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RNS Number : 0394R
Cake Box Holdings PLC
15 July 2025
 

15 July 2025

 

Cake Box Holdings plc

 

("Cake Box" the "Company" or the "Group")

 

Audited Full Year Results for the 52 weeks ended 30 March 2025

 

Increases in revenue and underlying EBITDA ahead of expectations as Cake Box continues to expand its store estate which now surpasses 250 stores

 

Cake Box Holdings plc, the UK's largest retailer of fresh cream celebration cakes, announces its audited full year results for the 52 weeks ended 30 March 2025.

 

Financial Highlights

 


52 weeks ended

30 March 2025

 

 

2024

 

 

Change***

Group revenue

£42.78m

£37.84m

13.0%

Gross profit

£22.46m

£19.94m

12.6%

EBITDA*

£7.81m

£7.70m

1.5%

Underlying EBITDA**

£8.73m

£7.46m

17.1%

Profit before tax

£6.16m

£6.27m

(1.8%)

Underlying profit before tax**

£7.08m

£6.03m

17.4%

Underlying b asic earnings per share

13.18p

11.04p

19.4%

Final dividend recommended

6.80p

6.10p

11.5%

* EBITDA is calculated as operating profit before depreciation and amortisation

** Underlying EBITDA and pre-and post-tax profits are after adjusting for exceptional items

*** % change is based on amounts in the Consolidated Statement of Comprehensive Income

 

·    Gross margin decreased marginally to 52.5% (2024: 52.7%), as the Group absorbed certain input price increases through the financial period

·    Underlying EBITDA** increased 17.1% to £8.73m (2024: £7.46m)

·    Group's net debt position was £9.0m (2024: net cash of £7.3m) following £22m acquisition of Ambala Foods Limited ("Ambala")

·    Full year dividend per share increased 13.3% to 10.2p (2024: 9.0p)

 

Operational Highlights

·    Successful acquisition of Ambala, a leading manufacturer and retailer of Asian sweets (Mithai) in the UK since 1965, currently operating 19 corporate stores and three franchised stores, for a total consideration of £22m

·    Total number of Cake Box franchise stores across the UK increased to 251 (2024: 225), entering new locations such as Belfast, Hastings and Worthing

·    19.0% growth in online sales to £19.1m (2024: £16.1m) following increased investment in digital marketing and e-commerce capabilities

·    Launched a number of new products to capture latest trends, including an exclusive partnership with Ferrero UK to launch a Nutella range, and the popular Dubai Chocolate range, with lines specifically for Valentine's Day, Mother's Day and Eid

·    The Board has been strengthened by the appointments of Malar Velaigam, Catherine Nunn, and Andrew Boteler, all joining as Non-Executive Directors

 

Franchisee Highlights

·    Franchisee total turnover increased 9.5% to £86.3m (2024: £78.8m)

·    Like-for-like1 sales growth of 3.0% in franchise stores (2024: 4.4%)

·    Number of multi-site franchisees increased to 54 (2024: 47)

 

Current Trading and Outlook

·    Trading in the 2026 financial year has started positively and in line with market expectations, supported by continued momentum in franchise store performance and growing online sales

·    The integration of the Ambala acquisition is progressing well and on track to achieve identified cost savings and efficiencies

·    Whilst it remains a challenging consumer environment, the Group is well positioned for continued growth, with an expanding store estate, growing customer loyalty and increasing online sales

 

1 Like-for-like: Stores trading for at least one full financial year prior to 30 March 2025.

 

Sukh Chamdal, Chief Executive Officer, said: " In the past year, we achieved significant operational growth and are pleased to report growing sales and underlying EBITDA ahead of market expectations. This success was due to strong franchise store performance, expansion of our store network, and the effectiveness of our multi-channel sales strategy. Notably, we celebrated the opening of our 250th store in Hastings, progressing toward our target of 400 locations.

 

"Our strategic acquisition of Ambala Foods in March 2025 enhances our product portfolio and diversifies revenue streams, focusing on celebratory and indulgent treats. Ambala's rich heritage and popular products align seamlessly with our brand, creating opportunities for synergies, accelerated organic growth in new regions and reaching new customers.

 

"Looking ahead, we have entered the new financial year with positive trading momentum and are making good progress in integrating Ambala. We remain dedicated to growth, innovation, and solidifying our position as the UK's leading retailer of fresh cream celebration cakes."

 

For further information, please contact:

 

Cake Box Holdings plc

Sukh Chamdal, CEO

Michael Botha, CFO

 

c/o +44 (0) 20 4582 3500

Shore Capital

Stephane Auton

Patrick Castle

George Payne

Fiona Conroy - Corporate Broking

+44 (0) 20 7408 4050



Gracechurch Group

Harry Chathli

Alexis Gore

Rebecca Scott

 

+44 (0) 20 4582 3500

cakebox@gracechurchpr.com



 

 

Operational Review

 

It has been another excellent year of strong growth for Cake Box with increases in revenue and underlying EBITDA ahead of expectations. The strategic initiatives implemented by management, including an expanding store estate, revamped e-commerce platform, and successful brand refresh, alongside the acquisition of Ambala, provides an excellent platform for further growth.

 

These initiatives have collectively strengthened the Group's operational platform and extended Cake Box's market presence. The combination of the enhanced online performance and growing high street presence positions Cake Box for sustained growth.

 

Delivering on the Group's Growth Ambitions

 

Expanding store estate

 

The Group's success is driven by its franchisees. Cake Box opened 26 new stores during 2025, exceeding managements target at the start of the year, taking the total to 251 Cake Box stores as of 30 March 2025.  The Group saw a 9.5% increase in total franchise store sales and like-for-like sales increase of 3.0%, reflecting successful store openings and strong customer demand.

 

In addition, 19 corporate and three franchised Ambala stores were added to the store estate following the acquisition in March 2025. As part of the Group's expanding footprint, Cake Box reached new regions including Northern Ireland, and in the first half of the 2026 financial year, the Group opened its first international store in Paris.

 

Cake Box is focused on growing its store estate, with a target to reach 400 locations and there remains strong demand for new stores both within the franchisee base and from new potential franchisees. As of 30 March 2025, Cake Box has 109 franchisees of which 54 operate more than one Cake Box store.  

 

The Group continued to work closely with external property consultants to identify and secure high-potential locations, which led to the successful identification of additional areas suitable for either new Cake Box stores or to strengthen the Group's presence in existing regions. Encouraging progress continues as the Group builds towards its long-term expansion goals.

 

The positive downward trends for utility costs combined with the stabilisation of food costs has had a positive impact of franchisee margins and profitability.

 

Marketing and multi-channel approach driving growth

 

The Group's enhanced marketing strategy continues to deliver strong results, further increasing brand awareness, driving customer acquisition and loyalty. Investment in digital marketing and e-commerce capabilities remains central to the Group's growth strategy, with online sales increasing by 19.0% year-on-year, and online transactions now accounting for 23.5% of franchise store sales for the 52 weeks ended 30 March 2025, with some weeks exceeding 25.0% of franchise sales.

 

The launch of a customer loyalty programme, Cake Club, in June 2024 has been well received, and has reached the landmark of surpassing 100,000 members. In addition, there has been a significant uplift in the marketing database, a 100% increase to 768k subscribers and SMS database growth of 78% to 348k. These developments allow for more personalised and impactful customer engagement.

 

Website performance has remained strong, with total visits reaching five million in 2025, a 39.4% increase year-on-year, with over 250,000 new online customers.

 

The increasing online sales also reflect Cake Box's online 'click-and-collect' feature, which allows customers to order personalised, fresh cream cakes for collection within the hour, and continues to grow in popularity.

 

The annual central marketing fund with the franchisees is designed to increase digital and social media reach, grow the brand and attract new customers. All the new stores opened during the financial year have the new refreshed branding and 78 of the total estate now carry the new look, which continues to be rolled out across the business.

 

Strategic acquisition of Ambala to expand product range and market reach

 

In March 2025, Cake Box completed the acquisition of Ambala, a well-established manufacturer and retailer of traditional Asian sweets and snacks, for a total of £22.0m, which included £16.0m for Ambala and £6.0m for Ambala's industrial freehold building located in Welwyn Garden City. Ambala broadens the Group's product portfolio and diversifies its revenue streams while remaining aligned with Cake Box's core focus on celebratory and indulgent treats.

 

The Board has identified cost savings and efficiency benefits of at least £1m in both the near and medium term. These benefits are expected to be delivered over the next 18 to 24 months, through a number of efficiency initiatives.

 

Operational efficiencies will be achieved through greater automation and improved utilisation at Ambala's manufacturing facility, reducing production costs and enhanced productivity. The Group is also streamlining head office functions by merging certain Group functions to reduce overhead costs and enhance administrative efficiency.

 

Further savings are expected from economies of scale as consolidation of the supply chain enables better pricing on materials and packaging. By leveraging Cake Box's scale and supplier relationships, the Group aims to significantly reduce input costs. In addition, integrating Ambala's logistics into Cake Box's existing delivery network will unlock routing efficiencies and reduce transportation costs.

 

These operational synergies form part of a comprehensive integration plan. This plan is progressing well, with initial focus on aligning systems and leveraging the significant operational efficiencies and cost savings while enhancing the Group's opportunities to accelerate revenue growth.

 

The acquisition was supported by a successful £7.2m equity fundraise, underlining strong shareholder support for the Group's growth strategy with both the institutional placing and retail offer substantially oversubscribed.

 

Continuing to invest in growth 

 

In the first half, Cake Box completed the purchase of land adjacent to its Bradford depot for £0.7m. This is to support new store growth in the north of England and Scotland. Cake Box also improved its IT and e-commerce capabilities to capitalise on its significant growth opportunities, with a total capex spend of £1.0m, and a further £1.0m was spent on depots during the period.

 

Board changes

 

During the period, Cake Box was pleased to welcome several highly capable individuals to the Board. Malar Velaigam joined as a Non-Executive Director and Chair of the Remuneration Committee, Catherine Nunn as a Non-Executive Director and Chair of the ESG Committee, and Andrew Boteler as a Non-Executive Director and Chair of the Audit Committee.

 

These appointments reflect the Group's continued commitment to strong governance and experienced leadership, aligned with Cake Box's long-term strategic objectives. Each brings valuable expertise and perspective that will be instrumental as the Group enters its next phase of growth.

 

 

 

 

 

 

Financial review

 


52 weeks ended 30 March 2025*

2024

Change***


£m

£m






Group Revenue

42.78

37.84

13.0%

Gross Profit

22.46

19.94

12.6%

Operating expenses before exceptional items

 (15.10)

 (13.76)

(9.7%)

Exceptional items

 (0.92)

0.24


Operating profit

6.44

6.42

0.2%

Net finance cost

 (0.28)

 (0.15)

(80.2%)

Profit before tax

6.16

6.27

(1.8%)

Underlying profit before tax**

7.08

6.03

17.4%

Taxation

 (1.78)

 (1.61)

(10.8%)

Profit for the period

4.38

4.66

(6.1%)

Underlying profit for the period**

5.30

4.42

19.8%

Revaluation of freehold property

0.15

0.22


Deferred taxation on revaluation

 (0.04)

 (0.06)


Total comprehensive income for the year

4.49

4.82

(6.9%)



 


EBITDA

7.81

7.70

1.5%

Underlying EBITDA**

8.73

7.46

17.1%

* EBITDA is calculated as operating profit before depreciation and amortisation

 


** Underlying EBITDA and pre-and post-tax profits are after adjusting for exceptional items

 


*** % change is based on amounts in the Consolidated Statement of Comprehensive Income


 

Acquisition of Ambala Foods Limited

 

The Group completed the acquisition of Ambala on 21 March 2025. Ambala has been a leading manufacturer and retailer of Asian sweets, also known as Mithai, since 1965 in the UK, establishing itself as a prestigious, well-known brand within UK Asian communities.

 

Ambala provides significant growth opportunities, both through store estate, with Ambala currently operating 19 corporate stores, three franchised stores, and a diversified product range. The Group plans to expand the Ambala brand in the future through franchising.  

 

The acquisition comprised £16.0m for the business and £6.0m for the industrial freehold property of Ambala. The acquisition was funded through a new £15.2m term loan facility and £7.2m new equity raise.

 

Ambala's balance sheet as at 30 March 2025 is consolidated in the Group's Consolidated Statement of Financial Position for the 52 weeks ended 30 March 2025, as well as the trading from the date of acquisition, 21 March 2025, until the end of the financial period, 30 March 2025.

 

Cake Box Franchise Sales

 

A key metric for measuring the revenue performance of the Group is franchise sales. This is the sales of finished products to the customers of the franchisees. These sales are either generated instore or online through Cake Box's e-commerce platform. Total franchise sales increased by 9.5% to £86.3m (2024: £78.8m). The increase was a result of a 3.0% increase in franchise store like-for-like sales, additional sales from stores opened during 2024 and sales from the 26 new stores opened during 2025 (2024: 20).

 

Reported Group Revenue

 

Group revenue consists of products and ingredients sold to franchisees, revenue invoiced for new store builds, recharges to franchisees and sales of Asian confectionary and savoury products through the Ambala corporately owned stores.

 

Reported Group revenue (including Ambala) for the 52 weeks ended 30 March 2025 increased by 13.0% to £42.8m (2024: £37.8m). This was due to the increase in franchise store sales as well as the addition of 26 new franchise stores opening in the period. This positive outcome was achieved despite the continued challenging economic and consumer environment, with consumer's disposable income impacted by high interest rates, utility costs and inflation. Excluding the sales contribution from the Ambala stores of £0.8m, Group revenue increased by 10.8%.

 

Gross Profit

 

Gross profit as a percentage of Group revenue at 52.5%, 0.2% below 2024. Product margins, for food and non-food items sold to franchisees, marginally decreased to 53.2% (2024: 53.5%), as the Group absorbed certain input price increases through the financial period. Overall, raw material costs were stable during the year, as the Group benefitted from having multiple suppliers for its main ingredients, which enabled it to maintain competitive pricing amongst its suppliers.

