance obligations and significant judgements made in the application of IFRS 15). |
|
• |
The requirements of paragraph 52 [lessee], the second sentence of paragraph 89, and paragraphs 90, 91 and 93 [lessor] of IFRS 16 - ‘Leases’ (lessee disclosures and lessor disclosures in relation to finance leases and lease income on operating leases). |
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
2 |
Accounting policies (continued) |
|
• |
Paragraph 38 of IAS 1 - ‘Presentation of financial statements’ (comparative information requirements in respect of): - paragraph 79(a)(iv) of IAS 1
- paragraph 73(e) of IAS 16, ‘Property, plant and equipment’
- paragraph 118(e) of IAS 38, ‘Intangible assets’
|
|
• |
The following paragraphs of IAS 1 - ‘Presentation of financial statements’ (removing the requirement to present): - 10(d) (statement of cash flows); - 16 (statement of compliance with all IFRS); - 38B-D (additional comparative information); - 111 (cash flow statement information); and - 134-136 (capital management disclosures). |
|
• |
IAS 7 - ‘Statement of cash flows’. |
|
• |
Paragraphs 30 and 31 of IAS 8 - ‘Accounting policies, changes in accounting estimates and errors’ (requirement for the disclosure of information when an entity has not applied a new IFRS that has been issued but is not yet effective). |
|
• |
Paragraph 17 of IAS 24 - ‘Related party disclosures’ (key management compensation). |
|
• |
The requirements in IAS 24, ‘Related party disclosures’ (to disclose related party transactions entered into between two or more members of a group). |
Going concern
The Company is part of HeadFirst Global Plc group (“Group”).
The Group comprises of two sub-groups, Impellam Group Limited (Impellam) and Headfirst Global B.V. (HeadFirst). The two sub-groups operate with separate financing structures and obligor groups which are managed independently. In addition, HeadFirst Global Plc has external financing in the form of non-convertible loan notes. Accordingly, the Director has considered the liquidity, covenant compliance and funding requirements of the Company, each sub-group and the Group as a whole in assessing the appropriateness of the going concern basis of preparation.
Impellam Group Limited
Impellam's principal financing arrangement is a committed receivables purchase agreement ("RPA") facility of US$450m which matures in June 2027. The facility is subject to leverage, interest cover and minimum liquidity covenants.
Based on the Director's base case forecasts and downside sensitivities, Impellam is forecast to remain within its available facilities and covenant requirements throughout the going concern assessment period and retains appropriate headroom against those covenants.
HeadFirst Global B.V.
HeadFirst's principal financing arrangements comprise a €250m receivables purchase agreement facility, which is not subject to financial covenants, and term loan facility maturing in October 2027, with a carrying value at the year-end of €72m.
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
2 |
Accounting policies (continued) |
The term loan contains leverage covenants which become progressively more restrictive over time. Based on current forecasts, HeadFirst is expected to breach the covenant requirements in March 2027 and has limited covenant headroom prior to that date. Sensitivity analysis indicates that a relatively modest deterioration in trading performance could reduce available headroom further and result in an earlier covenant breach.
Whilst management continues to implement actions to support profitability and manage covenant compliance, achievement of forecast trading performance remains dependent upon market conditions in the staffing sector.
Group refinancing plan
The Group also has non-convertible loan notes with a carrying value of £213.3m maturing in March 2027. Should the available extension option be exercised, a cash repayment of approximately £132m would still be required at that date.
The Group does not currently have sufficient committed funding arrangements to address both the forecast covenant breach within HeadFirst and the obligations associated with the loan notes.
Management has therefore commenced a structured refinancing programme, supported by external financial advisers, to address the Group's future financing requirements. The programme includes engagement with existing and prospective financing providers and consideration of a range of refinancing options as part of an integrated Group financing strategy. Discussions with financing providers are ongoing and the Group has received some indicative proposals, for elements of the refinancing programme. Other aspects are at an earlier stage. No binding agreements have been executed as at the date of approval of these financial statements.
Material uncertainty related to going concern
The Director have concluded that it remains appropriate to prepare the Company’s financial statements on a going concern basis, taking account of the actions being undertaken to secure new financing and manage liquidity of the Company. In reaching this conclusion, the Director considered detailed cash flow forecasts, downside scenarios, covenant monitoring, ongoing refinancing discussions, the appointment of external advisers and progress made in relation to the refinancing programme. Specifically, the Director's conclusion reflects that the Company continues to trade profitably and generate operating cash flows; the refinancing programme commenced well in advance of the relevant maturities; discussions with financing providers are progressing; and management continues to implement operational initiatives to support profitability and liquidity improvements.
