Company registration number 14617668 (England and Wales)
MUDDY BOOTS GROUP LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
MUDDY BOOTS GROUP LTD
COMPANY INFORMATION
Directors
Mr A J Nimmo
Mrs A L Nimmo
Company number
14617668
Registered office
Woodhouse Farm
Lords Lane
Nether Poppleton
York
North Yorkshire
YO26 6GQ
Auditor
Sumer Auditco Limited
Rievaulx House
1 St Mary's Court
Blossom Street
York
North Yorkshire
YO24 1AH
MUDDY BOOTS GROUP LTD
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 35
MUDDY BOOTS GROUP LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The directors present the strategic report for the year ended 31 December 2025.

 

Muddy Boot Nurseries exists to provide exceptional early years childcare and education for children across the North of England. Our purpose is simple: to nurture confident, curious and capable children through exceptional, outdoor-focused early education that supports families, empowers staff, and inspires lifelong growth.

We operate seven settings with over 650 registered places. Our approach is rooted in outdoor, nature-led learning, we believe that children thrive when they are given the freedom to explore, play and discover the world around them. This ethos runs through everything we do, from our curriculum and our environments to the way we work with families and each other.

Review of the business

2025 was a year of strong financial performance and continued growth for the Group. Revenue increased to £9.38m (2024: £5.80m), an increase of 61.8%, reflecting higher occupancy across our settings and the positive impact of the Government’s expansion of funded childcare entitlements from September 2024.

Operating profit grew to £1.71m (2024: £1.21m). Our gross profit margin of 41.2% reflects the quality and efficiency of our operation and compares well with the wider sector. The Group continues to operate without significant external acquisition debt, maintaining a strong balance sheet.

Principal risks and uncertainties

The board has identified the following principal risks and uncertainties:

 

The fundamental risks to which the Group is exposed have not changed significantly during the year.

MUDDY BOOTS GROUP LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
Key performance indicators

The board uses the following key performance indicators to assess the performance and progress of the Group.

Financial

Operational

Across our settings we use our staff engagement tools and weekly parent satisfaction surveys to monitor quality and performance on an ongoing basis.

Corporate and social governance

Our People

Our people are our greatest asset. We are committed to creating a workplace where every member of the team feels valued, supported and able to do their best work. We use Friday Pulse, a weekly staff engagement tool, to give our teams a regular and meaningful voice on the things that matter to them. We believe that happy, engaged teams create the best outcomes for the children and families we serve.

Our Community

We are proud to be an active part of the communities we serve in York and Leeds. Each year we support a Charity of the Year, with our York settings supporting Martin House Children’s Hospice in 2024, and our Leeds settings supporting locally chosen charities in 2025. We raised funds through family events, stay-and-plays and team activities throughout the year.

Recognition and Awards

During the year the Group received a few significant external awards that reflect the quality of our provision and the strength of our business.

Our Approach to Sustainability

As a provider of early years education, we believe that introducing children to the natural world and developing their respect for the environment is not just good practice - it is central to our purpose. Our outdoor, nature-led ethos means that sustainability is embedded in the day-to-day experience we provide for children across all our settings.

MUDDY BOOTS GROUP LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
Future plans

The group is exploring a variety of geographies to further expand into and bring the Muddy Boots ethos to those communities.

We continue to see strong demand for our developing nurseries and have an exciting pipeline of nurseries with new acquisitions planned for 2026. Our sustained growth and consistent practice of improving existing nurseries, gives us confidence that we will continue to grow profitability, which enables further investment into the existing group while allowing for new sites to join Muddy Boots.

Finally, Anna & I would like to express our thanks and appreciation to our incredible team members who provide amazing, caring and stimulating nursery education for the children entrusted to us. We are proud of what Muddy Boots has achieved in 2025 and look forward to the future with confidence.

On behalf of the board

Mr A J Nimmo
Director
29 October 2026
MUDDY BOOTS GROUP LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -

The directors present their annual report and financial statements for the year ended 31 December 2025.

