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Registered number: 12473118









BXTR SERVICES LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JANUARY 2026

 
BXTR SERVICES LIMITED
 
 
COMPANY INFORMATION


Directors
R M Baxter 
R A Baxter 
A Maxwell 
E E Podbury 
A S M Wong 




Registered number
12473118



Registered office
C/o Imbiba Growth LLP
The Loft

1-3 Langley Court

London

WC2E 9JY




Independent auditors
AAB Audit & Accountancy Limited

133 Finnieston Street

Glasgow

G3 8HB




Bankers
Royal Bank of Scotland
6-8 George Street

Edinburgh

EH2 2PF





 
BXTR SERVICES LIMITED
 

CONTENTS



Page
Group strategic report
1 - 2
Directors' report
3 - 4
Independent auditors' report
5 - 8
Consolidated statement of comprehensive income
9
Consolidated statement of financial position
10
Company statement of financial position
11
Consolidated statement of changes in equity
12
Company statement of changes in equity
13
Consolidated statement of cash flows
14 - 15
Consolidated analysis of net debt
16
Notes to the financial statements
17 - 32


 
BXTR SERVICES LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 JANUARY 2026

Introduction
 
The directors present the strategic report for the year ended 31 January 2026.

Principal activities

The principal activity of the company and group continued to be that of hotel and hostel operations.

Review of the business
 
This has been a year of consolidation for the Group with Glasgow now having been open for a full year and the management structure settled. The focus was therefore on the opening of a new hotel in Canary Wharf. 

Unfortunately, construction delays have meant that the Canary Wharf hotel expected to open in the financial year did not materialise.

The Group made a loss of £1,561,750 due to the delayed opening of Canary Wharf but a management structure was already set up for the opening.

Future Plans

The 79-bedroom hotel and rooftop bar in Canary Wharf opened in Autumn 2026.

Since the year-end, the Directors have also completed the sale of existing freehold in Manchester which became unviable for development as a result of rising costs both in construction and operationally. 

The Group continues to pursue other growth opportunities for the business and is in advanced negotiations for Hotel Management Agreements in London and other UK cities.

Principal risks and uncertainties
 
Consumer risk

The market within which the group operates is highly competitive and subject to changing consumer trends in the growing competitive socialising market.

As mitigation against this risk, we invest significantly in the development of our new sites and maintaining our existing venues to create a best-in-class consumer experience for our guests, identifying trends and enhancing our products.

Commercial Risks

The group monitors and controls normal commercial risks such as customer concentration and cost control, in order to protect the group from such risks.

Page 1

 
BXTR SERVICES LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026

Financial risk management objectives and policies
 
The group's objective is to ensure that its working capital requirements are met.

Whilst the group has secured bank and investor led funding for capital investment expected to the date of approval of the financial statements, the group intends to fund its on-going operations through cash generated from operating activities.

The group maintains regular cash forecasting in order to monitor the liquidity of the Group and ensure it can meet liabilities as they fall due.

Key performance indicators
 
The directors monitor the financial performance of the company through a combination of individual hotel P&L’s, KPI’s, including revenue, gross margins, occupancy levels and spend per head.

These key indicators are used by the management team to continually measure business performance.


This report was approved by the board and signed on its behalf.



................................................
A S M Wong
Director

Date: 29 October 2026

Page 2

 
BXTR SERVICES LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JANUARY 2026

The directors present their report and the financial statements for the year ended 31 January 2026.

Directors' responsibilities statement

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;

∙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.

Results and dividends

The loss for the year, after taxation, amounted to £1,561,750 (2025 - loss £2,281,652).

No dividend was paid in the year (2025 - £nil).

Directors

The directors who served during the year were:

R M Baxter 
R A Baxter 
A Maxwell 
E E Podbury 
A S M Wong 
J P Fawcett (resigned 1 July 2026)

Page 3

 
BXTR SERVICES LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Post balance sheet events

Post year end management have sold the entirety of the assets under construction held within BXTR MCH Ltd. The selling price has been reflected as an adjusting post balance sheet event, see Note 12. 

