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REG - Likewise Group PLC - Final Results

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RNS Number : 2323I  Likewise Group PLC  12 May 2025

12 May 2025

 

Likewise Group plc

 

("Likewise", the "Company" or the "Group")

 

Audited Final Results for the year ended 31 December 2024

 

Significant progress in last eight months as Group accelerates

 towards £200 million sales revenue

 

Likewise Group (AIM:LIKE), the fast growing UK flooring distributor, is
pleased to announce its audited Final Results for the year ended 31 December
2024 ("FY24").

 

Financial Highlights

 

·      Group Sales increased 7.4% to £149.8 million (FY23: £139.5
million). Sales in Likewise Floors increased 15.5%

 

·      Gross margin increase of 0.4% to 30.7% in 2024 (2023: 30.3%)

 

·      Underlying EBITDA of £8.8 million (FY23: £7.9 million)

 

·      Adjusted Profit Before Tax was £2.0 million (FY23: £2.3
million) reflecting additional investment, particularly in H1 2024

 

·      Positive cash generation from Operating Activities of £7.2m
(2023: £6.1m)

 

·      Proposed final dividend of 0.25 pence per Ordinary Share,
bringing the total dividend in FY24 to 0.375 pence per Ordinary Share

 

·      Group Sales Revenue in the first four months of FY25 has
progressively increased each month from January to April by 10.2% against the
corresponding period last year and by 11.5% on a like for like basis given one
less working day in FY25 verses FY24

 

·      Monthly revenues now consistently annualise to £170 million,
with months exceeding £13 million to £14 million revenue driving improved
operational gearing and profitability

 

 

Operational Highlights

 

·      12 Distribution and Logistics Centres expanded with total
capacity at c.15 million cubic feet

 

·      87 Suppliers across key flooring products

 

·      96 Customer focused Management and Sales Executives

 

·      The Group owns the freehold of five of its twelve Operating
Centres valued at £23.5 million with only £2.3 million of fixed debt against
the one property

 

Chairman and Chief Executive Statement

Group Sales Revenue for FY24 was £149.8 million an increase of 7.4% over the
previous year. Sales in Likewise Floors increased by 15.5%.

 

Adjusted Profit Before Tax was £2.0 million reflecting additional investment,
particularly in H1 2024.

 

More importantly is the progress the Group has made in H2 2024 which has
continued strongly into H1 2025.

 

Group Sales Revenue in the first four months of FY25 has progressively
increased each month from January to April culminating in a total increase of
10.2% against the corresponding period last year. However with one less
working day in FY25 verses FY24 the like for like growth is higher at 11.5%.

 

Whilst Group Sales Revenue for 2024 was £149.8 million, the Group is now
consistently producing individual months that annualised would approach £170
million. Months with sales in excess of £13 million to £14 million create
operational gearing and subsequently a much higher level of profitability than
previously achieved.

 

This provides the Board with confidence to achieve the current market
forecasts for FY25 with Sales Revenue progressing quickly towards £200
million over the next few years.

 

The Group owns the freehold of five of its twelve Operating Centres valued at
£23.5 million with only £2.3 million of fixed debt against the one
property.

 

 

Investment

 

This performance has been achieved through the strategic decisions to increase
operating capacity by investing since 2021 in new Distribution Hubs in
Birmingham, Leeds and Glasgow, plus new Logistics Centres in London, Newbury,
Manchester and Newcastle. This, combined with the acquisition of Valley
Wholesale Carpets Limited ("Valley") in January 2022 with Distribution Centres
in London, Derby and Newport has transformed the Groups operating capability
in the last four years. More recently the Plymouth Logistics Centre purchased
earlier in 2025 completes the Groups geographical coverage of the UK.

 

Combined with the Logistics investment, the Group, through its two principal
sales and marketing activities, Likewise Floors and Valley, is continually
developing new products with the leading UK, European, Turkish and Far East
flooring producers to ensure our customers, Independent Flooring Retailers and
Contractors have a daily offering of the latest flooring products. This is
further enhanced by a three way investment between the manufacturer, retailer
and ourselves to position extensive new Point of Sale Displays.

 

The Group also increases its market presence through A&A, Delta, H&V,
Floors by Lewis Abbott Premium Carpet, plus the activities of Likewise Rugs
and Matting including the Dura and Dandy brands.

 

Our Sales Team of now 96 Executives are absolutely focussed on providing the
best customer service having developed excellent relationships with our
customers over many years.

 

The Group prides itself on having an outstanding Management Team who have
developed their skills through learning the business encompassing, IT and
Logistics, Product knowledge and most importantly Supplier and Customer
relationships. This includes management in their 20's, 30's and 40's who have
exciting careers ahead notwithstanding the vast experience of some our more
senior management. It is vitally important that all management have a thorough
understanding of each aspect of the business.

 

 

Operations

 

The Glasgow Distribution Hub, established in the Spring of 2023 is becoming
increasingly important to the Likewise Logistics Network. During April 2025 we
have doubled the cutting and processing capability which will accelerate the
business growth in Scotland in addition to providing extra capacity for
England and Wales.

 

Likewise North East in Newcastle is very much established as the leading
distributor of residential and commercial flooring in its geographical area.
Similarly, Likewise North based in Leeds has taken advantage of the many
opportunities to become a prominent flooring distributor in the North of
England.

 

A&A moved into a new Logistics Centre in Manchester in July 2024. It now
has every opportunity to maximise residential business in North West England,
in addition to the new opportunity presented by investing in a Sales Team to
capitalise on the commercial flooring opportunities in the North West.
Furthermore the A&A trade brand has extended its presence into the
Midlands.

 

Likewise Midlands in Birmingham was only created in 2022, but is now a very
important part of the Group. Both the scale of the sales revenue produced in
just a few years and its location in the centre of the UK makes Likewise
Midlands a key contributor as the epicentre of the Likewise Logistics
Network.

 

Likewise Wales in Newport, established in January 2024 and has quickly become
an important source of residential and commercial flooring. We are currently
in the later stages of our planning application to extend the current Freehold
Distribution Centre by 60%, which will provide the Likewise Wales business
with significant opportunities for growth and enlarge the capabilities for
both Valley and Likewise.

 

In Plymouth, the recently acquired Freehold Logistics Centre is now
operational, providing scope for both Likewise South West and Valley to take
advantage of many opportunities in Devon and Cornwall.

 

Likewise South, located in Newbury has become an established provider of
particularly residential flooring to retailers across the South of England and
Likewise London an important source of residential and commercial flooring
within the M25 and Southern Counties.

 

From its Sudbury base Likewise South East has made excellent progress over the
last two years.

 

Delta Carpets has consistently achieved its objectives since the late Autumn
last year. In H&V Carpets the product range has been restructured and with
four further products to be launched in the late Spring it is poised for a
successful year and a much improved base for the future. Floors by Lewis
Abbott launched seven new products and one important revamp late last year.
Further new products are being developed to enable Floors by Lewis Abbott to
take increased share of the Premium Carpet market.

 

The acquisition of Valley in 2022 was a particularly important strategic step
for the Group. The market position of Valley compliments the Group as a whole.
Valley has extended its core Carpet and Residential Vinyl product range to
include Laminate and in the future other resilient flooring. Furthermore,
Valley has been significantly increasing market presence in retailers through
numerous Display Stand initiatives and exciting plans for innovative new
products in H2 2025.

 

Valley has also meaningfully enlarged its geographical reach to include South
Wales, Bristol and South West England. It has been a very important
contributor to profitability during the Group's formative years and the free
cash flow generated assists in the various capital projects, particularly in
Derby, Newport and Plymouth.

 

Likewise Rugs & Matting continues to develop its product range in DIY,
Garden Centres, Hardware Stores and Independent Retailers. The unique Dura
woven in Sudbury for the Marquee industry plus the established Dandy brand
provides the business with distinct differentiation.

