Company Registration No. 12559398 (England and Wales)
PADLOCK UK HOLDCO 1 LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021
PADLOCK UK HOLDCO 1 LIMITED
COMPANY INFORMATION
Directors
M Kurschat
S Silvester
(Appointed 17 March 2022)
J Stevenson
(Appointed 17 March 2022)
Secretary
M Mason
Company number
12559398
Registered office
C/O Uk Storage Consultancy Limited
Wework 184 Shepherds Bush Road
London
W6 7NL
PADLOCK UK HOLDCO 1 LIMITED
CONTENTS
Page
Directors' report
Statement of financial position
1
Statement of changes in equity
2
Statement of cash flows
3
Notes to the financial statements
4 - 9
PADLOCK UK HOLDCO 1 LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2021
31 December 2021
- 1 -
2021
2020
Notes
£
£
Non-current assets
Investments
5
17,969,358
17,969,356
Current assets
Investments
5
2
Trade and other receivables
7
4,276,604
5,986,819
Cash and cash equivalents
552,960
4,276,606
6,539,779
Current liabilities
Trade and other payables
10
743,509
2,573,818
Net current assets
3,533,097
3,965,961
Net assets
21,502,455
21,935,317
Equity
Called up share capital
11
22,184,393
22,184,393
Retained earnings
(681,938)
(249,076)
Total equity
21,502,455
21,935,317
The directors of the company have elected not to include a copy of the income statement within the financial statements.
For the year ended 31 December 2021 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 30 August 2022 and are signed on its behalf by:
S Silvester
Director
Company Registration No. 12559398
PADLOCK UK HOLDCO 1 LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2021
- 2 -
Share capital
Retained earnings
Total
Notes
£
£
£
Balance at 16 April 2020
-
-
Period ended 31 December 2020:
Loss and total comprehensive income for the period
-
(249,076)
(249,076)
Issue of share capital
11
22,184,393
-
22,184,393
Balance at 31 December 2020
22,184,393
(249,076)
21,935,317
Year ended 31 December 2021:
Loss and total comprehensive loss for the year
-
(432,862)
(432,862)
Balance at 31 December 2021
22,184,393
(681,938)
21,502,455
PADLOCK UK HOLDCO 1 LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2021
- 3 -
2021
2020
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
(552,956)
(123,326)
Net cash outflow from operating activities
(552,956)
(123,326)
Investing activities
Purchase of subsidiaries
(15,521,288)
Proceeds on disposal of subsidiaries
(2)
Deferred acquisition costs
(128,100)
Proceeds on disposal of investments
(2)
Net cash used in investing activities
(4)
(15,649,388)
Financing activities
Proceeds from issue of shares
-
16,325,674
Net cash (used in)/generated from financing activities
-
16,325,674
Net (decrease)/increase in cash and cash equivalents
(552,960)
552,960
Cash and cash equivalents at beginning of period
552,960
Cash and cash equivalents at end of period
552,960
PADLOCK UK HOLDCO 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2021
- 4 -
1
Accounting policies
Company information
Padlock UK Holdco 1 Limited is a private company limited by shares incorporated in England and Wales. The registered office is C/O Uk Storage Consultancy Limited, Wework 184 Shepherds Bush Road, London, W6 7NL. The company's principal activities and nature of its operations are disclosed in the directors' report.
1.1
Accounting convention
The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.
These financial statements are prepared as at 31 December 2021 and cover the 12 month period from 01 January 2021 to 31 December 2021. The comparative results shown in these financial statements cover the 9 month period from 16 April 2020 to 31 December 2020.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.
The results of Padlock UK Holdco 1 Limited are included in the consolidated financial statements of Padlock Partners UK Fund I which are available online from Sedar.com.
1.2
Going concern
The directors have at the time of approving the financial statements, a reasonable expectation that the truecompany has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Non-current investments
Interests in subsidiaries 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 company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.4
Cash 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.
PADLOCK UK HOLDCO 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
1
Accounting policies
(Continued)
- 5 -
1.5
Financial assets
Financial assets are recognised in the company's statement of financial position when the company 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.
Impairment of financial assets
Financial assets, other than those measured at fair value through profit or loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows of the investment have been affected.
Derecognition 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.
1.6
Financial liabilities
The company recognises financial debt when the company 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'.
Financial liabilities at fair value through profit or loss
Financial liabilities are classified as measured at fair value through profit or loss when the financial liability is held for trading. A financial liability is classified as held for trading if:
it has been incurred principally for the purpose of repurchasing it in the near term, or
on initial recognition it is part of a portfolio of identified financial instruments that the manages together and has a recent actual pattern of short-term profit taking, or
it is a derivative that is not designated and effective hedging instrument.
Financial liabilities at fair value through profit or loss are stated at fair value with any gains or losses arising on remeasurement recognised in profit or loss.
Other financial liabilities
Other financial 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.
Derecognition of financial liabilities
Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.
PADLOCK UK HOLDCO 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
1
Accounting policies
(Continued)
- 6 -
1.7
Equity instruments
Equity instruments issued by the 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 at the discretion of the company.