Auditors

The auditors, AAB Audit & Accountancy Limited,  were appointed as auditors for the financial year will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





................................................
A S M Wong
Director

Date: 29 October 2026

Page 4

 
BXTR SERVICES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BXTR SERVICES LIMITED
 

Opinion


We have audited the financial statements of BXTR Services Limited (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 31 January 2026, which comprise the Consolidated statement of comprehensive income, the Consolidated analysis of net debt, 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).


In our opinion the financial statements:


∙give a true and fair view of the state of the Group's and of the Parent Company's affairs as at 31 January 2026 and of the Group's loss for the year then ended;
∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
∙have been prepared in accordance with the requirements of the Companies Act 2006.


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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Material uncertainty related to going concern


We draw attention to note 2.3 in the financial statements, which indicates that the trading subsidiaries are reliant on group support from BXTR Services Limited, and future profit and cash generation from trading. As stated at note 2.3, these events or conditions, along with the other matters as set forth in note 2.3, indicate that a material uncertainty exists and may cast significant doubt on the company and group's ability 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 directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Page 5

 
BXTR SERVICES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BXTR SERVICES LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Directors' report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


∙adequate accounting records have not been kept by the Parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
∙the Parent Company financial statements are not in agreement with the accounting records and returns; or
∙certain disclosures of directors' remuneration specified by law are not made; or
∙we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the Group's and the Parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.

Page 6

 
BXTR SERVICES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BXTR SERVICES LIMITED (CONTINUED)



Auditors' 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 Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Group financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We obtained an understanding of the legal and regulatory frameworks within which the company operates, focusing on those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements. The laws and regulations we considered in this context were the Companies Act 2006 and Taxation legislation.

We identified the greatest risk of material impact on the financial statements from irregularities including fraud to
be:

∙Management override of controls to manipulate the company's key performance indicators to meet targets;
∙Timing of revenue recognition;
∙Management judgement applied in calculating estimates and provisions;
∙The appropriateness of the going concern basis of accounting in the preparation of the financial statements;
and
∙Compliance with relevant laws and regulations which directly impact the financial statements and those that the company needs to comply with for the purpose of trading. 
 
Our audit procedures to respond to these risks included:

∙Testing of journal entries and other adjustments for appropriateness;
∙Testing a sample of revenue transactions to ensure they have been recognised in the correct accounting period;
∙Evaluating the business rationale of significant transactions outside the normal course of business;
∙Reviewing judgements made by management in their calculation of accounting estimates for potential management bias;
∙Reviewing post year end results and cash flow forecasts to ensure we concur with management's assessment of the going concern assumption;
∙Enquiries of management about litigation and claims and inspection of relevant correspondence; 
∙Reviewing legal and professional fees to identify indications of actual or potential litigation, claims and any non-compliance with laws and regulations;
∙Performing a disclosure checklist on the financial statements to ensure Companies Act 2006 requirements are satisfied;
∙Analytical procedures to identify any unusual or unexpected trends or relationships; and
∙Reviewing minutes of meetings of those charged with governance to identify any matters indicating actual or potential fraud.
Page 7

 
BXTR SERVICES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BXTR SERVICES LIMITED (CONTINUED)





Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report.


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 Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Nicola MacLennan (Senior statutory auditor)
for and on behalf of
AAB Audit & Accountancy Limited
Statutory Auditor
133 Finnieston Street
Glasgow
G3 8HB

29 October 2026
Page 8

 
BXTR SERVICES LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 JANUARY 2026

2026
2025
Note
£
£

  

Turnover
 4 
5,955,002
4,865,155

Cost of sales
  
(3,140,842)
(2,711,121)

Gross profit
  
2,814,160
2,154,034

Administrative expenses
  
(2,661,534)
(3,117,118)

Fair value movements
  
(897,636)
(519,956)

Operating loss
 5 
(745,010)
(1,483,040)