 

 

Infrastructure

 

The investment made to establish the comprehensive infrastructure combined
with the commitments over the next 12 months can certainly take the Group
through £200 million sales revenue and it will benefit from further
operational gearing. Therefore the Board is considering the next 3 to 5 year
investments to provide the capacity to take advantage of the extensive
opportunities before us.

 

As previously stated the capital projects during 2025 in Plymouth and Newport
will be funded from internal cash flow. The Group has support from its
principal bankers and continues to operate well within the facilities
provided. The confidence is reflected in the Board's commitment to purchase
capital equipment and trucks whenever possible which is more cost effective
and continues to strengthen the Group Balance Sheet.

 

 

Dividend

 

The Group continues to follow its progressive policy and the Board is
therefore proposing a Final Dividend payment of 0.25 pence per ordinary share
(FY23: 0.25 pence per ordinary share).

 

This makes the total dividend paid in respect of the year 0.375 pence per
ordinary share (2023: 0.35 pence per ordinary share). This is a 7.1% increase
on the Total Dividend in respect of FY23, an encouraging reflection of the
financial performance in 2024. The final dividend, if approved by shareholders
at the AGM, will be paid on 11 July 2025 to shareholders on the register at
the close of business on 6 June 2025, the ex-dividend date being 5 June 2025.

 

Shareholders can also take advantage of the Dividend Reinvestment Plan
("DRIP") by registering their intentions with the Company's registrar by 20
June 2025.

 

Share Buy Back

 

Following the successful implementation earlier in the year, the Group will
launch a further Share Buyback Programme today of up to £250,000.
Comprehensive details will be provided in a separate announcement to be
released shortly. Following the completion of this Programme the Board will
keep future Share Buybacks under review.

 

Outlook

 

The Group has made a strong start to 2025. The trajectory gives the Board
confidence in achieving the objectives before us, including the current market
forecasts. There are many opportunities to continue to gain market share and
it is very encouraging that increased profitability and subsequent improved
return on investment is beginning to be achieved.

 

Tony Brewer, Chief Executive of Likewise Group plc, said:

 

"The Group really has made significant progress over the last four years. The
logistics infrastructure has been transformed from that which originally
initiated the business in 2020.

 

The quality of the Management, Sales Teams and Staff throughout the business
is extremely important to the future aspirations of the Group.

 

We have a clear focus on creating the best flooring distribution business and
whilst only part way along that journey we have certainly created the
structure to achieve our current goals.

 

The next one, three, five years are really exciting as we are absolutely
committed to investing in our people, infrastructure and market presence to
deliver that ambition.

 

On behalf of the Board I extend our thanks to all employees for their
contributions in addition to the support from suppliers, customers and
shareholders. We appreciate the contribution from all stakeholders to the
ongoing development of the Group."

 

 

 For further information, please contact:
 Likewise Group plc                                                   Tel: +44 (0) 121 817 2900

 Tony Brewer, Chief Executive
 Zeus (Nominated Adviser and Joint Broker)                            Tel: +44 (0) 20 3829 5000

 Jordan Warburton / David Foreman / James Edis (Investment Banking)

 Dominic King / Fraser Marshall (Corporate Broking)
 Ravenscroft (Joint Broker)                                           Tel: +44 (0) 1481 735 340

 Semelia Hamon (Corporate Finance)

 

CAUTIONARY STATEMENT

 

 

Certain statements included or incorporated by reference within this
announcement may constitute "forward-looking statements" in respect of the
Group's operations, performance, prospects and/or financial condition.
Forward-looking statements are sometimes, but not always, identified by their
use of a date in the future or such words and words of similar meaning as
"anticipates", "aims", "due", "could", "may", "will", "should", "expects",
"believes", "intends", "plans", "potential", "targets", "goal" or "estimates".
By their nature, forward-looking statements involve a number of risks,
uncertainties and assumptions and actual results or events may differ
materially from those expressed or implied by those statements. Accordingly,
no assurance can be given that any particular expectation will be met and
reliance should not be placed on any forward-looking statement. Additionally,
forward-looking statements regarding past trends or activities should not be
taken as a representation that such trends or activities will continue in the
future. No responsibility or obligation is accepted to update or revise any
forward-looking statement resulting from new information, future events or
otherwise. Nothing in this announcement should be construed as a profit
forecast. This announcement does not constitute or form part of any offer or
invitation to sell, or any solicitation of any offer to purchase any shares or
other securities in the Group, nor shall it or any part of it or the fact of
its distribution form the basis of, or be relied on in connection with, any
contract or commitment or investment decisions relating thereto, nor does it
constitute a recommendation regarding the shares or other securities of the
Group. Past performance cannot be relied upon as a guide to future performance
and persons needing advice should consult an independent financial adviser.
Statements in this announcement reflect the knowledge and information
available at the time of its preparation.

 

 

Strategic Report

 

Introduction

The directors present their Strategic Report and the audited financial
statements of the Group for the financial year ended 31 December 2024.

Business Overview

Likewise Group plc is a leading wholesale distributor of floorcoverings, rugs
and matting products serving customers throughout the UK. Having established
the business in 2018, the Group has continued its growth strategy through
accretive acquisitions of regional wholesale distribution businesses as well
as establishing new distribution centres and hubs throughout the UK.

 

With a management team that has significant experience and knowledge of the
sector, the Group has been able to successfully develop an extensive
distribution network and leverage the trade brand name to rapidly grow the
business over the past number of years.

From one site in 2018, the Group now operates from 12 locations servicing the
entire UK Flooring market. For more information with regards the Group's
trading locations, please visit www.likewiseplc.com
(http://www.likewiseplc.com)

§ 96 experienced Sales Representatives and Management

§ 144 Commercial Vehicles offering a next day service

§ Dedicated B2B websites offering 24/7 ordering

§ Continued Investment in Point of Sale to drive future growth

 

Group strategy

The Group continues to focus on its strategic plan to realise value creation
for suppliers, customers and shareholders by creating a National Supplier and
Distributor of Floorcovering products in the UK. As the Group continues on its
plan to realise a £200m turnover business, the Board is looking ahead to
outline its strategic objectives to achieve a £250m business in the medium
term.

 

Whilst acquisitions helped realise meaningful growth opportunities for the
Group in the formative investment phase, the Board have focused more recently
on organic growth of existing businesses and expanding the geographic
footprint of the Group via new start-up locations.

 

Benefitting from the wider logistics network, leveraging the Group trade brand
names and investing in experienced, knowledgeable sales personnel have all
contributed to the Group's ability to rapidly grow meaningful businesses in
these new territories. Following the recent purchase of a Freehold
Distribution Centre in February 2025 near Plymouth, the Group has completed
the initial footprint required to service the whole of the UK floorcovering
market.

 

Whilst acquisitions were no doubt integral to the rapid establishment of the
Group's logistics network and growth in the formative phase, it is now
committed to increasing its operational gearing and continues to consider
opportunities where they are accretive to the Group, achieving synergistic
savings by delivering the incremental turnover via the Group's current
infrastructure. The Board is committed to realising benefits for shareholders
and does not believe significant payments for goodwill are in the interest of
the Group, nor its investors.

 

2024 marked the completion of the final planned site relocations, with A&A
moving from an 1980's industrial unit that was no longer fit for purpose to a
brand-new facility, benefitting operations and more importantly, A&A's
employees. Site moves are costly and disruptive to the business and aside from
costs associated with the establishment of the new South West facility, 2025
brings about the first year where all current operations will be in newly
built or refurbished sites leading to both operational and logistical
efficiencies. As a result, the major phase of capital investment is largely
complete, and the business is well-positioned to benefit from improved
profitability and enhanced operational gearing going forward.