However, the Company is dependent upon the successful completion of a refinancing before March 2027 to address the forecast covenant breach within HeadFirst and the maturity of the Group's loan notes. The outcome of the refinancing process is not wholly within the control of the Company.
Accordingly, these events and conditions indicate the existence of a material uncertainty that may cast significant doubt upon the Company's ability to continue as a going concern. Therefore, the Company may be unable to realise its assets and discharge its liabilities in the normal course of business. The financial statements do not include any adjustments that would result if the Company was unable to continue as a going concern.
Exemption from preparing group accounts
The financial statements contain information about Impellam UK Limited as an individual company and do not contain consolidated financial information as the parent of a group. The Company is exempt under section 400 of the Companies Act 2006 from the requirement to prepare consolidated financial statements as it and its subsidiary undertakings are included by full consolidation in the consolidated financial statements of HeadFirst Global Plc, a company incorporated in the United Kingdom.
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
2 |
Accounting policies (continued) |
Changes in accounting policy
None of the standards, interpretations and amendments effective for the first time from 4 January 2025 have had a material effect on the financial statements.
Revenue recognition
Recognition
The Company earns revenue from the provision of services relating to provision of back office support functions. This revenue is recognised in the accounting period when the services are rendered at an amount that reflects the consideration to which the entity expects to be entitled in exchange for fulfilling its performance obligations to customers.
The principles in IFRS15 are applied to revenue recognition criteria using the following 5 step model:
1. Identify the contracts with the customer.
2. Identify the performance obligations in the contract.
3. Determine the transaction price.
4. Allocate the transaction price to the performance obligations in the contract.
5. Recognise revenue when or as the entity satisfies its performance obligations.
Fee arrangements
Below are details of fee arrangements and how these are measured and recognised, for revenue from the provision of services:
|
• |
For service fees, revenue is recognised and accrued according to work provided based on actual costs incurred. These costs are then allocated to the clients in accordance with various metrics including those over the usage of IT systems and the management of property to calculate the proportion actually used. |
Finance income and costs policy
Interest payable and similar charges include interest payable in profit or loss using the effective interest method. Other interest receivable and similar income include interest receivable on funds invested. Interest income and interest payable are recognised in profit or loss as they accrue, using the effective interest method.
Foreign currency transactions and balances
Tax
Tax on the profit or loss for the year comprises current and deferred tax. Tax is recognised in the profit and loss account except to the extent that it relates to items recognised directly in equity or other comprehensive income, in which case it is recognised directly in equity or other comprehensive income.
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.
Deferred tax is provided on temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the temporary difference can be utilised.
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
2 |
Accounting policies (continued) |
Tangible assets
Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of Tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.
Depreciation
Tangible fixed assets are stated at cost less accumulated depreciation and accumulated impairment losses. Depreciation is charged to the profit and loss account on a straight-line basis over the estimated useful lives of each part of an item of tangible fixed assets. The estimated useful lives are as follows:
|
Asset class |
Depreciation method and rate |
|
Leasehold improvements |
Over the term of the lease |
|
Fixtures and fittings |
Between 3-10 years |
Intangible assets
Intangible assets represent the carrying value of computer software. Carrying value is equal to cost less accumulated amortisation and impairment or, in the case of assets acquired through business combinations, fair value at date of acquisition less accumulated amortisation and impairment. Internally generated computer software programs are capitalised to the extent that costs can be separately identified and attributed to particular software programs, measured reliably, and that the asset developed can be shown to generate future economic benefits. All costs relating to the ”research” phase of the software development cycle together with costs not separately identifiable and attributable to particular program development are expensed directly to the income statement in the period in which it is incurred.
Computer software is defined as having a finite useful life and the costs are amortised on a straight-line basis over the estimated useful lives of each of the assets, considered to be between three to five years. The expense is taken to the income statement through the “depreciation and amortisation” line within administrative expenses.
All intangible assets are also reviewed for impairment whenever there is an indication that the carrying amount may be impaired. Useful lives are also examined on an annual basis and adjustments, where applicable, are made on a prospective basis.
