WHCO3 Limited
Annual Report and Financial Statements
For the year ended 31 December 2022
Company Registration No. 10710964 (England and Wales)
WHCO3 Limited
Company Information
Directors
M Colling
M Fell
R Trust
T Patten
(Appointed 6 February 2023)
Company number
10710964
Registered office
55 New Oxford Street
London
WC1A 1BS
Auditor
Moore Kingston Smith LLP
Charlotte Building
17 Gresse Street
London
W1T 1QL
WHCO3 Limited
Contents
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 33
WHCO3 Limited
Strategic Report
For the year ended 31 December 2022
Page 1
The directors present the strategic report for the year ended 31 December 2022.
Review of the Business

The company was incorporated in April 2017 as the vehicle for the acquisition of The Kite Factory Group Limited (formerly Mike Colling and Company Limited) and its subsidiaries, which completed on 8 July 2017. The acquisition was backed by a PE fund, Key Capital Partners, and the management team increased their shareholdings.

The transaction was mainly financed by equity investor loan notes from Key Capital Partners and management shareholders, which have distinct differences from bank debt in terms of repayment profile and roll up of some interest. The group has no external financial debt other than the debt shown is all loan notes held by the shareholders.

Business Performance

The advertising and media sector continues to be highly competitive and we have responded by investing heavily in developing and improving our technology tools and product offering.

The advertising and media sector continues to be highly competitive and we have responded by investing heavily in developing and improving our technology tools and product offering.

The business measures gross profit and EBITDA before governance costs as its key performance indicators. Gross profit was £9,225k (2021: £7,570k) and EBITDA before governance costs was £2,092k (2021: £1,573k).

The Group has assessed the risks and the potential impact on the business as a result of the pandemic and measures have been taken to mitigate such risks and their impact. The Group remains profitable since the year end, and the directors have prepared cash flow forecasts that demonstrate the Group has sufficient cash flow reserves to continue trading for 12 months from the date of signing of the accounts. As a result the directors are confident that they have the ability to respond effectively to continued uncertainty and meet its liabilities as they fall due. Accordingly, the financial statements have been drawn up on a going concern basis.

Principal risks and uncertainties

In common with others in the advertising and media sector, the principal risk is fluctuating demand levels amongst clients. The Company’s major financial assets continue to be its bank balances and its trade receivables. We have no significant concentration of credit risk, with our exposure spread over a number of clients.

WHCO3 Limited
Strategic Report (Continued)
For the year ended 31 December 2022
Page 2
Section s172 Statement

This statement aligns to section 172 of the Companies Act 2006 (the act). The statement focuses on how the directors have had regard during the year to the matters set out in section 172(1) (a) to (f) of the Act when performing their duties.

 

Each of the directors acted in a way that promotes the success of the Company for the benefit of its members as a whole, whilst having regard to the following matters set out in s.172(1) of the Act:

This reporting requirement applies to the Company for the first time this year.

 

Whilst the Company and directors have a statutory obligation to its shareholders, it is also important to the directors to assess the impact of our business on a wider stakeholder pool, including its employees, freelancers, clients, suppliers, and the wider communities in which we operate.

 

The Directors of the Company are selected due to their leadership position in the organisation and their experience in managing business operations across all group companies. The Board delegates day-to-day management and decision making to the Executive Committee, and monitors the Company through regular updates from Executive Committee and against objectives set before the start of each financial period.

 

The Board is committed to acting responsibly and ensuring that the Company maintains a high level of conduct and governance to meet the expectations of all our stakeholders. The long term value of the Company is dependent upon the active consideration of all our stakeholders to enhance and nurture our reputation across the following stakeholders;

Our Employees and Freelancers

We recognise our employees and network of freelancers as the key contributors to the value generated by our Company. Collectively, our colleagues are experienced and provided with opportunities for further career development through training that includes access to higher education, management development, on the job training and health and safety initiatives. We engage with our colleagues through meetings, presentations and employee development reviews.

Clients and Suppliers

We work with our clients to deliver innovative solutions to support the projects and campaigns on which we are engaged, providing a high quality customer service. We acknowledge that client retention is key to our long term success and augment our delivery in order to best serve our clients objectives. We strive to maximise value from our suppliers and work closely with them to support the delivery of our clients’ needs.

