Caseware UK (AP4) 2021.0.152 2021.0.152 false0falseThe principal activity of the company is that of a holding companyThe members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.2021-01-010true 05552294 2021-01-01 2021-12-31 05552294 2020-01-01 2020-12-31 05552294 2021-12-31 05552294 2020-12-31 05552294 c:Director3 2021-01-01 2021-12-31 05552294 c:Director4 2021-01-01 2021-12-31 05552294 d:FurnitureFittings 2021-01-01 2021-12-31 05552294 d:FurnitureFittings 2021-12-31 05552294 d:FurnitureFittings 2020-12-31 05552294 d:CurrentFinancialInstruments 2021-12-31 05552294 d:CurrentFinancialInstruments 2020-12-31 05552294 d:Non-currentFinancialInstruments 2021-12-31 05552294 d:Non-currentFinancialInstruments 2020-12-31 05552294 d:CurrentFinancialInstruments d:WithinOneYear 2021-12-31 05552294 d:CurrentFinancialInstruments d:WithinOneYear 2020-12-31 05552294 d:Non-currentFinancialInstruments d:AfterOneYear 2021-12-31 05552294 d:Non-currentFinancialInstruments d:AfterOneYear 2020-12-31 05552294 d:Non-currentFinancialInstruments d:BetweenOneTwoYears 2021-12-31 05552294 d:Non-currentFinancialInstruments d:BetweenOneTwoYears 2020-12-31 05552294 d:ShareCapital 2021-12-31 05552294 d:ShareCapital 2020-12-31 05552294 d:SharePremium 2021-12-31 05552294 d:SharePremium 2020-12-31 05552294 d:CapitalRedemptionReserve 2021-12-31 05552294 d:CapitalRedemptionReserve 2020-12-31 05552294 d:OtherMiscellaneousReserve 2021-12-31 05552294 d:OtherMiscellaneousReserve 2020-12-31 05552294 d:MergerReserve 2021-12-31 05552294 d:MergerReserve 2020-12-31 05552294 d:RetainedEarningsAccumulatedLosses 2021-12-31 05552294 d:RetainedEarningsAccumulatedLosses 2020-12-31 05552294 c:OrdinaryShareClass1 2021-01-01 2021-12-31 05552294 c:OrdinaryShareClass1 2021-12-31 05552294 c:OrdinaryShareClass1 2020-12-31 05552294 c:FRS102 2021-01-01 2021-12-31 05552294 c:IndependentExaminationCharity 2021-01-01 2021-12-31 05552294 c:FullAccounts 2021-01-01 2021-12-31 05552294 c:PrivateLimitedCompanyLtd 2021-01-01 2021-12-31 05552294 6 2021-01-01 2021-12-31 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 05552294










Luther Pendragon Holdings Limited










Financial statements

Information for filing with the registrar

For the year ended 31 December 2021

 
Luther Pendragon Holdings Limited
Registered number: 05552294

Balance sheet
As at 31 December 2021

2021
2020
Note
£
£

Fixed assets
  

Tangible assets
 4 
283
283

Investments
 5 
3,623,100
3,623,100

  
3,623,383
3,623,383

Current assets
  

Debtors: amounts falling due within one year
 6 
12,040
28,735

Cash at bank and in hand
  
265,103
320,987

  
277,143
349,722

Creditors: amounts falling due within one year
 7 
(855,093)
(894,712)

Net current liabilities
  
 
 
(577,950)
 
 
(544,990)

Total assets less current liabilities
  
3,045,433
3,078,393

Creditors: amounts falling due after more than one year
 8 
(499,900)
(499,900)

  

Net assets
  
2,545,533
2,578,493


Capital and reserves
  

Called up share capital 
 10 
817,918
824,682

Share premium account
  
2,063,672
2,063,672

Capital redemption reserve
  
381,169
381,169

Other reserves
  
2,551
2,551

Merger reserve
  
70,219
63,455

Profit and loss account
  
(789,996)
(757,036)

  
2,545,533
2,578,493


The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


Page 1

 
Luther Pendragon Holdings Limited
Registered number: 05552294

Balance sheet (continued)
As at 31 December 2021



................................................
S Whale
................................................
S Maule
Director
Director


Date: 31 August 2022

The notes on pages 3 to 8 form part of these financial statements.

Page 2

 
Luther Pendragon Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2021

1.


General information

The company is a private company limited by share capital incorporated in England and Wales.
The address of its registered office is:
48 Gracechurch Street
London
EC3V 0EJ
United Kingdom
These financial statements are presented in sterling which is the functional currency of the company and rounded to the nearest £.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies.