Maintaining its cost basis enabled the Group to minimise the increase in pricing to its franchisee partners, which in turn benefited the margins of the franchisees, as they were able to maximise price increases to customers. Pricing increases to customers were carefully reviewed to ensure Cake Box remained competitive in the continued challenging and tough economic climate throughout the year. The Group benefits through increased volumes from new customers drawn to the brand, which in turn increases the operational gearing of the depots.

 

Underlying EBITDA

 

Underlying EBITDA increased 17.1% to £8.7m (2024: £7.46m) as a result of the increased operational gearing of the Group during the period, as well as £0.1m EBITDA from Ambala for the period since completion of the acquisition. This was due to the increase in overheads for the Group of 9.7%, being well below the increase in Group revenues of 13.0% and gross profit of 12.6%.

Overheads excluding Ambala were up 5.8%, compared to revenue up 10.8% (excluding Ambala).

 

Reported EBITDA was £7.8m compared to £7.7m for 2024. The difference between Reported and Underlying EBITDA is due to the exceptional items reported in both periods. The Group incurred £0.7m of one-off costs relating to the acquisition of Ambala in March 2025 and £0.2m impairment of historical website development costs, which have been classified as exceptional items. The exceptional item in 2024 related to the reversal of a £0.2m provision created in prior years for a website data breach.

 


 

52 weeks ended 30 March 2025

2024

Change


 

£m

£m

 

Reported operating profit


6.44

6.42

0.2%

Depreciation & Amortisation


1.37

1.28


Reported Group EBITDA


7.81

7.70

1.5%

Exceptional items


0.92

 (0.24)


Underlying Group EBITDA


8.73

7.46

17.1%






Underlying Group EBITDA attributable to:





Cake Box


8.64

7.46

15.8%

Ambala Foods Limited


0.09

-  


Underlying Group EBITDA


8.73

7.46

17.1%

 

 

Although the Group only acquired Ambala on 21 March 2025, Ambala generated £0.1m of EBITDA for the short period from acquisition until the end of the financial period. This was due to Ramadan falling during March 2025, with Eid at the end of the financial period, on 30 March 2025. The celebration of Eid is one of the most profitable periods for Ambala.

 

Exceptional items

 

The exceptional item of £0.9m for the period, relates to £0.7m of professional fees, due diligence and other fees incurred in relation to the acquisition of Ambala, which completed on 21 March 2025 and £0.2m for the impairment of historical website costs.

 

The exceptional item for 2024 comprised solely of a £0.2m provision made in FY21 following a website data breach. During 2024, the Information Commissioner's Office ("ICO") informed the Group that it would not be pursuing any enforcement action relating to the case and considered the case closed. As a result, the Group released this provision in line with the treatment of the original provision.

 

Balance sheet

 

The Group's net assets have grown from £19.3m to £27.0m, mainly due to the impact of the acquisition of Ambala. Non-current assets have increased from £15.0m to £44.5m, due to the Goodwill of £13.8m from the acquisition, the £4.0m increase in the Right-of-Use assets from Ambala store leases and £6.3m purchase of the Ambala industrial freehold (including stamp duty).

 

The non-current liabilities have increased from £5.2m to £21.7m, as a result of the £15.2m new term loan to partly finance the purchase of Ambala and £4.0m lease liabilities in Ambala.

 

Cash balances of £6.3m at 30 March 2025 are £2.2m lower than prior period (31 March 2024: £8.5m). The Group's net debt of £9.0m (2024: net cash of £7.3m) at 30 March 2025, was 1.03x underlying EBITDA.

 

As the Group operates a franchise model, it has relatively low capital expenditure requirements and a flexible cost base.

 

The Board is confident that the Group's cash levels, and liquidity are sufficient for the operational requirements of the Group, despite the continued tough macroeconomic climate.

 

Property

 

At each year end, surveyors are instructed to value the Company's three freehold depots, Enfield, Bradford and Coventry, to ensure a consistent value base. The new valuation has resulted in a further uplift of £0.2m in the reported values of the three sites for the consolidated report and accounts.

 

In addition to a professional valuation at the financial period end, the industrial freehold for Ambala was valued as part of the acquisition due diligence as well as in conjunction with the term loan facility provided by banks.

 

Taxation

 

The effective rate of taxation was 28.9% (2024: 25.6%). The effective tax rate was higher than the statutory rate due to expenses not allowable for tax purposes and adjustments relating to prior periods.

 

Earnings per share ("EPS")

 

Reported basic and diluted earnings per share were 6.4% and 7.1% below the prior financial period respectively, at 10.90p (2024: 11.65p) and 10.63p (2024: 11.44p). Reported profit after tax was 6.1% below the prior year.

Underlying basic and diluted earnings per share was 13.18p (2024: 11.04p) and 12.85p (2024: 10.84p), 19.4% and 18.6% ahead of the prior financial period respectively. This is after the adjustment for the exceptional items of £0.9m in the current financial period, compared to an exceptional income item of £0.2m, in the prior period.

 

The number of shares in issue as at 30 March 2025, was 44,000,000. This is 4,000,000 above the Company's IPO in June 2018, due to the share issue to partly fund the acquisition of Ambala in March 2025.

 

Dividend

 

As a result of the significant profit growth and cash generation reported for the 2025 financial period, the Board is pleased to recommend a final dividend of 6.8p per share (2024: 6.1p). The proposed total dividend for the year will total 10.2p (2024: 9.0p), a 13.3% increase year on year, continuing the progressive dividend policy employed by the Board. The dividend cover is 1.29x (2024: 1.23x) based on underlying basic earnings per share.

 

If approved by the shareholders at the Company's AGM on 29 August 2025, the final dividend of 6.8p will be paid on 5 September 2025. The record date for shareholders on the register will be 8 August 2025, with an ex-dividend date of 7 August 2025. The Group's ISIN and TIDM are GB00BDZWB751 and CBOX, respectively.

 

Cash position

 


52 weeks ended 30 March 2025

2024


£m

£m


 

 

EBITDA

7.81

7.70

Exceptional items (see Note 10)

0.92

 (0.24)

Underlying EBITDA

8.73

7.46

Add back:



Working capital

0.19

 (0.44)

Share-based charge

0.22

0.09

Net interest

 (0.28)

 (0.16)

Corporation tax

 (1.79)

 (0.83)

Free cash flow

7.07

6.12

Capex

 (3.07)

 (1.35)

Proceeds on sale of assets

0.02

0.05

Ambala freehold

 (6.32)

  -

Acquisition of subsidiary - Ambala

 (15.94)

  -

Acquisition costs

 (0.74)


New share issue

7.20

  -

Costs directly attributable to share issue

 (0.47)


Dividends

 (3.80)

 (3.36)

Repayment of finance leases

 (0.28)

 (0.27)

Movement in net surplus cash

 (16.33)

1.19

Opening net surplus cash

7.31

6.12

Closing net (debt)/ surplus cash

 (9.02)

7.31

 

Underlying EBITDA of £8.7m was £1.3m above the prior financial period (2024: £7.46m). Free cash flow was impacted by an increase of £1.0m in corporation tax paid, offset by £0.6m improvement in working capital.

 

Free cash flow generated was £7.1m (2024: £6.1m), this was offset by £3.1m of capital expenditure (2024: £1.4m), which included £1.1m for the new Bradford warehouse, classified under assets-under-construction, and returns to shareholders through dividends of £3.8m (2024: £3.4m).

 

The Group had £6.3m of cash and cash equivalents at year end, a £2.2m decrease on the prior financial period (2024: £8.5m). The Group's net debt position was £9.0m (2024: net cash of £7.3m), a £16.3m decrease on the prior financial period. This decrease is primarily due to the acquisition of Ambala which was partly funded through a new £15.2m term loan facility from banks.

 

Net cash position is calculated by taking the cash and cash equivalents less the outstanding mortgage debt relating to the Group's freehold properties and term loans from banks.

 

 

 

Capital employed and balance sheet

 


52 weeks ended 30 March 2025

2024


£m

£m

Goodwill

13.76

    -  

Intangible assets

2.41

0.73

Property, plant and equipment

20.64

11.48

Right-of-use-assets

5.97

2.27

Other financial assets

3.06

1.05

Lease liabilities

 (6.15)

 (2.43)

Provisions

 (0.34)

  -  

Working capital

0.53

1.85

Net (debt)/surplus cash

 (9.02)

7.31

Tax

 (3.87)

 (2.96)

Net assets

26.99

19.30

 

Goodwill addition in the financial period relates to the Ambala acquisition. Intangible assets have increased by £1.7m on the prior financial period, due to the capitalisation of costs relating to the new ERP system and website development and the Brand intangible asset identified as part of the Ambala acquisition. Property, plant and equipment has increased by £9.2m, due to additions of £1.1m for assets under construction, £6.3m for the Ambala industrial freehold as part of the acquisition and a further £0.2m increase in the valuations of the Group's three freehold properties, offset by £0.9m of depreciation charged for the year. Right-of-use assets has increased by £3.7m, as a result of the £4.0m additional Ambala store leases, marginally offset by the amortisation charge for the year.

 

Loans to franchisees increased by £2.0m during the year, predominantly due to short term bridging loans to franchisees for new store openings until their bank finance is approved and funds released by their banks.

 

Provisions relate to the dilapidation provision in Ambala, for future dilapidation charges under the store lease agreements.

 

Working capital decreased by £1.3m, due to an increase of £1.1m in inventories, £1.2m in accounts receivable, offset by an increase of £3.6m in accounts payable, predominantly due to the consolidation of Ambala.

 

Outlook and current trading

 

Trading to date in the new financial year has been positive, with total franchise sales and like-for-like sales increasing compared with the same period in FY25, and the Group is well positioned to meet market expectations for FY26.

 

Cake Box operates as a cash-generative, asset-light business, with a strong balance sheet. The Group continues to invest in marketing initiatives aimed at boosting customer engagement, while the store expansion strategy remains on track with a strong pipeline of new openings ahead.

 

The integration of an improved digital infrastructure with the Group's growing high street estate positions Cake Box well for continued growth. Management believes the acquisition of Ambala strengthens the Group's position as a multi-brand, multi-channel food business with further potential to grow both organically and through carefully considered strategic opportunities.

 

The Board remain focused on building long-term value through disciplined execution and strategic investment, reinforcing the Group's market position and supporting sustainable future performance.


 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE 52 WEEKS ENDED 30 MARCH 2025

Company Registration No. 08777765

 


Note

52 weeks ended 30 March 2025

2024


 

£

£

Revenue

3

42,780,626

37,844,963

Cost of sales


           (20,323,680)

                 (17,905,058)

Gross profit


               22,456,946

                     19,939,905

Administrative expenses before exceptional items


           (15,105,112)

                 (13,947,694)

Impairment of receivables - writeback/(charge)

4

                             5,000

                            187,856

Exceptional items

4

                   (919,722)

                            243,100

Administrative expenses

4

           (16,019,834)

                 (13,516,738)

Operating profit


                  6,437,112

                        6,423,167

Finance income

6

                       149,395

153,145

Finance expense

6

                   (433,567)

                        (310,885)

Profit before income tax


                  6,152,940

                        6,265,427

Income tax expense

11

              (1,779,648)

                    (1,606,742)

Profit after income tax


                  4,373,292

                        4,658,685





Other comprehensive income for the year




Items that will not be subsequently reclassified to profit or loss:




Revaluation of freehold property

13

                       154,907

                            223,178

Deferred tax on revaluation of freehold property

12

                      (38,727)

                           (55,795)

Total other comprehensive income for the year


                       116,180

                            167,383





Total comprehensive income for the year


                  4,489,472

                        4,826,068

Attributable to:




Equity holders of the parent


                  4,489,472

                        4,826,068

Earnings per share




Basic - pence

34

                             10.90

                                  11.65

Diluted - pence

34

                             10.63

                                  11.44

 

 

The notes on form an integral part of these financial statements.

 

 

 



 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 MARCH 2025

 

 


Note

As at 30 March 2025

As at 31 March 2024


 

£

£

Assets




Non-current assets




Goodwill

14

13,763,142

                                 -  

Intangible assets

14

2,412,202

727,783

Property, plant and equipment

13

20,636,295

11,480,193

Right-of-use-assets

15

5,974,944

2,274,550

Other financial assets

18

1,721,900

564,535



44,508,483

15,047,061

Current assets




Inventories

16

3,657,778

2,592,838

Trade and other receivables

17

5,328,345

4,154,184

Other financial assets

18

1,335,998

487,652

Cash and cash equivalents

32

6,325,774

8,454,265



16,734,945

15,688,939

Total Assets


61,243,428

30,736,000

Equity and liabilities




Equity




Issued share capital

19

440,000

400,000

Capital redemption reserve

20

40

40

Share premium account

20

6,691,995

                                 -  

Share option reserve

20

365,479

95,266

Revaluation reserve

20

3,733,218

3,617,038

Retained earnings

20

15,761,637

15,188,345

Equity attributable to the owners of the parent company


26,992,369

19,300,689

Current liabilities




Trade and other payables

24

8,546,315

4,892,228

Lease liabilities

15

688,363

280,425

Short-term borrowings

23

2,053,091

146,544

Current tax payable


953,949

948,523

Provisions

25

335,864

                                 -  



12,577,582

6,267,720

Non-current liabilities




Lease liabilities

15

5,461,384

2,149,413

Borrowings

23

13,293,581

997,050

Deferred tax liabilities

12

2,918,512

2,021,128



21,673,477

5,167,591

Total Equity and liabilities

 

61,243,428

30,736,000

 

 

The notes form an integral part of these financial statements.

