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31 March 2022
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No description of principal activity
2020-05-29
Sage Accounts Production Advanced 2021 - FRS102_2021
48,370
48,370
48,370
xbrli:pure
xbrli:shares
iso4217:GBP
12630992
2020-05-29
2021-06-27
12630992
2021-06-27
12630992
core:PlantMachinery
2020-05-29
2021-06-27
12630992
bus:RegisteredOffice
2020-05-29
2021-06-27
12630992
bus:LeadAgentIfApplicable
2020-05-29
2021-06-27
12630992
bus:Director2
2020-05-29
2021-06-27
12630992
bus:Director3
2020-05-29
2021-06-27
12630992
core:WithinOneYear
2021-06-27
12630992
core:LandBuildings
core:OwnedOrFreeholdAssets
2021-06-27
12630992
core:PlantMachinery
2021-06-27
12630992
core:LandBuildings
core:OwnedOrFreeholdAssets
2020-05-29
2021-06-27
12630992
core:ShareCapital
2021-06-27
12630992
core:RetainedEarningsAccumulatedLosses
2021-06-27
12630992
core:BetweenOneFiveYears
2021-06-27
12630992
core:MoreThanFiveYears
2021-06-27
12630992
core:PatentsTrademarksLicencesConcessionsSimilar
2020-05-29
2021-06-27
12630992
core:PatentsTrademarksLicencesConcessionsSimilar
2021-06-27
12630992
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2020-05-29
2021-06-27
12630992
bus:Audited
2020-05-29
2021-06-27
12630992
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2020-05-29
2021-06-27
12630992
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2020-05-29
2021-06-27
12630992
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2020-05-29
2021-06-27
12630992
core:Non-currentFinancialInstruments
2021-06-27
COMPANY REGISTRATION NUMBER:
12630992
Adventure Bars Group CHS Limited
|
|
Filleted Financial Statements
|
|
Adventure Bars Group CHS Limited
|
|
Period from 29 May 2020 to 27 June 2021
Officers and Professional Advisers
|
1
|
|
|
Statement of Financial Position
|
2
|
|
|
Notes to the Financial Statements
|
3
|
|
|
Adventure Bars Group CHS Limited
|
|
Officers and Professional Advisers
|
|
THE BOARD OF DIRECTORS
|
T Kidd
|
|
S Willingham-Toxvaerd
|
|
|
REGISTERED OFFICE
|
111 Waterloo Road
|
|
Lambeth
|
|
London
|
|
SE1 8UL
|
|
|
AUDITOR
|
PKF Francis Clark
|
|
Chartered accountants & statutory auditor
|
|
90 Victoria Street
|
|
Bristol
|
|
BS1 6DP
|
|
|
Adventure Bars Group CHS Limited
|
|
Statement of Financial Position
|
|
27 June 2021
FIXED ASSETS
Intangible assets
|
5
|
48,370
|
|
|
|
CURRENT ASSETS
Stocks
|
6,862
|
Debtors
|
7
|
51,536
|
|
--------
|
|
58,398
|
|
|
|
CREDITORS: amounts falling due within one year
|
8
|
(
98,380)
|
|
--------
|
NET CURRENT LIABILITIES
|
(
39,982)
|
|
--------
|
TOTAL ASSETS LESS CURRENT LIABILITIES
|
8,388
|
|
|
|
PROVISIONS
|
(
691)
|
|
-------
|
NET ASSETS
|
7,697
|
|
-------
|
|
|
CAPITAL AND RESERVES
Called up share capital
|
1
|
Profit and loss account
|
7,696
|
|
-------
|
SHAREHOLDERS FUNDS
|
7,697
|
|
-------
|
|
|
In accordance with section 444 of the Companies Act 2006, the statement of comprehensive income has not been delivered.
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.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime of FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.
These financial statements were approved by the
board of directors
and authorised for issue on
31 March 2022
, and are signed on behalf of the board by:
Company registration number:
12630992
Adventure Bars Group CHS Limited
|
|
Notes to the Financial Statements
|
|
Period from 29 May 2020 to 27 June 2021
1.