Investments
Fixed asset investments are stated at cost less a provision for impairment. The carrying values of investments are reviewed for impairment at least on an annual basis. This requires an estimation of the recoverable amount of the cash-generating unit to which the assets are allocated. Estimating the value in use requires the Company to make an estimate of the future cash flows from the cash-generating unit and also to choose a suitable discount rate in order to calculate the present value of those cash flows.
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value.
Trade payables
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the business if longer). If not, they are presented as non-current liabilities.
Trade payables are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
2 |
Accounting policies (continued) |
Amounts owed by related parties
Amounts owed by related parties are assessed for impairment based upon the current financial position and expected future performance of the party to which they relate. Loans to overseas entities incur interest at an arm's-length rate as determined by a transfer pricing study which is currently 6.77%.
The Company applies the IFRS 9 simplified approach to measuring expected credit losses. This approach requires an assessment at the initiation of the loan as to the risk of default, and a further assessment when the credit risk profile of the loans change. IFRS 9 applies a 3 stage model that is applied when calculating the expected credit losses:
• Stage 1 is defined as having no Significant Increase In Credit Risk (‘SICR’) – a 12 month expected credit loss is recognised at this point.
• Stage 2 is defined as having a SICR – a lifetime expected credit loss is recognised at this point.
• Stage 3 is defined as being credit impaired – a lifetime expected credit loss is recognised at this point.
There is no material impact to these assessments by the interest charged on some loans.
The Company defines the following:
• Definition of a default - A loan is considered to be in default when there is evidence that the borrower is in significant financial difficulty such that it will have insufficient assets to repay the loan on demand.
• SICR assessment – The risk that the borrower will default on an on-demand loan depends on whether the party has sufficient cash or other assets to repay the loan immediately (meaning that the risk of default is very low and the loan is in Stage 1); or does not have sufficient cash or other assets to repay the loan immediately (meaning that the risk of default is higher, and the loan could be in Stage 2 or Stage 3).
• Credit impaired indicators - A loan is considered to be credit impaired if it meets the definition of a defaulted loan.
The Company performs this assessment qualitatively by reference to the borrower’s immediate cash flow and asset position.
Provisions
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.
Provisions are measured at the directors’ best estimate of the expenditure required to settle the obligation at the reporting date and are discounted to present value where the effect is material.
Leases
Definition
All leases are accounted for by recognising a right-of-use asset and a lease liability except for leases of low-value assets and leases with an expected full term of 12 months or less.
Lease liabilities are measured at the present value of the unpaid contractual payments over the expected lease term, with the discount rate determined by reference to the rate inherent in the lease unless (as is typically the case) this is not readily determinable, in which case the Company’s incremental borrowing rate on commencement of the lease is used.
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
2 |
Accounting policies (continued) |
Initial recognition and measurement
On initial recognition, the carrying value of the lease liability also includes amounts expected to be payable under any residual value guarantee; the exercise price of any purchase option granted in favour of the Company if it is reasonably certain to exercise that option; and any penalties payable for terminating the lease, if the term of the lease has been estimated on the basis of the termination option being exercised.
Right-of-use assets are initially measured at the amount of the lease liability, reduced for any lease incentives received, and increased for lease payments made at or before commencement of the lease, initial direct costs incurred and the amount of any provision recognised where the Company is contractually required to dismantle, remove or restore the leased asset.
Lease modifications
When the Company revises its estimate of the term of any lease, it adjusts the carrying amount of the lease liability to reflect the payments to make over the revised term, which are discounted at a revised discount rate that is implicit in the lease for the remainder of the lease term. The carrying value of lease liabilities is similarly revised if any variable element of future lease payments dependent on a rate or index is revised. In both cases, an equivalent adjustment is made to the carrying value of the right-of-use asset, with the revised carrying amount being amortised over the remaining lease term.
When the Company renegotiates the contractual terms of a lease with the lessor, the accounting depends on the nature of the modification. If the renegotiation results in one or more additional assets being leased for an amount similar to the standalone price for the additional rights-of-use obtained, the modification is accounted for as a separate lease in accordance with the above policy. In all other cases where the renegotiation increases the scope of the lease (whether that is an extension to the lease term, or one or more additional assets being leased), the lease liability is remeasured using the discount rate applicable on the modification date, with the right-of-use asset being adjusted by the same amount. If the renegotiation results in a decrease in the scope of the lease, both the carrying amount of the lease liability and right-of-use asset are reduced by the same proportion to reflect the partial or full termination of the lease with any difference recognised in profit or loss. The lease liability is then further adjusted to ensure the carrying amount reflects the amount of the renegotiated payments over the renegotiated term, with the modified lease payments discounted at the rate applicable on the modification date. The right-of use asset is adjusted by the same amount.