Principal activities

The principal activity of the company and group continued to be that of pre primary education.

Results and dividends

The results for the year are set out on page 9.

Ordinary dividends were paid amounting to £15,000. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mr A J Nimmo
Mrs A L Nimmo
Financial instruments

The Group's financial instruments comprise bank loans, overdrafts, cash and cash equivalents, and various items such as trade debtors and trade creditors that arise directly from its operations. The main purpose of these financial instruments is to finance the Group's activities.

The principal risks arising from the Group's financial instruments are interest rate risk, liquidity risk and credit risk. The Group's bank borrowings are subject to variable interest rates linked to the Bank of England base rate and are therefore exposed to movements in market interest rates. The directors regularly monitor interest rates and the Group's financing arrangements to manage this exposure.

Liquidity risk is managed through maintaining appropriate banking facilities and monitoring forecast and actual cash flows. Credit risk is managed through regular review of customer balances and established credit control procedures. The directors consider that the Group's exposure to credit risk is not significant.

Disabled persons

Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. In the event of members of staff becoming disabled, every effort is made to ensure that their employment within the group continues and that the appropriate training is arranged. It is the policy of the group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.

Employee involvement

The group's policy is to consult and discuss with employees, through unions, staff councils and at meetings, matters likely to affect employees' interests.

 

Information about matters of concern to employees is given through information bulletins and reports which seek to achieve a common awareness on the part of all employees of the financial and economic factors affecting the group's performance.

These engagement activities enabled the directors to understand employee views and have regard to employee interests when fulfilling their duties under section 172 of the Companies Act 2006.

Auditor

Sumer Auditco Limited were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006 and are deemed to be reappointed under section 487(2) of the Companies Act 2006.

MUDDY BOOTS GROUP LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -
Statement of directors' responsibilities

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare the group and parent company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and parent company, and of the profit or loss of the group for that period.

In preparing these financial statements, the directors are required to:

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and parent company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and parent company, and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and parent company, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

On behalf of the board
Mr A J Nimmo
Director
29 October 2026
MUDDY BOOTS GROUP LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF MUDDY BOOTS GROUP LTD
- 6 -
Opinion

We have audited the financial statements of Muddy Boots Group Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

 

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

MUDDY BOOTS GROUP LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF MUDDY BOOTS GROUP LTD
- 7 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

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

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the group's and parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities outlined above and on the Financial Reporting Council's website, to detect material misstatements in respect of irregularities, including fraud.

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

- Enquiry of management, those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;

- Reviewing minutes of meetings of those charged with governance;

- Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the group through enquiry and inspection;

- Reviewing financial statements disclosures and testing to supporting documentation to assess compliance with laws and regulations;

- Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the rational of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias;

- Performing audit work over the timing and recognition of revenue and in particular whether it has been recorded in the correct accounting period.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Other matters which we are required to address

Comparative information in the financial statements is derived from the Company's prior period financial statements which were not audited.

MUDDY BOOTS GROUP LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF MUDDY BOOTS GROUP LTD
- 8 -

Use of our report

This report is made solely to the parent 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Laura Masheder (Senior Statutory Auditor)
For and on behalf of Sumer Auditco Limited, Statutory Auditor
Chartered Accountants
Rievaulx House
1 St Mary's Court
Blossom Street
York
North Yorkshire
YO24 1AH
29 October 2026
MUDDY BOOTS GROUP LTD
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
2025
2024
Notes
£
£
Turnover
3
9,381,441
5,797,429
Cost of sales
(5,516,475)
(3,117,373)
Gross profit
3,864,966
2,680,056
Administrative expenses
(2,237,406)
(1,573,844)
Other operating income
79,202
105,730
Operating profit
4
1,706,762
1,211,942
Interest receivable and similar income
8
69,362
10,547
Interest payable and similar expenses
9
(284,882)
(196,784)
Profit before taxation
1,491,242
1,025,705
Tax on profit
10
(395,172)
(377,043)
Profit for the financial year
1,096,070
648,662
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