 

Key performance indicators

The Board consider the following as financial key performance indicators
(KPIs) for the Group: revenue, adjusted profit before tax and operating cash
flow. These are the key metrics used by the Board to assess the Group's
performance and to ensure realisation of the Group strategic objectives.

Underlying PBT            - 2024: £2,006,853

- 2023: £2,327,321

 

Revenue £m                  - 2025: £150

            - 2024: £140

            - 2023: £124

            - 2022: £60

 - 2021: £47

 

Operating cash flow      - 2024: £7,216,861

 - 2023: £6,043,888

 

OUR PURPOSE AND BUSINESS MODEL

Product development, market presence and efficient service

Our purpose is to provide quality flooring to independent retailers and
contractors, supported by an extensive business model, providing quality
service to our customers, underpinned by product development, first class
flooring marketing and professional distribution, as well as, sales
excellence, by building and developing long-term relationships.

 

Underlying Results

Underlying Results
For the year ended 31 December 2024

                                Underlying     Loss from new operation/     Invest-ment in point of sale  Strategic relocation & restructuring cost      Amort'n       Share      Except-ional bad debt and customers exit costs  Reported

acquisi-tion related costs

                                performance                                                                                                              of            related

                                (adjusted)                                                                                                               intangibles   costs/

(credit)

                                £              £                            £                             £                                              £             £          £                                               £
 Revenue                        149,793,661                                                                                                                                                                                       149,793,661
 Cost of sales                  (103,777,804)                                                                                                                                                                                     (103,777,804)
 Gross profit                   46,015,857                                                                                                                                                                                        46,015,857
 Distribution costs             (19,054,217)                                                              (57,812)                                                                                                                (19,112,029)
 Admin costs                    (23,173,462)   (133,993)                    (349,050)                     (716,246)                                      (464,121)     26,034     (223,054)                                       (25,033,892)
 Profit/(loss) from operations  3,788,178      (133,993)                    (349,050)                     (774,058)                                      (464,121)     26,034     (223,054)                                       1,869,936
 Finance income                 24,027                                                                                                                                                                                            24,027
 Finance costs                  (1,805,352)                                                               (44,259)                                                                                                                (1,849,611)
 Loss on revaluation            -              (18,885)                                                                                                                                                                           (18,885)
 Profit/(loss) before tax       2,006,853      (152,878)                    (349,050)                     (818,317)                                      (464,121)     26,034     (223,054)                                       25,467

Underlying Results
For the year ended 31 December 2023

                                Underlying    Loss                           Invest-    Strategic    Amort'n    Share      Reported

                                performance   from new                       ment in    relocation   of         related

                                (adjusted)    operation/Acq. Related costs   point of   costs        intang-    costs

                                                                             sale                    ibles
                                £             £                              £          £            £          £          £
 Revenue                        139,538,014                                                                                139,538,014
 Cost of sales                  (97,306,471)                                                                               (97,306,471)
 Gross profit                   42,231,543                                                                                 42,231,543
 Distribution costs             (17,799,967)                                            (189,442)                          (17,989,409)
 Admin costs                    (20,881,874)  (95,446)                       (283,933)  (807,603)    (404,370)  (274,841)  (22,748,067)
 Profit/(loss) from operations  3,549,702     (95,446)                       (283,933)  (997,045)    (404,370)  (274,841)  1,494,067
 Finance income                 52,330                                                                                     52,330
 Finance costs                  (1,274,711)                                             (213,005)                          (1,487,716)
 Gain on revaluation            -             129,750                                                                      129,750
 Profit/(loss) before tax       2,327,321     34,304                         (283,933)  (1,210,050)  (404,370)  (274,841)  188,431

 

Adjusted Results

The adjusted results summary, presents a detailed comparison between
underlying and non-underlying profit, highlighting exceptional items that
management has identified as non-recurring costs. These items are separated to
provide a clearer understanding of the company's financial performance,
excluding these exceptional expenses that do not reflect the ongoing
operational efficiency of the business that should be used as the basis for
expected future performance. This approach ensures a more accurate
representation of the company's underlying profitability and more importantly
its potential in the future.

 

These costs include:

 

Loss from New Operations & Acquisition Related Costs

As the Group looks ahead to its medium-term aspirations, there has inherently
been further investments to be made to establish new businesses in new
geographies in line with the Group's strategic model. 2024 losses included the
establishment losses incurred in respect of the new division in Wales for both
Likewise and Valley Wholesale Carpets, and in 2023 Likewise South. The high-up
front investment required, particularly with regards sales personnel, take
time to establish in order to generate the Group's expected returns which will
be accretive to the Group's bottom line in future years, but inherently are
loss making enterprises in the first 12 months of inception.

Acquisition related costs includes costs relating to the final contingent
consideration payment made in respect of the Delta Carpets acquisition paid in
April 2024. Following settlement of all deferred and contingent consideration
payments in respect of both the Valley and Delta acquisitions in 2024, all
acquisition related obligations have now been fulfilled.

 

 

Exceptional Investment in Point of Sale

These costs relate to expenses incurred in increasing the Group's market
presence by providing heavily discounted in-store retail displays to retailers
to accelerate the Group's growth in market share. This amount relates to
specific strategic stand placements over and above what is incurred in the
ordinary course of business recognised in the Consolidated Statement of Profit
or Loss. These display units are used for sales and marketing purposes.
Accordingly, the Board has adopted a prudent approach by recognising the cost
as an expense in the profit or loss statement, rather than capitalising these
displays as assets and incurring depreciation charges in future periods.

 

Strategic Relocation & Restructuring Costs

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

In July 2024, the Group successfully completed the relocation and
consolidation of the A&A business into new, significantly improved
premises as part of the strategic investment to support future growth. This
move resulted in exceptional relocation and restructuring costs, including the
settlement of dilapidations associated with the exited property. In addition,
dual running costs were incurred due to the continued operation of the former
Scotland facility until the lease expiry at the end of 2024. These costs
reflect the Group's proactive approach to securing a modern, larger site for
the growing Scotland business whilst aligning to the business's long-term
capacity needs. With the expiry of the original Scotland lease and the closure
of the last of the old acquired sites there will be no such recurring costs in
2025.

 

Bad Debt & Customer Transition Cost

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

 

Non-financial KPIs

The Board additionally monitors the square footage of available warehouse
space as a non-financial KPI. The warehouse capacity as at 31 December 2024
was 474,995 square feet (2023 - 499,250).

 

The reduction in 2024 was due to the strategic relocation of A&A Carpets
into a new facility in Manchester. Whilst smaller, the new site provides
greater operational efficiency while leveraging the wider Likewise network to
realise cost synergies.

 

13B CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND

OTHER COMPREHENSIVE INCOME

For the year ended 31 December 2024

 

         2024  2023
   Note  £     £

 

 Revenue                                                          3   149,793,661    139,538,014
 Cost of sales                                                        (103,777,804)  (97,306,471)
 Gross profit

                                                                      46,015,857     42,231,543
 Distribution costs                                                   (19,112,029)   (17,989,409)
 Administrative expenses                                              (25,033,892)   (22,748,067)
 Operating profit                                                 4

                                                                      1,869,936      1,494,067
 Interest income                                                  8   24,027         52,330
 Finance costs                                                    9   (1,849,611)    (1,487,716)
 Revaluation of deferred consideration                            10  (18,885)       129,750
 Profit before taxation

                                                                      25,467         188,431
 Income tax (charge)/credit                                       11  749,135        655,594
 Profit for the year                                              35

                                                                      774,602        844,025

 Other comprehensive income:
 Items that will not be reclassified to profit or loss            16

 Revaluation of property, plant and equipment                         308,659        24,389
 Actuarial gain on defined benefit pension scheme                 26  450,000        -
 Tax relating to items not reclassified                           11  (220,924)      (6,097)
 Total items that will not be reclassified to profit or loss

                                                                      537,735        18,292
 Items that may be reclassified to profit or loss

 Currency translation differences:

 - Exchange losses arising on translation of foreign operations

                                                                      (11,936)       (7,015)
 Total items that may be reclassified to profit or loss

                                                                      (11,936)       (7,015)
 Total other comprehensive income for the year

                                                                      525,799        11,277
 Total comprehensive income for the year                              1,300,401      855,302

 

Profit for the financial year is all attributable to the owners of the parent
company.