Right-of-use assets are reviewed regularly to ensure that the useful economic life of the asset is still appropriate based on the usage of the asset. Where the asset has reduced in value the Company considers the situation on an asset-by-asset basis and either treats the reduction as an acceleration of depreciation or as an impairment under IAS 36 Impairment of Assets. An acceleration of depreciation occurs in those cases where there is no opportunity or intention to utilise the asset before the end of the lease. An impairment is recognised in those few cases where the current value-in-use of the asset is significantly less than the carrying amount and there is no intention or opportunity known of that mitigates this impairment.
For contracts that both convey a right to the Company to use an identified asset and obtain substantially all the economic benefits from the asset and require services to be provided to the Company by the lessor, the Company has elected to account for the entire contract as a lease.
Subsequent measurement
Subsequent to initial measurement, lease liabilities increase as a result of interest charged at a constant rate on the balance outstanding and are reduced for lease payments made. Right-of-use assets are amortised on a straight-line basis over the remaining term of the lease or over the remaining economic life of the asset if this is judged to be shorter than the lease term.
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
2 |
Accounting policies (continued) |
Short term and low value leases
The Company has made an accounting policy election, by class of underlying asset, not to recognise lease assets and lease liabilities for leases with a lease term of 12 months or less (i.e., short-term leases).
The Company has made an accounting policy election on a lease-by-lease basis, not to recognise lease assets on leases for which the underlying asset is of low value.
Lease payments on short term and low value leases are accounted for on a straight-line-basis over the term of the lease or other systematic basis if considered more appropriate. Short term and low value lease payments are included in operating expenses in the income statements.
Share capital
Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.
Defined contribution pension obligation
The Company operates a defined contribution pension scheme. Contributions are recognised in the profit and loss account in the period in which they become payable in accordance with the rules of the scheme.
Financial instruments
Initial recognition
Financial assets and financial liabilities comprise all assets and liabilities reflected in the balance sheet, although excluding tangible assets, investments, intangible assets, deferred tax assets and prepayments.
Classification and measurement
Financial instruments are classified at inception into one of the following categories, which then determine the subsequent measurement methodology:-
Financial assets are classified into one of the following three categories:
• financial assets at amortised cost;
• financial assets at fair value through other comprehensive income (FVTOCI); or
• financial assets at fair value through the profit or loss (FVTPL).
Financial liabilities are classified into one of the following two categories:
• financial liabilities at amortised cost; or
• financial liabilities at fair value through the profit or loss (FVTPL).
The Company’s accounting policy for each relevant category used is as follows:
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
2 |
Accounting policies (continued) |
Financial assets at amortised cost
These assets arise principally from the provision of services to customers, but also incorporate other types of financial assets where the objective is to hold these assets in order to collect contractual cash flows and the contractual cash flows are solely payments of principal and interest (for example receivables from related parties and other receivables). They are initially recognised at fair value plus transaction costs that are directly attributable to their acquisition or issue and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment.
Impairment provisions for receivables from related parties and loans to related parties are recognised based on a forward-looking expected credit loss model. The methodology used to determine the amount of the provision is based on whether there has been a significant increase in credit risk since initial recognition of the financial asset. For those where the credit risk has not increased significantly since initial recognition of the financial asset, twelve month expected credit losses along with gross interest income are recognised. For those for which credit risk has increased significantly, lifetime expected credit losses along with the gross interest income are recognised. For those that are determined to be credit impaired, lifetime expected credit losses along with interest income on a net basis are recognised. From time to time, the Company elects to renegotiate the terms of trade debtors due from customers with which it has previously had a good trading history. Such renegotiations will lead to changes in the timing of payments rather than changes to the amounts owed and, in consequence, the new expected cash flows are discounted at the original effective interest rate and any resulting difference to the carrying value is recognised in the statement of comprehensive income (operating profit).
Financial liabilities at amortised cost
The Company classifies its financial liabilities into one of two categories, depending on the purpose for which the liability was acquired. The Company does not have any liabilities held for trading nor does it voluntarily classify any financial liabilities as being at fair value through profit or loss. The Company’s accounting policy for each category is as follows:
• Trade creditors and other short-term monetary liabilities, which are initially recognised at fair value and are subsequently carried at amortised cost using the effective interest method.