Interest receivable and similar income
 8 
-
28

Interest payable and similar expenses
 9 
(781,868)
(798,640)

Loss before taxation
  
(1,526,878)
(2,281,652)

Tax on loss
 10 
(34,872)
-

Loss for the financial year
  
(1,561,750)
(2,281,652)

(Loss) for the year attributable to:
  

Owners of the Parent Company
  
(1,561,750)
(2,281,652)

  
(1,561,750)
(2,281,652)

Total comprehensive income for the year attributable to:
  

Owners of the Parent Company
  
(1,561,750)
(2,281,652)

  
(1,561,750)
(2,281,652)

There were no recognised gains and losses for 2026 or 2025 other than those included in the consolidated statement of comprehensive income.

There was no other comprehensive income for 2026 (2025:£NIL).

The notes on pages 17 to 32 form part of these financial statements.

Page 9

 
BXTR SERVICES LIMITED
REGISTERED NUMBER: 12473118

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 JANUARY 2026

2026
2025
Note
£
£

Fixed assets
  

Intangible assets
 11 
39,966
53,189

Tangible assets
 12 
8,573,961
9,928,011

  
8,613,927
9,981,200

Current assets
  

Stocks
 14 
157,230
145,326

Debtors: amounts falling due within one year
 15 
234,616
348,249

Cash at bank and in hand
 16 
296,727
610,150

  
688,573
1,103,725

Creditors: amounts falling due within one year
 17 
(1,673,709)
(2,319,934)

Net current liabilities
  
 
 
(985,136)
 
 
(1,216,209)

Total assets less current liabilities
  
7,628,791
8,764,991

Creditors: amounts falling due after more than one year
 18 
(8,407,180)
(8,016,502)

Provisions for liabilities
  

Deferred taxation
  
(34,872)
-

Net (liabilities)/assets
  
(813,261)
748,489


Capital and reserves
  

Called up share capital 
 21 
4,622
4,622

Share premium account
 22 
4,978,878
4,978,878

Profit and loss account
 22 
(5,796,761)
(4,235,011)

  
(813,261)
748,489


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




................................................
A S M Wong
Director

Date: 29 October 2026

The notes on pages 17 to 32 form part of these financial statements.

Page 10

 
BXTR SERVICES LIMITED
REGISTERED NUMBER: 12473118

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 JANUARY 2026

2026
2025
Note
£
£

Fixed assets
  

Investments
 13 
20
20

  
20
20

Current assets
  

Debtors: amounts falling due within one year
 15 
11,247,552
12,942,048

Cash at bank and in hand
 16 
16,184
264,530

  
11,263,736
13,206,578

Creditors: amounts falling due within one year
 17 
(288,564)
(789,994)

Net current assets
  
 
 
10,975,172
 
 
12,416,584

Total assets less current liabilities
  
10,975,192
12,416,604

  

Creditors: amounts falling due after more than one year
 18 
(8,407,180)
(8,007,669)

  

Net assets
  
2,568,012
4,408,935


Capital and reserves
  

Called up share capital 
 21 
4,622
4,622

Share premium account
 22 
4,978,878
4,978,878

Profit and loss account
 22 
(2,415,488)
(574,565)

  
2,568,012
4,408,935


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




................................................
A S M Wong
Director

Date: 29 October 2026

The notes on pages 17 to 32 form part of these financial statements.

Page 11

 
BXTR SERVICES LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2026


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£


At 1 February 2024 (as previously stated)
4,622
4,978,878
(1,761,643)
3,221,857

Prior year adjustment
-
-
(191,716)
(191,716)


At 1 February 2024 (as restated)
4,622
4,978,878
(1,953,359)
3,030,141


Comprehensive income for the year

Loss for the year
-
-
(2,281,652)
(2,281,652)



At 1 February 2025
4,622
4,978,878
(4,235,011)
748,489


Comprehensive income for the year

Loss for the year
-
-
(1,561,750)
(1,561,750)


At 31 January 2026
4,622
4,978,878
(5,796,761)
(813,261)


The notes on pages 17 to 32 form part of these financial statements.