 

Total comprehensive income for the year is all attributable to the owners of
the parent company.

 

         2024             2023
   Note  Pence per share  Pence per share

 

 Earnings per share  13
 Basic                   0.3  0.3
 Diluted                 0.3  0.3

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 31 December 2024

 

         2024  2023
   Note  £     £

 

 Non-current assets

 Goodwill                        15   5,624,284   5,624,284
 Intangible assets               15   3,776,896   3,938,497
 Property, plant and equipment   16   48,601,857  48,385,689
 Retirement benefit obligations  26   450,000     -
                                      58,453,037  57,948,470
 Current assets                       20,042,078

 Inventories                     18               20,253,799
 Trade and other receivables     19   19,235,903  17,679,986
 Cash and cash equivalents            2,199,078   5,709,229
                                      41,477,059  43,643,014
 Current liabilities                  26,773,525

 Trade and other payables        22

                                                  29,765,971
 Current tax liabilities         11   15,107      -
 Borrowings                      21   7,108,326   5,273,300
 Lease liabilities               23   4,642,269   4,373,760
 Provisions                      25   -           45,103
                                      38,539,227  39,458,134
 Net current assets                   2,937,832   4,184,880
 Non-current liabilities

 Borrowings                      21   2,235,997   2,342,222
 Lease liabilities               23   18,140,677  18,401,597
 Deferred tax liabilities        24   1,337,048   1,866,950
                                      21,713,722  22,610,769
 Net assets                           39,677,147  39,522,581

 Equity

 Called up share capital         27   2,474,835   2,439,645
 Share premium account           28   17,677,390  17,396,190
 Revaluation reserve             29   2,777,172   2,626,976
 Treasury shares                 31   (58,584)    -
 Share option reserve            32   610,698     903,295
 Warrant reserve                 33   128,170     128,170
 Foreign exchange reserve        34   (59,438)    (47,502)
 EBT reserve                     30   (375,060)   -
 Retained earnings               35   16,501,964  16,075,807
 Total equity                         39,677,147  39,522,581

COMPANY STATEMENT OF FINANCIAL POSITION

As at 31 December 2024

 

         2024  2023
   Note  £     £

 

 Non-current assets
 Intangible assets              15   353,746      122,480
 Property, plant and equipment  16   4,894,020    5,249,063
 Investments                    17   42,240,552   42,309,385
 Deferred tax assets            24   -            903,116
                                     47,488,318   48,584,044
 Trade and other receivables    19   4,436,932    6,949,853
 Cash and cash equivalents           131,676      182,420
                                     4,568,608    7,132,273
 Current liabilities

 Trade and other payables       22   10,576,604   15,044,263
 Borrowings                     21   105,816      118,168
 Lease liabilities              23   500,193      376,067
                                     11,182,613   15,538,498
 Net current assets                  (6,614,005)  (8,406,225)
 Non-current liabilities

 Borrowings                     21   2,235,997    2,342,222
 Lease liabilities              23   5,034,804    5,187,733
                                     7,270,801    7,529,955
 Net assets                          33,603,512   32,647,864

 Equity

 Called up share capital        27   2,474,835    2,439,645
 Share premium account          28   17,707,900   17,396,190
 Treasury shares                31   (58,584)     -
 Share option reserve           32   524,840      903,295
 Warrant reserve                33   128,170      128,170
 Foreign exchange reserve       34   (78,224)     (38,124)
 Retained earnings              35   12,818,717   11,818,688
 Total equity                        33,603,512   32,647,864

 

 

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

 

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2024

 

 

                                                         Share capital  Share premium account  Revaluation Reserve  EBT        Treasury  Share            Warrant reserve  Foreign exchange reserve  Retained earnings  Total attributable to equity holders of parent

reserve
Shares
option reserve

 Balance at 1 January 2024                               2,439,645      17,396,190             2,626,976            -          -         903,295          128,170          (47,502)                  16,075,807         39,522,581

 Year ended 31 December 2024
 Profit for the year                                     -              -                      -                    -          -         -                -                -                         774,602            774,602
 Other comprehensive income for the year:
 Revaluation of property, plant and equipment            -              -                      308,659              -          -         -                -                -                         -                  308,659
 Actuarial gains on pensions scheme                      -              -                      -                    -          -         -                -                -                         450,000            450,000
 Currency translation differences                        -              -                      -                    -          -         -                -                (11,936)                  -                  (11,936)
 Tax relating to other comprehensive income              -              -                      (108,424)            -          -         -                -                -                         (112,500)          (220,924)

 Total comprehensive income for the year                 -              -                      200,235              -          -         -                -                (11,936)                  1,112,102          1,300,401
 Dividends                                           12  -              -                      -                    -          -         -                -                -                         (916,688)          (916,688)
 Share options exercised                             27  35,190         311,710                -                                                                           -                         -                  346,900
 Transfer to retained earnings                           -              -                      (50,039)             -          -         (180,704)        -                -                         230,743            -
 Share options exercised                                 -              -                      -                    -          -         (26,035)         -                -                         -                  (26,035)
 Cash in lieu of settlement of options                   -              -                      -                    -          -         (85,858)         -                -                         -                  (85,858)
 Purchase of own shares                                  -              (30,510)               -                    (375,060)  (58,584)  -                -                -                         -                  (464,154)
 Total contributions by and distributions to owners      35,190         281,200                (50,039)             (375,060)  (58,584)  (292,597)        -                -                         (685,945)          (1,145,835)
 Balance as at 31 December 2024                          2,474,835      17,677,390             2,777,172            (375,060)  (58,584)  610,698          128,170          (59,438)                  16,501,964         39,677,147

 

 

 

5BCONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2023

 

                                                          Share capital  Share premium account  Revalu-ation Reserve  EBT       Treas-ury  Share            Warrant reserve  Foreign ex-change reserve  Retained earnings  Total attributable to equity holders of parent

reserve
Shares
option reserve
 Note                                                     £              £                      £                     £         £          £                £                £                          £                  £
 Balance at 1 January 2023                                2,438,360      17,384,625             2,662,384             -         -          628,454          128,170          (40,487)                   15,909,763         39,111,269

 Year ended 31 December 2023
 Profit for the year                                      -              -                                            -         -          -                -                -                          844,025            844,025
 Other comprehensive income for the year                  -              -                      (35,408)              -         -          -                -                (7,015)                    53,700             11,277

 Total comprehensive income for the year                  -              -                      (35,408)              -         -          -                -                (7,015)                    897,725            855,302

 Dividends                                           12   -              -                                            -         -          -                -                -                          (731,681)          (731,681)
 Share options exercised                                  1,285          11,565                 -                     -         -          -                -                -                          -                  12,850
 Share options and warrants issued                        -              -                      -                     -         -          274,841          -                -                          -                  274,841
 Total contributions by and distributions to owners       1,285          11,565                 -                     -         -          274,841          -                -                          (731,681)          (443,990)
 Balance as at 31 December 2023                           2,439,645      17,396,190             2,626,976             -         -          903,295          128,170          (47,502)                   16,075,807         39,522,581

 

 

COMPANY STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2024

 

         Share capital  Share premium account  Treasury  Share option reserve  Warrant reserve  Foreign exchange reserve  Retained earnings  Total

shares
equity
   Note  £              £                      £         £                     £                £                         £                  £

 