Financial liabilities at fair value through the profit or loss
The Company does not have any liabilities held for trading nor does it voluntarily classify any financial liabilities as being at fair value through profit or loss.
Offsetting financial instruments
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis, or realise the asset and settle the liability simultaneously.
|
Critical accounting judgements and key sources of estimation uncertainty |
The Company makes certain estimates and assumptions regarding the future. Estimates and judgements are continually evaluated based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions.
The estimates that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.
Lease end dates
Under IFRS 16 ‘Leases’ a right-of-use asset and lease liability need to be recognised in line with the expected lease term, which may not be the same as the term of the lease. This has led to a level of judgement over the leases in our portfolio on the expected lease termination date. Depending on the circumstances on the individual lease, the Company has taken either the break date (for those circumstances where the break has a reasonable expectation of being exercised) or the actual lease end date.
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
3 |
Critical accounting judgements and key sources of estimation uncertainty (continued) |
|
|
|
|
|
Turnover |
The analysis of the Company's turnover for the period by market is as follows:
|
52 weeks |
52 weeks |
|
|
UK |
|
|
|
Rest of world |
|
|
|
|
|
|
Operating loss |
Arrived at after charging
|
52 weeks |
52 weeks |
|
|
Depreciation expense |
|
|
|
Depreciation on right of use assets |
312 |
114 |
|
Amortisation charge |
|
|
|
Operating lease expense - plant and machinery |
- |
|
Operating lease expenses above relate to payments in respect of leases of low value items totalling £nil (3 January 2025: 21,000).
|
Auditors' remuneration |
|
52 weeks |
52 weeks |
|
|
Audit of the financial statements |
|
|
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
Interest receivable and similar income |
|
52 weeks |
52 weeks |
|
|
Interest recievable from group undertaking |
190 |
188 |
|
Interest on lease debtor |
|
|
|
|
|
|
Interest payable and similar expenses |
|
52 weeks |
52 weeks |
|
|
Interest expense on leases |
171 |
85 |
|
Other finance costs |
|
|
|
|
|
|
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
|
52 weeks |
52 weeks |
|
|
Wages and salaries |
|
|
|
Social security costs |
|
|
|
Pension costs, defined contribution scheme |
|
|
|
Other employee expense |
|
|
|
|
|
The average number of persons employed by the Company (including the director) during the period, analysed by category was as follows:
|
52 weeks |
52 weeks |
|
|
Administration and support |
|
|
|
|
|
|
Director remuneration |
The director's emoluments are paid by HeadFirst Global Plc or another Group company. The emoluments attributable to the services in relation to this Company are £35,000 (3 January 2025: £68,000).
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
Income tax |
Tax credited in the profit and loss account
|
52 weeks |
52 weeks |
|
|
Current taxation |
||
|
UK corporation tax |
( |
( |
|
Deferred taxation |
||
|
Arising from origination and reversal of temporary differences |
( |
|
|
Arising from previously unrecognised tax loss, tax credit or temporary difference of prior periods |
- |
|
|
Total deferred taxation |
( |
|
|
Tax receipt in the profit and loss account |
( |
( |
The tax on profit before tax for the period is lower than the standard rate of corporation tax in the UK (3 January 2025 - higher than the standard rate of corporation tax in the UK) of 25% (3 January 2025 - 25%).
