Company Registration Number: 02967193
FOR THE YEAR ENDED 31 DECEMBER 2025
FENTIMANS LTD
COMPANY INFORMATION
FENTIMANS LTD
CONTENTS
FENTIMANS LTD
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their strategic report and audited financial statements of the Fentimans group (“the Group”) and Fentimans Ltd (“the Company”) for the year ended 31 December 2025.
The Group’s principal activity remains the development and distribution of premium botanically brewed soft drinks and mixers. Fentimans supplies both the domestic UK market and diverse international markets.
The directors believe that the following financial indicators will provide shareholders with sufficient information to assess how the business is performing:
In 2025 the Group UK revenue remained steady. Overseas revenue declined year on year by 15%, principally reflecting de-stocking activity undertaken by distributors in key export territories during the first half of the year and continued pressure on consumer spending. This de-stocking effect reduced ordering patterns as inventory levels were normalised. Trading trends improved through the second half of the year, with a more stable order cadence returning in several strategic markets. Gross profit reduced by less than revenue through continued cost base improvements. Operating loss was impacted by a number of one off costs in relation to deal costs, onerous contracts and payroll provisions totalling £2.5m. The underlying cost base in the year improved marginally.
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FENTIMANS LTD
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The Board has reviewed the principal risks and uncertainties that could impact the Group. The business reviews the potential risks on an ongoing basis and ensures that there are appropriate controls and contingencies in place to mitigate any potential adverse effects.
Financial risk
Pricing risk
Major variations in the cost of raw materials and other supplies and services would have an impact on profitability. Where possible, the Group seeks to protect its profitability and to mitigate such risks by agreeing long term supply contracts, forward purchasing, and passing through some of the increase to its customer via price.
Foreign exchange risk
The UK Company primarily buys and sells in sterling. The US trading subsidiary does present some foreign exchange risk to the Group as this entity trades in US dollars and holds a US dollar intercompany balance with the UK parent company.
Liquidity risk
The Company actively manages its cash flows and credit facilities to ensure that it can meet its obligations and ensures it maintains a contingent level of headroom availability.
Financial risk
Pricing risk
Major variations in the cost of raw materials and other supplies and services would have an impact on profitability. Where possible, the Group seeks to protect its profitability and to mitigate such risks by agreeing long term supply contracts, forward purchasing, and passing through some of the increase to its customer via price.
Foreign exchange risk
The UK Company primarily buys and sells in sterling. The US trading subsidiary does present some foreign exchange risk to the Group as this entity trades in US dollars and holds a US dollar intercompany balance with the UK parent company.
Liquidity risk
The Company actively manages its cash flows and credit facilities to ensure that it can meet its obligations and ensures it maintains a contingent level of headroom availability.
Interest rate risk
The Company has a number of borrowings which incur interest. However, given the anticipated use of these facilities, management do not consider that there is a material interest rate risk.
Economic risk
The current economic environment in the UK and overseas remain particularly challenging as the Board considers the global supply chain disruption, several international conflicts, new tax burdens in the form of packaging taxes and the ongoing cost of living crisis.
Commercial risk
Commercial risk arises, inter alia, form:
The Company has a number of borrowings which incur interest. However, given the anticipated use of these facilities, management do not consider that there is a material interest rate risk.
Economic risk
The current economic environment in the UK and overseas remain particularly challenging as the Board considers the global supply chain disruption, several international conflicts, new tax burdens in the form of packaging taxes and the ongoing cost of living crisis.
Commercial risk
Commercial risk arises, inter alia, form:
∙Increased competition;
∙Loss of key management;
Disruption or failure of our outsourced production and logistic partners;
Disruption or failure of our outsourced production and logistic partners;
∙Disruption or failure to procure key ingredients and components; and
∙Failure to maintain the quality of our goods and the risk of contamination.
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FENTIMANS LTD
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
The commercial risks are reviewed continuously by the Board and the Group maintains appropriate insurance cover and updates contingency plans as necessary should such risks crystallise.
Outlook and future developments
Post year end, the trade of the Group started to transfer to the ultimate parent company with this anticipating to complete by the end of September 2026. From 1 July 2026, the Company receives royalty income from the ultimate parent company for the use of the Fentimans brand.
