COMPANY STATEMENT OF FINANCIAL POSITION

As at 31 December 2024

 

		2024	2023
	Note	£	£

 

Non-current assets
Intangible assets	15	353,746	122,480
Property, plant and equipment	16	4,894,020	5,249,063
Investments	17	42,240,552	42,309,385
Deferred tax assets	24	-	903,116
		47,488,318	48,584,044
Trade and other receivables	19	4,436,932	6,949,853
Cash and cash equivalents		131,676	182,420
		4,568,608	7,132,273
Current liabilities Trade and other payables	22	10,576,604	15,044,263
Borrowings	21	105,816	118,168
Lease liabilities	23	500,193	376,067
		11,182,613	15,538,498
Net current assets		(6,614,005)	(8,406,225)
Non-current liabilities Borrowings	21	2,235,997	2,342,222
Lease liabilities	23	5,034,804	5,187,733
		7,270,801	7,529,955
Net assets		33,603,512	32,647,864
Equity Called up share capital	27	2,474,835	2,439,645
Share premium account	28	17,707,900	17,396,190
Treasury shares	31	(58,584)	-
Share option reserve	32	524,840	903,295
Warrant reserve	33	128,170	128,170
Foreign exchange reserve	34	(78,224)	(38,124)
Retained earnings	35	12,818,717	11,818,688
Total equity		33,603,512	32,647,864

 

 

As permitted by s408 Companies Act 2006, the company has not presented its own income statement and related notes.  The company's profit for the year was £1,767,354 (2023 - £1,512,570 loss).

 

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2024

 

 

		Share capital	Share premium account	Revaluation Reserve	EBT reserve	Treasury Shares	Share option reserve	Warrant reserve	Foreign exchange reserve	Retained earnings	Total attributable to equity holders of parent
Balance at 1 January 2024		2,439,645	17,396,190	2,626,976	-	-	903,295	128,170	(47,502)	16,075,807	39,522,581
Year ended 31 December 2024
Profit for the year		-	-	-	-	-	-	-	-	774,602	774,602
Other comprehensive income for the year:
Revaluation of property, plant and equipment		-	-	308,659	-	-	-	-	-	-	308,659
Actuarial gains on pensions scheme		-	-	-	-	-	-	-	-	450,000	450,000
Currency translation differences		-	-	-	-	-	-	-	(11,936)	-	(11,936)
Tax relating to other comprehensive income		-	-	(108,424)	-	-	-	-	-	(112,500)	(220,924)
Total comprehensive income for the year		-	-	200,235	-	-	-	-	(11,936)	1,112,102	1,300,401
Dividends	12	-	-	-	-	-	-	-	-	(916,688)	(916,688)
Share options exercised	27	35,190	311,710	-					-	-	346,900
Transfer to retained earnings		-	-	(50,039)	-	-	(180,704)	-	-	230,743	-
Share options exercised		-	-	-	-	-	(26,035)	-	-	-	(26,035)
Cash in lieu of settlement of options		-	-	-	-	-	(85,858)	-	-	-	(85,858)
Purchase of own shares		-	(30,510)	-	(375,060)	(58,584)	-	-	-	-	(464,154)
Total contributions by and distributions to owners		35,190	281,200	(50,039)	(375,060)	(58,584)	(292,597)	-	-	(685,945)	(1,145,835)
Balance as at 31 December 2024		2,474,835	17,677,390	2,777,172	(375,060)	(58,584)	610,698	128,170	(59,438)	16,501,964	39,677,147

 

 

 

5BCONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2023

 

		Share capital	Share premium account	Revalu-ation Reserve	EBT reserve	Treas-ury Shares	Share option reserve	Warrant reserve	Foreign ex-change reserve	Retained earnings	Total attributable to equity holders of parent
Note		£	£	£	£	£	£	£	£	£	£
Balance at 1 January 2023		2,438,360	17,384,625	2,662,384	-	-	628,454	128,170	(40,487)	15,909,763	39,111,269
Year ended 31 December 2023
Profit for the year		-	-		-	-	-	-	-	844,025	844,025
Other comprehensive income for the year		-	-	(35,408)	-	-	-	-	(7,015)	53,700	11,277
Total comprehensive income for the year		-	-	(35,408)	-	-	-	-	(7,015)	897,725	855,302
Dividends	12	-	-		-	-	-	-	-	(731,681)	(731,681)
Share options exercised		1,285	11,565	-	-	-	-	-	-	-	12,850
Share options and warrants issued		-	-	-	-	-	274,841	-	-	-	274,841
Total contributions by and distributions to owners		1,285	11,565	-	-	-	274,841	-	-	(731,681)	(443,990)
Balance as at 31 December 2023		2,439,645	17,396,190	2,626,976	-	-	903,295	128,170	(47,502)	16,075,807	39,522,581

 

 

COMPANY STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2024

 

		Share capital	Share premium account	Treasury shares	Share option reserve	Warrant reserve	Foreign exchange reserve	Retained earnings	Total equity
	Note	£	£	£	£	£	£	£	£

 

Balance at 1 January 2024		2,439,645	17,396,190	-	903,295	128,170	(38,124)	11,818,688	32,647,864
Year ended 31 December 2024
Profit for the year		-	-	-	-	-	-	1,767,354	1,767,354
Other comprehensive income for the year
Translation in relation to foreign subsidiary		-	-	-	-	-	(40,100)	-	(40,100)
Total comprehensive income for the year		-	-	-	-	-	(40,100)	1,767,354	1,727,254
Transactions with owners:
Share options exercised	27	35,190	311,710	-	-	-	-	-	346,900
Dividends		-	-	-	-	-	-	(916,689)	(916,689)
Share options issued		-	-	-	(26,035)	-	-	-	(26,035)
Cash settlement in lieu of share exercise		-	-	-	(85,858)	-	-	-	(85,858)
Own shares acquired		-	-	(58,584)	-	-	-	-	(58,584)
Transfer to retained earnings		-	-	-	(180,704)	-	-	149,364	(31,340)
Balance as at 31 December 2024		2,474,835	17,707,900	(58,584)	610,698	128,170	(78,224)	12,818,717	33,603,512

 

*Share option charges released to retained earnings represent the cumulative charges recognised up to the relevant option holders vesting period that have subsequently lapsed, been exercised or have since expired. Once crystallised the balance held within the share based payment reserve has been transferred to retained earnings with no impact on equity reserves. An amount of £31,340 was released from the share-based payment reserve during the period, in respect of options in the Company's shares held by employees of subsidiary companies. These options have been exercised by these employees and as such released from the Share Based Payment Reserve. The corresponding reduction is recognised within investment in subsidiaries.

 

 

COMPANY STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2023

 

		Share capital	Share premium account	Treasury shares	Share option reserve	Warrant reserve	Foreign exchange reserve	Retained earnings	Total Equity
	Note	£	£	£	£	£	£	£	£

 

Balance at 1 January 2023		2,438,360	17,384,625	-	628,454	128,170	(17,962)	14,062,939	34,624,586
Year ended 31 December 2023
Loss for the year		-	-	-	-	-	-	(1,512,570)	(1,512,570)
Other comprehensive income for the year:									(20,162)
Translation in relation to foreign subsidiary		-	-	-	-	-	(20,162)	-
Total comprehensive income for the year		-	-	-	-	-	(20,162)	(1,512,570)	(1,532,732)
Transactions with owners:
Dividends		-	-	-	-	-	-	(731,681)	(731,681)
Share options		-	-	-	274,841	-	-	-	274,841
Share options exercised		1,285	11,565	-	-	-	-	-	12,850
Balance as at 31 December 2023		2,439,645	17,396,190	-	903,295	128,170	(38,124)	11,818,688	32,647,864

 

 

 

 

 

 

 

16BCONSOLIDATED STATEMENT OF CASH FLOWS

For the year ended 31 December 2024

 

		2024		2023
	Note	£	£	£	£

 