 

 



 

 

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE 52 WEEKS ENDED 30 MARCH 2025

 


Note

52 weeks ended 30 March 2025

2024


 

£

£

Cash flows from operating activities




Profit before income tax


6,152,940

6,265,427

Adjusted for:




Depreciation of property, plant, and equipment

4 & 13

939,499

856,282

Amortisation of intangible assets

4 & 14

136,621

106,810

Depreciation of right-of-use assets

4& 15

299,940

299,940

Impairment of website costs


176,935

                                         -

(Profit)/Loss on disposal of property, plant, and equipment


 (21,390)

13,606

Share based payment expense


215,381

93,445

Finance income


 (149,395)

 (153,145)

Finance costs


433,567

310,885

Decrease/(increase) in inventories


296,596

197,886

(Increase)/decrease in trade and other receivables


 (192,348)

 (1,470,563)

(Increase)/decrease in other financial assets


 (2,005,711)

 (297,775)

Increase/(decrease) in trade and other payables


2,105,455

1,125,815

(Decrease)/increase in provisions


                                     -

 (243,100)

Cash generated from operations


8,388,090

7,105,513

Taxation paid


 (1,791,721)

 (829,251)

Net cash inflow from operating activities


6,596,369

6,276,262

Cash flows from investing activities




Acquisition of subsidiary net of cash acquired

 21

 (15,935,058)

                                         -

Net assets on acquisition


(1,788,044)

-

Goodwill on acquisition


(13,763,142)

-

Intangible assets on acquisition


(742,254)

-

Acquisition subsidiary - cash balance


358,382

-

Purchase of new subsidiary freehold

13

 (6,319,860)

                                         -

Purchases of property, plant and equipment

13

 (1,004,971)

 (892,226)

Additions in intangible assets

14

 (1,008,303)

 (453,920)

Purchase of assets under construction

13

 (1,052,175)

                                         -

Proceeds from sale of property, plant and equipment


25,031

51,620

Finance income


149,395

153,145

Net cash outflow from investing activities


        (25,145,941)

 (1,141,381)

Cash flows from financing activities




New share issue


7,200,000

                                         -

Costs directly attributable to share issue


 (468,005)


Repayment of finance leases


 (280,425)

 (270,118)

Repayment of borrowings


 (740,788)

 (93,196)

New borrowings


14,943,866

                                         -

Dividends paid

8

 (3,800,000)

 (3,360,000)

Finance cost


 (433,567)

 (310,885)

Net cash inflow / (outflow) from financing activities


16,421,081

 (4,034,199)

Net (decrease) / increase in cash and cash equivalents


 (2,128,491)

1,100,682

Cash and cash equivalents at 1 April 2024


8,454,265

7,353,583

Cash and cash equivalents at 30 March 2025

32

6,325,774

8,454,265

 

The notes form an integral part of these financial statements.

 

 



 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE 52 WEEKS ENDED 30 MARCH 2025

 


Attributable to the owners of the Parent Company


Share capital

Capital redemption reserve

Share premium account

Share option reserve

Revaluation reserve

Retained earnings

Total


£

£

£

£

£

£

£

At 31 March 2023

          400,000

                          40

                         -  

                           -  

     3,449,655

          13,889,660

           17,739,355

Profit for the year

-

-

-

-

-

             4,658,685

              4,658,685

Revaluation of freehold property

-

-

-

-

          223,178

-

                   223,178

Deferred tax on revaluation of freehold property

-

-

-

-

         (55,795)

-

                  (55,795)

Total comprehensive income for the year

-

                            -  

                         -  

                             -

          167,383

             4,658,685

              4,826,068

Transactions with the owners in their capacity as owners








Share-based payments

-

-

-

              93,445

-

-

                      93,445

Deferred tax on share-based payments

-

-

-

                 1,821

-

-

                         1,821

Dividends paid

-

-

-

-

-

         (3,360,000)

          (3,360,000)

At 31 March 2024

          400,000

                          40

                         -  

              95,266

     3,617,038

          15,188,345

           19,300,689

Profit for the year

-

-


-

-

             4,373,292

              4,373,292

Revaluation of freehold property

-

-

-

-

          154,907

-

                   154,907

Deferred tax on revaluation of freehold property

-

-

-

-

         (38,727)

-

                  (38,727)

Total comprehensive income for the year

0

                            -  

                         -  

                           -  

          116,180

             4,373,292

              4,489,472

Transactions with the owners in their capacity as owners








Share-based payments

-

-

-

           215,381

-

-

                   215,381

Deferred tax on share-based payments

-

-

-

              54,832

-

-

                      54,832

Shares issued during the financial period

             40,000

-

     7,160,000

-

-

-

              7,200,000

Costs directly attributable to share issue

 -

-

     (468,005)

-

-

-

               (468,005)

Dividends paid

-

-

-

-

-

         (3,800,000)

          (3,800,000)

At 30 March 2025

          440,000

                          40

     6,691,995

           365,479

     3,733,218

          15,761,637

           26,992,369

 

The notes form an integral part of these financial statements.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE 52 WEEKS ENDED 30 MARCH 2025

 

1.   General information

 

Cake Box Holdings Plc is a listed company limited by shares, incorporated in England and Wales, with company number 08777765 and domiciled in the United Kingdom. Its registered office is 20 - 22 Jute Lane, Enfield, Middlesex, EN3 7PJ.

 

The financial statements cover Cake Box Holdings Plc ('Company') and the entities it controlled at the end of, or during, the financial year (referred to as the 'Group').

 

The principal activity of the Group is a specialist retailer of fresh cream cakes, Asian confectionary and savoury products and franchise operator.

 

2.   Material accounting policy information            

 

            2.1        Basis of preparation of financial statements

 

The financial information set out in this statement does not constitute statutory accounts as defined in section 435 of the Companies Act 2006. This set of financial results was approved by the Board on 14 July 2025. The financial information for the 52 weeks ended 30 March 2025 and the year ended 31 March 2024 have been extracted from the statutory accounts for each year. The auditor's report on the 2025 statutory accounts was (i) unqualified, (ii) did not include references to any matters to which the auditor drew attention by way emphasis without qualifying its reports and (iii) did not contain statements under section S498(2) or S498(3) of the Companies Act 2006.

 

While the financial information included in this preliminary announcement has been prepared in accordance with the recognition and measurement criteria of International Financial Reporting Standards, this announcement does not itself contain sufficient information to comply with those standards. The Company expects to publish full financial statements that comply with International Financial Reporting Standards in August 2025.

 

The consolidated financial statements for the 52 weeks ended 30 March 2025 have been prepared in accordance with United Kingdom adopted International Financial Reporting Standards (UK adopted IFRS) and those parts of the Companies Act 2006 that are applicable to companies which apply UK adopted IFRS.

 

The consolidated financial statements have been prepared under the historical cost convention, other than freehold land and buildings which are measured at fair value.

 

The numbers presented in the financial statements have been rounded to the nearest pound (£) unless otherwise stated.

Acquisition costs that are directly attributable to the business combination are expensed in the income statement.

 

Goodwill and other intangible assets arising from business combinations

 

Goodwill arising on consolidation represents the excess of the fair value of the consideration given over the fair value of the identifiable net assets acquired. Goodwill is capitalised on the balance sheet and subject to an annual impairment test, or more frequently if there are indicators of impairment. Impairments to goodwill are charged to the income statement in the period in which they arise.

 

Business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on which control is transferred to the Group. The Group determines whether a particular set of activities and assets is a business by assessing whether the set of assets and activities acquired includes, at a minimum, an input and substantive process and whether the acquired set has the ability to produce outputs.

 

The carrying amounts of the Group's non-financial assets, other than deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated. For goodwill, the recoverable amount is estimated each period end at the same time.

 

Acquisition costs that are directly attributable to the business combination are expensed in the income statement.

 

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. 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 the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the "cash-generating unit"). The goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to cash-generating units, or ("CGU"). Subject to an operating segment ceiling test, for the purposes of goodwill impairment testing, CGUs to which goodwill has been allocated are aggregated so that the level at which impairment is tested reflects the lowest.

 

An impairment loss is recognised if the carrying amount of an asset or its CGU exceeds its estimated recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to the units, and then to reduce the carrying amounts of the other assets in the unit (group of units) on a pro rata basis.

 

An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

 

Judgements

 

The preparation of financial statements under IFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and reported amounts of assets, liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and factors that are believed to be reasonable under the circumstances, the results of which form the basis of making judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. Estimates and assumptions are reviewed on an ongoing basis and any revision to estimates or assumptions are recognised in the period in which they are revised and in future periods affected.

 

Expected Credit Loss Allowance

            The Group exercises judgement in relation to the calculation of expected credit losses on trade receivables and franchisee loans. This includes ascertaining what constitutes a significant increase in credit risk, what is defined as loan default and how forward-looking information has been incorporated into the simplified approach for trade receivables. Please see Note 28 for further details.

 

Key areas of estimation uncertainty

 

The following areas of estimation uncertainty which have had the most significant effect on amounts recognised in the financial statements:

 

Provisions

The Group had previously recognised provisions following a data breach which impacted the Group's website payment system. The provision related to the fine received by the merchant service provider, and estimated costs associated including potential fines from the ICO in respect of GDPR breaches and associated legal and professional fees. Management used judgement in respect of potential fees and fines and estimates to calculate the quantum of costs.

 

Freehold property

Freehold properties are held at valuation. When measuring the fair value of an asset or liability, the Group uses observable market data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows:

 

·      Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

·      Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e.as prices) or indirectly (i.e. derived from prices).

·      Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

The fair value of investment property was determined by external, independent property valuers, having appropriate recognised professional qualifications and recent experience in the location and category of the property being valued. The independent valuers provide the fair value of the Group's investment property portfolio every 12 months.

 

Goodwill and other intangible assets arising from business combinations

On 21 March 2025 the Group acquired 100% of the voting equity instruments of Ambala Food Limited. Accounting for the acquisitions has required management to exercise judgement and make estimations in several areas as set out below. When the Group obtains control of a business, the business combination is accounted for using the acquisition method of accounting. By applying this method all assets acquired, and liabilities assumed are to be measured at fair value at acquisition date. The excess of the purchase consideration over the fair value of the identifiable assets, liabilities and contingent liabilities acquired (if any) is recognised as goodwill.

 

Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less any accumulated impairment losses. Goodwill is not amortised but is tested annually for impairment, or more frequently if events or changes in circumstances indicate that it might be impaired. For the purpose of impairment testing, goodwill is allocated to each of the Group's cash-generating units (CGUs) that are expected to benefit from the combination.

 

Impairment is determined by comparing the recoverable amount of a CGU with the carrying amount, including goodwill. If the recoverable amount is less than the carrying amount, an impairment loss is recognised immediately in the income statement and is not reversed in subsequent periods. If the fair values of the net assets and liabilities assumed are more than the purchase consideration, the excess is recognised as a bargain purchase gain immediately in profit or loss.

 

The process followed involved:

 

·     Purchase price allocation - the allocation of the purchase considerations across group operations, which involves estimation as to the value of each of the acquired group's operations, considering longer term growth forecasts for each significant element of the business. This allocation also involves performing cross-checks to ensure the integrity of the valuation as a whole.

·      Identifying the assets and liabilities acquired- identifying those assets, both tangible and intangible, that existed at the time of the transaction.

·     Valuing individual assets and liabilities - depending on the nature of the assets and liabilities, different valuation techniques were adopted to value each in turn.

 

The most significant area where management have exercised judgement and made estimations was in valuing the acquired brand and intellectual property. A relief from royalty method was used taking account of an appropriate royalty rate, UEL and discount rate, as well as cashflows from existing customers and expected future growth.

 

2.2        Functional and presentation currency

 

The currency of the primary economic environment in which the Parent and its subsidiaries operate (the functional currency) is Pound Sterling ("GBP or £") which is also the presentation currency.

 

2.3        Basis of consolidation

 

Subsidiaries

 

Subsidiaries are entities controlled by the Group. The Group 'controls' an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases.

 

Changes in the Group's interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions.

 

Transactions eliminated on consolidation

 

Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group transactions, are eliminated.

 

A list of the significant investments in subsidiaries, including the name, country of incorporation and proportion of ownership interest is given in Note 30 to the Company's separate financial statements.

 

 

2.4        Application of New and Revised IFRS's

 

At the date of authorisation of these financial statements the following Standards and Interpretations were in issue and have been applied in these financial statements. There has not been a material impact on the Group following their application:

           



Effective Date

IAS 1

Amendments clarify how conditions with which an entity must comply within twelve months after the reporting period affect the classification of a liability.

 

1 January 2024

IAS 16

Amendments include requirements for sale and leaseback transactions in IFRS 16 to explain how an entity accounts for a sale and leaseback after the date of the transaction.

1 January 2024




 

At the date of authorisation of these financial statements the following Standards and Interpretations which have not been applied in these financial statements were in issue but not yet effective and are not expected to have a material impact on the Group:

 



Effective Date




IAS 21

Amendments include requirements for sale and leaseback transactions in IFRS 16 to explain how an entity accounts for a sale and leaseback after the date of the transaction.

1 January 2025







IFRS 18

 

 

 

 

 

 

 

 

 

 

 

 

 

 

IFRS 19

 

 

 

 

 

 

IFRS 18 is the future standard that replaces IAS 1 in its entirety and will thus deal with presentation of primary statements and notes. Some key impacts are as follows:

·      Improving structure of the statement of profit or loss by requiring information to be classified in either operating, investing, financing, taxation, or discontinued categories.

·      Improving the requirements over the level of aggregation and disaggregation of line items and the information in notes in order to provide more useful information.

·      Providing specific requirements over the reporting of additional sub-totals, line items, and other aspects of presentation that relate to alternative performance measures (for example non-IFRS measures).

 

 

IFRS 19 is a new standard that enables reduced disclosures in the IFRS accounts of subsidiaries that do not have public accountability. IFRS 19 is not relevant at this level of the Group as the Company is a parent and not a subsidiary.

1 January 2027

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1 January 2027

 




2.5        Segment reporting

 

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker ('CODM'). The CODM, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the executive directors that make strategic decisions. Whilst the Group's trading has numerous components, following the acquisition of Ambala, the CODM is of the opinion that there are two operating segments. This is in line with internal reporting provided to the executive directors.

 

 

 

 

 

2.6        Going concern

 

The Directors pay careful attention to the cost base of the Group ensuring not only that it is kept at a level to satisfy the commercial requirements but also that it remains appropriate to the level of activity of the Group and the financial resources available to it.

 

The current cash balance was as at 30 March 2025 £6.3m (FY24: £8.5m), and the Group continues to be cash generative.

 

Based on the current working capital forecast, there is no need to raise additional funds as the Group considers that it is in a position where the scenario of not meeting liabilities is remote. After making enquiries and considering the assumptions upon which the forecasts have been based, the directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the period of at least twelve months from the date of approval of these financial statements. For these reasons, they continue to adopt the going concern basis of accounting in preparing the annual financial statements.        