 Balance at 1 January 2024                          2,439,645  17,396,190  -         903,295    128,170  (38,124)  11,818,688  32,647,864
 Year ended 31 December 2024
 Profit for the year                                -          -           -         -          -        -         1,767,354   1,767,354
 Other comprehensive income for the year
 Translation in relation to foreign subsidiary      -          -           -         -          -        (40,100)  -           (40,100)

 Total comprehensive income for the year            -          -           -         -          -        (40,100)  1,767,354   1,727,254
 Transactions with owners:
 Share options exercised                        27  35,190     311,710     -         -          -        -         -           346,900
 Dividends                                          -          -           -         -          -        -         (916,689)   (916,689)
 Share options issued                               -          -           -         (26,035)   -        -         -           (26,035)
 Cash settlement in lieu of share exercise          -          -           -         (85,858)   -        -         -           (85,858)
 Own shares acquired                                -          -           (58,584)  -          -        -         -           (58,584)
 Transfer to retained earnings                      -          -           -         (180,704)  -        -         149,364     (31,340)

 Balance as at 31 December 2024                     2,474,835  17,707,900  (58,584)  610,698    128,170  (78,224)  12,818,717  33,603,512

 

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

 

 

COMPANY STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2023

 

         Share capital  Share premium account  Treasury  Share option reserve  Warrant reserve  Foreign exchange reserve  Retained earnings  Total

shares
Equity
   Note  £              £                      £         £                     £                £                         £                  £

 

 Balance at 1 January 2023                          2,438,360  17,384,625  -   628,454  128,170  (17,962)  14,062,939   34,624,586
 Year ended 31 December 2023
 Loss for the year                                  -          -           -   -        -        -         (1,512,570)  (1,512,570)
 Other comprehensive income for the year:                                                                               (20,162)
 Translation in relation to foreign subsidiary      -          -           -   -        -        (20,162)  -

 Total comprehensive income for the year            -          -           -   -        -        (20,162)  (1,512,570)  (1,532,732)
 Transactions with owners:
 Dividends                                          -          -           -   -        -        -         (731,681)    (731,681)
 Share options                                      -          -           -   274,841  -        -         -            274,841
 Share options exercised                            1,285      11,565      -   -        -        -         -            12,850

 Balance as at 31 December 2023                     2,439,645  17,396,190  -   903,295  128,170  (38,124)  11,818,688   32,647,864

 

 

 

 

 

 

 

16BCONSOLIDATED STATEMENT OF CASH FLOWS

For the year ended 31 December 2024

 

         2024      2023
   Note  £    £    £    £

 

 Profit for the year before taxation                                                                    25,467                    188,431
 Adjustments for:                                                                          1,849,611                 1,487,716

 Finance costs
 Finance income                                                                            (24,027)                  (52,330)
 Gain on disposal of property, plant and equipment                                         (20,634)                  (110,898)
 Amendments of property, plant and equipment                                               -                         (107,072)
 Amortisation and impairment of intangible assets                                          464,121                   404,370
 Depreciation and impairment of property, plant and equipment                              5,050,181                 4,520,577
 Foreign exchange gains on cash equivalents                                                10,522                    -
 Revaluation of consideration                                                              18,885                    (129,750)
 Equity settled share based payment expense/(credit)                                       (26,034)                  274,841
 Decrease in provisions                                                                    (45,103)                  (4,972)
 Movements in working capital:                                                             211,721                   (1,865,272)

 Decrease/(increase) in inventories
 Increase in trade and other receivables                                                   (1,555,918)               (2,106,683)
 Increase in trade and other payables                                                      1,258,069                 3,544,930
 Cash generated from operations                           40                                            7,216,861                 6,043,888
 Income taxes refunded                                                                                  13,416                    19,770
 Net cash inflow from operating activities                                                              7,230,277                 6,063,658
 Investing activities
 Purchase of intangible assets                                                             (302,520)                 (133,983)
 Purchase of property, plant and equipment                                                 (1,392,423)               (1,895,323)
 Proceeds from disposal of property, plant and equipment

                                                                                           117,898                   206,965
 Interest received                                                                         24,027                    52,330
 Cash settlement in lieu of share exercise                                                 (85,858)                  -
 Deferred consideration paid                                                               (4,269,400)               (1,000,000)
 Net cash used in investing activities                                                                  (5,908,276)               (2,770,011)
 Financing activities
 Proceeds from issue of shares                                                             346,900                   12,850
 Purchase of treasury shares                                                               (58,584)                  -
 Purchase of shares via EBT                                                                (405,570)                 -
 Increase in invoice discounting                                                           1,847,378                 766,116
 Proceeds from new bank loans                                                              -                         2,495,000
 Repayment of bank loans                                                                   (118,577)                 (1,826,801)
 Payment of lease liabilities                                                              (4,718,625)               (3,886,917)
 Interest paid                                                                             (785,928)                 (319,125)
 Dividends paid to equity shareholders                                                     (916,688)                 (731,681)
 Net cash used in financing activities                                                                  (4,809,694)               (3,490,558)
 Net decrease in cash and cash equivalents                                                              (3,487,693)               (196,911)
 Cash and cash equivalents at beginning of year                                                         5,709,229                 5,913,155
 Effect of foreign exchange rates                                                                       (22,458)                  (7,015)
 Cash and cash equivalents at end of year                                                               2,199,078                 5,709,229

 

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

 

17BNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 31 December 2024

 

1      20BAccounting policies

21BCompany information

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

 

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

 

1.1    22BAccounting convention

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

 

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

 

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

 

1.2    Basis of consolidation

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

 

All financial statements are made up to 31 December 2024. Where necessary,
adjustments are made to the financial statements of subsidiaries to bring the
accounting policies used into line with those used by other members of the
group.

 

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

 

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

 

1.3    Going concern

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

 

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

 

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

 

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

 

 

 

1.4    25BRevenue

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

 

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

 

1.5    26BGoodwill

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

 

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

 

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

 

For the purposes of impairment testing, goodwill is allocated to the
cash-generating units expected to benefit from the acquisition.
Cash-generating units to which goodwill has been allocated are tested for
impairment at least annually, or more frequently when there is an indication
that the unit may be impaired. If the recoverable amount of the
cash-generating unit is less than the carrying amount of the unit, the
impairment loss is allocated first to reduce the carrying amount of any
goodwill allocated to the unit and then to the other assets of the unit
pro-rata on the basis of the carrying amount of each asset in the unit. In
accordance with IAS 36, an impairment loss recognised for goodwill is not
reversed in subsequent periods, even if the recoverable amount of the
cash-generating unit increases in a later period.

 

1.6   27BIntangible assets other than goodwill

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

 

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

 

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

 

·    Brand name                  10 - 15 years straight
line

·    Customer base             10 - 15 years straight line

·    Software                      3 years straight
line

 

1.7    28BProperty, plant and equipment

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

 

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

 

Freehold land and buildings                      2%
straight line

Long Leasehold land and buildings            2% straight line

Leasehold improvements                          10%
straight line

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

Plant and
equipment                                 10%
- 33% straight line

Motor
vehicles
16% - 33% straight line

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

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

 

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

 

 

 

 

 

 

1.8    Non-current investments

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

 

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

 

1.9    30BImpairment of tangible and intangible assets

At each reporting end date, the group reviews the carrying amounts of its
tangible and intangible assets to determine whether there is any indication
that those assets have suffered an impairment loss. If any such indication
exists, the recoverable amount of the asset is estimated in order to determine
the extent of the impairment loss (if any). Where it is not possible to
estimate the recoverable amount of an individual asset, the group estimates
the recoverable amount of the cash-generating unit to which the asset belongs.