Profit for the year before taxation			25,467		188,431
Adjustments for: Finance costs		1,849,611		1,487,716
Finance income		(24,027)		(52,330)
Gain on disposal of property, plant and equipment		(20,634)		(110,898)
Amendments of property, plant and equipment		-		(107,072)
Amortisation and impairment of intangible assets		464,121		404,370
Depreciation and impairment of property, plant and equipment		5,050,181		4,520,577
Foreign exchange gains on cash equivalents		10,522		-
Revaluation of consideration		18,885		(129,750)
Equity settled share based payment expense/(credit)		(26,034)		274,841
Decrease in provisions		(45,103)		(4,972)
Movements in working capital: Decrease/(increase) in inventories		211,721		(1,865,272)
Increase in trade and other receivables		(1,555,918)		(2,106,683)
Increase in trade and other payables		1,258,069		3,544,930
Cash generated from operations	40		7,216,861		6,043,888
Income taxes refunded			13,416		19,770
Net cash inflow from operating activities			7,230,277		6,063,658
Investing activities
Purchase of intangible assets		(302,520)		(133,983)
Purchase of property, plant and equipment		(1,392,423)		(1,895,323)
Proceeds from disposal of property, plant and equipment		117,898		206,965
Interest received		24,027		52,330
Cash settlement in lieu of share exercise		(85,858)		-
Deferred consideration paid		(4,269,400)		(1,000,000)
Net cash used in investing activities			(5,908,276)		(2,770,011)
Financing activities
Proceeds from issue of shares		346,900		12,850
Purchase of treasury shares		(58,584)		-
Purchase of shares via EBT		(405,570)		-
Increase in invoice discounting		1,847,378		766,116
Proceeds from new bank loans		-		2,495,000
Repayment of bank loans		(118,577)		(1,826,801)
Payment of lease liabilities		(4,718,625)		(3,886,917)
Interest paid		(785,928)		(319,125)
Dividends paid to equity shareholders		(916,688)		(731,681)
Net cash used in financing activities			(4,809,694)		(3,490,558)
Net decrease in cash and cash equivalents			(3,487,693)		(196,911)
Cash and cash equivalents at beginning of year			5,709,229		5,913,155
Effect of foreign exchange rates			(22,458)		(7,015)
Cash and cash equivalents at end of year			2,199,078		5,709,229

 

The movement in trade in other payables included within cash generated from operations excludes movements in deferred and contingent consideration of £4,250,515 disclosed within cash used in investing activities within the Consolidated Statement of Cash Flows.

 

17BNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2024

 

1      20BAccounting policies

21BCompany information

Likewise Group PLC is a public company limited by shares incorporated in England and Wales and listed on the Alternative Investment Market (AIM). The registered office is Unit 4 Radial Park, Radial Way, Birmingham Business Park, Solihull, Birmingham, B37 7WN. The principal activity of the Group is the wholesale distribution of floorcoverings and associated products. Further information on the nature of its operations are disclosed in the strategic and directors' report.

 

The group consists of Likewise Group PLC and all of its subsidiaries.

 

1.1    22BAccounting convention

Both the Company and consolidated financial statements have been prepared in accordance with UK adopted international accounting standards (IFRS) and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.

 

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

 

The financial statements have been prepared under the historical cost convention, except for properties held under the revaluation model. The principal accounting policies adopted are set out below.

 

1.2    Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Likewise Group PLC together with all entities controlled by the parent company (its subsidiaries).

 

All financial statements are made up to 31 December 2024. 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.

 

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

 

1.3    Going concern

The consolidated financial statements for the Group have been prepared on a going concern basis.

 

The Group continues to utilise invoice financing arrangements in some subsidiaries and has the option to draw on additional authorised facilities to support working capital requirements. The Group has operated within these facilities throughout the year and continues to do so in 2025. The directors are confident that the Group will be able to operate within the finance facilities available to us.

 

The Board have also undertaken assessments of going concern by building a cash flow model through to December 2026, based on 2024 actuals, 2025 budget and forecast performance for 2026. These cashflows indicate that the business has adequate resources to continue to operate for the foreseeable future and within the current financing arrangements in place.

 

Overall, given the strength of the Group's Consolidated Statement of Financial Position, significant cash reserves on hand, availability of financing arrangements and the strong forecast performance of the Group, this provides the directors with sufficient assurance on the Group's ability to continue as a going concern, and therefore adopt the going concern basis of accounting in preparing the financial statements.

 

 

 

1.4    25BRevenue

Revenue comprises sales of goods to customers outside the Group, less an appropriate deduction for discounts, and is stated at the fair value of the consideration net of value added tax and other sales taxes.

 

Revenue and receivables are recognised when performance obligations are satisfied and the goods are delivered to customers as this is the point in time that the consideration is unconditional, control of goods has passed and only the passage of time is required before the payment is due.

 

1.5    26BGoodwill

Goodwill represents the excess of the cost of acquisition of businesses over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less impairment losses.

 

Any gain on a bargain purchase is recognised in profit or loss in the period of the acquisition where the fair value of assets acquired is in excess of the consideration paid.

 

Goodwill is not amortised but is reviewed for impairment at least annually.

 

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. In accordance with IAS 36, an impairment loss recognised for goodwill is not reversed in subsequent periods, even if the recoverable amount of the cash-generating unit increases in a later period.

 

1.6   27BIntangible assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

 

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

 

·    Brand name                  10 - 15 years straight line

·    Customer base             10 - 15 years straight line

·    Software                      3 years straight line

 

1.7    28BProperty, plant and equipment

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

 

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

 

Freehold land and buildings                      2% straight line

Long Leasehold land and buildings            2% straight line

Leasehold improvements                          10% straight line

Fixtures, fittings and computer equipment  10% - 33% straight line

Plant and equipment                                 10% - 33% straight line

Motor vehicles                                          16% - 33% straight line

Right of use assets - Leasehold property   Over the term of the lease

Right of use assets - Other                        Over the term of the lease

 

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 Statement of Profit or Loss.

 

 

 

 

 

 

1.8    Non-current investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

 

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

 

1.9    30BImpairment of tangible and intangible assets

At each reporting 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 group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment annually, and whenever there is an indication that the asset may be impaired.

 

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.

 

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  31BInventories

Inventory is valued at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

 

At each reporting date, inventories are assessed for impairment. If inventories are impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the Statement of Profit or Loss.

 

1.11  32BCash and cash equivalents

Cash and cash equivalents 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.

 

1.12  33BFinancial assets

Financial assets are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

 

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

 

 

71BFinancial assets at fair value through profit or loss

When any of the above-mentioned conditions for classification of financial assets are not met, a financial asset is classified as measured at fair value through profit or loss. Financial assets measured at fair value through profit or loss are recognized initially at fair value and any transaction costs are recognised in profit or loss when incurred. A gain or loss on a financial asset measured at fair value through profit or loss is recognised in profit or loss, and is included within finance income or finance costs in the Statement of Comprehensive Income for the reporting period in which it arises.

 

72BImpairment of financial assets

Financial assets carried at amortised cost and FVOCI are assessed for indicators of impairment at each reporting end date.

The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.

 

Trade and other receivables are recorded initially at transaction price and subsequently measured at amortised cost. This results in their recognition at nominal value less an allowance for any doubtful debts. This allowance for expected credit losses (ECL) may be established where evidence of credit deterioration is observed. In order to assess credit deterioration, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on its historical experience and informed credit assessment, that includes forward-looking information. An additional reserve is established, where required, when a loss is both probable and the amount is known.

 

ECLs are a probability-weighted estimate of lifetime credit losses. Under the ECL model, the Group calculates the allowance for credit losses by considering on a discounted basis the cash shortfalls it would incur in various default scenarios for prescribed future periods and multiplying the shortfalls by the probability of each scenario occurring. The allowance is the sum of these probability weighted outcomes. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the entity in accordance with the contract and the cash flows that Group expects to receive) with a discount factor applied to such overdue amounts.

The discount matrix ("ECL Matrix") below is applied to derive an ECL for overdue amounts: 31 - 60 days overdue 0% discount

61 - 90 days overdue 0% discount

91 - 120 days overdue 5% discount                     

Over 120 days overdue 50% discount

 

The Group reserves the right to exercise its discretion in the application of discounts outside of the ECL Matrix based on extenuating circumstances that may apply from time to time to the Company's trade debtors. An example of such an extenuating circumstance may occur when an overdue amount has been collected post a reporting or measurement date.

 

73BDerecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

 

1.13  34BFinancial liabilities

The group recognises financial debt when the group becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

 

74BOther financial liabilities

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

75B

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the group's obligations are discharged, cancelled, or they expire.

 

1.14  35BEquity instruments

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

 

1.15  36BTaxation

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

 

76BCurrent tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the Statement of Profit or Loss 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.

 

77BDeferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary 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 Statement of Profit or Loss 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 when the group has 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.

 

1.16  37BProvisions

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event and it is probable that the group will be required to settle that obligation, and a reliable estimate can be made of the amount of the obligation.

 

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

 

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

 

1.17  38BEmployee 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 inventories or non-current 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 group is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

 

1.18  39BRetirement benefits

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

 

The cost of providing benefits under defined benefit plans is determined separately for each plan using the projected unit credit method, and is based on actuarial advice.

 

The change in the net defined benefit liability arising from employee service during the year is recognised as an employee cost. The cost of plan introductions, benefit changes, settlements and curtailments are recognised as an expense in measuring profit or loss in the period in which they arise.