MUDDY BOOTS GROUP LTD
GROUP BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 10 -
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
12
1,421,778
1,596,979
Negative goodwill
12
(112,113)
(131,711)
Net goodwill
1,309,665
1,465,268
Total intangible assets
1,309,665
1,465,268
Tangible assets
13
4,192,045
4,032,900
5,501,710
5,498,168
Current assets
Debtors
16
3,598,320
1,949,264
Cash at bank and in hand
31
44,228
393,438
3,642,548
2,342,702
Creditors: amounts falling due within one year
17
(3,313,990)
(2,546,776)
Net current assets/(liabilities)
328,558
(204,074)
Total assets less current liabilities
5,830,268
5,294,094
Creditors: amounts falling due after more than one year
18
(3,709,721)
(4,360,531)
Provisions for liabilities
Deferred tax liability
20
73,767
46,008
(73,767)
(46,008)
Net assets
2,046,780
887,555
Capital and reserves
Called up share capital
23
5,920,160
5,920,160
Merger reserve
(5,920,167)
(5,920,167)
Other reserve
22
94,871
16,716
Profit and loss reserves
1,951,916
870,846
Total equity
2,046,780
887,555
The financial statements were approved by the board of directors and authorised for issue on 29 October 2026 and are signed on its behalf by:
29 October 2026
Mr A J Nimmo
Director
Company registration number 14617668 (England and Wales)
MUDDY BOOTS GROUP LTD
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2025
31 December 2025
- 11 -
2025
2024
as restated
Notes
£
£
£
£
Fixed assets
Investments
14
6,015,031
5,936,876
Current assets
Cash at bank and in hand
28,566
28,600
Creditors: amounts falling due within one year
17
(78,920)
(1,100)
Net current (liabilities)/assets
(50,354)
27,500
Net assets
5,964,677
5,964,376
Capital and reserves
Called up share capital
23
5,920,160
5,920,160
Other reserves
22
94,871
16,716
Profit and loss reserves
(50,354)
27,500
Total equity
5,964,677
5,964,376

As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £62,854 (2024 - £202,500 profit).

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 29 October 2026 and are signed on its behalf by:
29 October 2026
Mr A J Nimmo
Director
Company registration number 14617668 (England and Wales)
MUDDY BOOTS GROUP LTD
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
Share capital
Revaluation reserve
Merger reserve
Other reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
£
As restated for the period ended 31 December 2024:
Balance at 1 January 2024
-
0
115,004
-
0
-
876,945
991,949
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
-
-
648,662
648,662
Issue of share capital
23
5,920,160
-
-
-
-
5,920,160
Dividends
11
-
-
-
-
(769,765)
(769,765)
Credit to equity for equity settled share-based payments
22
-
-
-
16,716
-
0
16,716
Transfers
-
(115,004)
-
-
115,004
-
Increase in merger reserve
-
-
(5,920,167)
-
-
(5,920,167)
Balance at 31 December 2024
5,920,160
-
0
(5,920,167)
16,716
870,846
887,555
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
-
-
1,096,070
1,096,070
Dividends
11
-
-
-
-
(15,000)
(15,000)
Credit to equity for equity settled share based payments
22
-
-
-
78,155
-
78,155
Balance at 31 December 2025
5,920,160
-
0
(5,920,167)
94,871
1,951,916
2,046,780
MUDDY BOOTS GROUP LTD
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
Share capital
Other reserve
Profit and loss reserves
Total
Notes
£
£
£
£
As restated for the period ended 31 December 2024:
Balance at 1 January 2024
-
0
-
-
0
-
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
-
202,500
202,500
Issue of share capital
23
5,920,160
-
-
5,920,160
Dividends
11
-
-
(175,000)
(175,000)
Credit to equity fro equity settled share based payments
-
16,716
-
16,716
Balance at 31 December 2024
5,920,160
16,716
27,500
5,964,376
Year ended 31 December 2025:
Profit and total comprehensive income
-
-
(62,854)
(62,854)
Dividends
11
-
-
(15,000)
(15,000)
Credit to equity fro equity settled share based payments
-
78,155
-
78,155
Balance at 31 December 2025
5,920,160
94,871
(50,354)
5,964,677
MUDDY BOOTS GROUP LTD
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
30
1,853,200
3,272,583
Interest paid
(284,882)
(196,784)
Income taxes paid
(204,836)
(201,555)
Net cash inflow from operating activities
1,363,482
2,874,244
Investing activities
Purchase of intangible assets
-
(1,256,565)
Purchase of tangible fixed assets
(290,059)
(132,840)
Proceeds from disposal of tangible fixed assets
228
53,377
Purchase of investment property
-
(1,669,707)
Proceeds from disposal of investment property
-
979,518
Increase in director's loan
(1,403,941)
(795,998)
Interest received
69,362
10,547
Net cash used in investing activities
(1,624,410)
(2,811,668)
Financing activities
Repayment of bank loans
(165,121)
1,077,238
Payment of finance leases obligations
(23,574)
(27,913)
Dividends paid to equity shareholders
(15,000)
(769,765)
Net cash (used in)/generated from financing activities
(203,695)
279,560
Net (decrease)/increase in cash and cash equivalents
(464,623)
342,136
Cash and cash equivalents at beginning of year
393,438
51,302
Cash and cash equivalents at end of year
(71,185)
393,438
Relating to:
Cash at bank and in hand
44,228
393,438
Bank overdrafts included in creditors payable within one year
(115,413)
-
MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 15 -
1
Accounting policies
Company information