 

2.7        Revenue recognition

 

The Group recognises revenue from the following major sources:

·      Sale of sponges, fresh cream and other foods and goods to franchisees

·      Online commission on the sales of cakes and related products to customers

·      Franchise packages

·      National marketing levy

·      Sales of Asian confectionary and savoury products

 

Sale of sponges and related ingredients to franchisees

For sales of goods to franchisees, revenue is recognised when control of the goods has transferred, being at the point at which the goods are dispatched and delivered, which occurs on the same day. Payment of the transaction price is due within seven days after statements are forwarded to franchisees. The Group actively works with its franchisees to ensure credit terms are met and if terms are required to be extended a suitable debt recovery plan is agreed. 

 

Online commission on the sales of cakes and related products to customers

Online sales which include click and collect sales, where the franchisee has the primary responsibility for the fulfilment of the order and the Group is collecting the consideration paid by the customers on behalf of the franchisee as agent, are not recognised as revenue of the Group. Only the net commission amount is recognised. Revenue is recognised at the date of order and payment is taken at this point.

 

Franchise packages

            The franchise packages consist of revenues which relate to pre- and post-opening costs mainly for store fit-out; and initial set up costs for pre-opening support, and franchisee and staff training.

 

            The pre- and post-opening costs are required to get the new franchisee trading and are therefore recognised at a point in time which is at the end of the month in which trading commences. Each package is tailored to a specific franchisee's needs and elements can be added or removed as appropriate which will affect the price. The performance obligation of the Group is met, when the store is handed over to the franchisee and he/she accepts it and commences trading. The franchisee is then obligated to settle the invoices raised by the Group for the costs incurred by the Group in getting the store in a position where it can start trading. Included in the franchise packages, is a franchise fee, the amount of which will depend on whether it is a new or existing franchisee opening the new store.

 

Holding deposits received from franchisees for new stores are not treated as revenue when received. The deposits are held under 'Other Payables' in the Group's financial statements. If the new store is completed and the franchisee accepts it and commences trading, the deposit is allocated against the costs associated with the new store and recognised as revenue at this point. If the new store does not proceed, the deposit is refunded to the franchisee.

 

National marketing Levy

Franchisees contribute a percentage of their franchise sales to the National Marketing Fund managed by the Group. The purpose of the fund is to build franchise sales through increased awareness of the Cake Box brand and the website. For the funds received, the Group provides national marketing initiatives and services. These performance obligations are considered to constitute a revenue stream, and the contributions received by the Group are therefore recognised as revenue. Revenue recognition is measured on an input basis as the costs of providing the services are incurred. The Group provides the services on a break-even basis, such that the fund does not retain a long-term surplus or deficit. As such, the level of revenue and costs recognised in respect of fulfilling the national marketing obligations are equal. Any timing difference between contributions received and costs incurred are held as a contract asset or liability on the Consolidated Statement of Financial Position. 

 

Sales of Asian confectionary and savoury products

For sales of Asian confectionary and savoury products, revenue is recognised in the Point-Of-Sale software in stores, when payment (cash or credit/debit card) is received from the customer. Online sales are recognised when payment is received via credit and debit cards from customers. For wholesale sales to stockists, sales are recognised when invoiced to third parties.

 

   2.8       Current and deferred taxation

 

               Current tax liabilities

Current tax for the current and prior periods is, to the extent unpaid, recognised as a liability. If the amount already paid in respect of the current and prior periods exceeds the amount due for those periods, the excess is recognised as an asset, limited to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised.

 

A provision is recognised for those matters for which the tax determination is uncertain, but it is considered probable that there will be a future outflow of funds to a tax authority. The provisions are measured at the best estimate of the amount expected to become payable.

 

No material uncertain tax positions exist as at 30 March 2025. This assessment relies on estimates and assumptions and may involve a series of complex judgements about future events. To the extent that the final tax outcome of these matters is different from the amounts recorded, such differences will impact income tax expense in the period in which such determination is made.

 

Current taxes are calculated using tax rates and laws that are enacted or substantively enacted at the reporting date.

 

              Deferred Tax

Deferred tax is recognised on differences between the carrying amounts of assets and liabilities in the financial statements and their corresponding tax bases (known as temporary differences). Deferred tax liabilities are recognised for all temporary differences that are expected to increase taxable profit in the future. Deferred tax assets are recognised for all temporary differences that are expected to reduce taxable profit in the future, and any unused tax losses or unused tax credits, limited to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised.

 

The net carrying amount of deferred tax assets is reviewed at each reporting date and is adjusted to reflect the current assessment of future taxable profits. Deferred tax is calculated at the tax rates that are expected to apply to the taxable profit (tax loss) of the periods in which the Company expects the deferred tax asset to be realised or the deferred tax liability to be settled.

 

Deferred taxes are calculated using tax rates and laws that are enacted or substantively enacted at the reporting date that are expected to apply as or when the temporary differences reverses.

A deferred tax asset is recognised in respect of share-based payments to the extent that the tax deduction is probable, and it relates to services already received.

The asset is measured based on the expected future tax deduction under the applicable tax rules (e.g. intrinsic value of share options at exercise), even if the expense is recognised in equity for accounting purposes. Any excess between the tax deduction and accounting expense is recognised in equity.

In a business combination, deferred tax is recognised on identifiable assets acquired and liabilities assumed, where there is a difference between the fair value and tax base at acquisition. For example, deferred tax liabilities have been recognised on acquired intangible assets where the fair value uplift exceeds their tax base. These liabilities are recognised as part of the business combination accounting and increase the net identifiable liabilities, which in turn increases the amount of goodwill recognised.

 

Deferred tax is not recognised on:

·      the initial recognition of goodwill, because goodwill is a residual and not an identifiable temporary difference

·      temporary differences arising on the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting profit nor taxable profit

Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against current tax liabilities, and they relate to income taxes levied by the same taxation authority on the same taxable entity.

Tax Expense

Income tax expense represents the sum of the tax currently payable and deferred tax movement for the current period. The tax currently payable is based on taxable profit for the year.

 

Income taxes are recognised in profit or loss unless they relate to items recognised in other comprehensive income or equity, in which case the income tax is recognised in other comprehensive income or equity respectively.

 

2.9        Property, Plant and Equipment - held at cost

 

Property, plant and equipment, other than freehold properties, 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.

 

Land is not depreciated. Depreciation on other assets is charged 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 annual basis:

Freehold buildings

-

Over 40 to 50 years

Freehold property improvements

-

Over 4 to 30 years

Plant & machinery

-

Over 4 - 15 years

Motor vehicles

-

4 years

Fixtures & fittings

-

Over 4 to 12 years

Assets under construction

-

Not depreciated

 

Assets under the course of construction are carried at cost less any recognised impairment loss. Depreciation of these assets commences when the assets become available for use.

 

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 or loss.

 

2.10      Property, plant and equipment - held at valuation

 

Individual freehold properties are carried at fair value at the date of the revaluation less any subsequent accumulated depreciation and subsequent impairment losses. Revaluations are undertaken with sufficient regularity to ensure the carrying amount does not differ materially from that which would be determined using fair value at each Consolidated Statement of Financial Position date.

 

Fair values are determined by an independent valuer and updated by the Directors from market-based evidence.

 

Revaluation gains are recognised in Other Comprehensive Income. Revaluation losses are recognised in the profit and loss, unless the losses relate to previously recognised gains, in which case it will be recognised in Other Comprehensive Income. Any excess losses are recognised in the profit or loss.

 

2.11      Inventories

 

Inventories 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.

 

2.12      Financial instruments

 

Recognition of Financial Instruments

 

Financial assets and financial liabilities are recognised when the Group becomes party to the contractual provisions of the instrument.

 

Trade and other receivables

Trade and other receivables without a significant financing component are initially measured at transaction price which approximates fair value at the transaction date. All sales are made on the basis of normal credit terms, and the receivables do not bear interest. Where credit is extended beyond normal credit terms, receivables are measured at amortised cost using the effective interest method. All trade receivables are subsequently measured at amortised cost.  At the end of each reporting period, the carrying amounts of trade and other receivables are reviewed. Impairment allowance for current and non-current trade receivables are recognised based on the simplified approach within IFRS 9 using a provision matrix in the determination of the lifetime expected credit losses. During this process the probability of the non-payment of the trade receivables is assessed. This probability is then multiplied by the amount of the expected loss arising from default to determine the lifetime expected credit loss for the trade receivables. For trade receivables, which are reported net, such allowances are recorded in a separate allowance account with the loss being recognised in the statement of profit or loss. On confirmation that the trade receivable will not be collectable, the gross carrying value of the asset is written off against the associated provision.

 

Other financial assets

            Included in other financial assets are loans to franchisees. These loans are interest free, however include an arrangement fee, at the discretion of the Group, which is spread over the term of the loan. These loans have been discounted to fair value using a market rate. The impact of this discounting has been recognised in finance costs. At the end of each reporting period, the carrying amounts of other financial assets are reviewed on an individual balance basis and appropriate impairments are made if losses are anticipated. If a previously impaired balance is subsequently received, the impairment is reversed through the profit and loss. See notes 27 and 28 for further details.

 

Trade and other payables

Trade and other payables are initially measured at fair value and subsequently at amortised cost. Trade payables are obligations on the basis of normal credit terms and do not bear interest. Trade payables denominated in a foreign currency are translated into Sterling using the exchange rate at the reporting date. Foreign exchange gains or losses are included in other income or other expenses.

 

2.13      Financial instruments

 

Bank loans and overdrafts

All borrowings are initially recorded at fair value, net of transaction costs. Borrowings are subsequently carried at amortised cost under the effective interest method (EIR). The EIR method amortises transaction costs and spreads interest expense over the relevant period, so that the interest expense in each period represents a constant rate on the carrying amount of the liability. Interest expense on the term loan is recognized in profit or loss within finance costs using the EIR.

 

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date.

 

2.14      Finance costs and income

 

Finance costs are charged to the profit and 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. Transaction costs are deducted from the amount of the borrowing at initial recognition and are part of the effective interest recognised in profit or loss.

 

Finance income is charged to the profit and loss on receipt or accrued if there is a signed agreement in place.

 

2.15      Cash and cash equivalents

 

Cash and cash equivalents comprise cash on hand and deposits with maturities of three months or less from inception, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value.

 

Cash in transit, such as deposits sent to the bank, but not yet cleared or settled at the reporting date, is included in cash and cash equivalents where the Group retains the risks and rewards of ownership.

 

            2.16      Dividends

 

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an Annual General Meeting.

 

2.17      Leases

 

The Group assesses whether a contract is, or contains, a lease, at inception of the contract. The Group recognises a right-of-use asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets (such as tablets and personal computers, small items of office furniture and telephones). For these leases, the Group recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed.

 

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the Group's incremental borrowing rate.

 

Lease payments included in the measurement of the lease liability comprise:

·      fixed lease payments (including in-substance fixed payments), less any lease incentives receivable;

·    variable lease payments that depend on an index or rate, initially measured using the index or rate at the commencement date;

·      the amount expected to be payable by the lessee under residual value guarantees;

·      the exercise price of purchase options if the lessee is reasonably certain to exercise the options; and

·      payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease.

 

The lease liability is presented as a separate line in the Consolidated Statement of Financial Position.

 

The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (at a constant rate) and by reducing the carrying amount to reflect the lease payments made.

 

The Group remeasures the lease liability (and makes a corresponding adjustment to the related right-of-use asset) whenever:

·      The lease term has changed or there is a significant event or change in circumstances resulting in a change in the assessment of exercise of a purchase option, in which case the lease liability is remeasured by discounting the revised lease payments using a revised discount rate

·     The lease payments change due to changes in an index or rate or a change in expected payment under a guaranteed residual value, in which cases the lease liability is remeasured by discounting the revised lease payments using a revised discount rate (unless the lease payments change is due to a change in a floating interest rate, in which case a revised discount rate is used)

·      A lease contract is modified, and the lease modification is not accounted for as a separate lease, in which case the lease liability is remeasured based on the lease term of the modified lease by discounting the revised lease payments using a revised discount rate at the effective date of the modification

 

The Group did not make any such adjustments during the periods presented.

 

The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement day, less any lease incentives received and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and impairment losses.

 

Whenever the Group incurs an obligation for costs to dismantle and remove a leased asset, restore the site on which it is located or restore the underlying asset to the condition required by the terms and conditions of the lease, a provision is recognised and measured under IAS 37. To the extent that the costs relate to a right-of-use asset, the costs are included in the related right-of-use asset, unless those costs are incurred to produce inventories.

 

Right-of-use assets are depreciated over the shorter period of lease term and useful life of the right-of-use asset. Right-of-use assets currently in use are depreciated over 10 years, which is the term of the lease.

 

If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Group expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease.

 

The right-of-use assets are presented as a separate line in the consolidated statement of financial position. The Group applies IAS 36 to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described in the 'Property, Plant and Equipment' policy.

 

2.18      Employee benefits

 

Short Term Employee Benefits

The cost of short-term employee benefits, (those payable within 12 months after the service is rendered, such as leave pay and sick leave, bonuses, and non-monetary benefits such as medical care), are recognised in the period in which the service is rendered and are not discounted.

 

Defined contribution pension plan

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

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

 

Termination benefits

The entity recognises the expense and corresponding liability for termination benefits when it is demonstrably committed to either of the following scenarios:

a.     The termination of the employment of an employee or group of staff before the normal retirement age, or

b.     The provision of termination benefits in relation to an offer made to encourage voluntary redundancy.

 

The value of such benefit is measured at the best estimate of the expenditure required to settle the obligation at the reporting date.

 

2.19      Provisions and contingencies

 

Provisions are recognised when the Group has an obligation at the reporting date as a result of a past event; it is probable that the Group will be required to transfer economic benefits in settlement; and the amount of the obligation can be estimated reliably.

 

Provisions are measured at the present value of the amount expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks to a specific obligation. The increase in the provision due to the passage of time is recognised as interest expense.

 

Provisions are not recognised for future operating losses.

 

Contingent liabilities are not recognised in the consolidated financial statements.  They are disclosed if the possibility of an outflow of resources embodying economic benefit is remote.  A contingent asset is not recognised in the consolidated financial statements but disclosed when an inflow of economic benefit is probable.