Page 12

 
BXTR SERVICES LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 JANUARY 2026


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£


At 1 February 2024 (as previously stated)
4,622
4,978,878
(208,490)
4,775,010

Prior year adjustment - correction of error
-
-
(69,231)
(69,231)


At 1 February 2024 (as restated)
4,622
4,978,878
(277,721)
4,705,779


Comprehensive income for the year

Loss for the year
-
-
(296,844)
(296,844)



At 1 February 2025
4,622
4,978,878
(574,565)
4,408,935


Comprehensive income for the year

Loss for the year
-
-
(1,840,923)
(1,840,923)


At 31 January 2026
4,622
4,978,878
(2,415,488)
2,568,012


Page 13

 
BXTR SERVICES LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 JANUARY 2026

2026
2025
£
£

Cash flows from operating activities

Loss for the financial year
(1,561,750)
(2,281,652)

Adjustments for:

Amortisation of intangible assets
13,223
12,264

Depreciation of tangible assets
479,321
461,327

Interest paid
781,868
798,640

Interest received
-
(28)

Taxation charge
34,872
-

(Increase) in stocks
(11,904)
(32,587)

Decrease in debtors
113,633
261,914

(Decrease)/increase in creditors
(607,837)
388,149

Net fair value losses recognised in P&L
897,636
519,956

Net cash generated from operating activities

139,062
127,983


Cash flows from investing activities

Purchase of intangible fixed assets
-
(29,788)

Purchase of tangible fixed assets
(22,907)
(1,132,132)

Interest received
-
28

Net cash from investing activities

(22,907)
(1,161,892)
Page 14

 
BXTR SERVICES LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 JANUARY 2026


2026
2025

£
£



Cash flows from financing activities

New secured loans
-
4,756,833

Repayment of loans
-
(3,728,741)

Other new loans
-
1,092,940

Repayment of other loans
(17,500)
-

Repayment of/new finance leases
-
(1,110)

Interest paid
(412,078)
(562,137)

Net cash used in financing activities
(429,578)
1,557,785

Net (decrease)/increase in cash and cash equivalents
(313,423)
523,876

Cash and cash equivalents at beginning of year
610,150
86,274

Cash and cash equivalents at the end of year
296,727
610,150


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
296,727
610,150

296,727
610,150


The notes on pages 17 to 32 form part of these financial statements.

Page 15

 
BXTR SERVICES LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 JANUARY 2026





At 1 February 2025
Cash flows
Other non-cash changes
At 31 January 2026
£

£

£

£

Cash at bank and in hand

610,150

(313,423)

-

296,727

Debt due after 1 year

(8,007,669)

-

(368,590)

(8,376,259)


(7,397,519)
(313,423)
(368,590)
(8,079,532)

The notes on pages 17 to 32 form part of these financial statements.

Page 16

 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

1.


General information

BXTR Services Limited is a private limited company domiciled and incorporated in England and Wales. The registered office is C/O Imbiba Growth LLP, The Loft, 1-3 Langley Court, London, WC2E 9JY.

The principal activity of the group continued to be that of hotel and hostel operations. 

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

In order to align cost of sales and administrative expenses with current year allocation (which
management considers is a more appropriate guide to performance) a transfer of £650,757 has
resulted in an increase to cost of sales and a decrease to administrative expenses in the prior year.
The overall does not impact upon the results for the prior financial year.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

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.

Page 17

 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

2.Accounting policies (continued)

 
2.3

Going concern

In the year ended 31 January 2026 the group had net current liabilities of £985,136 and net liabilities of £813,261, with a loss in the year of £1,561,750.

The company is a holding company in a wider group that carries out hotel and hostel operations.