Muddy Boots Group Ltd (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Woodhouse Farm, Lords Lane, Nether Poppleton, York, North Yorkshire, YO26 6GQ.

 

The group consists of Muddy Boots Group Ltd and all of its subsidiaries as set out in note 15.

1.1
Basis of preparation

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation share options costs and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

 

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date.

MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Muddy Boots Group Ltd together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

 

The Group has applied the principles of merger accounting in consolidating the results for the acquisition of Inspired Investment Solutions Limited and its subsidiaries, as control was only acquired by Muddy Boots Group Limited on 5 June 2024. Merger accounting requires that the results of the Group are presented as if the Group has always been in its present form, and does not require fair value adjustments as at the point of acquisition. Accordingly, for the Group's comparative Statement of Financial Position as of 31 December 2024, a merger reserve has been created which represents the difference between the net assets and the retained profits recognised by the Group as at 5 June 2024.

 

This reflects the commercial substance of the trading group remaining under control of the same ultimate parties, Mr A Nimmo and Mrs A Nimmo, before and after the introduction of Muddy Boots Group Limited.

 

Muddy Boots Group Limited's accounting period was for the 11 months ended 31 December 2024. Notwithstanding this, as merger accounting has been applied, the consolidated financial statements have been prepared as if the Group had always been in its present form and therefore include the results of Inspired Investment Solutions Limited and its subsidiaries for the full comparative period.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.4
Going concern

At the date of approving the financial statements, the directors have a reasonable expectation that the group and parent company have adequate resources to continue in operational existence for the foreseeable future. In reaching this conclusion, the directors have considered the group's profitability, cash flow forecasts and available financing facilities, including additional facilities secured subsequent to the year end. Accordingly, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.5
Revenue

Turnover is measured at the fair value of consideration received or receivable. It is recognised in respect of children's day-care services as soon as there is a right to consideration and is determined by reference to the value of the work performed. Turnover is stated net of trade discounts.

 

The company recognises revenue when the amount of revenue can me measured reliably and when it is probable that future economic benefits will flow to the entity.

MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life. The useful life of goodwill has been assessed to be 10 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Freehold land and buildings
Not depreciated
Leasehold improvements
10% straight line
Plant and equipment
25% reducing balance
Fixtures and fittings
33% straight line and 25% reducing balance
Computers
25% reducing balance
Motor vehicles
25% reducing balance

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

 

No depreciation is provided on freehold property as the directors consider that the lives of these assets are so long and the residual values, based on prices prevailing at the time of valuation and ongoing state of maintenance, are so high that any depreciation charge would be immaterial.