The differences are reconciled below:
|
52 weeks |
52 weeks |
|
|
Profit/(loss) before tax |
|
( |
|
Corporation tax at standard rate |
|
( |
|
Increase from effect of revenues exempt from taxation |
( |
- |
|
Increase from effect of expenses not deductible in determining tax loss |
|
|
|
Decrease from transfer pricing adjustments |
- |
( |
|
Deferred tax credit from unrecognised tax loss or credit |
( |
- |
|
Deferred tax expense from unrecognised temporary difference from a prior period |
- |
|
|
Decrease from the effect of dividends from UK companies |
( |
- |
|
Total tax credit |
( |
( |
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
Intangible assets |
|
Software |
Total |
|
|
Cost or valuation |
||
|
At 4 January 2025 |
|
|
|
Disposals |
( |
( |
|
At 2 January 2026 |
|
|
|
Amortisation |
||
|
At 4 January 2025 |
|
|
|
Amortisation charge |
|
|
|
Amortisation eliminated on disposals |
( |
( |
|
At 2 January 2026 |
|
|
|
Carrying amount |
||
|
At 2 January 2026 |
|
|
|
At 3 January 2025 |
|
|
|
Tangible assets |
|
Leasehold improvements |
Fixtures and fittings |
Total |
|
|
Cost |
|||
|
At 4 January 2025 |
|
|
|
|
Additions |
|
|
|
|
Disposals |
- |
( |
( |
|
At 2 January 2026 |
|
|
|
|
Depreciation |
|||
|
At 4 January 2025 |
|
|
|
|
Charge for the period |
|
|
|
|
Eliminated on disposal |
- |
( |
( |
|
At 2 January 2026 |
|
|
|
|
Carrying amount |
|||
|
At 2 January 2026 |
|
|
|
|
At 3 January 2025 |
|
|
|
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
Right of use assets |
|
Property |
Total |
|
|
Cost or valuation |
||
|
At 4 January 2025 |
|
|
|
Additions |
|
|
|
At 2 January 2026 |
|
|
|
Depreciation |
||
|
At 4 January 2025 |
|
|
|
Charge for the period |
|
|
|
At 2 January 2026 |
|
|
|
Carrying amount |
||
|
At 2 January 2026 |
|
|
|
At 3 January 2025 |
|
|
|
Investments |
|
Subsidiaries |
£ 000 |
|
Cost or valuation |
|
|
At 4 January 2025 |
|
|
At 2 January 2026 |
|
|
Provision |
|
|
At 4 January 2025 |
|
|
Impairment |
|
|
At 2 January 2026 |
|
|
Carrying amount |
|
|
At 2 January 2026 |
|
|
At 3 January 2025 |
|
Details of the subsidiaries as at 2 January 2026 are as follows:
|
Name of subsidiary |
Principal activity |
Registered office |
Holding |
Proportion of ownership interest and voting rights held |
3 January 2025 |
|
|
Holding Company |
United Kingdom |
Ordinary |
|
|
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
15 |
Investments (continued) |
|
Name of subsidiary |
Principal activity |
Registered office |
Holding |
Proportion of ownership interest and voting rights held |
3 January 2025 |
|
|
Employment agency |
Switzerland |
Ordinary |
|
|
|
|
Employment agency |
United Kingdom |
Ordinary |
|
|
|
|
Non Trading |
United Kingdom |
Ordinary |
|
|
|
|
Dormant |
United Kingdom |
Ordinary |
|
|
|
|
Holding company |
United Kingdom |
Ordinary |
|
|
|
|
Dormant |
United Kingdom |
Ordinary |
|
|
|
|
Dormant |
Republic of Ireland |
Ordinary |
|
|
|
|
Dormant |
Republic of Ireland |
Ordinary |
|
|
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
15 |
Investments (continued) |
|
Name of subsidiary |
Principal activity |
Registered office |
Holding |
Proportion of ownership interest and voting rights held |
3 January 2025 |
|
|
Holding Company |
United Kingdom |
Ordinary |
|
|
|
|
Holding company |
Republic of Ireland |
Ordinary |
|
|
|
|
Holding company |
United Kingdom |
Ordinary |
|
|
|
|
Dormant |
Switzerland |
Ordinary |
|
|
|
|
Employment agency |
United Kingdom |
Ordinary |
|
|
|
|
Employment agency |
Germany |
Ordinary |
|
|
|
|
Employment agency |
Republic of Ireland |
Ordinary |
|
|
|
|
Dormant |
United Kingdom |
Ordinary |
|
|
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
15 |
Investments (continued) |
|
Name of subsidiary |
Principal activity |
Registered office |
Holding |
Proportion of ownership interest and voting rights held |
3 January 2025 |
|
|
Employment agency |
United Kingdom |
Ordinary |
|
|
* indicates direct investment of the Company.
Following a review of the value-in-use of the investments held by the Company, an impairment of £663k was recognised over Carlisle Group Ltd (3 January 2025: £3,476,000). These movements in the impairment provision were calculated using the same assumptions as in the accounts of HeadFirst Global Plc using a five year plan, gross profit in the range 4.8% to 20.8%, growth rates of between 2.0% and 5.0%, terminal value longterm growth rates of the UK, Netherlands and USA economies, currently 2.0%, 1.75% and 2.5% respectively.