 

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

 

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

 

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

 

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

 

1.10  31BInventories

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

 

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

 

1.11  32BCash and cash equivalents

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

 

1.12  33BFinancial assets

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

 

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

 

 

71BFinancial assets at fair value through profit or loss

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

 

72BImpairment of financial assets

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

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

 

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

 

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

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

61 - 90 days overdue 0% discount

91 - 120 days overdue 5% discount

Over 120 days overdue 50% discount

 

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

 

73BDerecognition of financial assets

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

 

1.13  34BFinancial liabilities

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

 

74BOther financial liabilities

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

75B

Derecognition of financial liabilities

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

 

1.14  35BEquity instruments

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

 

1.15  36BTaxation

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

 

76BCurrent tax

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

 

77BDeferred tax

Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation of taxable
profit, and is accounted for using the balance sheet liability method.
Deferred tax liabilities are generally recognised for all taxable temporary
differences and deferred tax assets are recognised to the extent that it is
probable that taxable profits will be available against which deductible
temporary differences can be utilised. Such assets and liabilities are not
recognised if the temporary difference arises from goodwill or from the
initial recognition of other assets and liabilities in a transaction that
affects neither the tax profit nor the accounting profit.

 

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

 

1.16  37BProvisions

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

 

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

 

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

 

1.17  38BEmployee benefits

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

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

 

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

 

1.18  39BRetirement benefits

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

 

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

 

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

 

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

 

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

 

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

 

1.19  40BShare-based payments

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

 

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

 

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

 

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

 

1.20  41BLeases

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

 

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

 

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

 

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

 

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

 

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

 

1.21  42BInvoice discounting

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

 

2      43BCritical accounting estimates and judgements

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

 

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

 

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

 

46BDeferred Tax

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

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

 

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

 

44BIntangible assets

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

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

 

45BGoodwill

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

 

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

 

46BInventory valuation

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

 

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

 

Valuation of land and buildings

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

        Revenue

 

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

                                          2024          2023

                                          £             £
 Revenue analysed by class of business
 Sale of goods                            149,793,661   139,538,014

                                          2024          2023

                                          £             £
 Revenue analysed by geographical market
 United Kingdom                           149,671,433   139,297,993
 Rest of Europe                           122,228       229,533
 Rest of the World                        -             10,488

                                          149,793,661   139,538,014

 

4      49BOperating profit

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

 

Losses from new operations

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

 

Exceptional investment in point of sale

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

 

Strategic relocation and restructuring costs

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

 

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

 

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

 

Exceptional bad debt and customer transition costs

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

 

 

5      51BAuditor's remuneration

                                                             2024     2023
                                                             £        £
 Fees payable to the company's auditor and associates:

 For audit services
 Audit of the financial statements of the group and company  150,000  150,000

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

 

6       52BEmployees

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

                                           2024        2023

                                           Number      Number
 Directors                                 4           5
 Other employees                           503         462
 Total                                     507         467

 Their aggregate remuneration comprised:   2024        2023

£
£
 Wages and salaries                        20,581,935  18,215,855
 Social security costs                     2,156,661   1,946,475
 Pension costs                             567,015     513,550
 Share based payments                      (26,034)    274,841
                                           23,279,577  20,950,721

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

 

 7  Directors' remuneration                                        2024     2023

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

 

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

 

                                           2024     2023

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

 

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

 

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

 

 8            Interest income                                    2024    2023

                                                                 £       £
              Financial instruments measured at amortised cost:
              Bank deposits                                      24,027  52,330

 

 9  Finance costs                            2024       2023

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

 

 10  Revaluation of deferred consideration                 2024      2023

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

 

 11  Income tax expense                                                              2024        2023
                                                                                     £
£
     Current tax
     UK corporation tax on profits for the current period Adjustments in respect of  9,377       -
     prior periods

                                                                                     (7,686)     (19,770)
     Total UK current tax

                                                                                     1,691       (19,770)
     Deferred tax

     Origination and reversal of temporary differences                               (750,826)   (635,824)
     Total tax (credit)                                                              (749,135)   (655,594)

 

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

 

 

 

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

 

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

 

                                                                                   2024       2023

                                                                                   £          £
     Profit before taxation                                                        25,467     188,431

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

 

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

 

                                                   2024     2023

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

 

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

 

 12     Dividends                            2024          2023          2024     2023

                                             per share     per share     Total    Total

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

 

 13  Earnings per share                                                         2024           2023
     Number of shares                                                           Number         Number

     Weighted average number of ordinary shares for basic earnings per share    245,580,592    243,884,066
     Effect of dilutive potential ordinary shares:
     - Weighted average number outstanding share options                        4,034,800      4,413,734
     - Warrants                                                                 2,800,000      2,900,000
     Weighted average number of ordinary shares for diluted earnings per share  252,415,392    251,197,800

                                                                                2024           2023
     Earnings                                                                   £              £
     Continuing operations
     Profit for the period from continued operations                            774,602        844,025

                                                                                2024           2023
                                                                                Pence per      Pence per

                                                                                share          share
     Earnings per share for continuing operations
     Basic earnings per share                                                   0.3            0.3
     Diluted earnings per share                                                 0.3            0.3

 

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

 

14    53BImpairments

 

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

                                                 2024        2023

                                                 £           £
 In respect of:

 Financial assets -Trade and other receivables   393,128     252,534
 Recognised in administrative expenses           393,128     252,534

 

 

 15  Goodwill and other intangible assets
                                       Goodwill   Software modifications        Likewise Floors Brandname        Likewise Floors Customer  Delta Carpets Brandname          Delta Carpets Customer                 Total

                                                                                                                 base                                                       base
                                       £          £                             £                                £                                        £                                £                       £
     Cost
     At 1 January 2023                 5,624,284  -                             2,189,075                        2,122,349                 540,710                          513,684                                10,990,102
     Additions                         -          133,983                       -                                -                         -                                -                                      133,983
     At 31 December 2023               5,624,284                                2,189,075                        2,122,349                                                  513,684                                11,124,085

                                                  133,983                                                                                  540,710
     Additions                         -          302,520                       -                                -                         -                                -                                      302,520
     At 31 December 2024               5,624,284                                2,189,075                        2,122,349                                                  513,684                                11,426,605

                                                  436,503                                                                                  540,710
     Amortisation and impairment
     At 1 January 2023                 -          -                             547,268                          530,587                   40,553                           38,526                                 1,156,934
     Amortisation charge for the year  -          11,503                        145,938                          141,490                   54,071                           51,368                                 404,370
     At 31 December 2023               -                                        693,206                          672,077                                                    89,894                                 1,561,304

                                                  11,503                                                                                   94,624
     Amortisation charge for the year  -          71,254                        145,938                          141,490                   54,071                           51,368                                 464,121
     At 31 December 2024               -                                        839,144                          813,567                                                    141,262                                2,025,425

                                                  82,757                                                                                   148,695
     Carrying amount
     At 31 December 2024               5,624,284  353,746                       1,349,931                        1,308,782                 392,015                          372,422                                9,401,180
     At 31 December 2023               5,624,284  122,480                       1,495,869                        1,450,272                 446,086                          423,790                                9,562,781
     At 1 January 2023                 5,624,284  -                             1,641,807                        1,591,762                 500,157                          475,158                                9,833,168

 

15    Intangible assets (continued)

 

55BImpairment tests for cash generating units

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

 

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

 

 

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

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

 

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

 

58BLikewise Floors Limited

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

 

59BLewis Abbott Limited

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

 

60BH&V Carpets BVBA

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

 

61BA. & A. Carpets Limited

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

 

62BValley Wholesale Carpets Limited

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

 

63BDelta Carpets Limited

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

15      Intangible assets (continued) - Company

 

                                  64BComputer software
                                  £
 Cost

 At 31 December 2023              133,983
 Additions                        302,520
 At 31 December 2024              436,503

 Amortisation and impairment
 At 31 December 2023              11,503
 Charge for the year              71,254
 At 31 December 2024              82,757
 Carrying amount
 At 31 December 2024              353,746
 At 31 December 2023              122,480

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 16  Property, plant and equipment

 