Communities

Our company is connected to Communities all over the world through our colleagues, clients and suppliers and we recognise our responsibility to be supportive and pro-active citizens in whichever country and community we operate. The Company directly supports local causes through charitable donations, the provision of employee time and fundraising activities.

On behalf of the board

R Trust
Director
29 September 2023
WHCO3 Limited
Directors' Report
For the year ended 31 December 2022
Page 3

The directors present their annual report and financial statements for the year ended 31 December 2022.

Principal activities

The principal activity of the company is that of a holding company. The principal activity of the group are that of marketing, direct response, creative design and performance media planning and buying.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

M Colling
M Fell
R Trust
J Harman
(Resigned 31 January 2023)
T Patten
(Appointed 6 February 2023)
Results and dividends

The results for the year are set out on page 9.

No ordinary dividends were paid.

No preference dividends were paid.

Auditor

Moore Kingston Smith LLP were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

On behalf of the board
R Trust
Director
29 September 2023
WHCO3 Limited
Directors' Responsibilities Statement
For the year ended 31 December 2022
Page 4

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

WHCO3 Limited
Independent Auditor's Report
To the Members of WHCO3 Limited
Page 5
Opinion

We have audited the financial statements of WHCO3 Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2022 which comprise the Group Statement of Comprehensive Income, the Group Balance Sheet, the Company Balance Sheet, the Group Statement of Changes in Equity, the Company Statement of Changes in Equity, the Group Statement of Cash Flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

 

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

WHCO3 Limited
Independent Auditor's Report (Continued)
To the Members of WHCO3 Limited
Page 6

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

 

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

 

In preparing the financial statements, the directors are responsible for assessing the group's and parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the group or parent company or to cease operations, or have no realistic alternative but to do so.

WHCO3 Limited
Independent Auditor's Report (Continued)
To the Members of WHCO3 Limited
Page 7
Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

 

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

 

WHCO3 Limited
Independent Auditor's Report (Continued)
To the Members of WHCO3 Limited
Page 8

Explanation as to what extent the audit was considered capable of detecting irregularities, including

fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities,

including fraud is detailed below.

 

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

 

Our approach was as follows:

Ÿ

 

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken for no purpose other than to draw to the attention of the company’s members those matters we are required to include in an auditor's report addressed to them. To the fullest extent permitted by law, we do not accept or assume responsibility to any party other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

for and on behalf of Moore Kingston Smith LLP
29 September 2023
Chartered Accountants
Statutory Auditor
Charlotte Building
17 Gresse Street
London
W1T 1QL
WHCO3 Limited
Group Statement of Comprehensive Income
For the year ended 31 December 2022
Page 9
2022
2021
as restated
Notes
£
£
Turnover
3
64,448,878
50,122,688
Cost of sales
(55,223,991)
(42,553,165)
Gross profit
9,224,887
7,569,523
Administrative expenses
(9,282,784)
(7,814,101)
Operating loss
4
(57,897)
(244,578)
Interest receivable and similar income
7
9,673
-
0
Interest payable and similar expenses
8
(120,164)
(346,152)
Loss before taxation
(168,388)
(590,730)
Tax on loss
9
(221,898)
(258,599)
Loss for the financial year
(390,286)
(849,329)
Loss 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.
WHCO3 Limited
Group Balance Sheet
As at 31 December 2022
Page 10
2022
2021
as restated
Notes
£
£
£
£
Fixed assets
Goodwill
11
5,647,601
6,902,383
Other intangible assets
11
-
0
305,809
Total intangible assets
5,647,601
7,208,192
Tangible assets
12
196,477
181,803
5,844,078
7,389,995
Current assets
Stocks
15
2,041
3,000
Debtors
16
10,078,266
5,745,055
Cash at bank and in hand
5,323,783
8,686,224
15,404,090
14,434,279
Creditors: amounts falling due within one year
17
(15,075,062)
(14,214,478)
Net current assets
329,028
219,801
Total assets less current liabilities
6,173,106
7,609,796
Creditors: amounts falling due after more than one year
19
(8,949,747)
(9,996,175)
Provisions for liabilities
Provisions
21
(102,500)
(102,500)
(102,500)
(102,500)
Net liabilities
(2,879,141)
(2,488,879)
Capital and reserves
Called up share capital
23
3,203,442
3,203,418
Profit and loss reserves
(6,082,583)
(5,692,297)
Total equity
(2,879,141)
(2,488,879)
The financial statements were approved by the board of directors and authorised for issue on 29 September 2023 and are signed on its behalf by:
29 September 2023
R Trust
Director
WHCO3 Limited
Company Balance Sheet
As at 31 December 2022
31 December 2022
Page 11
2022
2021
as restated
Notes
£
£
£
£
Fixed assets
Investments
13
16,011,466
16,011,466
Current assets
Debtors
16
172
148
Creditors: amounts falling due within one year
17
(5,896,810)
(4,677,038)
Net current liabilities
(5,896,638)
(4,676,890)
Total assets less current liabilities
10,114,828
11,334,576
Creditors: amounts falling due after more than one year
19
(8,949,747)
(9,984,110)
Net assets
1,165,081
1,350,466
Capital and reserves
Called up share capital
23
3,203,442
3,203,418
Profit and loss reserves
(2,038,361)
(1,852,952)
Total equity
1,165,081
1,350,466