The directors have undertaken a detailed assessment of the group’s financial position, including an analysis of cash flow forecasts based on future trading of the trading subsidiaries, BXTR LTD and BXTR 3 LTD and the group level external organisation financing. Following the completion of a fixed asset sale post year end, the directors have considered the availability of resources for a period of at least twelve months from the date of approval of these financial statements at the BXTR Services Limited group level and furthermore, the ability of this company to provide support to the wider group subsidiary entities. With external financing in place at this group level; cash received post year end from the sale of a group asset; further expected sale of fixed assets in the coming months to align the Group’s core strategy; and historic recent and anticipated future trading which is cash generative; it has been determined that BXTR Services Limited is able to provide financial assistance to the group’s subsidiary entities on the basis of cash expected from this further asset sale together with future group profitability and the resulting cash generation. Thus, with positive post year end trading at the subsidiary level, the directors have a reasonable expectation that the company and group will continue in operational existence for the foreseeable future.

Accordingly, the directors consider that the use of the going concern basis in preparing the financial statements is appropriate. However, the current economic climate gives the potential for a shortfall in trading revenues and together with the uncertainty on the further asset sale, this creates a material uncertainty that may cast significant doubt on the group’s ability to continue as a going concern. 

 
2.4

Revenue

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. 

 
2.5

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.6

Borrowing costs

Borrowing costs are recognised against the corresponding financial liability, and subsequently accounted for under the amortised cost method using the effective interest rate. 

Page 18

 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

2.Accounting policies (continued)

 
2.7

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Group in independently administered funds.

  
2.8

Employee benefits

Short term employee benefits are recognised as an expense in the period in which they are incurred. 

 
2.9

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.


Page 19

 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

2.Accounting policies (continued)

 
2.10

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 Amortisation is provided on the following bases:

Trademarks
-
20%
straight line
Web design
-
20%
straight line

 
2.11

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Land & buildings
-
5-10% straight line
Plant and machinery
-
20%    straight line
Motor vehicles
-
25%    straight line
Fixtures and fittings
-
10%    straight line
Office equipment
-
33%    straight line
Computer equipment
-
33%    straight line

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.

 
2.12

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

  
2.13

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Page 20

 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

2.Accounting policies (continued)

 
2.14

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.15

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.16

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.17

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

Page 21

 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

2.Accounting policies (continued)

 
2.18

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of comprehensive income. 


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the Statement of Financial Position date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The following judgements and estimates have had the most significant effects on amounts recognised in the financial statements:

Assessing impairment for tangible fixed assets and investment property

Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. Management consider each period whether there is any indication of impairment in relation to fixed asset investments. No such indicators have been identified in the current or prior period. There is no requirement to perform a
full impairment review unless such indicators exist.

Critical accounting judgements in applying the company’s accounting policies
In the opinion of the directors there are no other critical accounting judgements made in applying the company’s accounting policies that require disclosure in the financial statements.

Key source of estimation uncertainty

In the opinion of the directors there are no other key sources of estimation uncertainty that require disclosure in the financial statements.

Page 22

 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

4.


Turnover

The whole of the turnover is attributable to hotel and hostel operations.

All turnover arose within the United Kingdom.


5.


Operating loss

The operating loss is stated after charging:

2026
2025
£
£

Audit fees
50,000
38,000

Amortisation
13,223
12,264

Depreciation
479,321
461,327

Operating lease charges
107,678
132,127


6.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
2026
2025
£
£


Wages and salaries
2,251,122
1,829,540

Social security costs
225,555
148,276

Cost of defined contribution scheme
31,458
23,261

2,508,135
2,001,077


The average monthly number of employees, including the directors, during the year was as follows:


        2026
        2025
            No.
            No.







Employees
99
89


7.


Directors' remuneration

2026
2025
£
£

Directors' emoluments
264,417
180,000


Page 23

 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

8.


Interest receivable

2026
2025
£
£


Other interest receivable
-
28


9.


Interest payable and similar expenses

2026
2025
£
£


Bank interest payable
412,078
551,614

Other loan interest payable
368,590
246,229

Other interest payable
1,200
797

781,868
798,640

Page 24

 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

10.