1.8
Fixed asset investments

In the parent company financial statements, investments in subsidiaries, are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.9
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible 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). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.10
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.11
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 19 -
Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 20 -
Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.12
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.13
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.14
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.15
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 21 -
1.16
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

 

The expense in relation to options over the parent company’s shares granted to employees of a subsidiary is recognised by the company as a capital contribution, and presented as an increase in the company’s investment in that subsidiary.

1.17
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

1.18
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
2
Judgements and key sources of estimation uncertainty
(Continued)
- 22 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Useful economic life of tangible fixed assets

The useful economic lives and residual values of tangible fixed assets require estimation in determining the appropriate depreciation charge. Estimates are made by management based on the expected period over which each asset, or significant component of an asset, will provide economic benefit to the company, taking into account its nature, condition, expected usage, maintenance requirements and anticipated replacement cycle. Actual useful lives may differ from those estimated and changes in these estimates could materially affect future depreciation charges and the carrying value of tangible fixed assets.

 

During the year, the director reassessed the residual values of the freehold property and have deemed the residual value to be in excess of its carrying value. As a result of this assessment, no depreciation has been charged during the year on freehold property.

Share-based payments

The fair value of share options granted requires estimation in determining the share-based payment charge recognised in the financial statements. Estimates and assumptions are made by management in applying the appropriate valuation methodology, including assumptions over the expected life of the options, share price volatility, the value of the underlying shares and other relevant valuation inputs. Changes in the assumptions applied could materially affect the share-based payment charge and associated equity reserve recognised in the financial statements.

3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Preschool education
9,381,441
5,797,429
2025
2024
£
£
Turnover analysed by geographical market
UK
9,381,441
5,797,429
2025
2024
£
£
Other revenue
Interest income
69,362
10,547
Grants received
-
35,462
Sundry income
79,202
105,730
MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 23 -
4
Operating profit
2025
2024
£
£
Operating profit for the year is stated after charging/(crediting):
Government grants
-
(35,462)
Depreciation of tangible fixed assets
181,928
164,306
Loss on disposal of tangible fixed assets
48
2,046
Amortisation of intangible assets
155,603
73,453
Share-based payments
78,155
16,716
Operating lease charges
133,771
151,972
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
3,850
-
Audit of the financial statements of the company's subsidiaries
21,500
-
25,350
-
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
251
264
2
2

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
4,880,730
2,676,715
-
0
-
0
Social security costs
427,015
143,631
-
-
Pension costs
89,718
52,044
-
0
-
0
5,397,463
2,872,390
-
0
-
0

Wages and salaries includes £78,155 (2024: £16,718) in respect of share options costs as disclosed in note 22 of these financial statements.

MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 24 -
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
9,887
9,096
8
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
4,590
1,484
Other interest income
64,772
9,063
Total income
69,362
10,547
9
Interest payable and similar expenses
2025
2024
£
£
Interest on bank overdrafts and loans
275,477
196,784
Other interest
9,405
-
Total finance costs
284,882
196,784
10
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
391,131
302,169
Adjustments in respect of prior periods
-
0
18,689
Total current tax
391,131
320,858
Deferred tax
Origination and reversal of timing differences
27,759
56,185
Deferred tax on share-based payments charge
(23,718)
-
0
Total deferred tax
4,041
56,185
Total tax charge
395,172
377,043
MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
10
Taxation
(Continued)
- 25 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Profit before taxation
1,491,242
1,025,705
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
372,811
256,426
Tax effect of expenses that are not deductible in determining taxable profit
20,654
65,037
Tax effect of income not taxable in determining taxable profit
(7,995)
-
0
Gains not taxable
-
0
(38,335)
Change in unrecognised deferred tax assets
(8,591)
56,964
Adjustments in respect of prior years
(20,607)
(53,314)
Group relief
-
0
11,801
Permanent capital allowances in excess of depreciation
1,292
78,146
Other permanent differences
37,608
21,917
Deferred tax adjustments in respect of prior years
-
0
(21,599)
Taxation charge
395,172
377,043
11
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Final paid
15,000
769,765
MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 26 -
12
Intangible fixed assets
Group
Goodwill
Negative goodwill
Total
£
£
£
Cost
At 1 January 2025 and 31 December 2025
1,863,495
(195,983)
1,667,512
Amortisation and impairment
At 1 January 2025
266,516
(64,272)
202,244
Amortisation charged for the year
175,201
(19,598)
155,603
At 31 December 2025
441,717
(83,870)
357,847
Carrying amount
At 31 December 2025
1,421,778
(112,113)
1,309,665
At 31 December 2024
1,596,979
(131,711)
1,465,268
The company only had no intangible fixed assets at 31 December 2025 or 31 December 2024.
MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 27 -
13
Tangible fixed assets
Group
Freehold land and buildings
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
£
£
Cost
At 1 January 2025
3,544,509
341,426
9,201
775,341
38,962
229,013
4,938,452
Additions
-
0
13,499
1,236
263,436
9,888
53,290
341,349
Disposals
-
0
-
0
-
0
(299)
-
0
(12,389)
(12,688)
At 31 December 2025
3,544,509
354,925
10,437
1,038,478
48,850
269,914
5,267,113
Depreciation and impairment
At 1 January 2025
-
0
213,127
4,782
507,717
31,110
148,816
905,552
Depreciation charged in the year
-
0
10,938
1,253
144,845
3,527
21,365
181,928
Eliminated in respect of disposals
-
0
-
0
-
0
(71)
-
0
(12,341)
(12,412)
At 31 December 2025
-
0
224,065
6,035
652,491
34,637
157,840
1,075,068
Carrying amount
At 31 December 2025
3,544,509
130,860
4,402
385,987
14,213
112,074
4,192,045
At 31 December 2024
3,544,509
128,299
4,419
267,624
7,852
80,197
4,032,900
The company only had no tangible fixed assets at 31 December 2025 or 31 December 2024.
MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
13
Tangible fixed assets
(Continued)
- 28 -

Included within tangible fixed assets are assets held under finance leases or hire purchase contracts, as follows:

Group
Company
2025
2024
2025
2024
£
£
£
£
Motor vehicles
37,324
49,765
-
0
-
0
14
Fixed asset investments
Group
Company
2025
2024
2025
2024
As restated
Notes
£
£
£
£
Investments in subsidiaries
15
-
0
-
0
6,015,031
5,936,876
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2025
5,936,876
Additions
78,155
At 31 December 2025
6,015,031
Carrying amount
At 31 December 2025
6,015,031
At 31 December 2024
5,936,876
15
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Inspired Investment Solutions Limited
Woodhouse Farm Lords Lane Nether Poppleton York North Yorkshire YO26 6GQ
Ordinary
100.00
-
Muddy Boots Nursery Ltd
The Gardens Boroughbridge Road Upper Poppleton York England YO26 6QD
Ordinary
0
100.00
Muddy Boots (Acomb) Limited
Westfield Primary School Askham Lane Acomb York England YO24 3HP
Ordinary
0
100.00
Muddy Boots Wilberfoss Ltd
Storking Lane Wilberfoss York England YO41 5ND
Ordinary
0
100.00
Muddy Boots Stamford Brdige Limited
Primrose Hill Buttercrambe Road Stamford Bridge York YO41 1AW
Ordinary
0
100.00
Muddy Boots Leeds Limited
Muddy Boots Drighlington Hodgson Lane, Drighlington, Bradford, England, BD11 1BJ
Ordinary
0
100.00
MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
15
Subsidiaries
(Continued)
- 29 -

Muddy Boots (Acomb) Limited, Muddy Boots Wilberfoss Limited, Muddy Boots Stamford Bridge Limited and Muddy Boots Leeds Limited were dormant throughout the year and did not undertake any trading activities during the current period.