|
Trade and other receivables |
|
Trade and other receivables falling due after more |
2 January |
(As restated) |
|
Receivables from related parties |
24,500 |
2,411 |
|
Lease debtor due after more than one year |
651 |
451 |
|
25,151 |
2,862 |
|
Trade and other receivables falling due within one year |
2 January |
(As restated) |
|
Trade receivables |
- |
|
|
Receivables from related parties |
|
|
|
Prepayments |
|
|
|
Lease debtor due in less than one year |
326 |
153 |
|
Other receivables |
|
|
|
|
|
Receivables from related parties are due from Impellam Group Limited or fellow subsidiaries are unsecured and are repayable on demand. Within this amount are receivables totalling £2,858,000 which bear interest at 6.77% (3 January 2025: £2,719,000). All other receivables from related parties are interest free. Receivables from related parties are shown net of a provision of £3,539,000 (3 January 2025: £4,536,000).
Following an adjustment to amounts owed under social security and other taxes (see note 18), an adjustment of £6,180,000 has been made to reduce the prior period receivables from related parties falling due after more than one year and an adjustment of £6,174,000 has been made to increase the prior period receivables from related parties for falling due within one year.
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
16 |
Trade and other receivables (continued) |
Details of non-current trade and other receivables
£651,000 (3 January 2025: £450,000) of the lease debtor is classified as non current.
£24,500,000 (3 January 2025: £2,411,000) of receivables from related parties is classified as non current. Receivables from related parties due in more than one year represent the amounts the Company does not expect to be realised in the twelve months from the period end.
|
Lease receivables |
2 January |
|
|
£ 000 |
||
|
At 4 January 2025 |
604 |
|
|
Addition |
715 |
|
|
Receipts |
(299) |
|
|
Termination |
(109) |
|
|
Interest income |
66 |
|
|
At 2 January 2026 |
977 |
|
2 January |
3 January |
|
|
£ 000 |
£ 000 |
|
|
Due in year 1 |
391 |
196 |
|
Due in year 2 |
387 |
196 |
|
Due in year 3 |
242 |
196 |
|
Due in year 4 |
74 |
97 |
|
Due in year 5 |
0 |
9 |
|
Undiscounted lease payments |
1,094 |
694 |
|
Unearned finance income |
(117) |
(90) |
|
Total lease receivables |
977 |
604 |
|
Cash at bank and in hand |
|
2 January |
3 January |
|
|
Cash at bank |
|
|
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
Creditors: amounts falling due within one year |
|
2 January |
(As restated) |
|
|
Accrued expenses |
|
|
|
Amounts owed to related parties |
|
|
|
Social security and other taxes |
|
|
|
Outstanding defined contribution pension costs |
|
|
|
Other payables |
|
- |
|
Current portion of long term lease liabilities |
|
|
|
|
|
Amounts owed to related parties are to Impellam Group Limited or fellow subsidiaries in the group and are interest free, unsecured and repayable on demand.
An adjustment of £6,000 has been made to the prior period social security and other taxes balance to allocate certain payments and other reductions in the VAT due that had been made before the end of the year but had been retained in the paying company. This has then been allocated to amounts owed by related parties. There is no impact to the reported profit for these items.
|
Leases |
During the period the Company accounted for 2 leased properties under IFRS 16 in the United Kingdom (3 January 2025: 1). Some leases have provisions for early termination (see lease end dates judgments in note 2). The Company also leased 42 vehicles, all which have a fixed lease fee over the term (3 January 2025: 20). The weighted average Incremental Borrowing Rate used to calculate the lease liability was 5.58% (3 January 2025: 8.75%).
The property leases accounted for under IFRS 16 during the period do not recognise/provide for future rent uplifts.
Leases included in creditors
|
2 January |
3 January |
|
|
Current portion of long term lease liabilities |
|
|
|
Long term lease liabilities |
|
|
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
19 |
Leases (continued) |
Lease liabilities maturity analysis
A maturity analysis of lease liabilities based on undiscounted gross cash flow is reported in the table below:
|
2 January |
3 January |
|
|
Less than one year |
|
|
|
2 years |
|
|
|
3 years |
|
|
|
4 years |
|
|
|
5 years |
|
|
|
6 years |
188 |
188 |
|
7 years |
188 |
188 |
|
8 years |
171 |
188 |
|
9 years |
- |
171 |
|
Total lease liabilities (undiscounted) |
|
|
Within the payments listed above is £556,000 (3 January 2025: £395,000) which will be recognised as interest on the lease liability.