Taxation


2026
2025
£
£



Deferred tax


Origination and reversal of timing differences
34,872
-


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2025 - higher than) the standard rate of corporation tax in the UK of 25% (2025 - 25%). The differences are explained below:

2026
2025
£
£


Loss on ordinary activities before tax
(1,526,878)
(2,281,652)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2025 - 25%)
(381,720)
(570,416)

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
12,022
109,435

Fixed asset differences
74,356
67,993

Non-tax deductible amortisation/impairment
224,409
-

Non-taxable income
-
(3,174)

Other tax charge (relief) on exceptional items
-
(27,718)

Movement in deferred tax not recognised
105,805
423,880

Total tax charge for the year
34,872
-


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 25

 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

11.


Intangible assets

Group 





Trademarks
Computer software
Total

£
£
£



Cost


At 1 February 2025
7,224
66,119
73,343



At 31 January 2026

7,224
66,119
73,343



Amortisation


At 1 February 2025
7,224
12,930
20,154


Charge for the year 
-
13,223
13,223



At 31 January 2026

7,224
26,153
33,377



Net book value



At 31 January 2026
-
39,966
39,966



At 31 January 2025
-
53,189
53,189



Page 26
 


 
BXTR SERVICES LIMITED


 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026


12.


Tangible fixed assets


Group



Land & Buildings
Assets under construction
Plant and machinery
Motor vehicles
Fixtures and fittings
Computer equipment
Total

£
£
£
£
£
£
£



Cost or valuation


At 1 February 2025
9,514,071
1,769,956
117,030
15,600
314,918
34,104
11,765,679


Additions
11,598
10,090
1,050
-
-
169
22,907



At 31 January 2026

9,525,669
1,780,046
118,080
15,600
314,918
34,273
11,788,586



Depreciation


At 1 February 2025
1,031,886
519,956
103,988
15,600
135,912
30,326
1,837,668


Charge for the year on owned assets
445,319
-
3,709
-
28,652
1,641
479,321


Impairment charge
266,546
631,090
-
-
-
-
897,636



At 31 January 2026

1,743,751
1,151,046
107,697
15,600
164,564
31,967
3,214,625



Net book value



At 31 January 2026
7,781,918
629,000
10,383
-
150,354
2,306
8,573,961



At 31 January 2025
8,482,185
1,250,000
13,042
-
179,006
3,778
9,928,011

Page 27
 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

13.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 February 2025
20



At 31 January 2026
20





Direct subsidiary undertaking


The following was a direct subsidiary undertaking of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

BXTR Group Limited
C/O Imbiba Growth LLP The Loft, 1-3 Langley Court, London, England, WC2E 9JY
Holding company
Ordinary
100%


Indirect subsidiary undertakings


The following were indirect subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

BXTR Holdings Limited
233 Cowgate,Edinburgh, Scotland,EH1 1JQ
Holding company
Ordinary
100%
BXTR Ltd
233 Cowgate,Edinburgh, Scotland,EH1 1JQ
Hotel and hostel operations
Ordinary
100%
BXTR 3 Ltd
233 Cowgate,Edinburgh, Scotland,EH1 1JQ
Hotel and hostel operations
Ordinary
100%
BXTR MCH Ltd
233 Cowgate,Edinburgh, Scotland,EH1 1JQ
Hotel and hostel operations
Ordinary
100%
BXTR Hostel Limited
233 Cowgate,Edinburgh, Scotland,EH1 1JQ
Dormant company
Ordinary
100%

Page 28

 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

14.


Stocks

Group
Group
2026
2025
£
£

Finished goods and goods for resale
157,230
145,326



15.


Debtors

Group
Group
Company
Company
2026
2025
2026
2025
£
£
£
£


Amounts owed by group undertakings
-
-
11,242,764
12,887,985

Other debtors
127,304
249,050
3,102
52,432

Prepayments and accrued income
107,312
99,199
1,686
1,631

234,616
348,249
11,247,552
12,942,048



16.