 

2.20      Share capital

 

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

 

2.21      Research and development

 

Research and development expenditure is charged to the Consolidated Statement of Comprehensive Income in the year in which it is incurred. The expenditure does not meet the definition of 'Development' under IAS 38.

 

2.22      Fair value measurement

 

When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; and assumes that the transaction will take place either: in the principal market; or in the absence of a principal market, in the most advantageous market.

 

Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming they act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, are used, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

 

Assets and liabilities measured at fair value are classified into three levels, using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. Classifications are reviewed at each reporting date and transfers between levels are determined based on a reassessment of the lowest level of input that is significant to the fair value measurement.

 

For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise is either not available or when the valuation is deemed to be significant. External valuers are selected based on market knowledge and reputation. Where there is a significant change in fair value of an asset or liability from one period to another, an analysis is undertaken, which includes a verification of the major inputs applied in the latest valuation and a comparison, where applicable, with external sources of data.

 

2.23 Share-based payments

 

Where share options are awarded to staff, the fair value of the options (measured using the Black-Scholes model) at the date of grant is charged to the profit and loss over the vesting period. Non-market vesting conditions are considered by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.

 

The fair value of the award also considers non-vesting conditions. These are either factors beyond the control of either party or factors which are within the control of one or another of the parties. Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.

 

Lapsed share options are derecognised as soon as it is known that vesting conditions will not be met. Previous charges to the Statement of Comprehensive Income are credited back to this statement.

 

2.24 Exceptional items

 

Exceptional items are transactions that fall within the ordinary activities of the Group but are presented separately due to their size or incidence.

 

2.25 Impairment of non-financial assets

 

Non-financial assets

 

At each reporting date, the Group reviews the carrying amounts of its non-financial assets to determine whether there is any indication of impairment.  If any such indication exists, then the asset's recoverable amount is estimated. For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows or other assets of CGUs.

 

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs of disposal. Value in use is based on the estimated future cash flows, 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 or CGU.  An impairment loss is recognised if the carrying amount of an asset or CGU exceeds its recoverable amount.  Impairment losses are recognised in profit or loss.  They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other asset in the CGU on a pro rate basis. An impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

 

2.26 Intangible assets

 

Intangible Assets Policy

 

Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is the fair value at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and accumulated impairment losses. Internally generated intangibles, excluding capitalised development costs, are not capitalised and the related expenditure is reflected in profit or loss in the period in which the expenditure is incurred.

 

2.26.1.    Recognition and Initial Measurement:

 

a.   Goodwill

Goodwill is initially measured at cost, being the excess of the aggregate of the acquisition-date fair value of the consideration transferred over the net identifiable amounts of the assets acquired and the liabilities assumed in exchange for the business combination.

 

b.   Externally acquired Brand and Intellectual Property

Brands and intellectual property (including trademarks, patents, copyrights, and proprietary technologies) acquired separately or through a business combination are recognised as intangible assets when they meet the recognition criteria: identifiability, control over the asset, and the existence of future economic benefits. The fair value is derived based on discounted cash flows from estimated recurring revenue streams. The carrying value is stated at fair value at acquisition less accumulated amortisation and impairment losses.

 

c. Website Costs

Expenditures related to developing or acquiring a website should be capitalised when they meet the following criteria:

-      It is probable that the future economic benefits associated with the website will flow to the organisation. 

-      The costs of the website can be reliably measured.

-      Website costs should be amortised over their estimated useful life or expensed if they have a short useful life.

d. Software

    Software costs should be capitalised if they meet the following criteria:

-      The software is intended for internal use.

-      It is probable that the organisation will derive future economic benefits from the software.

-      The costs of the software can be reliably measured.

-      Capitalised software costs should be amortised over their estimated useful life or expensed if they have a short useful life.

 

e. ERP Systems

The costs related to acquiring, implementing, and customising an Enterprise Resource Planning (ERP) system should be capitalised if they meet the following criteria:

-      The ERP system is intended for internal use.

-      It is probable that the organisation will derive future economic benefits from the ERP system.

-      The costs of the ERP system can be reliably measured.

-      Capitalised ERP system costs should be amortised over their estimated useful life or expensed if they have a short useful life.

 

2.26.2. Subsequent Expenditure

 

Subsequent expenditures related to intangible assets, such as enhancements, upgrades, or additions, should be evaluated to determine if they meet the criteria for capitalisation. If the subsequent expenditure enhances the future economic benefits or extends the useful life of the asset, it should be capitalised and added to the carrying amount of the asset. Otherwise, the expenditure should be expensed as incurred.

 

2.26.3. Amortisation

 

Intangible assets subject to amortisation are amortised over their estimated useful lives. The amortisation method is applied consistently and reflects the pattern in which the asset's economic benefits are consumed or utilised. The amortisation expense is recorded in the organisation's financial statements.

 

       The estimated useful lives for current and comparative periods are as follows:

-      Goodwill                                        - not amortised, tested annually for impairment

-      Brand                                            - 20 years

-      Intellectual Property                        - 20 years

-      Website                                         - 4 years

-      Software                                        - 4 years

-      ERP                                              - 4 years

 

 

2.26.4. Monitoring and Impairment Testing

 

a. Regular Reviews:

Periodic reviews are conducted to assess the ongoing value and useful life of intangible assets. Changes in market conditions, technology advancements, or other factors are considered during these reviews.

 

b. Impairment Testing:

If indicators of impairment exist, such as a significant decline in the asset's market value or changes in the asset's usefulness, an impairment test is performed. If an impairment is identified, the asset's carrying amount is reduced to its recoverable amount, and an impairment loss is recognised in the financial statements.


 

3. Segment reporting

Following the acquisition of Ambala Foods Limited, cash generating units reported to the CODM are separately identifiable and as such the Group considers there to be two reporting segments, Cake Box and Ambala. These are considered the Group's operating segments as the information provided to the Board, is based on these two business units. Revenue included in each segment includes all sales made to franchise stores and by corporate stores located in that segment. All sales occurred in the United Kingdom for both segments and financial periods. The Group was not reliant upon any major customer during 2025 or 2024.

 

Segment assets and liabilities

 


At 30 March 2025

At 31 March 2024


Cake Box

Ambala

Total

Cake Box

Ambala

Total


£

£

£

£

£

£

Segment assets







Segment current assets

13,143,397

3,591,548

16,734,945

15,688,939

-  

15,688,939

Segment non-current assets

38,947,740

5,560,743

44,508,483

15,047,061

-  

15,047,061

Total assets

52,091,137

9,152,291

61,243,428

30,736,000

-  

30,736,000

Segment liabilities







Segment current liabilities

9,256,186

3,321,396

12,577,582

6,267,720

-  

6,267,720

Segment non-current liabilities

17,553,718

4,119,759

21,673,477

5,167,591

-  

5,167,591

Total liabilities

26,809,904

7,441,155

34,251,059

11,435,311

-  

11,435,311

 

Segment performance

 


52 weeks ended 30 March 2025

2024


Cake Box

Ambala

Total

Cake Box

Ambala

Total


£

£

£

£

£

£


 

 

 

 

 

 

Segment Revenue

41,939,913

840,713

42,780,626

37,844,963

               -  

37,844,963








Results














Underlying result

7,268,975

87,859

7,356,834

6,180,067

-

6,180,067

Exceptional items

 (919,722)

-

 (919,722)

243,100

-

243,100

Profit before income tax

6,349,253

87,859

6,437,112

6,423,167

               -  

6,423,167

Net finance costs

 (284,172)

-

 (284,172)

 (157,740)


 (157,740)

Profit before income tax

6,065,081

87,859

6,152,940

6,265,427

               -  

6,265,427

Income tax expense

 (1,726,006)

 (53,642)

 (1,779,648)

 (1,606,742)

-

 (1,606,742)

Profit after income tax

4,339,075

34,217

4,373,292

4,658,685

               -  

4,658,685

Effective tax rate

28.5%

61.1%

28.9%

25.6%

-

25.6%

Other segment information:







- Depreciation

1,232,520

6,919

1,239,439

1,156,222

-

1,156,222

- Amortisation

136,621

-

136,621

106,810

-

106,810

Total depreciation and amortisation

1,369,141

6,919

1,376,060

1,263,032

               -  

1,263,032

EBITDA

7,718,394

94,778

7,813,172

7,686,199

-

7,686,199

Underlying EBITDA

8,638,116

94,778

8,732,894

7,443,099

-

7,443,099

Revenue disclosures







Sales of sponge

17,699,493

-

17,699,493

14,983,166

-

14,983,166

Sales of food

7,436,112

-

7,436,112

6,700,487

-

6,700,487

Sales of fresh cream

4,223,739

-

4,223,739

4,082,584

-

4,082,584

Sales of other goods

8,745,817

-

8,745,817

7,824,308

-

7,824,308

Franchise packages

3,834,752

-

3,834,752

2,484,043

-

2,484,043

Online sales commission

-

-

                           -  

1,100,711

-

1,100,711

Marketing levy

-

-

                           -  

669,664

-

669,664

Sales from Corporate Stores

-

785,157

785,157

-

-

                           -  

Online sales direct to customers

-

31,760

31,760

-

-

                           -  

Wholesale sales

-

23,796

23,796

-

-

                           -  

Total segment revenue

41,939,913

840,713

42,780,626

37,844,963

               -  

37,844,963

 

 

4.   Expenses by nature

The Administrative expenses have been arrived at after charging/(crediting):

 


52 weeks ended 30 March 2025

2024


£

£

Wages and salaries

           8,454,223

                    7,609,081

Travel and entertaining costs

              635,387

                        613,284

Supplies costs

              819,764

                        801,291

Professional costs

           1,019,830

                    1,236,911

Depreciation of property, plant, and equipment

              939,499

                        856,282

Amortisation of intangible assets

              136,621

                        106,810

Depreciation of right-of-use assets

              299,940

                        299,940

Rates and utilities costs

              590,256

                        657,601

Property maintenance costs

317,398

                        328,279

Advertising costs

           1,824,621

                    1,377,584

Other costs

                 67,573

                          60,631


        15,105,112

                  13,947,694

Impairment of receivables (see Note 27)

                (5,000)

                    (187,856)

Exceptional items (see Note 10)

              919,722

                    (243,100)


        16,019,834

                  13,516,738

 

 

 

5.   Operating profit

The operating profit is stated after charging/(crediting):

 


52 weeks ended 30 March 2025

2024


£

£

Depreciation of property, plant, and equipment

                    939,499

                        856,282

Amortisation of intangible assets

                    136,621

                        106,810

Depreciation of right-of-use assets

                    299,940

                        299,940

Inventory recognised as an expense

              20,323,680

                  17,905,058

Loss/(Profit) on disposal of property, plant & equipment

                   (21,390)

                          13,606

Fees payable to the Group's auditor and its associates for the audit of the Group's annual financial statements

                    200,000

                        105,000

Fees payable to the Group's auditor and its associates for the audit of the Group's prior year annual financial statements

                                -  

                          17,600

Fees payable to the Group's auditor and its associates for the audit of the Group's interim financial statements

                       13,000

                          13,000

Share based payment expense

                    215,381

                          93,445


 

6.   Net finance costs

 


52 weeks ended 30 March 2025

2024


£

£

Finance expenses



Bank loan interest

110,170

82,050

Finance lease interest

84,575

94,881

Other interest paid

36,092

14,704

Finance cost of discounted other financial assets

202,730

119,250


433,567

310,885

Finance income



Bank interest receivable

 (148,802)

 (153,145)

Other interest receivable

 (593)


 (149,395)

 (153,145)

Net finance costs

284,172

157,740

 

7.   Staff costs

 

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

 


52 weeks ended 30 March 2025

2024


£

£

Wages and salaries

    7,253,015

6,638,952

Social security costs

750,003

670,237

Pension costs

98,970

84,208

Private health

136,854

122,239


    8,238,842

7,515,636

Share-based payment expense

215,381

93,445


    8,454,223

7,609,081

 

The average monthly number of staff, including directors, for the year was 185 (2024:173).

 

The breakdown by department is as follows:

 


52 weeks ended 30 March 2025

2024

Directors

7

7

Administration

47

42

Maintenance

19

20

Production & Logistics

112

104


185

173

 

 

 

 

 

 

8.   Dividends

 


52 weeks ended 30 March 2025

2024


£

£

Interim dividend of 3.4p per ordinary share

   1,360,000

 -

Final dividend of 6.1p per ordinary share proposed and paid during the year relating to the previous year's results

   2,440,000

 -

Interim dividend of 2.9p per ordinary share

 -

         1,160,000

Final dividend of 5.5p per ordinary share proposed and paid during the year relating to the previous year's results

 -

         2,200,000


   3,800,000

         3,360,000

 

9.   Directors' remuneration and key management personnel

 

The Directors' remuneration is disclosed within the Directors' Remuneration Report. The Executive Directors and Non-Executive directors are considered key management personnel. Employers NIC paid on Directors' remuneration in the year was £165,384 (2024: £110,431).

 

10.  Exceptional items

 


52 weeks ended 30 March 2025

2024


£

£

Reversal of provision relating to website data breach

                         -

       (243,100)

Impairment of website costs

           176,935

                        -

Professional fees and costs relating to the acquisition of Ambala Foods Limited

           742,787

                        -


           919,722

       (243,100)

 

During the period, the Group acquired 100% of the share capital of Ambala Foods Limited, a producer and retailer of Asian confectionary and savoury products. As part of the process, the Group incurred one-off professional fees and costs relating to the transaction.

 

As a result of the Group launching its new website during the period, a one-off impairment of the costs to develop the previous website has been accounted for.

 

The prior year exceptional item relates to a provision for estimated costs and fines with regards to a website data breach during 2021. During the 2024 financial year, based on the information submitted to the Information Commissioner's Office ("ICO") regarding the Group's security measures in place to prevent similar breaches, the ICO informed the Company that it would not be pursuing enforcement action in this case and consider the case closed.