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £185,409 (2021 - £313,272 loss).

The financial statements were approved by the board of directors and authorised for issue on 29 September 2023 and are signed on its behalf by:
29 September 2023
R Trust
Director
Company Registration No. 10710964 (England and Wales)
WHCO3 Limited
Group Statement of Changes in Equity
For the year ended 31 December 2022
Page 12
Share capital
Profit and loss reserves
Total
Notes
£
£
£
As restated for the period ended 31 December 2021:
Balance at 1 January 2021
3,203,314
(4,842,968)
(1,639,654)
Year ended 31 December 2021:
Loss and total comprehensive income for the year
-
(849,329)
(849,329)
Issue of share capital
23
104
-
104
Balance at 31 December 2021
3,203,418
(5,692,297)
(2,488,879)
Year ended 31 December 2022:
Loss and total comprehensive income for the year
-
(390,286)
(390,286)
Issue of share capital
23
24
-
24
Balance at 31 December 2022
3,203,442
(6,082,583)
(2,879,141)
WHCO3 Limited
Company Statement of Changes in Equity
For the year ended 31 December 2022
Page 13
Share capital
Profit and loss reserves
Total
Notes
£
£
£
As restated for the period ended 31 December 2021:
Balance at 1 January 2021
3,203,314
(1,539,680)
1,663,634
Year ended 31 December 2021:
Loss and total comprehensive income for the year
-
(313,272)
(313,272)
Issue of share capital
23
104
-
104
Balance at 31 December 2021
3,203,418
(1,852,952)
1,350,466
Year ended 31 December 2022:
Loss and total comprehensive income for the year
-
(185,409)
(185,409)
Issue of share capital
23
24
-
24
Balance at 31 December 2022
3,203,442
(2,038,361)
1,165,081
WHCO3 Limited
Group Statement of Cash Flows
For the year ended 31 December 2022
Page 14
2022
2021
as restated
Notes
£
£
£
£
Cash flows from operating activities
Cash (absorbed by)/generated from operations
27
(2,242,330)
5,781,384
Interest paid
(120,164)
(346,152)
Income taxes refunded
-
0
33,989
Net cash (outflow)/inflow from operating activities
(2,362,494)
5,469,221
Investing activities
Purchase of tangible fixed assets
(175,255)
(50,425)
Interest received
9,673
-
0
Net cash used in investing activities
(165,582)
(50,425)
Financing activities
Proceeds from issue of shares
24
104
Repayment of borrowings
(751,030)
(149,097)
Payment of finance leases obligations
(83,359)
(72,391)
Net cash used in financing activities
(834,365)
(221,384)
Net (decrease)/increase in cash and cash equivalents
(3,362,441)
5,197,412
Cash and cash equivalents at beginning of year
8,686,224
3,488,812
Cash and cash equivalents at end of year
5,323,783
8,686,224
WHCO3 Limited
Notes to the Financial Statements
For the year ended 31 December 2022
Page 15
1
Accounting policies
Company information

WHCO3 Limited (“the company”) is a private limited company incorporated in England and Wales. The registered office is 55 New Oxford Street, London, WC1A 1BS.

 

The group consists of WHCO3 Limited and all of its subsidiaries as listed in Note 12.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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 pound.

