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Registered number:
07684630
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SURF BRISTOL LIMITED
UNAUDITED
FINANCIAL STATEMENTS
INFORMATION FOR FILING WITH THE REGISTRAR
FOR THE PERIOD ENDED 25 NOVEMBER 2020
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SURF BRISTOL LIMITED
REGISTERED NUMBER:
07684630
STATEMENT OF FINANCIAL POSITION
AS AT
25 NOVEMBER 2020
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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SURF BRISTOL LIMITED
REGISTERED NUMBER:
07684630
STATEMENT OF FINANCIAL POSITION
(CONTINUED)
AS AT
25 NOVEMBER 2020
The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the period in question in accordance with section 476 of the Companies Act 2006.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The
financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by
:
The notes on page 4 form part of these financial statements.
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SURF BRISTOL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 25 NOVEMBER 2020
The Surf Bristol Limited is a private company incorporated in England and Wales under the Companies Act. It is a company limited by shares. The address of the registered office is One Glass Wharf, Bristol, United Kingdom, BS2 0ZX.
2.
ACCOUNTING POLICIES
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BASIS OF PREPARATION OF FINANCIAL STATEMENTS
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Section 1A of
Financial Reporting Standard 102, the Financial Reporting Standard applicable in
the UK and the Republic of Ireland and the Companies Act 2006
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The following principal accounting policies have been applied:
Due to the arrival of the global Covid pandemic, The Wave was required to shut its doors from 20th March 2020 until 1st August, and then again for the month of November 2020. The result of the lockdown caused severe financial pressures on the company and the Board took all necessary actions to ensure its financial sustainability. This required the furloughing of the majority of the staff during the lockdown and negotiations with suppliers to support the business during this challenging period. Our investors supported the business throughout this period and this resulted in a £5m refinancing of The Wave in October 2020, strengthening the balance sheet and providing adequate capital to ensure there would be no further liquidity problems.
Despite these challenges, The Wave saw strong sales in only 7 ½ months of trading with over 75,000 surf hours delivered and a further 37,000 non-surf visitors. Further to this, the 3 months of trading from August to October proved extremely profitable and confirmed that the commercial business model was not only viable but provided substantial opportunities for growth.
At the period end, The Wave continued to face risks relating to the Covid pandemic and this resulted in a third lockdown in January 2021, reopening in on 29th March 2021. Since that date, the company has traded strongly and is forecasting as at August 2021 revenues of about £8.3m for the year ending November 2021 with EBITDA of about £1.9m. The Camp at The Wave was also launched in 2021 and this has proved to be very successful. The Wave Group continues to hold cash reserves in excess of £3m providing the Board with substantial confidence in the company’s ability to withstand further economic impacts related to Covid.
The operating model of The Wave is predominantly outside and as such is more protected than many leisure businesses from a Covid lockdown situation, although the Board recognises that this risk may still apply. The Board continues to monitor the situation carefully, and is continually reviewing its options and plans to mitigate such risks. The safety of the Wave’s staff and customers is paramount in such considerations and risk mitigation measures continue to be implemented where necessary and continually reviewed.
The Board has set out a growth strategy to roll out the concept to further sites and as such has been seeking investment. The group has now received several offers to fund the roll out strategy
As a result of the above, the Board has confidence that the business is able to continue as a going concern and these financial statements have been prepared on that assumption.
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SURF BRISTOL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 25 NOVEMBER 2020
2.
ACCOUNTING POLICIES (continued)
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FOREIGN CURRENCY TRANSLATION
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Functional and presentation currency
The Company's functional and presentational currency is GBP.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.
At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.
Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of income and retained earnings within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
Turnover represents sales to external customers at invoiced amounts less value added tax or local taxes on sales. Turnover is recognised in the period in which goods are delivered or the service provided.
Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Statement of income and retained earnings in the same period as the related expenditure.
During the year the company received £479,159 in relation to the Coronavirus Job Retention Scheme. The amount is included within operating income.
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
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SURF BRISTOL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 25 NOVEMBER 2020
2.
ACCOUNTING POLICIES (continued)
DEFINED CONTRIBUTION PENSION PLAN
The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Company in independently administered funds.
Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
The estimated useful lives range as follows:
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
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Freehold land and building
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The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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SURF BRISTOL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 25 NOVEMBER 2020
2.
ACCOUNTING POLICIES (continued)
Stocks are stated 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, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
Short term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
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The average monthly number of employees, including directors, during the period was
109
(2019:
24
)
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SURF BRISTOL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 25 NOVEMBER 2020
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Charge for the period on owned assets
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The Intellectual property relates to a surf facility currently under construction and amortisation will commence once the surf facility is operational.
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NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 25 NOVEMBER 2020
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Freehold land and buildings
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Charge for the period on owned assets
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Page 1
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SURF BRISTOL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 25 NOVEMBER 2020
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Amounts owed by group undertakings
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Prepayments and accrued income
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Amounts owed by group undertakings are interest free and repayable on demand.
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CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
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Amounts owed to group undertakings
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Other taxation and social security
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Obligations under finance lease and hire purchase contracts
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Accruals and deferred income
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Obligations under finance lease and hire purchase contracts are secured on the assets under the agreement.
Included in other creditors are loan notes of £210,391 to individuals that are unsecured and bear interest at 12% per annum
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SURF BRISTOL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 25 NOVEMBER 2020
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CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
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Net obligations under finance leases and hire purchase contracts
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Net obligations under finance lease and hire purchase contracts are secured on the assets under the agreement.
Included in other creditors is an amount of £17,114,685 secured by a charge over the assets of the group in favour of Jar Wave Limited, the parent company. This loan bears interest at 8% and is repayable no earlier than October 2025. Interest accruing on this balance until October 2021 will be added to the principal loan.
Also included in other creditors are loan notes due to individuals totalling £603,334 that are unsecured and bear interest at 12% per annum. £33,334 is repayable in December 2021 and £570,000 is repayable no earlier than October 2025.
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ALLOTTED, CALLED UP AND FULLY PAID
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2,684
(2019:
2,684
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Ordinary
shares of £
0.001
each
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At 25 November 2020 the Company had capital commitments as follows:
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Contracted for but not provided in these financial statements
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The company operates a defined contribution pension scheme. The assets of the scheme are held separatley from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £18,030 (2019: £2,834). Contributions totaling £4,165 (2019: £2,023) were included within creditors at the reporting date.
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SURF BRISTOL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 25 NOVEMBER 2020
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COMMITMENTS UNDER OPERATING LEASES
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At 25 November 2020 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
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Later than 1 year and not later than 5 years
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RELATED PARTY TRANSACTIONS
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The company has taken advantage of the exemption available is Section 33.1A for FRS 102 whereby it has not disclosed transactions with the ultimate parent company or any wholly owned subsidary undertakings of the group.
Included in other creditors are loans from the directors, of £Nil (2019: £16,088). The amounts advanced are interest free and repayable on demand.
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The ultimate parent entity is Jar Wave Ltd, a company registered in England and Wales. The registered office of Jar Wave Ltd is 50 Jermyn Street, London, SW1 6LX. The immediate parent entity is The Wave Group (Midco) Limited, a company registered in England and Wales. The Registered office of The Wave Group (Midco) Limited is One Glass Wharf, Bristol, BS2 0ZX. The Wave Group Limited is the smallest Group in which results of the company are consolidated. Copies of the Group financial statments of The Wave Group Limited are available from Crown Way, Cardiff, CF14 3UZ.
The controlling party is Francis Menassa by virtue of his majority shareholding in Jar Wave Limited.
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