 

The net interest element is determined by multiplying the net defined benefit liability by the discount rate, taking into account any changes in the net defined benefit liability during the period as a result of contribution and benefit payments. The net interest is recognised in profit or loss as other finance revenue or cost.

 

Remeasurement changes comprise actuarial gains and losses, the effect of the asset ceiling and the return on the net defined benefit liability excluding amounts included in net interest. These are recognised immediately in other comprehensive income in the period in which they occur and are not reclassified to profit and loss in subsequent periods.

 

The net defined benefit pension asset or liability in the balance sheet comprises the total for each plan of the present value of the defined benefit obligation (using a discount rate based on high quality corporate bonds), less the fair value of plan assets out of which the obligations are to be settled directly. Fair value is based on market price information, and in the case of quoted securities is the published bid price. The value of a net pension benefit asset is limited to the amount that may be recovered either through reduced contributions or agreed refunds from the scheme.

 

1.19  40BShare-based payments

The fair value of equity instruments granted to employees is charged to the Statement of Comprehensive Income, with a corresponding increase in equity. The fair value of share options is measured at grant date using the Black-Scholes pricing model and spread over the period during which the employee becomes unconditionally entitled to the award. The charge is adjusted to reflect the number of shares or options that vest.

 

When the share-based payment awards vest, the Company issues new equity instruments to employees in settlement of the granted awards. The amount equal to the employees fair value of share options vested and issued is released to retained earnings.

 

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

 

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

 

1.20  41BLeases

At inception, the group assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the group recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within property, plant and equipment, apart from those that meet the definition of investment property.

 

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.

 

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are determined on the same basis as those of other property, plant and equipment. The right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

 

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the group's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the group is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

 

The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in: future lease payments arising from a change in an index or rate; the group's estimate of the amount expected to be payable under a residual value guarantee; or the group's assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

 

The group has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.

 

1.21  42BInvoice discounting

The Group has an invoice discounting arrangement. The amount owed by customers to the Group are included within trade receivables and the amount owed to the invoice discounting company is included within borrowings. The amount owed to the invoice discounting company represents the difference between the amounts advanced by the invoice discounting company and the invoices discounted. The interest element of the invoice discounting charges and other related costs are recognised as they accrue and are included in the Statement of Profit or Loss with other finance costs.

 

2      43BCritical accounting estimates and judgements

In the application of the company'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, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

 

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

 

46BDeferred Tax

The recognition of deferred tax assets, particularly those arising from unused tax losses, requires significant management judgement. Deferred tax assets are only recognised to the extent that it is

probable that future taxable profits will be available against which the losses can be utilised. This assessment involves evaluating both the timing and the likelihood of future profitability, taking into account factors such as historical performance, forecasted earnings, industry trends, and the impact of any planned strategic initiatives.

 

In making this judgement, the Group has prudently only considered it's two-year financial forecasts, the nature and timing of expected income streams, and any expiry limitations associated with the tax losses. A deferred tax asset will be recognised up to the total of the forecast taxable profits for the two-year period of assessment as well as any deferred tax liabilities that these losses could be offset against at the date of the Statement of Financial Position.  Changes in these assumptions or in the tax environment may result in adjustments to the amount of deferred tax assets recognised. At the reporting date, deferred tax assets have been recognised only where the Group considers it probable that sufficient taxable profits will arise to allow the benefit of the losses to be utilised.

 

44BIntangible assets

The Group recognises identifiable intangible assets, such as brands and customer relationships, at fair value on acquisition of the relevant subsidiaries. Any excess paid over the value of net assets acquired is recognised as Goodwill in the Consolidated Statement of Financial Position and is allocated to the appropriate business.

The annual amortisation charge and useful life is based on the period over which management expects to benefit from the intangible assets, based on past experience and knowledge of the business acquired.

 

45BGoodwill

Goodwill is recognised on acquisition of subsidiaries. This value is the excess paid over the net assets acquired which cannot be separately identified as an intangible asset. Goodwill is not amortised but is subject to an annual impairment review.

 

The impairment assessment compares the carrying value of Goodwill with its recoverable amount. The recoverable amount is determined by performing a discounted cash flow (DCF) analysis of the Cash Generating Unit (CGU) with reference to divisional budgets prepared by management. To prepare the DCF, management are required to use estimates and judgement for the parameters applied to the model of growth and termination growth rate percentages along with the discount factor. The percentages used to calculate the growth rates are based on prior performance along with budgets for the coming year. The discount factor is based on the proportion of the company's cost of capital weighted between the use of debt and equity finance.

 

46BInventory valuation

Inventories are stated at the lower of cost and the estimated selling price less costs to complete and sell. Inventory provisions are recognised to provide for short length stock dependant on its length and using the directors judgement of likely future sale to calculate it's likely realisable value. In addition, a provision is recognised for any aged stock, on an increasing basis, once it's been held in inventory for at least one year.

 

A significant shift in consumer market or customer demand may result in the directors inclusion of an additional specific provision based on their assessment of likely future sale.

 

Valuation of land and buildings

The Group carries its land and buildings at fair value, with changes in fair value being recognised in Other Comprehensive Income unless losses exceed the previously recognised gains or reflect a clear consumption of economic benefits, in which case the excess losses are recognised in the Income Statement. The Group engaged independent valuation specialists to determine fair value. Significant changes in the commercial property market may impact the valuation of the Group's property. See note 16 for further information.

        Revenue

 

Revenue arises entirely through the wholesale and distribution of floor coverings and associated products. Segmental analysis is therefore not presented. The Group is not reliant on any one customer and no customer exceeds 10% of total annual turnover. The following is an analysis of the Group's revenue for the year from continuing operations:

	2024 £	2023 £
Revenue analysed by class of business
Sale of goods	149,793,661	139,538,014
	2024 £	2023 £
Revenue analysed by geographical market
United Kingdom	149,671,433	139,297,993
Rest of Europe	122,228	229,533
Rest of the World	-	10,488
	149,793,661	139,538,014

 

4      49BOperating profit

	2024	2023
	£	£
Operating profit for the year is stated after charging/(crediting):
Exchange losses/(gains)	10,522	(331)
Depreciation of property, plant and equipment	5,050,181	4,520,577
Profit on disposal of property, plant and equipment	(20,634)	(110,898)
Amortisation of intangible assets (included within administrative expenses)	464,121	404,370
Cost of inventories recognised as an expense	103,777,804	97,306,471
Share-based payments/(credit)	(26,034)	274,841
Loss from new operations	133,993	95,466
Exceptional investment in point of sale	349,050	283,933
Strategic relocation and restructuring costs*	686,090	852,500
Exceptional bad debt and customer exit costs	223,054	-

 

Losses from new operations

Losses from new operations relate to costs incurred in the initial start-up phase of new business divisions as the Group continues to expand in line with its strategic model. These operations require significant upfront investment, particularly in relation to sales personnel, and are not expected to generate meaningful returns during their first 12 months of trading.

 

Exceptional investment in point of sale

Exceptional investment in point of sale relates to accelerated expenses incurred in increasing the Group's market presence through the provision of heavily discounted in-store display stands to key retail partners. These costs were targeted at expanding brand visibility and accelerating market share growth, and relate specifically to strategic stand placements made over and above those typically incurred in the normal course of business. These amounts have been recognised in the Consolidated Statement of Profit or Loss.

 

Strategic relocation and restructuring costs

Strategic relocation and restructuring costs incurred relate to non-recurring expenses recognised to realise the Group's strategic plan to streamline operations and strengthen organisational efficiency while positioning the Group for further growth.

 

In July 2024, the Group successfully completed the relocation and consolidation of the A&A business into new, significantly improved premises as part of the strategic investment to support future growth. This move resulted in exceptional relocation and restructuring costs, including the settlement of dilapidations associated with the exited property. In addition, dual running costs were incurred due to the continued operation of the former Scotland facility until the lease expiry at the end of 2024.

 

*The difference between the figure disclosed in the operating profit note above and the adjusted results on page 13, relating to strategic relocation and restructuring costs, is due to the exclusion of depreciation under IFRS 16, which is already included within the depreciation of right-of-use assets line.

 

Exceptional bad debt and customer transition costs

While the Group acknowledges that bad debt costs are a normal aspect of trading, 2024 include exceptional circumstances that led to significant exit costs. These arose from the administration of a larger customer within the Rugs and Matting division, as well as the strategic withdrawal of a retailer from the floorcovering market. The administration resulted in an exceptional bad debt write-off, whilst the market exit led to additional exceptional costs, with significantly reduced trade in the first half of the year and no trade in the second half, limited the Group's ability to offset the financial impact.