16
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
167,434
245,946
-
0
-
0
Corporation tax recoverable
779,440
305,610
-
0
-
0
Other debtors
2,532,402
1,271,986
-
0
-
0
Prepayments and accrued income
95,326
125,722
-
0
-
0
3,574,602
1,949,264
-
-
Amounts falling due after more than one year:
Deferred tax asset (note 20)
23,718
-
0
-
0
-
0
Total debtors
3,598,320
1,949,264
-
-
17
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
19
416,906
279,331
-
0
-
0
Obligations under finance leases
14,457
23,214
-
0
-
0
Trade creditors
72,127
141,849
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
74,300
1,100
Corporation tax payable
1,267,904
607,779
-
0
-
0
Other taxation and social security
86,922
57,282
-
0
-
0
Other creditors
612,832
594,713
-
0
-
0
Accruals and deferred income
842,842
842,608
4,620
-
0
3,313,990
2,546,776
78,920
1,100
MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
17
Creditors: amounts falling due within one year
(Continued)
- 30 -

Included in accruals and deferred income is a balance of £713,643 (2025: £434,856) relating to fees paid and funded places received in advance.

 

Finance lease assets are secured against the assets to which they relate.

 

Bank loans and overdrafts include an overdraft of £115,413 which is repayable on demand and is secured against the assets of the group.

 

Bounce Back Loans of £23,061 (2024: £22,286) are unsecured and are supported by a guarantee provided by the UK Government under the Bounce Back Loan Scheme.

 

Other bank loans are secured.

18
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans
19
3,168,689
3,355,972
-
0
-
0
Obligations under finance leases
41,032
4,559
-
0
-
0
Other creditors
500,000
1,000,000
-
0
-
0
3,709,721
4,360,531
-
-

Bounce Back Loans of £95,729 (2024: £119,525) are unsecured and are supported by a guarantee provided by the UK Government under the Bounce Back Loan Scheme.

 

Other bank loans are secured.

19
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank loans
3,470,182
3,635,303
-
0
-
0
Bank overdrafts
115,413
-
0
-
0
-
0
3,585,595
3,635,303
-
-
Payable within one year
416,906
279,331
-
0
-
0
Payable after one year
3,168,689
3,355,972
-
0
-
0
MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
19
Loans and overdrafts
(Continued)
- 31 -

Loan 1 - carrying value of £3,128,119

 

A bank loan of £3,150,000 was drawn down in October 2024 and is repayable in instalments over 5 years with an interest rate of 2.5% above the Bank of England base rate. This loan is secured by way of a fixed and floating charge against certain properties to which it relates.

 

Loan 2 - carrying value of £118,790

 

Bounce Back loans totalling £118,789 are repayable in instalments over 10 years with the final repayment made in May 2030 with an interest rate of 2.5%. Bounce Back Loans are unsecured and are supported by a guarantee provided by the UK Government under the Bounce Back Loan Scheme.

 

Loan 3 - carrying value of £223,273

 

A bank loan of £260,000 was drawn down in October 2024 and is repayable in instalments over 6 years with an interest rate of 2.5% above the Bank of England base rate. This loan is unsecured.

20
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
Assets
Assets
2025
2024
2025
2024
Group
£
£
£
£
Accelerated capital allowances
73,767
46,008
-
-
Share based payments
-
-
23,718
-
73,767
46,008
23,718
-
The company only has no deferred tax assets or liabilities.
Group
Company
2025
2025
Movements in the year:
£
£
Liability at 1 January 2025
46,008
-
Charge to profit or loss
4,041
-
Liability at 31 December 2025
50,049
-
21
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
89,718
52,044

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 32 -
22
Share-based payment transactions

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

Group
Number of share options
Weighted average exercise price
2025
2024
2025
2024
Number
Number
£
£
Outstanding at 1 January 2025
85
-
0.12
-
Granted
-
85
-
0.12
Outstanding at 31 December 2025
85
85
0.12
0.12
Exercisable at 31 December 2025
85
85
0.12
0.12

 

The options outstanding at 31 December 2025 had an exercise price of £0.12, and a remaining contractual life of 46 months.