The financial statements have been prepared under the historical cost convention modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

 

The consolidated results of The Kite Factory Group Limited has been included in the group financial statements using the purchase method of accounting.

1.2
Basis of consolidation

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated financial statements incorporate those of WHCO3 Limited and all of its subsidiaries (ie entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits).

 

All financial statements are made up to 31 December 2022.

 

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.

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the group has a participating interest and over whose operating and financial policies the group exercises a significant influence, are treated as associates.

WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 16
1.3
Going concern

The group has net liabilities of £2,879,141 at the balance sheet date and the company has net current liabilities of £5,896,638. The group's business activities together with the factors likely to affect its future development, performance and position are set out in the strategic report on Page 1.

 

Forecast gross profit, which is one of the key performance indicators of the business as referred to in the strategic report, is anticipated to be consistent with 2022’s actual results as presented in these financial statements. Trading in the year to 31/12/23 has been strong.

 

The shareholders have provided written assurances that they will continue to support the group going forward for at least twelve months from the date of approval of the financial statements and have confirmed that they will not seek repayment of amounts owed to them within that period unless the group’s cash flow and operating results permit this.

 

The Group has assessed the risks and the potential impact on the business as a result general economic pressures such as increasing costs. Measures have been taken to mitigate such risks and their impact. The directors have prepared cash flow forecasts that demonstrate the Group has sufficient cash flow reserves to continue trading for 12 months from the date of signing of the accounts. As a result the directors are confident that they have the ability to respond effectively to continued uncertainty and meet its liabilities as they fall due. Accordingly, the financial statements have been drawn up on a going concern basis.

1.4
Turnover

Turnover represents the value of gross billings, net of VAT, discounts and fair value to the right to consideration in exchange for the performance of its contractual obligations of work carried out in respect of services provided to customers.

Commissions are recognised as income when the related media is aired. Fees are recognised as income when they are earned in accordance with the contractual agreement with the client. Where revenue has been earned before the end of an accounting period but has not been billed, revenue is accrued into the financial statements.

1.5
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

1.6
Intangible fixed 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.

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:

Software
20%- 33.3% straight line
1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 17

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:

Leasehold improvements
25% straight line
Plant and equipment
20%-33.3% straight line

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 profit and loss account.

1.8
Fixed asset investments

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

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

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

 

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

 

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

 

In the Company financial statements, investments in associates are accounted for at cost less impairment.

1.9
Impairment of fixed assets

At each reporting period 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 company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 18

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.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. 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
Cash at bank and in hand

Cash at bank and in hand are basic financial assets and 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.

1.11
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally 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.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 19

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.12
Equity instruments

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

1.13
Taxation

The tax expense represents tax currently payable.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account 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.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing 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 profit and loss account, 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 if, and only if, there is 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.

WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
1
Accounting policies
(Continued)
Page 20
1.14
Provisions

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, 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.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense.

 

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 company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.16
Retirement benefits

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

1.17
Share-based payments

The fair value of equity-settled share based payments to employees is determined at the date of the grant and is expensed on a straight-line basis over the vesting period based on the group estimate of shares or options that will eventually vest.

1.18
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

1.19
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.

WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 21
2
Judgements and key sources of estimation uncertainty

In the application of the group’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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Revenue recognition

Revenue from contracts is assessed on an individual basis with revenue earned being ascertained based on the stage of completion of the contract which is estimated using a combination of the milestones in the contract and the time spent to date compared to the total time expected to be required to undertake the contract. Estimates of the total time required to undertake the contracts are made on a regular basis and subject to management review. These estimates may differ from the actual results due to a variety of factors such as efficiency of working, accuracy of assessment of progress to date and client decision making.