 

 

5      51BAuditor's remuneration

	2024	2023
	£	£
Fees payable to the company's auditor and associates:
For audit services
Audit of the financial statements of the group and company	150,000	150,000

No non-audit services were provided by the company's auditor in the year ended 31 December 2024 (2023: nil).

 

6       52BEmployees

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

	2024 Number	2023 Number
Directors	4	5
Other employees	503	462
Total	507	467
Their aggregate remuneration comprised:	2024 £	2023 £
Wages and salaries	20,581,935	18,215,855
Social security costs	2,156,661	1,946,475
Pension costs	567,015	513,550
Share based payments	(26,034)	274,841
	23,279,577	20,950,721

The average monthly number of persons (including directors) employed by the company during the year was 11 (2023 - 8).

 

7	Directors' remuneration	2024 £	2023 £
	Remuneration for qualifying services	521,644	649,972
	Social security costs	63,329	79,465
	Company pension contributions to defined contribution schemes	6,400	25,600
	Share based payments	9,406	12,869
		600,779	767,906

 

Remuneration disclosed above includes the following amounts paid to the highest paid director:

 

		2024 £	2023 £
	Remuneration for qualifying services	304,974	292,368

 

There were no fees paid to non-executive directors in the current or preceding year.

 

The number of directors accruing benefits under money purchase pension schemes during the year amounts to nil (2023 - 1).

 

8	Interest income	2024 £	2023 £
	Financial instruments measured at amortised cost:
	Bank deposits	24,027	52,330

 

9	Finance costs	2024 £	2023 £
	Interest on bank overdrafts and loans	184,466	164,269
	Interest on lease liabilities	1,201,163	1,038,548
	Interest on invoice discount facilities	463,982	284,595
	Other interest payable	-	304
	Total interest expense	1,849,611	1,487,716

 

10	Revaluation of deferred consideration	2024 £	2023 £
	Gain/(Loss) on revaluation of deferred consideration	(18,885)	129,750

 

11	Income tax expense	2024 £	2023 £
	Current tax
	UK corporation tax on profits for the current period Adjustments in respect of prior periods	9,377 (7,686)	- (19,770)
	Total UK current tax	1,691	(19,770)
	Deferred tax Origination and reversal of temporary differences	(750,826)	(635,824)
	Total tax (credit)	(749,135)	(655,594)

 

The current year's tax charge is based on the main rate of 25%.

 

 

 

The main rate of corporation tax changed on 1 April 2023 from 19% to 25% (with marginal rate relief available for companies with small profits). As the previous financial year includes periods before and after the change in tax rate, the effective rate applicable to profits generated in the year ended 31 December 2023 is 23.5%.

 

The charge for the year can be reconciled to the profit per the income statement as follows:

 

		2024 £	2023 £
	Profit before taxation	25,467	188,431
	Expected tax charge based on a corporation tax rate of 25.00% (2023: 23.50%)	6,367	44,281
	Effect of expenses not deductible in determining taxable profit	40,534	(19,092)
	Movement in deferred tax not recognised	(678,509)	(767,116)
	Adjustment in respect of prior years	(7,686)	(19,770)
	Effect of change in UK corporate tax rate	-	12,383
	Other non-reversing timing differences	-	3,774
	Fixed asset differences	53,188	86,308
	Deferred tax (charge)/credited directly to OCI	(108,424)	-
	Other tax adjustments, reliefs and transfers	(54,605)	-
	Chargeable losses	-	(18,245)
	Other differences leading to an increase/(decrease) in tax charge	-	21,883
	Taxation credit for the year	(749,135)	(655,594)

 

In addition to the amount charged to the income statement, the following amounts relating to tax have been recognised directly in other comprehensive income:

 

	2024 £	2023 £
Deferred tax liability arising on:
Revaluation of property	108,424	6,097
Actuarial gain on defined benefit pension scheme	112,500	-
	220,924	6,097

 

As at 31 December 2024, the Group has tax losses of £13,893,692 (31 December 2023 - £13,955,031) which are available for offset against future taxable profits.

 

12     Dividends   Amounts recognised as distributions:		2024 per share Pence		2023 per share Pence		2024 Total £	2023 Total £
Final dividend paid		0.250		0.200		610,720	487,717
	Interim dividend paid	0.125		0.100		305,969	243,964
		0.375		0.300		916,689	731,681

 

13	Earnings per share	2024		2023
	Number of shares	Number		Number
	Weighted average number of ordinary shares for basic earnings per share	245,580,592		243,884,066
	Effect of dilutive potential ordinary shares:
	- Weighted average number outstanding share options	4,034,800		4,413,734
	- Warrants	2,800,000		2,900,000
	Weighted average number of ordinary shares for diluted earnings per share	252,415,392		251,197,800
		2024		2023
	Earnings	£		£
	Continuing operations
	Profit for the period from continued operations	774,602		844,025
		2024		2023
		Pence per share		Pence per share
	Earnings per share for continuing operations
	Basic earnings per share	0.3		0.3
	Diluted earnings per share	0.3		0.3

 

The diluted profit per share attributable to the ordinary equity holders of the Company has been restated for the prior year (formerly - 0.1 pence per share).

 

14    53BImpairments

 

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

	2024 £		2023 £
In respect of: Financial assets -Trade and other receivables	393,128		252,534
Recognised in administrative expenses	393,128		252,534

 

 

15	Goodwill and other intangible assets
		Goodwill	Software modifications		Likewise Floors Brandname		Likewise Floors Customer base	Delta Carpets Brandname	Delta Carpets Customer base		Total
		£	£		£		£	£	£		£
	Cost
	At 1 January 2023	5,624,284	-		2,189,075		2,122,349	540,710	513,684		10,990,102
	Additions	-	133,983		-		-	-	-		133,983
	At 31 December 2023	5,624,284	133,983		2,189,075		2,122,349	540,710	513,684		11,124,085
	Additions	-	302,520		-		-	-	-		302,520
	At 31 December 2024	5,624,284	436,503		2,189,075		2,122,349	540,710	513,684		11,426,605
	Amortisation and impairment
	At 1 January 2023	-	-		547,268		530,587	40,553	38,526		1,156,934
	Amortisation charge for the year	-	11,503		145,938		141,490	54,071	51,368		404,370
	At 31 December 2023	-	11,503		693,206		672,077	94,624	89,894		1,561,304
	Amortisation charge for the year	-	71,254		145,938		141,490	54,071	51,368		464,121
	At 31 December 2024	-	82,757		839,144		813,567	148,695	141,262		2,025,425
	Carrying amount
	At 31 December 2024	5,624,284	353,746		1,349,931		1,308,782	392,015	372,422		9,401,180
	At 31 December 2023	5,624,284	122,480		1,495,869		1,450,272	446,086	423,790		9,562,781
	At 1 January 2023	5,624,284	-		1,641,807		1,591,762	500,157	475,158		9,833,168

 

15    Intangible assets (continued)

 

55BImpairment tests for cash generating units

Goodwill is tested annually for impairment. It is allocated to cash generating units as follows:

 

	56B2024	57B2023
	£	£
Likewise Floors Limited	3,253,210	3,253,210
Lewis Abbott Limited	467,847	467,847
H&V Carpets BVBA	307,230	307,230
A. & A. Carpets Limited	188,441	188,441
Valley Wholesale Carpets Limited	234,864	234,864
Delta Carpets Limited	1,172,692	1,172,692
	5,624,284	5,624,284

 

 

The Group tests goodwill annually for impairment, or more frequently if there are indications that goodwill might be impaired.

The goodwill is a reflection of the benefit the acquisitions of subsidiaries will have on the Group by offering greater geographic coverage and providing the opportunity to expand this further than is currently the case. The acquisitions will benefit from the collective marketing and the enhanced product range available to all Group companies. Ultimately this will enable the acquired businesses and the existing Group members to provide an improved customer service, across a wider geographic area, with a greater product portfolio designed to help the Group to continue its development.

 

The Group has conducted an analysis of the sensitivity of the impairment test to changes in the key assumptions used in the supporting five year forecasts being a discount rate of 10% and growth rates ranging from 1 - 5% dependent on the specific CGU.

 

58BLikewise Floors Limited

The break even point of goodwill for Likewise Floors Limited is at a growth level of -174% with terminal growth factor of 2%.

 

59BLewis Abbott Limited

The break even point of goodwill for Lewis Abbott Limited is at a growth level of -23% with terminal growth factor of 2%.

 

60BH&V Carpets BVBA

The break even point of goodwill for H&V Carpets BVBA is at a growth level of -32% with terminal growth factor of 1%.

 

61BA. & A. Carpets Limited

The break even point of goodwill for A. & A. Carpets Limited is at a growth level of -4% with terminal growth factor of 1%.