 

11.  Taxation

 


52 weeks ended 30 March 2025

2024


£

£

Corporation tax



Current tax on profits for the year

               1,615,776

        1,483,512

Adjustments in respect of previous periods

                     14,466

                       -  




Deferred tax



Arising from origination and reversal of temporary differences

                   259,814

              62,065

Adjustments in respect of previous periods

                (110,408)

              61,165

Taxation on profit on ordinary activities

               1,779,648

        1,606,742


Factors affecting tax charge for the year

The effective tax rate for the financial period is 29.8% (2024: 25.6%), which is higher than the standard rate of corporation tax in the UK of 25.0% (2024: 25.0%). The differences are explained below:


52 weeks ended 30 March 2025

2024


£

£

 



Profit on ordinary activities before tax

6,152,940

6,265,427




Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (FY24: 25%)

1,538,235

1,566,357

 



Effects of:



Expenses not deductible for tax purposes, other than goodwill amortisation and impairment

390,451

35,882

Income not taxable

 -

 (56,662)

Share options

 (53,096)

 -

Adjustments to tax in respect of prior periods

 (95,942)

61,165

Total tax charge for the year

1,779,648

1,606,742

 

12.  Deferred taxation


52 weeks ended 30 March 2025

2024


£

£

Balance brought forward

2,021,128

1,843,924

Charged to other comprehensive income:



Deferred tax on revalued freehold property

38,727

55,795




On acquisition of subsidiary



Accelerated capital allowances

516,665

                                      -  

Intangible asset

247,418

                                      -  




Charged directly to reserves:



Employee benefits (including share-based payments)

 (54,832)

 (1,821)




Charged to profit and loss:



Accelerated capital allowances

311,042

82,681

Tax rate changes

  -

  -  

Share-based payments

 (53,096)

 (23,361)

Adjustments in respect of prior periods

 (110,408)

64,734

Other short-term timing differences

1,868

 (824)

Balance carried forward

2,918,512

2,021,128

 


52 weeks ended 30 March 2025

2024


£

£

Deferred tax liabilities



Accelerated capital allowances

1,439,006

717,772

Acquisition of subsidiary - intangible asset (note 21)

247,418

-

Other short-term timing differences

 (7,118)

 (5,052)

Share-based payments

 (133,111)

 (25,182)

Property valuations (including indexation)

1,372,317

1,333,590


2,918,512

2,021,128

Movements in deferred tax in direct relation to freehold property revaluation are recognised immediately in the Consolidated Statement of Comprehensive Income, under other comprehensive income for the year.

 

13.  Property, plant, and equipment

 


Assets under construction

Freehold Land and Buildings

Freehold improvements

Plant & machinery

Motor vehicles

Fixtures & fittings

Total


£

£

£

£

£

£

£

Cost or valuation

 







At 1 April 2023

-

9,214,099

788,130

943,386

1,402,416

2,399,519

14,747,550

Additions

-

-

193,672

91,101

251,422

356,031

892,226

Disposals

-

-

 -  

 (53,492)

(105,585)

 -  

 (159,077)

Revaluations

-

 (339,099)

-

-

-

 (339,099)

At 31 March 2024

                          -  

8,875,000

981,802

980,995

1,548,253

2,755,550

15,141,600









Depreciation

 







At 1 April 2023

-

499,099

121,132

841,936

699,881

1,317,719

3,479,767

Charge for the year

-

63,178

168,109

56,801

305,705

262,489

856,282

Disposals

-

-

 -  

 (25,896)

 (86,469)

 -  

 (112,365)

Revaluations

-

 (562,277)

 -  

 -  

 -  

 -  

 (562,277)

At 31 March 2024

                          -  

                          -  

289,241

872,841

919,117

1,580,208

3,661,407









Net book value

 







At 31 March 2024

                          -  

8,875,000

692,561

108,154

629,136

1,175,342

11,480,193

 


Assets under construction

Freehold Land and Building

Freehold improvements

Plant & machinery

Motor vehicles

Fixtures & fittings

Total


£

£

£

£

£

£

£

Cost or valuation

 







At 1 April 2024

-

8,875,000

981,802

980,995

1,548,253

2,755,550

15,141,600

Additions

1,052,175

6,319,860

198,894

39,715

347,889

418,473

8,377,006

Acquisition of subsidiary

-

-

331,802

2,910,477

161,079

-

3,403,358

Disposals

-

-

-

-

(130,515)

-

 (130,515)

Revaluations

-

154,907

-

-

-

-

154,907

At 30 March 2025

1,052,175

15,349,767

1,512,498

3,931,187

1,926,706

3,174,023

26,946,356









Depreciation

 







At 1 April 2024

-

-  

289,241

872,841

919,117

1,580,208

3,661,407

Charge for the year

-

69,907

177,745

65,230

328,437

298,180

939,499

Acquisition of subsidiary

-

-

                 19,736

1,735,898

80,396

-

1,836,030

Disposals

-

-

-

-

(126,875)

-

 (126,875)

At 30 March 2025

                          -  

69,907

486,722

2,673,969

1,201,075

1,878,388

6,310,061









Net book value

 







At 30 March 2025

          1,052,175

        15,279,860

           1,025,776

         1,257,218

         725,631

   1,295,635

         20,636,295

 

The Freehold Land and Building column in the above note has been disclosed on a net basis as this gives a clearer understanding of the revaluation effect on the asset class in the year and for the future periods.

 

As at 30 March 2025, all freehold property was valued by independent third party qualified valuers, in accordance with the RICS Valuation - Global Standards 2017 (the Red Book). During their valuation, the valuers have considered the various geographical areas the properties are located in and the market values of similar properties in the same areas. The Directors believe these valuations to be representative of the fair value as at 30 March 2025.

 

The fair value of freehold property is categorised as a level 3 recurring fair value measurement. 

 

The following table summarises the quantitative information about the significant unobservable inputs used in recurring level 3 fair value measurements:

 


Fair value at 30 March 2025

Valuation technique

Sq ft

Rate per sq ft - average


£




Property





Enfield

      7,050,000

Vacant possession

                 39,121

                                     180

Coventry

      1,285,000

Vacant possession

                 13,000

                                       92

Bradford

          625,000

Vacant possession

                   9,358

                                       67

Welwyn Garden City

      6,319,860

Vacant possession

                 41,975

                                     150

Total

    15,279,860

 

 

 

 

If the Freehold properties had been accounted for under the historic cost accounting rules, the properties would have been measured as follows:

 


52 weeks ended 30 March 2025

2024


£

£

Historic cost



As at 01 April 2024 and 01 April 2023

         3,433,746

         3,433,746

Additions

         6,319,860

 -  

As at 30 March 2025 and 31 March 2024

         9,753,606

         3,433,746




 

 

14.  Intangible assets

 

 


Goodwill

Brand

Website

Software

ERP system

Total


£

£

£

£

£

£

Cost

 

 





At 1 April 2023

 -  

 -  

                434,102

                 78,628

             121,498

            634,228

External design work

 -  

 -  

                133,881

               111,000

             209,039

            453,920

Disposals

 -  

 -  

               (22,215)

 -  

 -  

           (22,215)

At 31 March 2024

   -  

    -  

                545,768

               189,628

             330,537

        1,065,933








Amortisation

 

 





At 1 April 2023

 -  

 -  

                136,572

                 59,101

                39,369

            235,042

Charge for the year

 -  

 -  

                  83,293

                    9,201

                14,316

            106,810

Impairments

 -  

 -  

                 (3,702)

 -  

 -  

             (3,702)

At 31 March 2024

     -  

      -  

                216,163

                 68,302

                53,685

            338,150








Balance at 31 March 2024

      -  

     -  

                329,605

               121,326

             276,852

            727,783

 

 


Goodwill

Brand

Website

Software

ERP system

Total


£

£

£

£

£

£

Cost

 

 





At 1 April 2024

 -  

 -  

                545,768

               189,628

             330,537

        1,065,933

External design work

 -  

 -  

                577,193

               115,221

             315,889

        1,008,303

Acquisition of subsidiary

     13,763,142

         989,672

 -  

 -  

 -  

      14,752,814

Impairments

 -  

 -  

            (327,561)

 -  

 -  

        (327,561)

At 30 March 2025

     13,763,142

         989,672

                795,400

               304,849

             646,426

      16,499,489








Amortisation

 

 





At 1 April 2024

 -  

 -  

                216,163

                 68,302

                53,685

            338,150

Charge for the year

 -  

 -  

                108,422

                 24,620

                  3,579

            136,621

Impairments

 -  

 -  

            (150,626)

 -  

 -  

        (150,626)

At 30 March 2025

                       -  

                     -  

                173,959

                 92,922

                57,264

            324,145








At 30 March 2025

     13,763,142

         989,672

                621,441

               211,927

             589,162

      16,175,344

 

For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generate cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the "cash-generating unit"). The goodwill acquired in a business combination is allocated to cash-generating units, or ("CGU"). Subject to an operating segment ceiling test, for the purposes of goodwill impairment testing, CGUs, to which goodwill has been allocated are aggregated so that the level at which impairment is tested reflects the lowest level at which goodwill is monitored for internal reporting purposes. Goodwill acquired in a business combination is allocated to groups of CGUs that are expected to benefit from the synergies of the combination.

The Group completed the acquisition of 100% of the shareholding in Ambala Foods Limited on 21 March 2025, resulting in the recognition of goodwill of £12,385,721. The goodwill is attributable to the expected synergies, workforce and future growth potential of Ambala.

As the acquisition occurred close to the financial period end, a full detailed impairment testing of goodwill has not been completed as at 30 March 2025. The Board considers this a reasonable approach given the proximity of the acquisition to the financial period end reporting date. A detailed purchase price allocation ('PPA') was completed, and goodwill has been allocated to the Ambala CGU.

As the acquisition occurred shortly before the financial period reporting date, no impairment indicators were identified. The Group will perform tis first formal impairment test of the goodwill no later than the end of the following financial period, ending on 29 March 2026.

When performed, the impairment review will be based on value-in-use calculations derived from management-approved forecasts. Key assumptions will include:

 

·      Discount rate - 22.2%, based on the Group's internal weight of return adjusted for CGU-specific risks.

·      Growth rate - 2.3%, reflecting long-term market growth expectations.

·      Forecast period - 5 years, consistent with internal strategic plans.

·      Revenue growth assumptions - based on past performance and future expectations specific to the CGU/market.

 

The assumptions are subject to change as more detailed forecasts and integration planning are completed.

 

At the time of reporting, the sensitivity analysis has not been conducted as the impairment test was not yet performed. Upon completion of the impairment review, sensitivity analysis will be disclosed, including:

·      The impact of a +/- 1% change in the discount rate.

·      The impact of a +/- 1% change in the growth rate.

·      The headroom under the base-case assumptions.

·      The amount by which key assumptions must change for goodwill impairment to occur.

This analysis will be included in the following annual report for the financial period ending on 29 March 2026.

 

There have been no events after the reporting date that indicate impairment of goodwill is likely.

 

15.  Leases

 

The Consolidated Statement of Financial Position shows the following amounts in relation to leases:

 


Properties


£

Cost


At 1 April 2024

2,999,405

Additions - Acquisition of subsidiary

4,000,334

At 30 March 2025

6,999,739



Depreciation


At 1 April 2024

724,855

Charge for the year

299,940

At 30 March 2025

1,024,795



Net book value


At 31 March 2024

2,274,550

At 30 March 2025

5,974,944

 


52 weeks ended 30 March 2025

2024


£

£

Lease liabilities



Current

688,363

280,425

Non-Current

5,461,384

2,149,413

 

6,149,747

2,429,838

 

The Group's obligations are secured by the lessor's title to the leased assets for such leases.

 

Amounts recognised in the Consolidated Statement of Comprehensive Income are as follows:

 


52 weeks ended 30 March 2025

2024


£

£

Amortisation expense of right-of-use assets

299,940

299,940

Interest expense on lease liabilities

84,575

94,881

 

The total cash outflow for leases amount to £365,000 (2024: £365,000).

 

16.  Inventories

 


52 weeks ended 30 March 2025

2024


£

£

Raw materials

1,152,318

361,842

Goods held for resale

2,505,460

2,230,996


3,657,778

2,592,838

 

Inventories are charged to cost of sales in the Consolidated Statement of Comprehensive Income. Inventories have been disclosed between raw materials for production purposes and goods held for resale.

 

 

17.  Trade and other receivables

 


52 weeks ended 30 March 2025

2024


£

£

Trade receivables

2,572,825

3,532,253

Impairment allowance

 (87,569)

 (92,569)

Trade receivables net of impairment allowance

2,485,256

3,439,684

Other receivables

894,393

266,508


3,379,649

3,706,192

Current tax receivable

506,276

-

Prepayments

1,529,470

447,992


5,415,395

4,154,184

 

The fair value of those trade and other receivables classified as financial assets at amortised cost are disclosed in the financial  instruments note (note 27).

 

The Group's exposure to credit and market risks, including impairments and allowances for credit losses, relating to trade and other receivables, is disclosed in the financial risk management and impairment of financial assets note (note 28).

 

Trade receivables are non-interest bearing, are generally on 14-day terms and are shown net of impairment allowance. Management's assessment is that a loss allowance of £87,569 (FY24: £92,569) is required against some receivables from franchisees.

 

The age profile of the trade receivables is shown in note 27.

 

 

18.  Other financial assets


52 weeks ended 30 March 2025

2024


£

£

Current

1,335,998

487,652

Non-current

1,721,900

564,535


3,057,898

1,052,187

 


52 weeks ended 30 March 2025

2024


£

£

Total loans to franchisees

3,057,898

1,052,187

 

Other financial assets consist of loans to franchisees. Loans are interest free and payable in equal monthly instalments. All non-current assets are due within five years of the statement of financial position date. The carrying amount of the loans are valued at fair value at market rates. See note 27 (Financial Instruments) and 28 (Financial Risk Management) for further information regarding the impairment of Other Financial Assets.

 

19.  Share capital


52 weeks ended 30 March 2025

2024


Number

£

Number

£

Ordinary shares of £0.01 each

 

 

 


At 01 April 2024 and 01 April 2023

40,000,000

400,000

40,000,000

400,000

Share issue during the period

4,000,000

40,000

-

                         -

At 30 March 2025 and 31 March 2024

44,000,000

440,000

40,000,000

400,000

 

During the financial period, the Company issued 4,000,000 new shares of £0.01p each, for a total consideration of £7,200,000, for the purpose of part funding the acquisition of Ambala Foods Limited. The excess of £7,160,000 above the par value of the shares issued, has been reflected in the share premium account.