Group
Company
2025
2024
2025
2024
£
£
£
£
Expenses recognised in the year
Arising from equity settled share based payment transactions
78,155
16,716
-
-

The total fair value at 31 December 2025 amounted to £94,871 (2024 - £ 16,716) for the group, this amount is included within other reserves.

23
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A shares of 10p each
29,600,795
29,600,795
2,960,080
2,960,080
Ordinary B shares of 10p each
29,600,795
29,600,795
2,960,080
2,960,080
59,201,590
59,201,590
5,920,160
5,920,160
MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 33 -
24
Operating lease commitments
As lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2025
2024
2025
2024
£
£
£
£
Within 1 year
99,350
99,350
-
-
Years 2-5
367,650
397,400
-
-
After 5 years
1,275,200
1,344,800
-
-
1,742,200
1,841,550
-
-
25
Events after the reporting date

Subsequent to the year end, the group completed the acquisition of the trade and assets of a further nursery business, including a freehold property for material consideration. The transaction represents a material non-adjusting event occurring after the reporting date.

26
Related party transactions
Transactions with related parties

During the year, donations totalling £72,000 (2024: £22,500) were made to Global Church Ltd, a charitable company with common directors.

 

Purchase totalling £233,226 (2024: £nil) were made from Spring Childcare Agency Limited, a company under common control. At the year end £66,678 was owed to the group by Spring Childcare Agency Limited (2024: the group owed £45,321). The balance is included within other debtors.

 

At the year end £30,804 (2024: £32,470) was owed by the group to Sutherland Property Ventures Limited, a company under common control. The balance is included within other creditors.

 

At the year end £359 (2024: £214) was owed by the group to Are We There Yet? Properties Ltd, a company under common control. The balance is included within other creditors.

 

MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 34 -
27
Directors' transactions

Dividends totalling £15,000 (2024 - £769,765) were paid in the year in respect of shares held by the company's directors.

During the year, the following unsecured loans to director occurred.

Loans
% Rate
Opening balance
Amounts advanced
Interest charged
Amounts repaid
Closing balance
£
£
£
£
£
Mr A J Nimmo -
3.75
905,512
1,354,169
64,772
(15,000)
2,309,453
905,512
1,354,169
64,772
(15,000)
2,309,453
28
Merger reserve

On consolidation a merger reserve of £5,920,167 has been recognised which represents the adjustment required to recognise the group reconstruction on the merger accounting basis.

29
Prior period restatement

The company only balance sheet has been restated to recognise share option costs of £16,716 as disclosed in note 22 to these financial statements. The impact of this has been to create other reserves of £16,716 and to increase the cost of investment equally.

30
Cash generated from group operations
2025
2024
£
£
Profit after taxation
1,096,070
648,662
Adjustments for:
Taxation charged
395,172
377,043
Finance costs
284,882
196,784
Investment income
(69,362)
(10,547)
Loss on disposal of tangible fixed assets
48
2,046
Amortisation and impairment of intangible assets
155,603
73,453
Depreciation and impairment of tangible fixed assets
181,928
150,312
Equity settled share based payment expense
78,155
16,716
Movements in working capital:
Decrease/(increase) in debtors
252,433
(391,743)
(Decrease)/increase in creditors
(521,729)
2,209,857
Cash generated from operations
1,853,200
3,272,583
MUDDY BOOTS GROUP LTD
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 35 -
31
Analysis of changes in net debt - group
1 January 2025
Cash flows
New finance leases
31 December 2025
£
£
£
£
Cash at bank and in hand
393,438
(349,210)
-
44,228
Bank overdrafts
-
0
(115,413)
-
(115,413)
393,438
(464,623)
-
(71,185)
Borrowings excluding overdrafts
(3,635,303)
165,121
-
(3,470,182)
Obligations under finance leases
(27,773)
23,574
(51,290)
(55,489)
(3,269,638)
(275,928)
(51,290)
(3,596,856)
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