 

62BValley Wholesale Carpets Limited

The break even point of goodwill for Valley Wholesale Carpets Limited is at a growth level of -11% with terminal growth factor of 1%.

 

63BDelta Carpets Limited

The break even point of goodwill for Delta Carpets Limited is at a growth level of -18% with terminal growth factor of 1%.

15      Intangible assets (continued) - Company

 

		64BComputer software
		£
Cost
At 31 December 2023		133,983
Additions		302,520
At 31 December 2024		436,503
Amortisation and impairment
At 31 December 2023		11,503
Charge for the year		71,254
At 31 December 2024		82,757
Carrying amount
At 31 December 2024		353,746
At 31 December 2023		122,480

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

16

Property, plant and equipment

 

		Freehold land	Long	Leasehold	Plant and	Fixtures,	Motor	Right of use          Right of use		Total
		and buildings	Leasehold        improve- ments		equipment	fittings and	vehicles	assets         - assets
			land and buildings			computer equipment		Leasehold property	- Other
		£	£	£	£	£	£	£	£	£
	Cost or valuation
	At 1 January 2023	11,174,936	11,094,728	307,192	3,574,885	2,146,340	1,565,450	16,714,470	6,147,646	52,725,647
	Additions	31,338	6,870	-	1,339,637	500,083	1,119,665	-	2,702,800	5,700,393
	Disposals	-	-	(1,502)	(48,319)	(3,034)	(293,093)	(324,440)	(148,766)	(819,154)
	Revaluations	(183,043)	-	-	-	-	-	-	-	(183,043)
	Transfers between classes	-	-	-	7,739	(7,739)	-	-	-	-
	At 31 December 2023	11,023,231	11,101,598	305,690	4,873,942	2,635,650	2,392,022	16,390,030	8,701,680	57,423,843
	Additions	25,466	25,845	-	181,438	499,371	660,303	1,759,354	1,922,459	5,074,236
	Disposals	-	-	-	(160,059)	(130,000)	(228,920)	-	(268,594)	(787,573)
	At 31 December 2024	11,048,697	11,127,443	305,690	4,895,321	3,005,021	2,823,405	18,149,384	10,355,545	61,710,506
	Accumulated depreciation and impairment
	At 1 January 2023	-	-	50,596	550,867	558,581	699,678	1,813,753	1,751,951	5,425,426
	Depreciation charge for the year	164,389	145,000	30,719	438,768	315,264	402,058	1,224,103	1,800,276	4,520,577
	Eliminated on disposal	-	-	-	(40,158)	(11,515)	(206,689)	(324,440)	(117,615)	(700,417)
	Eliminated on revaluation	(62,432)	(145,000)	-	-	-	-	-	-	(207,432)
	At 31 December 2023	101,957	-	81,315	949,477	862,330	895,047	2,713,416	3,434,612	9,038,154
	Depreciation charge for the year	163,059	145,600	30,569	505,428	352,992	498,463	1,274,222	2,079,848	5,050,181
	Eliminated on disposal	-	-	-	(140,646)	(89,145)	(190,531)	-	(250,705)	(671,027)
	Eliminated on revaluation	(163,059)	(145,600)	-	-	-	-	-	-	(308,659)
	At 31 December 2024	101,957	-	111,884	1,314,259	1,126,177	1,202,979	3,987,638	5,263,755	13,108,649

 

	Carrying amount
	At 31 December 2024	10,946,740	11,127,443	193,806	3,581,062	1,878,844	1,620,426	14,161,746	5,091,790	48,601,857
	At 31 December 2023	10,921,274	11,101,598	224,375	3,924,465	1,773,320	1,496,975	13,676,614	5,267,068	48,385,689
	At 1 January 2023	11,174,936	11,094,728	256,596	3,024,018	1,587,759	865,772	14,900,717	4,395,695	47,300,221

 

 

 

 

16.     Property, plant and equipment (continued)
Property, plant and equipment includes right of use assets, as follows:
Right-of-use assets	2024 £		2023 £
Net values at the year end
Right of use assets - Leasehold property	14,161,746	13,676,614
Right of use assets - Other	5,091,790		5,267,068
	19,253,536		18,943,682
Total additions in the year	3,681,813		2,702,800
Depreciation charge for the year
Right of use assets - Leasehold property	1,274,222		1,224,103
Right of use assets - Other	2,079,848		1,800,276
	3,354,070		3,024,379

 

Assets pledged as security

 

There is a floating charge against the assets of the subsidiary Likewise Floors Limited, from NatWest Bank PLC.

 

There is a fixed charge over the freehold land and buildings held by the Group in respect of bank loans in place for the Group.

 

Fair Value Measurement

 

Included in land and buildings is land with a cost of £6,254,057 (2023 - £6,254,057) which is not depreciated. The Group's freehold and long leasehold land and buildings are stated at their revalued amounts, being the fair value at the date of revaluation, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

 

The Group obtained valuations on these freehold and leasehold properties during the financial year from Gerald Eve LLP. In addition, a separate valuation was obtained in January 2025, for the freehold Sudbury property owned by Likewise Holdings Limited from Nicholas Percival, independent valuers not related to the Group.

 

Management have assessed the valuation and consider that the book values are not materially different to the valuations obtained. The directors have therefore decided to revalue both the freehold and long-leasehold properties to these valuations, adjusted for improvements made in the current financial year.

 

Gerald Eve LLP and Nicholas Percival are chartered surveyors and property consultants that have appropriate qualifications and recent experience in the fair value measurement of properties in the relevant locations.  The valuation reports have been prepared in accordance with Royal Institution of Chartered Surveyors ("RICS") Valuation - Global Standards (incorporating the IVSC International Valuation Standards) issued November 2021 and effective from 31 January 2022 together, where applicable, with the UK National Supplement effective from 14 January 2019, together the "Red Book".

 

Property valuations are complex, require a degree of judgement and are based on data that may or may not be publicly available.  Valuation of investment property and the respective inputs have been classified as level 3 inputs as defined by IFRS Fair Value Measurement.  Level 3 means that the valuation model cannot rely on inputs that are directly available from an active market; however, there are related inputs from recent property sales that can be used as a basis.

 

The freehold property in Sudbury has been valued using the market (comparative) method of valuation, multiplying the capital value per square foot by the size of the respective buildings.  In determining the capital value, the valuers have utilised observable capital values from recent sales in similar locations, condition and size to the respective sites.

 

The properties acquired as part of the acquisition of Valley Wholesale Carpets, consisting of two freehold units and a long-leasehold site have also been valued using the market (comparative) method of valuation.

 

The revaluation gain on land and buildings for 2024 of £308,659 (2023 - gain of £24,389) has been recognised within Other Comprehensive Income.

 

The revaluation surplus is disclosed in note 29.

 

Property, plant and equipment - Company

 

	Fixtures and fittings	Motor vehicles	Right of use assets - leasehold property	Right of use assets - other	Total
	£	£	£	£	£
Cost
At 1 January 2023	50,394	-	5,513,875	39,248	5,603,517
Additions	14,887	96,995	-	-	111,882
At 31 December 2023	65,281	96,995	5,513,875	39,248	5,715,399
Additions	11,068	-	-	-	11,068
At 31 December 2024	76,349	96,995	5,513,875	39,248	5,726,467
Accumulated depreciation and impairment
At 1 January 2023	23,415	-	90,531	2,186	116,132
Charge for the year	11,255	6,466	319,400	13,083	350,204
At 31 December 2023	34,670	6,466	409,931	15,269	466,336
Charge for the year	14,229	19,399	319,400	13,083	366,111
At 31 December 2024	48,899	25,865	729,331	28,352	832,447
Carrying amount
At 31 December 2024	27,450	71,130	4,784,544	10,896	4,894,020
At 31 December 2023	30,611	90,529	5,103,944	23,979	5,249,063
At 1 January 2023	26,979	-	5,423,344	37,062	5,487,385

 