                                            Freehold land  Long                Leasehold          Plant and   Fixtures,           Motor       Right of use          Right of use                    Total
                                            and buildings  Leasehold        improve-              equipment   fittings and        vehicles              assets         - assets

ments
                                                           land and buildings                                 computer equipment              Leasehold property         - Other
                                            £              £                   £                  £           £                   £           £                          £                          £
   Cost or valuation
   At 1 January 2023                        11,174,936     11,094,728          307,192            3,574,885   2,146,340           1,565,450   16,714,470                 6,147,646                  52,725,647
   Additions                                31,338         6,870               -                  1,339,637   500,083             1,119,665   -                          2,702,800                  5,700,393
   Disposals                                -              -                   (1,502)            (48,319)    (3,034)             (293,093)   (324,440)                  (148,766)                  (819,154)
   Revaluations                             (183,043)      -                   -                  -           -                   -           -                          -                          (183,043)
   Transfers between classes                -              -                   -                  7,739       (7,739)             -           -                          -                          -
   At 31 December 2023

                                            11,023,231     11,101,598          305,690            4,873,942   2,635,650           2,392,022   16,390,030                 8,701,680                  57,423,843
   Additions                                25,466         25,845              -                  181,438     499,371             660,303     1,759,354                  1,922,459                  5,074,236
   Disposals                                -              -                   -                  (160,059)   (130,000)           (228,920)   -                          (268,594)                  (787,573)
   At 31 December 2024

                                            11,048,697     11,127,443          305,690            4,895,321   3,005,021           2,823,405   18,149,384                 10,355,545                 61,710,506
   Accumulated depreciation and impairment
   At 1 January 2023                        -              -                   50,596             550,867     558,581             699,678     1,813,753                  1,751,951                  5,425,426
   Depreciation charge for the year         164,389        145,000             30,719             438,768     315,264             402,058     1,224,103                  1,800,276                  4,520,577
   Eliminated on disposal                   -              -                   -                  (40,158)    (11,515)            (206,689)   (324,440)                  (117,615)                  (700,417)
   Eliminated on revaluation                (62,432)       (145,000)           -                  -           -                   -           -                          -                          (207,432)
   At 31 December 2023

                                            101,957        -                   81,315             949,477     862,330             895,047     2,713,416                  3,434,612                  9,038,154
   Depreciation charge for the year         163,059        145,600             30,569             505,428     352,992             498,463     1,274,222                  2,079,848                  5,050,181
   Eliminated on disposal                   -              -                   -                  (140,646)   (89,145)            (190,531)   -                          (250,705)                  (671,027)
   Eliminated on revaluation                (163,059)      (145,600)           -                  -           -                   -           -                          -                          (308,659)
   At 31 December 2024

                                            101,957        -                   111,884            1,314,259   1,126,177           1,202,979   3,987,638                  5,263,755                  13,108,649

 

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

 

 

 

 

 16.     Property, plant and equipment (continued)

 Property, plant and equipment includes right of use assets, as follows:
 Right-of-use assets                                                      2024                2023

                                                                          £                   £
 Net values at the year end
 Right of use assets - Leasehold property                                 14,161,746  13,676,614
 Right of use assets - Other                                              5,091,790           5,267,068
                                                                          19,253,536          18,943,682
 Total additions in the year                                              3,681,813           2,702,800
 Depreciation charge for the year
 Right of use assets - Leasehold property                                 1,274,222           1,224,103
 Right of use assets - Other                                              2,079,848           1,800,276
                                                                          3,354,070           3,024,379

 

Assets pledged as security

 

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

 

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

 

Fair Value Measurement

 

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

 

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

 

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

 

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

 

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

 

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

 

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

 

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

 

The revaluation surplus is disclosed in note 29.

 

Property, plant and equipment - Company

 

                                          Fixtures and fittings  Motor vehicles  Right of use assets - leasehold property  Right of use assets - other  Total
                                          £                      £               £                                         £                            £

 Cost
 At 1 January 2023                        50,394                 -               5,513,875                                 39,248                       5,603,517
 Additions                                14,887                 96,995          -                                         -                            111,882
 At 31 December 2023                      65,281                 96,995          5,513,875                                 39,248                       5,715,399
 Additions                                11,068                 -               -                                         -                            11,068
 At 31 December 2024                      76,349                 96,995          5,513,875                                 39,248                       5,726,467

 Accumulated depreciation and impairment
 At 1 January 2023                        23,415                 -               90,531                                    2,186                        116,132
 Charge for the year                      11,255                 6,466           319,400                                   13,083                       350,204
 At 31 December 2023                      34,670                 6,466           409,931                                   15,269                       466,336
 Charge for the year                      14,229                 19,399          319,400                                   13,083                       366,111
 At 31 December 2024                      48,899                 25,865          729,331                                   28,352                       832,447
 Carrying amount
 At 31 December 2024                      27,450                 71,130          4,784,544                                 10,896                       4,894,020
 At 31 December 2023                      30,611                 90,529          5,103,944                                 23,979                       5,249,063
 At 1 January 2023                        26,979                 -               5,423,344                                 37,062                       5,487,385

 

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

 

Registered office addresses:

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

2.Nijverheidsstraat 26, 8760 Meulebeke, Belgium

 

18      Inventories

                                                                     2024        2023

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

 

19      Trade and other receivables - Group

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

                                                    19,235,904   17,679,986

 

65BFair value of trade receivables

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

 

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

 

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

 

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

 

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

 

 

The relevant carrying amounts are:

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

 

19      Trade and other receivables (continued) - Company

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

 

20         Allowances for doubtful debts

 

 Expected credit loss assessment
                                                                         2024                              2023
                                               Balance                   Rate  Loss allowance  Balance     Rate  Loss allowance
                                               £                         %     £               £           %     £
 Trade receivables                             8,097,391                 -     -               7,060,259   -     -

Not more than 30 days
 More than 30 days but not more than 60 days

                                               4,386,456                 -     -               3,957,155   -     -
 More than 60 days but not more than 90 days

                                               916,716                   -     -               773,893     -     -
 More than 90 days but not more than 120 days

                                               262,879                   5     13,144          126,006     5     6,300
 More than 120 days                            854,729                   50    427,365         884,765     50    442,383
 Adjustments*                                  -                         -     (37,117)        -           -     (79,284)
                                               14,518,173                                      12,802,078

                                                                               403,392                           369,399

 

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

 

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

 

Movement in the allowance for doubtful debts

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

21      Borrowings

 

                                    Current                      Non-current
                                    2024            2023         2024       2023

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

 

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

 

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

 

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

 

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

 

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

 

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

 

No funds were drawn down at 31 December 2024.

 

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

 

21      Borrowings (continued) - Company

 

                                    Current             Non-current
                                    2024     2023       2024       2023

                                    £        £          £          £
 Borrowings held at amortised cost
 Bank loans                         105,816  118,168    2,235,997  2,342,222

 

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

 

 22  Trade and other payables

                                         2024        2023

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

 

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

 

 

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

 

 

 22  Trade and other payables (continued) - Company

                                                     2024        2023

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

 

 

 23  Lease liabilities
                                                    2024         2023
                                                    £            £
     Maturity analysis                              5,099,219    4,613,653

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

 

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

 

                            2024        2023

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

 

                                                                2024        2023

                                                                £           £
   Amounts recognised in profit or loss include the following:

   Interest on lease liabilities                                1,201,163   1,038,548
   Depreciation on lease liabilities                            3,354,070   3,024,379
   Profit on termination of lease liabilities                   (1,393)     (18,358)
   Expense relating to short-term leases                        426,942     360,946
                                                                4,980,782   4,405,515

 

     Lease liabilities - Company
                                                    2024         2023
                                                    £            £
     Maturity analysis                              582,645      376,067

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

 

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

 

                            2024       2023

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

 