Post year end, the trade of the Group started to transfer to the ultimate parent company with this anticipating to complete by the end of September 2026. From 1 July 2026, the Company receives royalty income from the ultimate parent company for the use of the Fentimans brand.
This report was approved by the board.
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FENTIMANS LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their report and the financial statements for the year ended 31 December 2025.
The loss for the year, after taxation, amounted to £1,734,913 (2024 - profit £1,011,957).
No ordinary dividends were paid (2024: £Nil). The directors do not recommend payment of a dividend.
The directors who served during the year and up to date of signing the financial statements were:
J A Barr (appointed 2 February 2026)
P Farley (appointed 2 February 2026)
E A Sutherland (appointed 2 February 2026)
P Farley (appointed 2 February 2026)
E A Sutherland (appointed 2 February 2026)
The Group has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the Group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of financial risk management policies and objectives and principal risks and uncertainties.
Armstrong Watson Audit Limited served as statutory auditors to the Group and Company for the year ended 31 December 2025. Following the acquisition of the Company by A.G. Barr p.l.c. on 2 February 2026, the directors intend to claim an audit exemption for future financial years in accordance with Section 479A of the Companies Act 2006. The Board wishes to express its sincere gratitude to Armstrong Watson Audit Limited for their professional services.
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FENTIMANS LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
This report was approved by the board and signed on its behalf.
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FENTIMANS LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Group's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the 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.
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FENTIMANS LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FENTIMANS LTD
We have audited the financial statements of Fentimans Ltd (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2025, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated 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 Auditor's 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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FENTIMANS LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FENTIMANS LTD (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.
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FENTIMANS LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FENTIMANS LTD (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 Group financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
∙We obtained an understanding of laws and regulations that affect the Company, focusing on those that had a direct effect on the financial statements or that had a fundamental effect on its operations. Key laws and regulations that we identified included the UK Companies Act, tax legislation and food hygiene legislation.
∙We enquired of the directors and reviewed correspondence with HMRC and foreign tax authorities for evidence of non-compliance with relevant laws and regulations. We also reviewed controls the directors have in place to ensure compliance.
∙We gained an understanding of the controls that the directors have in place to prevent and detect fraud. We enquired of the directors about any incidences of fraud that had taken place during the accounting period.
∙The risk of fraud and non-compliance with laws and regulations and fraud was discussed within the audit team and tests were planned and performed to address these risks. We identified the potential for fraud in the following areas: the recognition of sales promotion credits in revenue and management override of controls.
∙We reviewed financial statements disclosures and tested to supporting documentation to assess compliance with relevant laws and regulations discussed above.
∙We enquired of the directors and third-party advisors about actual and potential litigation and claims.
∙We performed analytical procedures to identify any unusual or unexpected relationships that might indicate risks of material misstatement due to fraud.
∙In addressing the risk of fraud due to management override of internal controls we tested the appropriateness of journal entries and assessed whether the judgements made in making accounting estimates were indicative of a potential bias.
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 Auditor's Report.
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FENTIMANS LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FENTIMANS LTD (CONTINUED)
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an 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.
for and on behalf of
Chartered Accountants & Statutory Auditors
Newcastle
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FENTIMANS LTD
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
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FENTIMANS LTD
REGISTERED NUMBER: 02967193
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 17 to 36 form part of these financial statements.
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FENTIMANS LTD
REGISTERED NUMBER: 02967193
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
The results for the parent company for the year ended 31 December 2025 was a loss of £5,202,251 (2024 - profit £1,251,844)
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 17 to 36 form part of these financial statements.
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FENTIMANS LTD
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
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FENTIMANS LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
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FENTIMANS LTD
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
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FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Fentimans Ltd ("the parent Company") is a private company limited by shares and is registered and incorporated in England and Wales. The registered office is Fearless House, Beaufront Park, Anick Road, Hexham, Northumberland, NE46 4TU.
The Group consists of Fentimans Ltd and all of its subsidiaries.
The Company's and the Group's principal activities and nature of its operations are disclosed in the Strategic Report and the Directors' Report.
The Group consists of Fentimans Ltd and all of its subsidiaries.
The Company's and the Group's principal activities and nature of its operations are disclosed in the Strategic Report and the Directors' Report.