17     Subsidiaries
Details of the company's subsidiaries at 31 December 2024 are as follows:
Name of undertaking                                                  Address  Principal activities			Class of	% Held
			shares held	Direct Indirect
Likewise Floors Limited	1	Wholesale distribution of floor coverings and associated products	Ordinary	100.00	-
Valley Wholesale Carpets Limited (100% subsidiary of Valley Wholesale Carpets (2004) Limited)	1	Wholesale distribution of floor coverings and associated products	Ordinary	-	100.00
Likewise Holdings Limited	1	Holding company	Ordinary	100.00-	-
H&V Carpets BVBA	2	Wholesale distribution of floor coverings and associated products	Ordinary	100.00	-
Likewise Trading Limited	1	Holding company	Ordinary	100.00	-
Valley Wholesale Carpets (2004) Limited	1	Holding company	Ordinary	100.00	-
Delta Carpets (Holdings) Limited (100% subsidiary of Likewise Floors Limited)	1	Holding company	Ordinary	-	100.00
Delta Carpets Limited (100% subsidiary of Delta Carpets (Holdings) Limited)	1	Dormant company	Ordinary	-	100.00
William Armes Limited (100% subsidiary of Likewise Holdings Limited)	1	Dormant company	Ordinary	-	100.00
A. & A. Carpets Limited	1	Dormant company	Ordinary	100.00	-
Likewise Limited	1	Dormant company	Ordinary	100.00	-
Lewis Abbott Limited (100% subsidiary of Likewise Trading Limited)	1	Dormant company	Ordinary	-	100.00
Factory Flooring Outlet Ltd (100% subsidiary of Likewise Floors Limited)	1	Dormant company	Ordinary	-	100.00

 

Registered office addresses:

1.Unit 4 Radial Park, Radial Way, Birmingham Business Park, Solihull, England, B37 7WN

2.Nijverheidsstraat 26, 8760 Meulebeke, Belgium

 

18      Inventories

	2024 £	2023 £
Finished goods	20,042,078	20,253,799
The amount of inventories impaired during the year was as follows:	970,085	1,123,021

 

19      Trade and other receivables - Group

		2024	2023
		£	£
	Trade receivables	14,518,173	12,802,078
	Provision for impairment of trade receivables	(403,392)	(369,399)
		14,114,781	12,432,679
	Other receivables	3,421,566	2,938,182
	Prepayments	1,699,557	2,309,125
		19,235,904	17,679,986

 

65BFair value of trade receivables

The directors consider the carrying value of Group trade and other receivables is approximate to its fair value, after incorporating an impairment provision of £403,392 (2023 - £369,399).

 

Trade receivables comprise amounts due from customers for goods sold. The Group's normal trade credit terms range from 30 to 60 days and therefore all are classified as current. There are a limited number of customers who are granted extended credit terms but these are not considered material to the financial statements. Trade receivables are recognised initially at the amount of consideration that is unconditional. The Group holds the trade receivables with the objective to collect the contractual cash flows and therefore measures them subsequently at amortised cost.

 

The Group's credit risk is primarily attributable to its trade receivables. The amounts presented in the Consolidated Statement of Financial Position are net of allowances for doubtful receivables. An allowance for impairment is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows.

 

The Group has no significant concentration of credit risk, with exposure spread over a large number of customers.

 

The carrying amounts of the trade receivables include receivables which are subject to a factoring agreement. Under this arrangement, the subsidiary trading companies have transferred the relevant receivables to the factor in exchange for cash and are prevented from selling or pledging the receivables. However, the subsidiaries retain the late payment and credit risk. The Group therefore continues to recognise the transferred assets in their entirety in its Consolidated Statement of Financial Position. The amount repayable under the factoring agreement is presented as secured borrowing. The Group considers the held to collect business model to remain appropriate for these receivables and hence continues measuring them at amortised cost.

 

 

The relevant carrying amounts are:

	2024	ECL
	£
Factored receivables	9,336,680	6,873,509
Associated secured borrowing	(7,002,510)	(5,155,132)

 

19      Trade and other receivables (continued) - Company

		2024	2023
		£	£
	Amount owed by fellow group undertaking	3,690,288	6,543,832
	Other receivables	409,663	50,121
	Prepayments	336,980	355,900
		4,436,932	6,949,853

 

20         Allowances for doubtful debts

 

Expected credit loss assessment
			2024			2023
	Balance		Rate	Loss allowance	Balance	Rate	Loss allowance
	£		%	£	£	%	£
Trade receivables Not more than 30 days	8,097,391		-	-	7,060,259	-	-
More than 30 days but not more than 60 days	4,386,456		-	-	3,957,155	-	-
More than 60 days but not more than 90 days	916,716		-	-	773,893	-	-
More than 90 days but not more than 120 days	262,879		5	13,144	126,006	5	6,300
More than 120 days	854,729		50	427,365	884,765	50	442,383
Adjustments*	-		-	(37,117)	-	-	(79,284)
	14,518,173			403,392	12,802,078		369,399

 

*The debtors balance to which ECL has been applied has been adjusted where there are specific payment plans in place:

 

Adjusted ECL calculation:
	2024	ECL
	£	£
More than 90 days but not more than 120 days - 5%	262,879	13,144
More than 120 days - 50% (adjusted)	579,962	289,981
Additional loss allowance		100,267
	842,841	403,392

 

Movement in the allowance for doubtful debts

	2024	2023
	£	£
Balance at 1 January 2024	369,399	302,989
Additional allowance recognised	33,993	66,410
Balance at 31 December	403,392	369,399

21      Borrowings

 

	Current				Non-current
	2024 £		2023 £		2024 £	2023 £
Borrowings held at amortised cost
Bank loans	105,816		118,168		2,235,997	2,342,222
Invoice discounting	7,002,510		5,155,132		-	-
	7,108,326		5,273,300		2,235,997	2,342,222

 

The directors consider that the carrying amount of the invoice discounting facility and bank loan approximates their fair value.

 

The invoice discounting facility is secured against the related trade receivable balances and by a floating charge over the assets of the Group. The facility is denominated in Sterling.

 

The invoice discounting facility is held by Likewise Floors Limited and has a fixed service charge of £18,000 per annum.

 

During 2023 the Company restructured their bank loans resulting in a principal loan value of £2,495,000 drawn down in July 2023. Repayments commenced in September 2023 and will continue until July 2038. The loan is secured by a fixed and floating charge over the Group's assets. The loan carries interest at on a floating rate basis with interest at Bank of England rate plus a margin of 2.35%.

 

This loan is at a floating interest rate and exposes the Group to interest rate risk.

 

On 7 June 2024, the subsidiary company, Valley Wholesale Carpets Limited, renewed a trade loan facility with Barclays Bank PLC. The renewed agreement provides the company with the facility to drawdown up to a maximum of £1,750,000 available at their request.

 

No funds were drawn down at 31 December 2024.

 

Drawdowns carry interest at a floating rate basis with interest at the Bank of England rate plus a margin of 2.2%. The facility also carries a quarterly fixed management arrangement fee.

 

21      Borrowings (continued) - Company

 

	Current			Non-current
	2024 £	2023 £		2024 £	2023 £
Borrowings held at amortised cost
Bank loans	105,816	118,168		2,235,997	2,342,222

 

There is a fixed charge over the freehold land and buildings held by the Group in respect of the bank loan.

 

22	Trade and other payables	2024 £	2023 £
	Trade payables	23,080,542	21,638,744
	Accruals	1,517,149	1,462,027
	Deferred consideration	-	4,250,515
	Social security and other taxation	1,819,793	1,880,688
	Other payables	356,041	533,997
		26,773,525	29,765,971

 

Trade payables and accruals principally comprise amounts outstanding in relation to trade purchases and ongoing costs. Trade payables are unsecured and the Group has financial risk management procedures in place to ensure that all payables are paid within pre-agreed credit terms.

 

 

The directors consider the carrying value of trade and other payables is approximate to its fair value due to their short term nature.

 

 

22	Trade and other payables (continued) - Company	2024 £	2023 £
	Trade payables	288,114	258,587
	Amounts owed to fellow group undertakings	10,026,317	10,564,144
	Accruals	168,567	254,491
	Deferred consideration	-	3,855,000
	Social security and other taxation	88,406	110,700
	Other payables	5,200	1,350
		10,576,604	15,044,263

 

 

23	Lease liabilities
		2024	2023
		£	£
	Maturity analysis Within one year	5,099,219	4,613,653
	In two to five years	11,902,627	11,812,220
	In over five years	12,408,443	13,109,026
	Total undiscounted liabilities	29,410,289	29,534,899
	Future finance charges	(6,627,343)	(6,759,542)
	Lease liabilities in the financial statements	22,782,946	22,775,357

 

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

 

		2024 £	2023 £
	Current liabilities	4,642,269	4,373,760
	Non-current liabilities	18,140,677	18,401,597
		22,782,946	22,775,357

 

		2024 £	2023 £
	Amounts recognised in profit or loss include the following: Interest on lease liabilities	1,201,163	1,038,548
	Depreciation on lease liabilities	3,354,070	3,024,379
	Profit on termination of lease liabilities	(1,393)	(18,358)
	Expense relating to short-term leases	426,942	360,946
		4,980,782	4,405,515

 

	Lease liabilities - Company
		2024	2023
		£	£
	Maturity analysis Within one year	582,645	376,067
	In two to five years	2,283,452	2,295,234
	In over five years	6,139,034	6,709,897
	Total undiscounted liabilities	9,005,131	9,381,198
	Future finance charges	(3,470,134)	(3,817,398)
	Lease liabilities in the financial statements	5,534,997	5,563,800

 

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

 

		2024 £	2023 £
	Current liabilities	500,193	376,067
	Non-current liabilities	5,034,804	5,187,733
		5,534,997	5,563,800

 

24      Deferred taxation

		2024 £	2023 £
	Deferred tax balances	1,337,048	1,866,950

 

The following are the major deferred tax liabilities and assets recognised by the group and movements thereon during the current and prior reporting period.