24      Deferred taxation

                          2024       2023

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

 

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

 

 

                                                Fixed asset timing difference  Arising                     Capital      Short term timing differences  Losses and other deduction  Total

from business combination
gains
                                                £                              £                           £            £                              £                           £
 Asset/(Liability) at 1 January 2023            (1,303,975)                    (1,052,221)                 (1,569,838)  122,548                        1,306,809                   (2,496,677)
 Deferred tax movements in prior year

 Charge/(credit) to profit or loss              (267,323)                      98,217                      25,489       (84,213)                       863,654                     635,824
 Charge/(credit) to other comprehensive income  -                              -                           (6,097)      -                              -                           (6,097)
 Asset/(Liability) at 1 January 2024            (1,571,298)                    (954,004)                   (1,550,446)  38,335                         2,170,463                   (1,866,950)

 Deferred tax movements in current year
 Charge/(credit) to profit or loss              (92,396)                       98,217                      52,592       (27,096)                       719,509                     750,826
 Charge/(credit) to other comprehensive income  -                              -                           (108,424)    (112,500)                      -                           (220,924)
 Asset/(Liability) at 31 December 2024          (1,663,694)                    (855,787)                   (1,606,278)  (101,261)                      2,889,972                   (1,337,048)

 

Deferred taxation (continued) - Company

 

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

 

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

 

 

 

 

 

 

 

                                             Fixed asset timing difference  Short term timing differences  Losses                Total

and other deduction
                                             £                              £                              £                     £
 Asset at 1 January 2023                     (3,321)                        84,726                         267,388               348,793
 Deferred tax movements in prior year

 Charge/(credit) to profit or loss           (32,581)                       (80,991)                       667,895               554,323
 Asset at 1 January 2024                     (35,902)                       3,735                          935,283               903,116

 Deferred tax movements in current year

 Charge/(credit) to profit or loss           (53,677)                       (1,774)                        (847,665)             (903,116)
 Asset at 31 December 2024                   (89,579)-                      1,961                          87,618                -

 

 25     Provisions for liabilities
                                                                                                      2024  2023
                                                                                                      £     £
                      Dilapidation provision                                                          -     45,103

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

 

 

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

 

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

 

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

 

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

 

Defined benefit scheme

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

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

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

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

 

Reconciliation of defined benefit obligation and fair value of scheme assets

                                                      2024  2023
 Key assumptions                                      %     %
 Discount rate:                                       5.50  4.50
 Salary growth rate                                   2.50  2.30
 Mortality rates - for male/female aged 65 now        1.00  1.00
 Inflation assumption (RPI)                           3.10  3.00
 Mortality assumptions

 Assumed life expectations on retirement at age 65:
 Retiring today:                                      85.6  86.2

 - Males
 - Females                                            88.1  88.6
 Aged 45 now:                                         86.6  87.3

 - Males
 - Females                                            89.3  89.7

 

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

 

                                                      2024         2023

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

 

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

 

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

 

 

 Movements in the present value of defined benefit obligations

 At 1 January                                                                 1,231,000  1,266,000
 Benefits paid                                                                (101,000)  (98,000)
 Actuarial (gains) and losses                                                 (32,000)   5,000
 Interest cost                                                                53,000     58,000

 At 31 December                                                               1,151,000  1,231,000

 The defined benefit obligations arise from plans which are wholly unfunded

 Movements in the fair value of plan assets
 At 1 January                                                                 1,555,000  1,577,000
 Interest income                                                              53,000     58,000
 Return on plan assets (excluding amounts included in net interest)           94,000     18,000
 Benefits paid                                                                (101,000)  (98,000)

 At 31 December                                                               1,601,000  1,555,000

 

Amounts recognised in other comprehensive income:

                                                               2024        2023

£
£
 Amounts recognised in other comprehensive income

 Costs/(income):

(450,000)
-
 Actuarial changes related to plan assets

 

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

                                                                             2024  2023

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

 

27      Share capital

Consolidated and company

                                                                          2024          2023          2024        2023

Number
£
£
                                                                          Number
 Ordinary share capital Issued and fully paid Ordinary shares of 1p each

                                                                          247,483,480   243,964,480   2,474,835   2,439,645

 

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

 

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

 

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

 

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

 

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

 

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

 

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

 

28         Share premium account

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

                                      17,677,390

 

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

 

29         Revaluation reserve

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

 

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

 

30      EBT reserve

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

 

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

 

31    Treasury shares

                               2024      2023

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

 

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

 

32      Share option reserve

                                                                    2024       2023

£
£
     At the beginning of the year                                   903,295    628,454
     Share based payment charge/(credit)                            (26,034)   274,841
     Cash settlement in lieu of share exercise                      (85,859)   -
     Transfer to retained earnings                                  (266,562)  -
     At the end of the year                                                    903,295

                                                                    524,840
     This represents the cumulative fair value of options granted.

Equity settled share option plan

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

 

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

 

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

 

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

 

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

 

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

 

33      Warrant reserve

                                                                  2024     2023

£
£
 At the beginning and end of the year                             128,170  128,170

 This represents the cumulative fair value of warrants granted.

 

34      Foreign exchange reserve

                                                                           2024       2023

£
£
 At the beginning of the year                                              (47,502)   (40,487)
 Translation loss arising in the year                                      (11,936)   (7,015)
 At the end of the year

                                                                           (59,438)   (47,502)
 This reflects the exchange differences on the translation of the foreign
 subsidiary.

 

35      Retained earnings

This includes all current and prior period gains and losses

36     67BCapital risk management

 

The Group's capital management objectives are:

 

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

§ to provide long term returns to shareholders.

 

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

 

                            2024         2023

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

 

 

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

 

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

 

37     Changes in liabilities arising from financing activities

 

                                           Cash and cash equivalents  Borrowing due within one year  Borrowing due after one year  Lease liabilities  Total
                                           £                          £                              £                             £                  £
 At 1 January 2023                         5,913,155                  (4,595,139)                    (1,456,025)                   (21,948,398)       22,086,407
 Cash flows                                (196,910)                  -                              -                             -                  (196,910)
 Effect of foreign exchange rates          (7,015)                    -                              -                             -                  (7,015)
 Repayment of bank loans                   -                          206,123                        1,620,678                     -                  1,826,801
 New bank loan                             -                          (118,168)                      (2,376,832)                   -                  (2,495,000)
 Interest accrued in period                -                          -                              (130,043)                     (1,017,499)        (1,147,542)
 Increase in invoice discounting facility  -                          (766,116)                      -                             -                  (766,116)
 New/amended lease liabilities             -                          -                              -                             (3,696,377)        (3,696,377)
 Repayment of lease liabilities            -                          -                              -                             3,886,917          3,886,917
 At 31 December 2023                       5,709,230                  (5,273,300)                    (2,342,222)                   (22,775,357)       (24,681,649)

 Cash flows                                (3,487,693)                -                              -                             -                  (3,487,693)
 Effect of foreign exchange rates          (22,458)                   -                              -                             -                  (22,458)
 Repayment of bank loans                   -                          12,352                         106,225                       -                  118,577
 Interest accrued in period                -                          -                              -                             (1,063,683)        (1,063,683)
 Increase in invoice discounting facility  -                          (1,847,378)                    -                             -                  (1,847,378)
 New/amended lease liabilities             -                          -                              -                             (3,662,531)        (3,662,531)
 Repayment of lease liabilities            -                          -                              -                             4,718,625          4,718,625
 At 31 December 2024                       2,199,079                  (7,108,326)                    (2,235,997)                   (22,782,946)       (29,928,190)

 

 

 

 

 

 

 

 

 

38      68BEvents after the reporting date

 

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

 

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

 

39      69BRelated party transactions

 

70BRemuneration of key management personnel

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

 

                               2024       2023

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

 

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

 

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

 

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

 

Other Information

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

 

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

 

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

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