 

All of the ordinary shares of £0.01 each carry voting rights, the right to participate in dividends, and entitle the shareholders to a pro-rata share of assets on a winding up.

 

20.  Reserves

The following describes the nature and purpose of each reserve within equity:

 

            Capital redemption reserve

Amounts transferred from share capital on redemption of issued shares. Balance as at 30 March 2025 £40 (2024: £40).

 

Share premium account

The share premium account arose during the financial period in connection with the acquisition of Ambala Foods Limited, a wholly owned subsidiary acquired partly through the issue of 4,000,000 new equity shares at £1.80 each. Costs of £468,005, directly attributable to the new equity issue have been offset against the share premium account. Balance as at 30 March 2025 £6,691,995 (2024: £NIL).

 

            Revaluation reserve

Gain/(losses) arising on the revaluation of the Group's properties (other than investment property). Balance as at 30 March 2025 £3,733,218 (2024: £3,617,038).

 

            Retained earnings

All other net gains and losses and transactions with owners (e.g. dividends, fair value movements of investment property) not recognised elsewhere. Balance as at 30 March 2025 £15,761,637 (2024; £15,188,345).

 

Share option reserve

The share option reserve represents the movement in cost of equity-settled transactions in relation to the long-term incentive plans. See note 22 for more information. Balance as at 30 March 2025 £365,479 (2024: £95,266).

 

21.  Business combinations

On 21 March 2025 the Group acquired 100% of the voting equity instruments of Ambala Food Limited, a company whose principal activity is the production and sale of Asian confectionery and savoury brands. 

 

Recognisable amounts of identifiable assets acquired, and liabilities assumed:


Book value

IFRS 16 leases

Other fair value adjustments


£

£

£

£

Property, plant and equipment

2,775,797

-

(1,208,470)

1,567,327

Right-of-use-assets

-

4,000,334

-

4,000,334

Brand

-

-

989,672

989,672

Inventories

1,227,026

-

134,510

1,361,536

Accounts receivables

3,916,152

-

   (1,986,917)

1,929,235

Cash and cash equivalents

358,382

-

-

358,382

Accounts payables

 (1,559,755)

-

-

 (1,559,755)

Corporation tax

 (166,904)

-

-

 (166,904)

Provisions

 (335,864)

-

-

 (335,864)

Lease liabilities

-

(4,000,334)

-

 (4,000,334)

Deferred tax liability

 (516,665)

-

 (247,418)

 (764,083)

Total net assets

5,698,169

-

(2,318,623)

3,379,546

Consideration:




 £

Cash consideration




9,672,948

Equity instruments (4,000,000 shares)




7,200,000

Directly attributable costs




269,740





17,142,688






Goodwill (note 14)




13,763,142

 

On acquisition Ambala held trade receivables with a book and fair value £50,902, which are expected to be fully recovered.

 

The fair value of the ordinary shares issued was based on the listed share price of the Company on 18 March 2025 of £1.80 per share.

 

Goodwill arises as a result of the surplus of consideration over the fair value of the separately identifiable assets acquired. The main reason leading to the recognition of Goodwill is the future economic benefits arising from assets which are not capable of being individually identified and separately recognised, this includes the value of the workforce acquired and expected synergies to be obtained by the Group following the acquisition. The goodwill is not expected to generate tax deductions.

 

The acquisition took place very close to the end of the financial year and the results of the acquired entity were fully in line with the expectations supporting the purchase price hence management were satisfied that there was no impairment of goodwill at the end of the reporting period. The goodwill arising will continue to be reviewed at least annually for impairment using value in use calculations.

 

Since the acquisition, Ambala has contributed £0.8m of Group revenue and profit before tax of £0.2m.

 

Measurement of fair values

Assets acquired

Valuation technique

Property, plant and equipment

Market comparison technique and cost technique: The valuation model considers market prices for similar items when they are available, and depreciated replacement cost when appropriate. Depreciated replacement cost reflects adjustments for physical deterioration as well as functional and economic obsolescence.

Intangible assets

Relief-from-royalty method and multi-period excess earnings method: The relief-from-royalty method considers the discounted estimated royalty payments that are expected to be avoided as a result o the patents being owned. The multi-period excess earnings method considers the present value of net cash flows expected to be generated by the customer relationships, by excluding any cash flows related to contributory assets.

Inventories

Market comparison technique: The fair value is determined based on the estimated selling price in the ordinary course of business less the estimated costs of completion and sale, and a reasonable profit margin based on the effort required to complete and sell the inventories.

 

 

22.  Share-based payments

The expense recognised for share-based payments in respect of employee services received during the financial period ended 30 March 2025 was £215,381 (2024: £93,445).

 

Long Term Incentive Plan ('LTIP')

 

All employees and full-time Executive Directors of the Group are eligible to participate in the LTIP at the discretion of the Remuneration Committee. Share awards may be granted subject to objective performance conditions and vest over a vesting period determined by the Remuneration Committee at the time of grant.

 

During the financial period ended 30 March 2025 the Remuneration Committee approved the grant of the following share options under the LTIP scheme. All grants are in the form of equity settled share options.

 

Enterprise Management Incentive Scheme ('EMI')

 

It was proposed and agreed by the Remuneration Committee to issue a total of 61,086 share options under the EMI scheme to one Executive Director. These options are capable of vesting on the third anniversary of the grant of the options, based on the following performance criteria being met:

-     25% of the option vests if an aggregate Earnings Per Share of 16.15p is achieved over the three financial yeas starting from the financial year in which the date of the grant occurs in.

-     An additional 0.1% of the option vests for every 0.0033p achieved above an aggregate EPS of 16.15p, up to a maximum of 100% of the option held.

-     In full if an aggregate EPS of 18.65p is achieved over the three financial years starting from the financial year in which the date of grant occurs in.

                                               

The options may not be exercised later than on the tenth anniversary of the date of grant.

 

Unapproved Share Option Scheme

 

It was proposed and agreed by the Remuneration Committee to issue a total of 313,200 share options under the EMI scheme to three Executive Directors. These options are capable of vesting on the third anniversary of the grant of the options, based on the following performance criteria being met:

-     25% of the option vests if an aggregate Earnings Per Share of 16.15p is achieved over the three financial years starting from the financial year in which the date of the grant occurs in.

-     An additional 0.1% of the option vests for every 0.0033p achieved above an aggregate EPS of 16.15p, up to a maximum of 100% of the option held.

-     In full if an aggregate EPS of 18.65p is achieved over the three financial years starting from the financial year in which the date of grant occurs in.

 

The options may not be exercised later than on the tenth anniversary of the date of grant.

 

 


Exercise price

Outstanding at 31 March 2024

Granted during the period

Exercised during the period

Forfeited during the period

Outstanding at 30 March 2025

Weighted average remaining life

Exercisable at 31 March 2024


 

Number

Number

Number

Number

Number

Years

Number

EMI Scheme









2024 LTIP - granted 20/11/2023

1p

242,653

-  

-  

-  

242,653

8.6

   -  

2024 LTIP - granted 30/01/2024

162p

292,189

-  

-  

69,444

222,745

8.8

   -  

2025 LTIP - granted 30/07/2024

1p

                               -  

                      61,086

                               -  

                               -  

                   61,086

                     9.3

   -  



534,842

61,086

-  

69,444

526,484

8.8

   -  

Unapproved share option scheme









2024 LTIP - granted 20/11/2023

1p

                    199,876

                               -  

                               -  

                               -  

                199,876

                     8.6

  -  

2025 LTIP - granted 30/07/2024

1p

                               -  

                    313,200

                               -  

                               -  

                313,200

                     9.3

   -  



199,876

313,200

-  

-  

513,076

9.1

  -  










Total

 

734,718

374,286

-  

69,444

1,039,560

8.9

   -  

Weighted average exercise price


 65.0p

 1.0p

-  

162p

 37.7p


   -  

 

The following table summarises the inputs used in the fair value models for grants made in the financial period ended 30 March 2025, together with the fair values calculated by those models:

 


EMI Scheme

Unapproved share option scheme

Weighted average fair value - pence

103.0

103.0

Weighted average share price at grant - pence

180.0

180.0

Weighted average exercise price - pence

1.0

1.0

Number of periods to exercise - years

10.0

10.0

Dividend yield - %

5.5

5.5

Risk-free rates - %

4.1

4.1

Expected volatility - %

40.3

40.3

 

For options granted the volatility reflects the historical volatility based on share transactions since listing. Daily closing share prices from since 27 June 2018 to the grant dates were reviewed and the standard deviation of the percentage movements in share price calculated and utilised in determining the expected volatility.

 

The risk-free rate is the interest rate on a debt instrument that has zero risk, specifically default and reinvestment risk. The interest rate on zero-coupon government securities, such as Treasury bills, notes, and bonds in the UK, is treated as a proxy for the risk-free rate. The interest rate on a 10-year government bond on the date of grant has been used in the fair value calculations of the options.

 

23.  Borrowings

 


52 weeks ended 30 March 2025

2024


£

£

Current borrowings



Bank loans

2,053,091

146,544

Non-current borrowings



Bank loans

13,293,581

997,050

Total borrowings

15,346,672

1,143,594

 


52 weeks ended 30 March 2025

2024


£

£

Bank loans



At 01 April 2024 and 01 April 2023

           1,143,594

1,236,790

Repayment of bank loans

            (740,788)

 (93,196)


402,806

1,143,594

New bank loans

         15,200,000


Less: costs directly attributable to the new loans

            (256,134)

  -  


         14,943,866

  -

At 30 March 2025 and 31 March 2024

         15,346,672

1,143,594

 

At the start of the financial period, the Group had two existing term loans outstanding. As part of the terms for the new £15,200,000 term loan with our Corporate bankers, one of the existing loans was repaid in full, without any penalties. The remaining loan has fixed charges over the property to which it relates and interest of 2.15% above Bank of England base rate is charged on the loan. The loan is repayable in monthly instalments with final payment due on May 2029.

 

The new term loan taken out to part fund the acquisition of Ambala Foods Limited, is split into two facilities:

-     Facility A    - £11,200,000 for payment towards the purchase price of the acquisition, acquisition costs and/or refinancing of certain indebtedness of the Group.

-     Facility B    - £4,000,000 for the acquisition of the freehold property and any costs relating to the acquisition of the freehold property.

 

Both Facility A and B loans are charged interest of 2.75% above SONIA. £256,134 of costs directly attributable to the new term loans, have been deducted from the loan proceeds on initial recognition and are amortised over the loan term using the EIR method. Facility A loan is repayable in equal quarterly payments over a period of seven years, and the Facility B loan is repayable in equal quarterly payments over a period of 10 years. The loans are secured by fixed and floating charges over the properties and assets of the Group.

 

24.  Trade and other payables

 


52 weeks ended 30 March 2025

2024


£

£

Trade payables

4,927,614

2,953,202

Other taxation and social security

1,151,717

246,417

Other payables

284,578

399,605


6,363,909

3,599,224

Accruals

2,182,406

1,293,004


8,546,315

4,892,228

 

 

The fair value of the trade and other payables classified as financial instruments are disclosed in the financial instruments (note 27).

 

The Group's exposure to market and liquidity risks related to trade and other payables is disclosed in the financial risk management and impairment of financial assets note (note 28). The Group pays its trade payables on terms and as such trade payables are not yet due at the statement of financial position dates.

 

25.  Provisions

 


52 weeks ended 30 March 2025

2024


£

£

At 01 April 2024 and 01 April 2023

 -

243,100

Released during the period

 -

 (243,100)

Acquisition of subsidiary

335,864

 -

At 30 March 2025 and 31 March 2024

335,864

  -  

 

 


52 weeks ended 30 March 2025

2024


£

£

Website data breach



Balance brought forward

 -

         243,100

Released during the period

 -

     (243,100)


                      -  

                    -  

Dilapidation provision



Acquisition of subsidiary

           335,864

                      -

 

During the financial period ending 30 March 2025, the Group acquired 100% of the share capital of Ambala Foods Limited. Ambala Foods Limited has made provision for dilapidations under the leases it has for its nineteen trading stores.

 

During FY21 the Group made a provision with regards to an estimation of costs and potential fines relating to a website data breach. During the 2024 financial year, based on the information submitted to the ICO regarding the Group's security measures in place to prevent similar breaches, the ICO informed the Company that it would not be pursuing enforcement action in this case and consider the case closed, and the Company therefore released the balance of the provision (see Note 10 Exceptional items).

 

26.  Pension commitments

 

The Group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £96,858 (2024: £84,208). Contributions totalling £53,557 (2024: £20,206) were payable to the fund at the statement of financial position date and are included in other payables (see note 23).

   

 

27.  Related party transactions

 

Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation. Related party transactions are considered to be at arms-length.    

 

Key management personnel are only the Executive and Non-Executive Directors and details of the amounts paid to them are included within note 9 and the Directors Remuneration Report.

 

Key management personnel had an interest in dividends as follows:

 


52 weeks ended 30 March 2025

2024


£

£

Sukh Chamdal

965,477

853,685

Dr Jaswir Singh

59,478

52,591

Neil Sachdev (resigned 31 October 2023)

3,183

2,815

Alison Green (resigned 31 December 2024)

570

504

Martin Blair

1,900

1,680


1,030,608

911,275

 

During the financial period the Group made sales to companies under the control of the Directors. All sales were made on an arms-length basis . These are detailed as follows with Director shareholding % shown in brackets:

 


52 weeks ended 30 March 2025

2024

Mr. Sukh Chamdal

Sales

Balance

Sales

Balance


£

£

£

£

Cake Box (Crawley) Limited (0%)**

 -

 -

         142,210

              37,671

Cake Box CT Limited (0%)*

             248,381

           38,816

         280,758

              20,985

Cake Box (Strood) Limited (0%)*

             128,453

          (1,217)

         133,116

              19,449


             376,834

           37,599

         556,084

              78,105

*100% owned by Mr Chamdal's daughter

**Store sold in January 2024

 


52 weeks ended 30 March 2025

2024

Dr Jaswir Singh

Sales

Balance

Sales

Balance


£

£

£

£

Luton Cake Box Limited (10%)

             406,315

             2,637

         445,802

              18,618

Peterborough Cake Box Limited (30%)

             234,478

             1,629

         230,447

                 9,827

Cream Cake Limited (30%)

             270,074

           14,766

         285,131

              13,574

MK Cakes Limited (0%)***

             222,711

             3,251

         222,777

                 9,258

Bedford Cake Box Limited (0%)***

             236,353

              (295)

         230,995

                 9,523

Ilford Cakes Limited (50%)

             181,147

             8,048

         186,387

                 9,520

Eggless Cake Company Limited (50%)

             178,481

             5,902

         193,378

                 7,610


         1,729,559

           35,938

     1,794,917

              77,930

                *** 100% owned by Dr Singh's son or wife

 

 

28.  Financial instruments

 

The Group is exposed to risks that arise from its use of financial instruments. This note describes the Group's objectives, policies, and processes for managing those risks and the methods used to measure them. Further quantitative information in respect of these risks is presented throughout these financial statements.