Total cash outflows related to leases
Total cash outflows related to leases are presented in the table below:
|
Payment |
2 January |
3 January |
|
Right of use assets |
415 |
15 |
|
Interest |
163 |
78 |
|
Total cash outflow |
578 |
93 |
|
Other provisions |
|
Legal proceedings |
Other provisions |
Total |
|
|
At 4 January 2025 |
|
|
|
|
Additional provisions |
- |
|
|
|
Increase due to passage of time or unwinding of discount |
- |
|
|
|
At 2 January 2026 |
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|||
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
20 |
Other provisions (continued) |
Legal proceedings relate to a provision for expected legal and contractual costs that are probable to cause an outflow of resources over an extended period. Management exercises judgment to determine the amount of this provision on a case-by-case basis. Provision is made for known issues based on past experience of similar items and other known factors. Each provision is considered separately, and the amount provided reflects the best estimate of the most likely amount, being the single most likely amount in a range of possible outcomes. Owing to the inherent uncertainty within many legal proceedings, the amount and timing of such outflow could differ significantly from the amount and ageing provided.
With reference to the prejudicial exemption in IAS 37, the Company will not disclose any further information about the assumptions for the provision, including any details about current and the expected number of lawsuits and settled claims. The disclosure of such information is believed to be detrimental to the Company in connection with the ongoing confidential negotiations and could inflict financial losses on the Company and its shareholders.
Other provisions relate to property provisions for the full expected cost of dilapidations and have been discounted to a present value using the relevant lease interest rate. These are expected to be paid in 2033.
|
Deferred tax |
Deferred tax assets and liabilities
|
2 January 2026 |
Asset |
Liability |
Net deferred tax |
|
Accelerated depreciation |
( |
- |
( |
|
Accruals |
|
- |
|
|
|
- |
|
|
3 January 2025 |
Asset |
Liability |
Net deferred tax |
|
Accelerated depreciation |
- |
( |
( |
|
- |
( |
( |
Deferred tax movement during the period:
|
At |
Recognised in income |
At |
|
|
Accelerated depreciation |
( |
( |
( |
|
Accruals |
- |
|
|
|
( |
|
|
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
21 |
Deferred tax (continued) |
Deferred tax movement during the prior period:
|
At |
Recognised in income |
At |
|
|
Accelerated depreciation |
|
( |
( |
|
Accruals |
|
( |
- |
|
Intangible asset amortisation |
( |
|
- |
|
|
( |
( |
The directors believe that the deferred tax assets are recoverable against future profits of the Company.
|
Pension and other schemes |
Defined contribution pension scheme
The Company operates a defined contribution pension scheme. The pension cost charge for the period represents contributions payable by the Company to the scheme and amounted to £264,000 (2025 - £292,000).
Contributions totalling £
|
Share capital |
Allotted, called up and fully paid shares
|
2 January |
3 January |
|||
|
No. 000 |
£ 000 |
No. 000 |
£ 000 |
|
|
Ordinary of £1 each |
1,000 |
1,000 |
102,861 |
102,861 |
During the period the Company reduced its share capital by the sum of £101,861,000 under s641 of the Companies Act 2006. The Companies (Reduction of Share Capital) Order 2008 allows any reserve arising from such reduction to be treated as realised profit.
|
Reserves |
Share Capital
Nominal value of share capital subscribed for.
Profit and loss account
All other net gains and losses and transactions with owners not recognised elsewhere.
Impellam UK Limited
Notes to the Financial Statements for the 52 weeks ended 2 January 2026 (continued)
|
Related party transactions |
The Company has taken advantage of the exemptions in FRS 101 paragraph 8 from disclosing transactions with other wholly owned members of the Group and key management compensation. There are no other related party transactions which are required to be disclosed.
|
Parent and ultimate parent undertaking |
The Company's immediate parent is
The ultimate parent is
At the year end the Company identified IceLake Capital Management BV as the ultimate controlling party by virtue of its role in managing the majority of the shareholdings in the ultimate parent company and having the power to appoint the majority of the Board for the ultimate parent entity.
|
Parent of group in whose consolidated financial statements the Company is consolidated |
The name of the parent of the largest and smallest group in whose consolidated financial statements the Company's financial statements are consolidated is HeadFirst Global Plc. The registered office of HeadFirst Global Plc is First Floor, Mulberry House, Parkland Square, 750 Capability Green, Luton LU1 3LU, United Kingdom.
These financial statements are available upon request from Registrar of Companies, Companies Registration Office, Crown Way, Maindy, Cardiff, CF14 3UZ.