 

 

	Fixed asset timing difference	Arising from business combination	Capital gains	Short term timing differences	Losses and other deduction	Total
	£	£	£	£	£	£
Asset/(Liability) at 1 January 2023	(1,303,975)	(1,052,221)	(1,569,838)	122,548	1,306,809	(2,496,677)
Deferred tax movements in prior year Charge/(credit) to profit or loss	(267,323)	98,217	25,489	(84,213)	863,654	635,824
Charge/(credit) to other comprehensive income	-	-	(6,097)	-	-	(6,097)
Asset/(Liability) at 1 January 2024	(1,571,298)	(954,004)	(1,550,446)	38,335	2,170,463	(1,866,950)
Deferred tax movements in current year
Charge/(credit) to profit or loss	(92,396)	98,217	52,592	(27,096)	719,509	750,826
Charge/(credit) to other comprehensive income	-	-	(108,424)	(112,500)	-	(220,924)
Asset/(Liability) at 31 December 2024	(1,663,694)	(855,787)	(1,606,278)	(101,261)	2,889,972	(1,337,048)

 

Deferred taxation (continued) - Company

 

	Liabilities		Assets
	2024	2023	2024	2023
	£	£	£	£
Deferred tax balances	-	-	-	903,116

 

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period.

 

 

 

 

 

 

 

		Fixed asset timing difference	Short term timing differences	Losses and other deduction	Total
		£	£	£	£
Asset at 1 January 2023		(3,321)	84,726	267,388	348,793
Deferred tax movements in prior year
Charge/(credit) to profit or loss		(32,581)	(80,991)	667,895	554,323
Asset at 1 January 2024		(35,902)	3,735	935,283	903,116
Deferred tax movements in current year
Charge/(credit) to profit or loss		(53,677)	(1,774)	(847,665)	(903,116)
Asset at 31 December 2024		(89,579)-	1,961	87,618	-

 

25     Provisions for liabilities
		2024	2023
		£	£
	Dilapidation provision	-	45,103
	All provisions are expected to be settled within 12 months from the reporting date.
	Movements on provisions:		Dilapidation provision
			£
	At 1 January 2024		45,103
	Utilisation of provision		(45,103)
	At 31 December 2024		-

 

 

26     Retirement benefit schemes
		2024	2023
	Defined contribution schemes	£	£
	Charge to profit or loss in respect of defined contribution schemes	567,015	513,550

 

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

 

Contributions made by the Group to the scheme are disclosed above.

 

The amount outstanding at the reported date in respect of contributions to the scheme were £78,003 (2023 - £98,970).

 

Defined benefit scheme

Likewise Floors Limited, a subsidiary of the Group, operates a pension scheme providing benefits based on final pensionable pay. The Scheme originated in William Armes Limited and Likewise Floors Limited became the sponsoring employer upon hive up of the trade and assets of the Matting business at the end of financial year 2021. The Scheme is closed to new members and is closed to future accrual. For pensions earned after 5 April 1997 and for Guaranteed Minimum Pensions earned between 6 April 1998 and 5 April 1997, increases in payment will be in line with CPI rather than RPI. Revaluations of pensions in deferment are linked to RPI.

The assets of the Scheme are held separately from those of the Group in trustee-administered funds. The level of contributions is determined by a qualified actuary on the basis of triennial valuations. The liabilities have been rolled forward based on data at 31 December 2023.

The contributions paid for the current and preceding financial year amounted to £Nil. The Group expects to contribute £Nil to the scheme in the coming financial year but will continue to pay any administrative expenses in respect of the Scheme.

Given that the defined benefit pension scheme is in surplus at 31 December 2024, there is expected to be no adverse material impact on the Group's future cash flows.

 

Reconciliation of defined benefit obligation and fair value of scheme assets

	2024	2023
Key assumptions	%	%
Discount rate:	5.50	4.50
Salary growth rate	2.50	2.30
Mortality rates - for male/female aged 65 now	1.00	1.00
Inflation assumption (RPI)	3.10	3.00
Mortality assumptions Assumed life expectations on retirement at age 65:
Retiring today: - Males	85.6	86.2
- Females	88.1	88.6
Aged 45 now: - Males	86.6	87.3
- Females	89.3	89.7

 

The amounts included in the statement of financial position arising from the group's obligations in respect of defined benefit plans are as follows:

 

	2024 £	2023 £
Present value of defined benefit obligations	1,151,000	1,231,000
Fair value of plan assets	(1,601,000)	(1,555,000)
Surplus in scheme	(450,000)	(324,000)
Asset not recognised due to asset ceiling	-	324,000
Asset recognised in statement of financial position	(450,000)	-

 

The retirement benefit obligation recognised in the consolidated statement of financial position represents the surplus in the defined benefit scheme. Any surplus resulting from this calculation is limited to the present value of any economic benefits available in the form of refunds from the plans or reductions in future contributions to the plans.

 

The Trust Deed provides Likewise Floors Limited, the subsidiary whom operates the scheme, with an unconditional right to a refund of surplus assets assuming the full settlement of plan liabilities in the event of a plan wind-up. Furthermore, in the ordinary course of business the Trustee has no rights to unilaterally wind up, or otherwise augment the benefits due to members of, the plan. Based on these rights, any material net surplus in the plan is recognised in full.

 

 

Movements in the present value of defined benefit obligations
At 1 January	1,231,000	1,266,000
Benefits paid	(101,000)	(98,000)
Actuarial (gains) and losses	(32,000)	5,000
Interest cost	53,000	58,000
At 31 December	1,151,000	1,231,000
The defined benefit obligations arise from plans which are wholly unfunded
Movements in the fair value of plan assets
At 1 January	1,555,000	1,577,000
Interest income	53,000	58,000
Return on plan assets (excluding amounts included in net interest)	94,000	18,000
Benefits paid	(101,000)	(98,000)
At 31 December	1,601,000	1,555,000

 

Amounts recognised in other comprehensive income:

					2024 £	2023 £
Amounts recognised in other comprehensive income Costs/(income): Actuarial changes related to plan assets					(450,000)	-

 

Scheme obligations would have been affected by changes in assumptions as follows:

	2024 %	2023 %
A decrease in the interest rates of 0.05% would - increase	4.4	6.3
A decrease in inflation of 0.05% would - decrease	5.0	5.0
An increase in the long term rate of mortality improvement of 0.5% would - increase	1.5	1.5

 

27      Share capital

Consolidated and company

	2024 Number	2023 Number	2024 £	2023 £
Ordinary share capital Issued and fully paid Ordinary shares of 1p each	247,483,480	243,964,480	2,474,835	2,439,645

 

The Company has one class of ordinary share which carry no right to fixed income.

 

On 18 March 2024, the Company allotted 1,044,000 new £0.01 Ordinary Shares for consideration of £0.10 per share, totaling £104,400. These shares were issued under the Company's SAYE scheme.

 

On 10 May 2024, the Company allotted 275,000 new £0.01 Ordinary Shares for consideration of £0.10 per share, totaling £27,500. These shares were issued under the Company's SAYE scheme.

 

On 8 July 2024, the Company allotted 300,000 new £0.01 Ordinary Shares for consideration of £0.10 per share, totaling £30,000. These shares were issued under the Company's SAYE scheme.

 

On 30 August 2024, the Company allotted 100,000 new £0.01 Ordinary Shares for consideration of £0.05 per share, totaling £5,000. These shares were issued in accordance with the exercise of warrant options granted to the broker WH Ireland.

 

On 6 September 2024, the Company allotted 900,000 new £0.01 Ordinary Shares for consideration of £0.10 per share, totaling £90,000. These shares were issued under the Company's EMI scheme.

 

On 28 October 2024, the Company allotted 900,000 new £0.01 Ordinary Shares for consideration of £0.10 per share, totaling £90,000. These shares were issued under the Company's EMI scheme.

 

28         Share premium account

	2024	2023
	£	£
At the beginning of the year	17,396,190	17,384,625
Issue of new shares	311,710	11,565
Revaluation of shares held in Trust	(30,510)	-
At the end of the year	17,677,390	17,396,190

 

This reflects proceeds generated on issue of shares in excess of their nominal value and is a non-distributable reserve.