1.8
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
1.9
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Adoption of new and revised standards and changes in accounting policies
At the date of authorisation of these financial statements, the following Standards and Interpretations, which have not yet been applied in these financial statements, were in issue but not yet effective:
Amendment to IFRS 16 Leases - COVID-19 related rent concessions (effective 1 June 2020)
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 - Interest Rate Benchmark Reform (effective 1 January 2021)
Amendments to IAS 1 Presentation of financial statements - Classification of liabilities (effective 1 January 2022)
Narrow scope amendments to IFRS 3, IAS 16, IAS 17 and annual improvements on IFRS 1, IFRS 9, IAS 41 and IFRS 16 (effective 1 January 2022)
The directors have considered the amendments above and do not believe there will be a significant impact on the company's financial statements when they are adopted.
3
Critical 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 director does not consider there to be any estimates or assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities.
PADLOCK UK HOLDCO 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 7 -
4
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
Year ended 31 December 2021
Period ended 31 December 2020
Number
Number
Total
5
Investments
Current
Non-current
2021
2020
2021
2020
£
£
£
£
Investments in subsidiaries
2
17,969,358
17,969,356
Fair value of financial assets carried at amortised cost
The directors consider that the carrying amounts of financial assets carried at amortised cost in the financial statements approximate to their fair values.
6
Subsidiaries
Details of the company's subsidiaries at 31 December 2021 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Voting
Padlock UK Bidco 2 Limited
184 Shepherds Bush Road, London
Ordinary Shares
100.00
-
Padlock UK Bidco 4 Limited
184 Shepherds Bush Road, London
Ordinary Shares
100.00
-
Leighton Buzzard Self Storage Limited
184 Shepherds Bush Road, London
Ordinary Shares
0
100.00
Padlock Wimbledon Limited
184 Shepherds Bush Road, London
Ordinary Shares
0
100.00
Bebe Storage Limited
184 Shepherds Bush Road, London
Ordinary Shares
0
100.00
Happy Lock Limited
184 Shepherds Bush Road, London
Ordinary Shares
0
100.00
Letchworth Self Storage Limited
184 Shepherds Bush Road, London
Ordinary Shares
0
100.00
Evin Property Investments Limited
184 Shepherds Bush Road, London
Ordinary Shares
0
100.00
PADLOCK UK HOLDCO 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 8 -
7
Trade and other receivables
2021
2020
£
£
Unpaid share capital
4,215,034
4,215,034
VAT recoverable
82
Amounts owed by fellow group undertakings
61,488
1,643,685
Other receivables
-
128,100
4,276,604
5,986,819
8
Trade receivables - credit risk
Fair value of other receivables
The directors consider that the carrying amount of other receivables is approximately equal to their fair value.
No significant receivable balances are impaired at the reporting end date.
9
Market risk
Market risk management
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk.
The company only trades in sterling, but does have liabilities due to companies in the group that are denominated in Canadian Dollars and is therefore exposed to some foreign exchange risk. The Canadian Dollar is not expected to fluctuate significantly against sterling and as such the director does not believe it is necessary to take any action to mitigate against this risk.
The company does not hold any investments in listed companies or marketable securities and so is not exposed to other price risk.
The company does not have any loans or other forms of debt that would incur interest and so is not exposed to interest rate risk.
10
Trade and other payables
2021
2020
£
£
Amounts owed to fellow group undertakings
743,029
2,448,066
Other payables
480
125,752
743,509
2,573,818
PADLOCK UK HOLDCO 1 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2021
- 9 -
11
Share capital
2021
2020
2021
2020
Ordinary share capital
Number
Number
£
£
Authorised
A Ordinary Shares of £1 each
50,000,000
50,000,000
50,000,000
50,000,000
B Ordinary Shares of £1 each
4,000,000
4,000,000
4,000,000
4,000,000
54,000,000
54,000,000
54,000,000
54,000,000
Issued and not fully paid
A Ordinary Shares of £1 each
21,075,171
21,075,171
21,075,171
21,075,171
B Ordinary Shares of £1 each
1,109,222
1,109,220
1,109,222
1,109,222
22,184,393
22,184,391
22,184,393
22,184,393
Ordinary A Shares and Ordinary B Shares rank pari passu and entitle the holder to vote and to receive dividends.
During the period ended 31 December 2020, the company issued 21,075,171 of A Ordinary Shares with a par value of £1 each. Of these A Ordinary Shares, 16,860,137 were fully paid and 4,215,034 were unpaid.
During the period ended 31 December 2020, the company issued 1,109,222 of B Ordinary Shares with a par value of £1 each. All B Ordinary Shares were fully paid.
12
Capital risk management
The company is not subject to any externally imposed capital requirements.
13
Related party transactions
During the year, Padlock UK Holdco 1 Limited incurred £335,300 (2020: £122,430) in management fees payable to a shareholder entity that is controlled by the Company's director. As of 31 December 2021, £Nil was outstanding and included in trade and other payables on the statement of financial position.
14
Controlling party
The immediate parent company of Padlock UK Holdco 1 Limited is Padlock Canadian Holdco 1 Limited who is wholly owned by Padlock Partner UK Fund I, a Canadian entity.
15
Events after the reporting date
On 1 January 2022, Padlock UK Holdco 1 Limited sold 100% of it shareholding in Padlock UK Bidco 4 Limited to Padlock UK Bidco 5 Limited.
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