3
Turnover and other revenue
2022
2021
£
£
Turnover analysed by class of business
Marketing, direct response, creative design, performance media planning and buying
64,448,878
50,122,688
2022
2021
£
£
Turnover analysed by geographical market
UK
62,677,494
49,653,035
Rest of World
1,771,384
469,653
64,448,878
50,122,688
2022
2021
£
£
Other significant revenue
Interest income
9,673
-
WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 22
4
Operating loss
2022
2021
£
£
Operating loss for the year is stated after charging:
Exchange losses
7,528
26,149
Depreciation of owned tangible fixed assets
160,581
133,476
Amortisation of intangible assets
1,421,596
1,421,595
Impairment of intangible assets
138,995
-
0
Operating lease charges
357,880
363,860
5
Auditor's remuneration
2022
2021
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
-
6,000
Audit of the financial statements of the company's subsidiaries
49,502
27,500
49,502
33,500
For other services
Taxation compliance services
-
4,750
6
Employees

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

Group
Company
2022
2021
2022
2021
Number
Number
Number
Number
Administration and support
11
12
-
-
Marketing
78
44
-
-
Total
89
56
-
0
-
0
WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
6
Employees
(Continued)
Page 23

Their aggregate remuneration comprised:

Group
Company
2022
2021
2022
2021
£
£
£
£
Wages and salaries
5,158,751
4,011,320
-
0
-
0
Social security costs
537,124
423,742
-
-
Pension costs
114,375
92,664
-
0
-
0
5,810,250
4,527,726
-
0
-
0
7
Interest receivable and similar income
2022
2021
£
£

Investment income includes the following:

Interest on financial assets not measured at fair value through profit or loss - interest on bank deposits
9,673
-
0
8
Interest payable and similar expenses
2022
2021
£
£
Interest on financial liabilities measured at amortised cost:
Other interest payable
-
0
24,463
Other interest on financial liabilities
120,164
321,689
120,164
346,152
9
Taxation
2022
2021
£
£
Current tax
UK corporation tax on profits for the current period
221,898
67,141
Adjustments in respect of prior periods
-
0
191,458
Total current tax
221,898
258,599
WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
9
Taxation
(Continued)
Page 24

The actual charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

2022
2021
£
£
Loss before taxation
(168,388)
(590,730)
Expected tax credit based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
(31,994)
(112,239)
Tax effect of expenses that are not deductible in determining taxable profit
9,192
21,483
Unutilised tax losses carried forward
-
0
35,327
Change in unrecognised deferred tax assets
42,907
-
0
Group relief
-
0
(73,230)
Permanent capital allowances in excess of depreciation
(5,239)
-
0
Amortisation on assets not qualifying for tax allowances
195,800
195,800
Other permanent differences
11,232
-
0
Under/(over) provided in prior years
-
0
191,458
Taxation charge
221,898
258,599
10
Impairments

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

2022
2021
Notes
£
£
In respect of:
Intangible assets
11
138,995
-
Recognised in:
Administrative expenses
138,995
-

The impairment losses in respect of financial assets are recognised in other gains and losses in the profit and loss account.

WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 25
11
Intangible fixed assets
Group
Goodwill
Software
Total
£
£
£
Cost
At 1 January 2022 and 31 December 2022
12,547,816
996,912
13,544,728
Amortisation and impairment
At 1 January 2022
5,645,433
691,103
6,336,536
Amortisation charged for the year
1,254,782
166,814
1,421,596
Impairment losses
-
0
138,995
138,995
At 31 December 2022
6,900,215
996,912
7,897,127
Carrying amount
At 31 December 2022
5,647,601
-
0
5,647,601
At 31 December 2021
6,902,383
305,809
7,208,192
The company had no intangible fixed assets at 31 December 2022 or 31 December 2021.

More information on impairment movements in the year is given in note 10.

WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 26
12
Tangible fixed assets
Group
Leasehold improvements
Plant and equipment
Total
£
£
£
Cost
At 1 January 2022
394,949
400,807
795,756
Additions
113,717
61,538
175,255
Disposals
-
0
(184,037)
(184,037)
At 31 December 2022
508,666
278,308
786,974
Depreciation and impairment
At 1 January 2022
271,527
342,426
613,953
Depreciation charged in the year
123,246
37,335
160,581
Eliminated in respect of disposals
-
0
(184,037)
(184,037)
At 31 December 2022
394,773
195,724
590,497
Carrying amount
At 31 December 2022
113,893
82,584
196,477
At 31 December 2021
123,422
58,381
181,803
The company had no tangible fixed assets at 31 December 2022 or 31 December 2021.
13
Fixed asset investments
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
16,011,466
16,011,466
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2022 and 31 December 2022
16,011,466
Carrying amount
At 31 December 2022
16,011,466
At 31 December 2021
16,011,466
WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 27
14
Subsidiaries