Cash and cash equivalents

Group
Group
Company
Company
2026
2025
2026
2025
£
£
£
£

Cash at bank and in hand
296,727
610,150
16,184
264,530

296,727
610,150
16,184
264,530



17.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2026
2025
2026
2025
£
£
£
£

Trade creditors
414,190
389,028
136,632
106,641

Amounts owed to group undertakings
-
-
20
20

Other taxation and social security
475,322
190,664
-
-

Other creditors
231,107
375,218
-
-

Accruals and deferred income
553,090
1,365,024
151,912
683,333

1,673,709
2,319,934
288,564
789,994


Page 29

 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

18.


Creditors: Amounts falling due after more than one year

Group

Group
Company

Company
2026
2025
2026
2025
£
£
£
£

Bank loans
4,350,672
4,272,762
4,350,672
4,272,762

Other loans
-
8,833
-
-

Loan notes
3,467,843
3,429,163
3,467,843
3,429,163

Accruals and deferred income
588,665
305,744
588,665
305,744

8,407,180
8,016,502
8,407,180
8,007,669


The group does not have a bank overdraft. The Westbrooke loan is secured by a fixed and floating charge over all assets of the group, a standard security over all Scottish assets, a share pledge over all shares and a subordinated creditor's security. 


19.


Loans


Analysis of the maturity of loans is given below:


Group
Group
Company
Company
2026
2025
2026
2025
£
£
£
£


Amounts falling due 1-2 years

Other loans
-
8,833
-
-


-
8,833
-
-

Amounts falling due 2-5 years

Bank loans
4,350,672
4,272,762
4,350,672
4,272,762


4,350,672
4,272,762
4,350,672
4,272,762


4,350,672
4,281,595
4,350,672
4,272,762


Page 30

 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

20.


Deferred taxation


Group



2026


£






Charged to profit or loss
(34,872)



At end of year
(34,872)

Company


2026






At end of year
-
The deferred taxation balance is made up as follows:

Group
2026
£

Fixed asset timing differences
(34,872)

(34,872)


21.


Share capital

2026
2025
£
£
Allotted, called up and fully paid



11,556 (2025 - 11,556) Ordinary A shares of £0.01 each
116
116
231,076 (2025 - 231,076) Ordinary B shares of £0.01 each
2,311
2,311
219,520 (2025 - 219,520) Preference shares of £0.01 each
2,195
2,195

4,622

4,622

Holders of Ordinary A and Ordinary B shares are entitled to payment of dividends, with no such right attached to the holders of the Preference shares. All shareholders are entitled to vote on written resolutions, however only Ordinary A and Ordinary B shareholders are entitled to receive notice and vote at general meetings. 


Page 31

 
BXTR SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JANUARY 2026

22.


Reserves

Share premium account

The share premium account records the amount above the nominal value received for shares sold, less transaction costs. 

Profit and loss account

The profit and loss account includes all current period retained profits or losses, less distributions made to shareholders. 


23.


Pension commitments

The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the company in independently administered funds. The pension costs and charges represent contributions payable by the company to the scheme in the period and amounted to £31,458 (2025 - £24,863). Contributions due to the fund at 31 January 2026 were £4,223 (2025 - £3,814)
and are included in other creditors.


24.


Related party transactions

The company has taken the exemption in section 33. 1A of FRS 102 not to disclose inter group transactions. All amounts owed to/from group undertakings are repayable on demand, and no interest is charged.


Transactions with directors 
During the year, loans were extended to directors of £nil (2025 - £91,662) and payments were made against these loans of £nil (2025 - £314,923). Amounts totalling £95,336 (2025: £50,000) were written off against directors loans, with a further provision of £nil (2025 - £95,335) processed. At the year end date, the total amount due from directors was £nil (2025: £nil).


25.


Controlling party

The ultimate controlling party is Imbiba Growth 1 LP. 

Page 32