2.Accounting policies
The consolidated financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the Company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of certain fixed assets.
The financial statements have been prepared under the historical cost convention, modified to include the revaluation of certain fixed assets.
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.
.
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.
.
On 2 February 2026, A.G. BARR p.I.c. agreed to purchase the Fentimans business as a going concern and acquired the assets of the Company as at that date. The directors have been supplied with a letter of support from A.G. BARR p.l.c. which will ensure any necessary financial support is provided within twelve months from the date of these financial statements. The directors have satisfied themselves that A.G. BARR p.l.c. has the necessary financial resources to provide this support during this period, should it be required. Thus the Going Concern basis has been adopted for the preparation of the financial statements
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FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.
Certain types of discounts and rebates are provided to customers, which are negotiated and agreed on a customer by customer basis to ascertain whether these discounts and rebates result in a distinct good or service or for a promotional discount. Where payments are made on the basis of a distinct cost, e.g. marketing, these are expensed as administrative costs. Where payments to customers represent a rebate, these payments reduce the underlying transaction price. The directors consider these items of such material nature that to ensure the financial statements are clear to the users, additional non UK GAAP disclosure has been made on the face of the Consolidated Statement of Comprehensive Income.
SDIL is a direct liability of the co-packer (entity that physically manufactures) if located in the UK or the importer if manufactured outside of the UK. The co-packer re-charges the brand owner for the liability. Credits are recoverable from HMRC on exportation of leviable inventory. SDIL is held as an inventory cost. The total liability is recognised as an asset and the reverse charge is recognised as a creditor, less the known credits actually exported. Inventory sold into the UK and the associated liability is released to the P&L as a direct expense.
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FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee's services are received.
Retirement benefits
For defined contribution schemes the amount charged to profit or loss is the contributions payable in the year. Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments.
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee's services are received.
Retirement benefits
For defined contribution schemes the amount charged to profit or loss is the contributions payable in the year. Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments.
The tax expense represents the sum of the current tax expense and deferred tax expense. Current tax assets are recognised when tax paid exceeds the tax payable.
Current and deferred tax is charged or credited to profit or loss, except when it relates to items charged or credited to other comprehensive income or equity, when the tax follows the transaction or event it relates to and is also charged or credited to other comprehensive income, or equity.
Current tax assets and current tax liabilities and deferred tax assets and deferred tax liabilities are offset, if and only if, there is a legally enforceable right to set off the amounts and the entity intends either to settle on the net basis or to realise the asset and settle the liability simultaneously.
Current tax is based on taxable profit for the year. Current tax assets and liabilities are measured using tax rates that have been enacted or substantively enacted by the reporting date.
Deferred tax
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled based on tax rates that have been enacted or substantively enacted by the reporting date.
Deferred tax liabilities are recognised in respect of all timing differences that exist at the reporting date. Timing differences are differences between taxable profits and total comprehensive income that arise from the inclusion of income and expenses in tax assessments in different periods from their recognition in the financial statements. Deferred tax assets are recognised only to the extent that it is probable that they will be recovered by the reversal of deferred tax liabilities or other future taxable profits.
Deferred tax is recognised on income and expenses from subsidiaries, associates, branches and interests in jointly controlled entities, that will be assessed to or allow for tax in a future period except where the group is able to control the reversal of the timing difference and it is probable that the timing difference will not reverse in the foreseeable future.
For non-depreciable assets measured using the revaluation model, deferred tax is measured using the tax rates and allowances that apply to the sale of the asset or property.
Current and deferred tax is charged or credited to profit or loss, except when it relates to items charged or credited to other comprehensive income or equity, when the tax follows the transaction or event it relates to and is also charged or credited to other comprehensive income, or equity.
Current tax assets and current tax liabilities and deferred tax assets and deferred tax liabilities are offset, if and only if, there is a legally enforceable right to set off the amounts and the entity intends either to settle on the net basis or to realise the asset and settle the liability simultaneously.
Current tax is based on taxable profit for the year. Current tax assets and liabilities are measured using tax rates that have been enacted or substantively enacted by the reporting date.
Deferred tax
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled based on tax rates that have been enacted or substantively enacted by the reporting date.