GENERAL INFORMATION
The company is a private company limited by shares, registered in England and Wales. The address of the registered office is 111 Waterloo Road, Lambeth, London, SE1 8UL.
2.
STATEMENT OF COMPLIANCE
These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.
3.
ACCOUNTING POLICIES
Basis of preparation
The financial statements have been prepared on the historical cost basis. The principal accounting policies adopted in the preparation of these financial statements are set out below. The financial statements are prepared in sterling, which is the functional currency of the entity.
Going concern
In concluding that it is appropriate to prepare the 2021 financial statements on the going concern basis, the Directors have considered the company's cash flows, liquidity and business activities. In addition, the Directors have considered the cash flows, liquidity and business activities of the group headed by the ultimate parent company, Nightcap plc (the "Group"), as they believe the going concern basis requires consideration on a group basis. Particular attention has been paid to the impact of of Covid-19 on the businesses, both experienced to date and potentially foreseeable in the future. References below are made in relation to the Group's consolidated financial statements which are available at Companies House. As at 27 June 2021 the Group had cash balances of £13.2m. While some of the Group's sites with outdoor space were able to open on 12 April 2021, when outdoor trading was permitted, the full relaunch began in earnest when all businesses were reopened, when indoor trading recommenced on 17 May 2021, albeit with some significant capacity and other restrictions remaining in place. The performance of our businesses has been particularly strong compared to the equivalent period in 2019, since further restrictions fell away post year-end, on 19 July 2021, since when many of the venues have posted record sales weeks against the same weeks in 2019. Based on the Group's forecasts, the Directors have adopted the going concern basis in preparing the Financial Statements. The Directors have made this assessment after consideration of the Group's cash flows and related assumptions and in accordance with the Guidance on Risk Management, Internal Control and Related Financial and Business Reporting 2014 published by the UK Financial Reporting Council. Going Concern In making this assessment the Directors have made a current consideration of any future potential impact of the Covid-19 pandemic on the cash flows and liquidity of the Group over the next 12 month period. This assessment has considered: - the impact of historic measures put in place during previous lockdowns to preserve and to increase liquidity, and the Group's ability to put similar actions in place again - The continued availability of Government measures to support industry, and in particular the hospitality industry. These measures have previously included the Coronavirus Job Retention Scheme, the business rates holiday, the temporary VAT reduction to 5% on food and nonalcoholic drinks - Initial trading during the period post the resumption of trading on 17 May 2021 - New sites where the Group has confirmed agreements for lease in place and the potential for opening further sites - Banking covenant waivers received from the bank subsequent to the year in respect of certain loans. Based on these assessments the Group forecasts to be in compliance with its future banking covenant obligations, and accordingly the Directors have concluded that it is appropriate to prepare the financial statements on the going concern basis. If further lockdowns are mandated there is a risk that a reduction in trade could cause the group to breach future EBITDA based bank covenants. However, given the strong relationship the group has with its bankers, the Board anticipates that its bankers would continue to be supportive.
Disclosure exemptions
The entity satisfies the criteria of being a qualifying entity as defined in FRS 102. Its financial statements are consolidated into the financial statements of Nightcap Plc which can be obtained from the address shown in note 22. As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102: (a) No cash flow statement has been presented for the company. (b) Disclosures in respect of financial instruments have not been presented. (c) No disclosure has been given for the aggregate remuneration of key management personnel. (d) No disclosure has been given for the related party transactions with other wholly owned subsidiaries of the Nightcap Plc group.
Judgements and key sources of estimation uncertainty
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The judgements and accounting estimates that management has made in the process of applying the entity's accounting policies and that have the most significant effect on the amounts recognised in the financial statements are as follows: Valuation of tangible and intangible fixed assets The assets’ residual values, useful lives, depreciation and amortisation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Impairment of tangible and intangible fixed assets Annually, management considers whether tangible assets are impaired. Where an indication of impairment is identified the estimation of recoverable value requires estimation of the recoverable value of the cash generating units (CGUs). This requires estimation of the future cash flows from the CGUs and also selection of appropriate discount rates in order to calculate the net present value of those cash flows. Individual sites are viewed as separate CGUs in respect of the impairment of tangible fixed assets. Useful economic lives of tangible and intangible fixed assets The depreciation and amortisation charge in each period is sensitive to the assumptions used regarding the economic lives of assets and their respective depreciation rates.