 

The material accounting policies regarding financial instruments are disclosed in note 2.

 

There have been no substantive changes in the Group's exposure to financial instrument risks, its objectives, policies and processes for managing those risks or the methods used to measure them from previous years unless otherwise stated in this note (note 28).

 

The principal financial instruments used by the Group, from which financial instrument risk arises, are as follows:

 

 

Financial assets

    


Held at amortised cost


52 weeks ended 30 March 2025

2024


£

£

Cash and cash equivalents

6,325,774

8,454,265

Trade and other receivables

3,467,218

3,798,761

Impairment of trade receivables

 (87,569)

 (92,569)


3,379,649

3,706,192

Other financial assets

3,057,898

1,052,187


12,763,321

13,212,644

 

Financial liabilities

 


Held at amortised cost


52 weeks ended 30 March 2025

2024


£

£

Trade and other payables

6,363,909

3,599,224

Secured borrowings

15,346,672

1,143,594


21,710,581

4,742,818

 

 

29.  Financial risk management

 

The Board has overall responsibility for the determination of the Group's risk management objectives and policies and, while retaining ultimate responsibility for them, it has delegated the authority for designing and operating processes that ensure the effective implementation of the objectives and policies to the Group's finance function. The Board receives regular reports from the Chief Financial Officer through which it reviews the effectiveness of processes put in place and the appropriateness of the objectives and policies it sets.

 

The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Group's competitiveness and flexibility. Further details regarding these policies are set out below:

 

Credit risk and impairment

 

Credit risk arises principally from the Group's trade and other receivables and its other financial assets (which includes loans to franchisees). It is the risk that the counter party fails to discharge its obligation in respect of the instrument. The maximum exposure to credit risk equals the carrying value of these items in the financial statements as the Group has the power to stop supplying the customer until payment is received in full.

 

Definition of default

            The loss allowance on all financial assets is measured by considering the probability of default.

 

Receivables are considered to be in default when the principal or any interest is more than 90 days past due, based on an assessment of past payment practices and the likelihood of such overdue amounts being recovered.

 

Determination of credit-impaired financial assets

The Group considers financial assets to be 'credit-impaired' when the following events, or combinations of several events, have occurred before the year-end:

•           significant financial difficulty of the counterparty arising from significant downturns in operating results and/or significant unavoidable cash requirements when the counterparty has insufficient finance from internal working capital resources, external funding and/or group support;

•           a breach of contract, including receipts being more than 240 days past due; and

•           it becoming probable that the counterparty will enter bankruptcy or liquidation.

 

Write-off policy

Receivables and other financial assets are written off by the Company when there is no reasonable expectation of recovery, such as when the counterparty is known to be going bankrupt, or into liquidation or administration.  Receivables will also be written off when the amount is more than 300 days past due and is not covered by security over the assets of the counterparty or a guarantee.

           

            Impairment of trade receivables and other financial assets

The Group calculates lifetime expected credit losses for trade receivables and other financial assets using a portfolio approach. All items are grouped based on the credit terms offered and the type of product sold.  The probability of default is determined at the year-end based on the aging of the receivables and historical data about default rates on the same basis. That data is adjusted if the Group determines that historical data is not reflective of expected future conditions due to changes in the nature of its customers and how they are affected by external factors such as economic and market conditions.

 

The age profile of the trade receivables and expected credit loss is shown in the table below:

 

 

Expected loss rate

52 weeks ended 30 March 2025

2024


 

£

£

0 - 30 days

0.1%

1,837,690

2,370,195

30 - 60 days

0.2%

244,447

623,834

60 - 90 days

0.5%

99,128

132,591

More than 90 days

1.0%

391,560

405,633



2,572,825

3,532,253


 (87,569)

 (92,569)


 

2,485,256

3,439,684

 

 

The Group applies the IFRS 9 simplified approach to measure credit losses using an expected credit loss provision for trade receivables.

 

The Group provides loans to franchisees as part of their financing for new store openings. The loans are interest free with an upfront arrangement fee included in the loan. The loans are unsecured however if loan repayment schedules are not adhered to, supply of product and ingredients are put on hold and franchisees are in breach of their franchise agreement. As a result, the Group has the option to resell the franchise to another interested party with the purchase price being used to first repay the loan and any outstanding trade receivables, with any excess going to the original franchisee. The loan periods are for periods of one or five years.

 

The Group uses three categories for loans which reflect their credit risk and how the loan loss provision is determined for each of those categories. A summary of the assumptions underpinning the Group's expected credit loss model is as follows:

 

Category

Group definition of category

Basis for recognition of expected credit loss provision

Performing

Loans whose credit risk is in line with original expectations.

12 month expected losses. Where the expected lifetime of an asset is less than 12 months, expected losses are measured at its expected lifetime (stage 1).

Underperforming

Loans for which a significant increase in credit risk has occurred compared to original expectations; a significant increase in credit risk is presumed if interest and/or principal repayments are 30 days past due (see above in more detail).

Lifetime expected losses (stage 2).

Non-performing (credit impaired)

Interest and/or principal repayments are 60 days past due, or it becomes probable a customer will enter bankruptcy.

Lifetime expected losses (stage 3).

Write-off

Interest and/or principal repayments are 120 days past due and there is no reasonable expectation of recovery.

Asset is written off.

 

Over the term of the loans, the group accounts for its credit risk by appropriately providing for expected credit losses on a timely basis. In calculating the expected credit loss rates, the Group considers historical loss rates and adjusts for forward-looking macroeconomic data. The Group provides for credit losses against loans to franchisees as follows:

 

Group internal credit rating as at 31 March 2024

Expected credit loss

Gross carrying amount (stage 1)

Gross carrying amount (stage 2)

Gross carrying amount (stage 3)

 

 

£

£

£

High

0.1%

                           1,052,187

 -

 -

Medium

10.0%

 -

 -

 -

Low

20.0%

 -

 -

 -

 

Group internal credit rating as at 30 March 2025

Expected credit loss

Gross carrying amount (stage 1)

Gross carrying amount (stage 2)

Gross carrying amount (stage 3)

 

 

£

£

£

High

0.1%

                           3,057,898

 -

 -

Medium

10.0%

 -

 -

 -

Low

20.0%

                                          -  

 -

 -

 

 

 

 

Performing

Under-performing

 Non-performing

 Total

As at 31 March 2024

£

£

£

£

Individual financial assets transferred to underperforming (lifetime expected credit losses)

-

-

-

-

 

 

Performing

Under-performing

 Non-performing

 Total

As at 30 March 2025

£

£

£

£

Individual financial assets transferred to underperforming (lifetime expected credit losses)

-

-

-

-

 

No significant changes to estimation techniques or assumptions were made during the reporting period. The Group has assessed the default risk as very low on franchisee loans as these loans are made to franchisees rather than a traditional third party. No expected credit loss has been recognised for Stage 1 loans in line with management's assessment.

 

The loss allowance for loans to franchisees as at 31 March 2024 and 30 March 2025 reconciles to the opening loss allowance for that provision as follows:

 

Out of the total impairment provision of £87,569 (2024: £92,569), £87,569 (2024: £92,569) relates to specifically impaired trade receivable debt and £NIL (2024: £NIL) relates to franchisee loans.

 

Liquidity risk

 

The Group's policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become due.

 

The Board receives cash flow projections on a regular basis which are monitored regularly. The Board will not commit to material expenditure in respect of its ongoing development programme prior to being satisfied that sufficient funding is available to the Group to finance the planned programmes.

 

The following table sets out the contractual maturities (representing undiscounted contractual cash-flows) of financial liabilities:

 

 

52 weeks ended 30 March 2025

2024


£

£

Borrowings - due within one year

2,053,091

146,544

Borrowings - due within one to two years

2,059,042

158,337

Borrowings - due after more than two years

11,234,539

838,713


15,346,672

1,143,594




Right-of-use assets - due within one year

688,363

280,425

Right-of-use assets - due within one to two years

718,225

291,123

Right-of-use assets - due within two - five years

2,262,302

941,720

Right-of-use assets - due after more than five years

2,480,858

916,570

 

6,149,748

2,429,838

 

 

Trade and other payables

 


52 weeks ended 30 March 2025

2024


£

£

0 - 30 days

7,084,651

3,603,819

30 - 60 days

1,375,914

1,265,251

60 - 90 days

11,411

19,914

90 to 120 days

74,429

3,244

 

8,546,315

4,892,228

 

Interest rate risk

 

The Group is exposed to interest rate risk due to entities in the Group borrowing funds at both fixed and floating interest rates. The risk is managed by the Group by maintaining good relationships with banks and other lending providers and by ensuring cash reserves are high enough to cover the debt. Where possible fixed terms of interest will be sought.

 

The Group analyses the interest rate exposure on a regular basis. A sensitivity analysis is performed by applying a simulation technique to the liabilities that represent major interest-bearing positions. Various scenarios are run taking into consideration refinancing, renewal of the existing positions, alternative financing and hedging. Based on the simulations performed, the impact on profit or loss and net assets of a 100 basis-point shift (2024:100 basis-point shift) would be a change of £148,421 (2024: £11,436).

 

Capital risk management

 

The Group considers its equity capital to comprise its ordinary share capital and retained profits. In managing its capital, the Group's primary objective is to provide return for its equity shareholders through capital growth and future dividend income. The Group's policy is to seek to maintain a gearing ratio that balances risks and returns at an acceptable level and also to maintain a sufficient funding base to enable the Group to meet its working capital and strategic investment needs. In making decisions to adjust its capital structure to achieve these aims, either through new share issues or the issue of debt, the Group considers not only its short-term position but also its long-term operational and strategic objectives.

 

Details of the Group's capital is disclosed in the Consolidated Statement of Changes in Equity.

 

There have been no other significant changes to the Group's management objectives, policies and procedures in the financial period nor has there been any change in what the Group considers to be capital.

 

Currency risk

 

The Group is not exposed to any significant currency risk. The Group manages any currency exposure by retaining a small holding in US Dollars and Euro's however, all other cash balances are held in Sterling.

 

30.  Events after the reporting period

 

Final dividend

Post year end the directors have recommended a final dividend of 6.8p per share (2024:6.1p per share).

 

31.  Subsidiary undertakings

 

Name

Country of incorporation

Class of shares

Holding

Principal activity

Eggfree Cake Box Limited

United Kingdom

Ordinary

100%

Franchisor of specialist cake stores

Chaz Limited

United Kingdom

Ordinary

100%

Property rental company

Ambala Foods Limited

United Kingdom

Ordinary

100%

Retail of Asian confectionary and savoury products

 

 

32.  Note supporting statement of cashflows

 


52 weeks ended 30 March 2025

2024


£

£

Cash at bank available on demand

6,314,614

8,453,865

Cash on hand

11,160

400


6,325,774

8,454,265

 

There were no significant non-cash transactions from financing activities (2024: none).

 

Non-cash transactions from financing activities are shown in the reconciliation of liabilities from financing transactions below:

 


Non-current lease liabilities

Current lease liabilities

Non-current borrowings

Current borrowings

Total


£

£

£

£

£

As at 31 March 2023

             2,429,838

                             270,119

1,132,292

104,498

    3,936,747

Cash flows






Repayments

 -

                          (365,000)

 -

 (175,246)

     (540,246)

Non-cash flows






Interest

 -

                               94,881

11,302

70,748

        176,931

Non-current liabilities becoming current during the year

              (280,425)

                             280,425

 (146,544)

146,544

  -







As at 31 March 2024

             2,149,413

                             280,425

997,050

146,544

    3,573,432

Cash flows






Repayments

 -

                          (365,000)

 (594,244)

 (256,714)

 (1,215,958)

Additions during the period

             4,000,334

 -

14,943,866

 -

  18,944,200

Non-cash flows






Interest

 -

                               84,575

 -

110,170

        194,745

Non-current liabilities becoming current during the period

              (688,363)

                             688,363

 (2,053,091)

2,053,091

                    -  







As at 30 March 2025

             5,461,384

                             688,363

13,293,581

2,053,091

  21,496,419

 

33.  Ultimate controlling party

 

The Group considers there is no ultimate controlling party.


 

34.  Earnings per share

 

 


52 weeks ended 30 March 2025

2024


£

£

Profit after tax attributable to the owners of Cake Box Holdings plc

              4,373,292

                 4,658,685

Non-underlying items

                 914,722

                  (243,100)

Underlying profit after tax attributable to the owners of Cake Box Holdings plc

              5,288,014

                 4,415,585





 

 

Number of ordinary shares in issue

Number

 Number

Beginning of the period

           40,000,000

               40,000,000

Ordinary shares issued during the period

              4,000,000

   -  

End of the period

           44,000,000

               40,000,000




Weighted average number shares

 

 


Number

 Number

Weighted average number of ordinary shares

           40,109,890

               40,000,000

Dilutive effect of share options

              1,039,560

                     734,718

Diluted weighted average number of ordinary shares

           41,149,450

               40,734,718




Earnings per share




Pence

 Pence

Statutory earnings per share

 

 

Basic earnings per share

                      10.90

                          11.65

Diluted earnings per share

                      10.63

                          11.44

Underlying earnings per share

 

 

Basic earnings per share

                      13.18

                          11.04

Diluted earnings per share

                      12.85

                          10.84

 

 

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