Deferred tax liabilities are recognised in respect of all timing differences that exist at the reporting date. Timing differences are differences between taxable profits and total comprehensive income that arise from the inclusion of income and expenses in tax assessments in different periods from their recognition in the financial statements. Deferred tax assets are recognised only to the extent that it is probable that they will be recovered by the reversal of deferred tax liabilities or other future taxable profits.
Deferred tax is recognised on income and expenses from subsidiaries, associates, branches and interests in jointly controlled entities, that will be assessed to or allow for tax in a future period except where the group is able to control the reversal of the timing difference and it is probable that the timing difference will not reverse in the foreseeable future.
For non-depreciable assets measured using the revaluation model, deferred tax is measured using the tax rates and allowances that apply to the sale of the asset or property.
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FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Group keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives.
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives.
Amortisation is provided on the following bases:
Intellectual property rights are stated at valuation. These are not amortised as the directors review these annually and consider their value not to have been impaired, or materially changed.
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FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following 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.
Freehold property is depreciated at 2% per annum on a straight line basis, except where the directors consider the residual value of the property to be equal to or higher than its carrying value, in which case no depreciation is charged. In 2024, the directors reassessed the residual value of a freehold property, and as a result have booked an impairment charge to reduce the carrying value to the newly assessed, lower, residual value, which the directors consider to be the recoverable value of that asset.
A subsidiary is an entity controlled by the Group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
At each reporting period end date, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any).
Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment annually, and whenever there is an indication that the asset has been impaired.
Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment annually, and whenever there is an indication that the asset has been impaired.
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FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling prices costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
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FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Basic financial assets
Basic financial assets, which include trade and other debtors, amounts owed by group undertakings and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the financial asset is measured at the present value of the future receipts discounted at a market rate of interest.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including trade and other creditors, bank loans and other borrowings, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Equity instruments
Equity instruments issued by the Group are recorded at the fair value of proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Group.
Exchange differences arising on the consolidation of foreign subsidiaries
Exchange differences arising on the translation of subsidiaries who report in foreign currencies are recognised through other comprehensive income.
Basic financial assets, which include trade and other debtors, amounts owed by group undertakings and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the financial asset is measured at the present value of the future receipts discounted at a market rate of interest.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including trade and other creditors, bank loans and other borrowings, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Equity instruments
Equity instruments issued by the Group are recorded at the fair value of proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Group.
Exchange differences arising on the consolidation of foreign subsidiaries
Exchange differences arising on the translation of subsidiaries who report in foreign currencies are recognised through other comprehensive income.
Transactions in currencies other than the functional currency (foreign currency) are initially recorded at the exchange rate prevailing on the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the reporting date. Non-monetary assets and liabilities denominated in foreign currencies are translated at the rate ruling at the date of the transaction, or, if the asset or liability is measured at fair value, the rate when that fair value was determined.
All translation differences are taken to profit or loss, except to the extent that they relate to gains or losses on non-monetary items recognised in other comprehensive income, when the related translation gain or loss is also recognised in other comprehensive income.
Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the reporting date. Non-monetary assets and liabilities denominated in foreign currencies are translated at the rate ruling at the date of the transaction, or, if the asset or liability is measured at fair value, the rate when that fair value was determined.
All translation differences are taken to profit or loss, except to the extent that they relate to gains or losses on non-monetary items recognised in other comprehensive income, when the related translation gain or loss is also recognised in other comprehensive income.
Page 23
FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Key sources of estimation uncertainty
The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.
Sales promotion accrual
Sales promotion provision requires an element of judgement as to the quantity and timing of sales.
Stock provision
Inventory provisions include pricing, ageing and obsolescence considerations which take into account historical information related to usage and stock counts.
Bad debt provision
Management make an informed judgement on potential bad debts based on ageing of debt and risk within the market.
Analysis of turnover by country of destination:
Page 24
FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Page 29
FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Page 30
FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Page 31
FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Page 32
FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Share premium
Revaluation reserve
Profit and loss account
Page 33
FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Page 34
FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Page 35
FENTIMANS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Up until 2 February 2026 E A Robson controlled the Group by virtue of a controlling interest in the called up share capital of the Company. On 2 February 2026, 100% of the share capital of the company was transferred to A.G. Barr p.l.c.
Page 36