The following principal accounting policies have been applied:

 
2.2

Exemption from preparing consolidated financial statements

The Company, and the Group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and Group are considered eligible for the exemption to prepare consolidated accounts.

 
2.3

Going concern

The financial statements have been prepared on a going concern basis. After making enquiries, the Board of Directors has adequate reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The directors have considered the fact that the subsidiary company is profitable, generates positive cash flows and has the support of its bankers and unsecured loan note holders.

 
2.4

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.5

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.6

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Page 3

 
Luther Pendragon Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2021

2.Accounting policies (continued)


2.6
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Fixtures and fittings
-
Between 3 and 10 years straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.7

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.8

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.9

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.10

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.11

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.

Page 4

 
Luther Pendragon Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2021

2.Accounting policies (continued)


2.11
Financial instruments (continued)

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of comprehensive income.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the balance sheet date.

Financial assets and liabilities are offset and the net amount reported in the Balance sheet when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.


3.


Employees

The Company has no employees other than the directors, who did not receive any remuneration (2020 - £NIL).


4.


Tangible fixed assets





Fixtures and fittings

£



Cost or valuation


At 1 January 2021
937



At 31 December 2021

937



Depreciation


At 1 January 2021
654



At 31 December 2021

654



Net book value



At 31 December 2021
283



At 31 December 2020
283

Page 5

 
Luther Pendragon Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2021

5.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2021
3,623,100



At 31 December 2021
3,623,100





6.


Debtors

2021
2020
£
£


Other debtors
12,040
28,735

12,040
28,735



7.


Creditors: Amounts falling due within one year

2021
2020
£
£

Other loans
639,872
639,872

Amounts owed to group undertakings
153,712
132,492

Taxation and social insurance
3,845
3,845

Other creditors
964
78,003

Accruals
56,700
40,500

855,093
894,712



8.


Creditors: Amounts falling due after more than one year

2021
2020
£
£

Other loans
499,900
499,900

499,900
499,900


Page 6

 
Luther Pendragon Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2021

9.


Loans


Analysis of the maturity of loans is given below:


2021
2020
£
£

Amounts falling due within one year

Other loans
639,872
639,872


639,872
639,872

Amounts falling due 1-2 years

Other loans
499,900
499,900


499,900
499,900



1,139,772
1,139,772



10.


Share capital

2021
2020
£
£
Allotted, called up and fully paid



8,179,180 (2020 - 8,246,820) Ordinary shares of £0.10 each
817,918
824,682


Page 7

 
Luther Pendragon Holdings Limited
 

 
Notes to the financial statements
For the year ended 31 December 2021

11.


Related party transactions

Loans to related parties
Luther Pendragon Limited
During the year the company continued to receive an interest free loan from Luther Pendragon Limited which is repayable on demand. At the balance sheet date £153,712 was due to Luther Pendragon Limited (2020 - £132,492 due to Luther Pendragon Limited). Dividends of £Nil (2020 - £354,000) were received during the year. 
B Frankel
During the year the company repurchased 676,388 ordinary shares from B Frankel for £16,696. These shares are being held as treasury shares.
Transactions with other related parties:
Octopus Apollo VCT Plc
Shareholders of Luther Pendragon Holdings Limited
Repurchase of Shares
In 2017 it was agreed that 25,000,000 ordinary shares of £0.01 each and 2 special shares of £1 each be bought back from Octopus Apollo VCT Plc for total consideration of £252 in quarterly tranches commencing on 31 December 2017 until 31 December 2021.
During the year ended 31 December 2018, Luther Pendragon Holdings worked with the support of Octopus Apollo VCT Plc on a revised schedule of repayments and repurchase of shares which was aligned to the performance of the business. During the year 1,000,000 shares were bought back from Octopus Apollo VCT Plc for total consideration of £10.
During the years ended 31 December 2019, 31 December 2020 and 31 December 2021, Luther Pendragon Holdings has not made any repayments to  Octopus Apollo VCT Plc and negotiations are still in progress. 
Loan
Octopus Apollo VCT Plc continued to provide a loan in the year. Interest of £16,200 (2020 - £16,200) was accrued during the year. Included in other creditors at the year end was interest of £56,700 (2020 - £40,500). At the balance sheet date the total amount due to Octopus Apollo VCT with regards to loan stock was £1,139,772 (2020 - £1,139,772).


Page 8