Turnover
Revenue predominantly arises from the sale of food and drink to customers in the sites for which payment in cash or cash equivalents is received immediately and as such revenue is recognised at point of sale. The Company operates in a single geographical region (the UK) and hence all revenues are impacted by the same economic factors. Retro payments and listing fees are spread over the life of the contract. The income is recognised as a credit within cost of sales. Revenue is shown net of value added tax, returns and discounts. Customer deposits received in advance of events and bookings are recorded as deferred revenue on the balance sheet. They are recognised as revenue along with any balancing payment from the customer when the associated event / booking occurs.
Government grants
Government grants are not recognised until there is reasonable assurance that the company will comply with the conditions attaching to them and that the grants will be received. Government grants that are receivable as compensation for losses already incurred or for the purpose of giving immediate financial support to the company with no future related costs are recognised in profit or loss in the period in which they become receivable. Similarly where the income relates to a distinct identifiable expense, for example, income received under the Coronavirus Job Retention Scheme, the income is recognised in profit or loss in the period in which the related cost relates to.
Government grant income is recognised within Other operating income.
Current and deferred taxation
The tax expense for each reporting period comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Statement of Financial Position date, except that: - The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; - Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset where there is a legally enforceable right to offset current tax assets and liabilities and where the deferred tax balances relate to the same tax authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Leased assets
Rentals payable under operating leases are charged to the profit and loss account on a straight line basis over the term of the lease. The charge to the profit and loss account includes non-cash rent expense arising from the recognition of stepped rent, on a straight line basis over the lease term. Reverse premiums and similar incentives received to enter into operating lease agreements are credited to the profit and loss account, to reduce the lease expense, on a straight-line basis over the period of the lease. Incentives received to enter into an operating lease are credited to the profit and loss account, to reduce the lease expense, on a straight-line basis over the period of the lease. Incentives are recognised from the point that inflows of future economic benefits to the company become virtually certain.
Intangible assets
Intangible assets are initially recorded at cost, and are subsequently stated at cost less any accumulated amortisation and impairment losses. Any intangible assets carried at revalued amounts, are recorded at the fair value at the date of revaluation, as determined by reference to an active market, less any subsequent accumulated amortisation and subsequent accumulated impairment losses. Intangible assets acquired as part of a business combination are only recognised separately from goodwill when they arise from contractual or other legal rights, are separable, the expected future economic benefits are probable and the cost or value can be measured reliably.
Tangible assets
Tangible fixed assets are stated at cost less accumulated depreciation and any recognised impairment loss. 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
Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:
|
Leasehold improvements
|
-
|
Straight line over the life of the lease
|
|
Plant and machinery
|
-
|
25% straight line
|
|
|
|
|
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the profit and loss account.
Stocks
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. At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price. The impairment loss is recognised immediately in profit or loss.
Pension costs and other post-retirement benefits
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 the Consolidated Statement of Comprehensive Income 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.
4.
EMPLOYEE NUMBERS
The average number of persons employed by the company during the period amounted to
7
.
All employees are contractually employed by another group company, +Venture Battersea Limited. Staff costs are recharged by +Venture Battersea Limited to
Adventure Bars Group CHS Limited
.
5.
INTANGIBLE ASSETS
|
Licences
|
|
£
|
Cost
|
|
Additions
|
–
|
Transfer from fellow group undertakings
|
48,370
|
|
--------
|
At 27 June 2021
|
48,370
|
|
--------
|
Amortisation
|
|
At 29 May 2020 and 27 June 2021
|
–
|
|
--------
|
Carrying amount
|
|
At 27 June 2021
|
48,370
|
|
--------
|
|
|
6.