 

29         Revaluation reserve

		2024 £	2023 £
	At the beginning of the year	2,626,976	2,662,384
	Property revaluation	308,659	24,389
	Deferred tax on property revaluation	(108,425)	(6,097)
	Transfer to retained earnings	(50,039)	(53,700)
	At the end of the year	2,777,171	2,626,976

 

This is used to record increases in the fair value of fixed assets and decreases to the extent that the decrease relates to a previous increase on the same asset. The revaluation reserve is a non-distributable reserve. The gain will transfer to retained earnings upon crystallisation of the gain upon disposal of the property. The excess depreciation on revalued assets in comparison to historical cost depreciation is transferred from the revaluation reserve to retained earnings.

 

30      EBT reserve

		2024 £	2023 £
	At the beginning of the year	-	-
	Share buyback	(375,060)	-
	At the end of the year	(375,060)	-

 

The Group has established an Employee Benefit Trust (EBT) to facilitate the purchase and holding of the Company's shares.  The EBT is legally independent from the Group but it is consolidated into the Group's financial statements due to the Group's deemed control over the trust.  The shares held by the EBT may be cancelled or used to satisfy employee share option plans in the future.

 

31    Treasury shares

	2024 £	2023 £
At the beginning of the year	-	-
Purchase of own shares	(58,584)	-
At the end of the year	(58,584)	-

 

On 16 July 2024, the group undertook a share buyback programme of £0.01 ordinary shares of the company. This resulted in the repurchase of 326,352 shares.

 

32      Share option reserve

		2024 £	2023 £
	At the beginning of the year	903,295	628,454
	Share based payment charge/(credit)	(26,034)	274,841
	Cash settlement in lieu of share exercise	(85,859)	-
	Transfer to retained earnings	(266,562)	-
	At the end of the year	524,840	903,295
	This represents the cumulative fair value of options granted.

Equity settled share option plan

The Group has a number of Savings-Related Share Option Plans ("SAYE") available to all employees of the Group. In accordance with the terms of the plan as approved by shareholders, employees of the Group may be granted options to purchase ordinary shares. There are no performance criteria for the SAYE and option are issued to participants in accordance with HMRC rules. Vesting is conditional on continuity of service.

 

As at 31 December 2023, 9,584,334 options remained active. During the financial year 8,237,413 new options were issued and 6,200,122 options lapsed on employees leaving the Company. 1,619,000 options were exercised in the year with a weighted average option price of £0.10 per share. The contractual life of the remaining 10,002,625 options is approximately 3 years.

 

As at 31 December 2023, 10,800,000 share options remained active which were granted to management under Enterprise Management Incentives (EMIs). During the current year no new options were issued and 75,000 options lapsed on employees leaving the Group. 1,800,000 options were exercised in the year and 2,000,000 were cancelled in lieu of a cash settlement. The contractual life of the remaining 6,925,000 options is due to expire during 2025.

 

As at 31 December 2023, 4,900,000 share options remained active which were granted to management under a Company Share Option Plan (CSOP). During the current year no new options were issued and 200,000 options lapsed on employees leaving the Group. No options were exercised in the year. The contractual life of the remaining 4,700,000 options is approximately 1.75 years.

 

Share options are valued using the Black-Scholes model. The inputs to the model are the option price and share price at the date of grant, expected volatility (20 / 45%, dependant on the scheme), expected dividend rate (0%) and risk-free rate of return (4-5%). The model has been adjusted for expected behavioural considerations.

 

*Share option charges released to retained earnings represent the cumulative charges recognised up to the relevant option holders vesting period that have subsequently lapsed, been exercised or have since expired. Once crystallised, the balance held within the share based payment reserve has been transferred to retained earnings with no impact on equity reserves. An amount of £31,340 was released from the share-based payment reserve during the period, in respect of options in the Company's shares held by employees of subsidiary companies. These options have been exercised by these employees and as such released from the Share Based Payment Reserve. The corresponding reduction is recognised within investment in subsidiaries.

 

33      Warrant reserve

	2024 £	2023 £
At the beginning and end of the year	128,170	128,170
This represents the cumulative fair value of warrants granted.

 

34      Foreign exchange reserve

	2024 £	2023 £
At the beginning of the year	(47,502)	(40,487)
Translation loss arising in the year	(11,936)	(7,015)
At the end of the year	(59,438)	(47,502)
This reflects the exchange differences on the translation of the foreign subsidiary.

 

35      Retained earnings

This includes all current and prior period gains and losses

36     67BCapital risk management

 

The Group's capital management objectives are:

 

§ to ensure the Group's ability to continue as a going concern; and

§ to provide long term returns to shareholders.

 

The Group defines and monitors capital on the basis of the carrying amount of equity plus its outstanding borrowings, less cash and cash equivalents as presented on the face of the Consolidated Statement of Financial Position as detailed below:

 

	2024 £	2023 £
Equity	39,677,147	39,552,581
Borrowings	32,127,269	30,390,879
Cash and cash equivalents	(2,199,078)	(5,709,229)
	69,605,338	64,204,231

 

 

The Board of Directors monitors the level of capital as compared to the Group's commitments and adjusts the level of capital as is determined to be necessary by issuing new shares or adjusting the level of debt.

 

The Group is not subject to any externally imposed capital requirements.

 

37     Changes in liabilities arising from financing activities

 

	Cash and cash equivalents	Borrowing due within one year	Borrowing due after one year	Lease liabilities	Total
	£	£	£	£	£
At 1 January 2023	5,913,155	(4,595,139)	(1,456,025)	(21,948,398)	22,086,407
Cash flows	(196,910)	-	-	-	(196,910)
Effect of foreign exchange rates	(7,015)	-	-	-	(7,015)
Repayment of bank loans	-	206,123	1,620,678	-	1,826,801
New bank loan	-	(118,168)	(2,376,832)	-	(2,495,000)
Interest accrued in period	-	-	(130,043)	(1,017,499)	(1,147,542)
Increase in invoice discounting facility	-	(766,116)	-	-	(766,116)
New/amended lease liabilities	-	-	-	(3,696,377)	(3,696,377)
Repayment of lease liabilities	-	-	-	3,886,917	3,886,917
At 31 December 2023	5,709,230	(5,273,300)	(2,342,222)	(22,775,357)	(24,681,649)
Cash flows	(3,487,693)	-	-	-	(3,487,693)
Effect of foreign exchange rates	(22,458)	-	-	-	(22,458)
Repayment of bank loans	-	12,352	106,225	-	118,577
Interest accrued in period	-	-	-	(1,063,683)	(1,063,683)
Increase in invoice discounting facility	-	(1,847,378)	-	-	(1,847,378)
New/amended lease liabilities	-	-	-	(3,662,531)	(3,662,531)
Repayment of lease liabilities	-	-	-	4,718,625	4,718,625
At 31 December 2024	2,199,079	(7,108,326)	(2,235,997)	(22,782,946)	(29,928,190)

 

 

 

 

 

 

 

 

 

38      68BEvents after the reporting date

 

The subsidiary, Valley Wholesale Carpets Limited, purchased a freehold Logistics Centre in Ivybridge, near Plymouth, for consideration of £1.15m on 6th February 2025. This was funded from internal cash reserves.

 

The new logistics centre will enable the Group to develop business in the South West region of the UK not currently serviced with both Valley and Likewise operating from the site. This will provide a significant opportunity for growth in 2025 and beyond.

 

39      69BRelated party transactions

 

70BRemuneration of key management personnel

The remuneration of key management personnel, including directors, is set out below in aggregate for each of the categories specified in IAS 24 Related Party Disclosures.

 

	2024 £	2023 £
Short-term employee benefits	974,254	1,306,877
Post-employment benefits	119,290	61,350
Share-based payments	18,105	68,462
	1,111,649	1,436,689

 

During the financial year, the active 1,285,714 share options brought forward under the Group's SAYE scheme vested. 860,000 of the options were exercised and 125,714 lapsed. A remaining 300,000 remained under option as at the year-end date. Options over this remaining 300,000 shares were exercised post year-end.

 

During the financial year, the active 5,900,000 share options brought forward under the Group's EMI scheme vested. 1,800,000 of the options were exercised and 2,000,000 were cancelled in lieu of a cash settlement. The remaining 2,100,000 options can be exercised within 10 years of the grant date of the option.

 

No further share options were granted to key management personnel during the financial year.

 

Other Information

Balances and transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note.

 

All transactions between the Group were conducted in the ordinary course of business and on normal commercial terms.

 

No material related party transactions outside the Group occurred during the reporting period.