TANGIBLE ASSETS
|
Leasehold improvements
|
Plant and machinery
|
Total
|
|
£
|
£
|
£
|
Cost
|
|
|
|
At 29 May 2020
|
–
|
–
|
–
|
Additions
|
792
|
–
|
792
|
Transfer from fellow group undertakings
|
1,306
|
324
|
1,630
|
|
-------
|
----
|
-------
|
At 27 June 2021
|
2,098
|
324
|
2,422
|
|
-------
|
----
|
-------
|
Depreciation
|
|
|
|
At 29 May 2020
|
–
|
–
|
–
|
Charge for the period
|
2,098
|
324
|
2,422
|
|
-------
|
----
|
-------
|
At 27 June 2021
|
2,098
|
324
|
2,422
|
|
-------
|
----
|
-------
|
Carrying amount
|
|
|
|
At 27 June 2021
|
–
|
–
|
–
|
|
-------
|
----
|
-------
|
|
|
|
|
7.
DEBTORS
|
27 Jun 21
|
|
£
|
Amounts owed by group undertakings
|
25,274
|
Prepayments and accrued income
|
7,893
|
Other debtors
|
18,369
|
|
--------
|
|
51,536
|
|
--------
|
|
|
The debtors above include the following amounts falling due after more than one year:
|
27 Jun 21
|
|
£
|
Other debtors - rent deposits
|
10,150
|
|
--------
|
|
|
Amounts owed by group undertakings are unsecured, interest free and repayable on demand.
8.
CREDITORS:
amounts falling due within one year
|
27 Jun 21
|
|
£
|
Trade creditors
|
54,799
|
Accruals and deferred income
|
29,569
|
Social security and other taxes
|
14,012
|
|
--------
|
|
98,380
|
|
--------
|
|
|
9.
OPERATING LEASES
The total future minimum lease payments under non-cancellable operating leases are as follows:
|
27 Jun 21
|
|
£
|
Not later than 1 year
|
50,000
|
Later than 1 year and not later than 5 years
|
200,000
|
Later than 5 years
|
212,500
|
|
---------
|
|
462,500
|
|
---------
|
|
|
10.
ACQUISITIONS
On 12 February 2021, the company entered into an asset purchase agreement, in relation to the business known as The Adventure Bar. The business was acquired from The Adventure Bar Co Limited, a fellow group undertaking as part of a group reorganisation. As part of the asset purchase agreement, the Company acquired certain assets and liabilities relating to the leasehold property (£75,000), stock (£5,730) and property related liabilities (£43,402) for total consideration of £37,328, which represents the net assets acquired and therefore resulting in £nil goodwill. The business generated revenue of £110,165 and a profit before tax of £3,513 since the acquisition date and included is in the profit and loss account for the period.
11.
SUMMARY AUDIT OPINION
The auditor's report for the period dated
31 March 2022
was
unqualified
.
The senior statutory auditor was
Paul Putnam
, for and on behalf of
PKF Francis Clark
.
12.
RELATED PARTY TRANSACTIONS
The company has taken advantage of the exemption available in Section 33.1A of FRS 102 whereby it has not disclosed transactions with the ultimate parent company and any wholly owned subsidiary undertaking of the group.
13.
CONTROLLING PARTY
At 27 June 2021, the company's immediate parent company was +Venture Battersea Limited, a company incorporated in England and Wales. +Venture Battersea Limited's registered office is 111 Waterloo Road, Lambeth, London, SE1 8UL. At 27 June 2021, the company's ultimate parent company was Nightcap plc, a company incorporated in England and Wales. Nightcap Plc's registered office is c/o Locke Lord (UK) LLP, 201 Bishopsgate, London, EC2M 3AB. At 27 June 2021, the Directors consider there is no ultimate controlling party. The largest group in which the results of the company are consolidated is that headed by Nightcap plc, incorporated in England and Wales. The consolidated accounts are available to the public and may be obtained from Nightcap plc's website www.nightcapplc.com/results-and-reports/.