Details of the company's subsidiaries at 31 December 2022 are as follows:

Name of undertaking
Registered
Nature of business
Class of
% Held
office
shares held
Direct
Indirect
Click Chilli Limited
England & Wales
Media
Ordinary
100
Jack Media London Limited
England & Wales
Dormant
Ordinary
100
The Kite Factory A Limited
England & Wales
Dormant
Ordinary
100
The Kite Factory B Limited
England & Wales
Dormant
Ordinary
100
The Kite Factory Group Limited
England & Wales
Marketing
Ordinary
100
The Kite Factory Limited
England & Wales
Media planning and buying
Ordinary
100
15
Work in progress
Group
Company
2022
2021
2022
2021
£
£
£
£
Work in progress
2,041
3,000
-
-
16
Debtors
Group
Company
2022
2021
2022
2021
Amounts falling due within one year:
£
£
£
£
Trade debtors
6,634,008
3,511,208
-
0
-
0
Other debtors
727,242
201,408
172
148
Prepayments and accrued income
2,717,016
2,032,439
-
0
-
0
10,078,266
5,745,055
172
148
WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 28
17
Creditors: amounts falling due within one year
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Obligations under finance leases
18
14,167
85,461
-
0
-
0
Investor loan notes
18
-
0
751,030
-
0
751,030
Trade creditors
8,974,773
9,656,194
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
5,875,472
3,898,564
Corporation tax payable
514,486
292,588
-
0
-
0
Other taxation and social security
259,940
246,211
-
-
Other creditors
3,673,401
1,749,761
21,338
27,450
Accruals and deferred income
1,638,295
1,433,233
-
0
(6)
15,075,062
14,214,478
5,896,810
4,677,038

 

18
Finance lease obligations
Group
Company
2022
2021
2022
2021
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
14,167
85,461
-
0
-
0
In two to five years
-
0
12,065
-
0
-
0
14,167
97,526
-
-

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

19
Creditors: amounts falling due after more than one year
Group
Company
2022
2021
2022
2021
Notes
£
£
£
£
Obligations under finance leases
18
-
0
12,065
-
0
-
0
Equity investor loan notes
18
8,949,747
9,984,110
8,949,747
9,984,110
8,949,747
9,996,175
8,949,747
9,984,110
WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 29
20
Investor loan notes

Investor Loan Notes are ranked for payment as follows:

 

Due > 1 year

 

B Loan Note 10% Investor            Capital    £5,029,837    Interest £1,237,774

 

The holders of the Investor B Loan Notes have agreed to suspend interest from 1st October 2019 to 31st December 2022. A review will take place in January 2023 as to whether to restart accruing interest.

 

B Loan Note 10% Manager        Capital    £1,625,670    Interest £469,042

 

The holders of the Manager B Loan Notes have agreed to suspend interest from 1st October 2019 to 31st December 2021.

 

The holder of £1,092,375 of the Manager B Loan Note capital has agreed to further suspend interest until 31st December 2022 and will review in January 2023 as to whether to restart accruing interest.

 

The holder of £533,295 of the Manager B Loan Note capital began to accrue interest from 1st January 2022 (charge for year £68,987).

 

C Loan Note 10%                Capital    £ 370,347    Interest £198,592

 

The holder of £152,403 of the capital has frozen interest from 1st September 2019 to 31 December 2022 and will review in January 2023 as to whether to restart accruing interest.

 

The holders of £217,944 of the capital continue to accrue interest on the capital. As at 31st December that represented £156,478 of the total outstanding at that date.

 

All Investor Loan Notes are scheduled to be paid, via instalments, by 30th June 2024.

 

In the event of default, the Noteholder Majority (Key Capital Partners LLP) may exercise or refrain from exercising their rights under the agreement as they shall in their absolute discretion see fit and without liability to any other Noteholders.

 

All holders of B and C Loan Notes have agreed to suspend payments of capital and interest until 31st December 2022. This will be reviewed in January 2023.

21
Provisions for liabilities
Group
Company
2022
2021
2022
2021
£
£
£
£
Dilapidations
102,500
102,500
-
-
WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
21
Provisions for liabilities
(Continued)
Page 30
Movements on provisions:
Group
£
At 1 January 2022 and 31 December 2022
102,500
22
Retirement benefit schemes
2022
2021
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
114,375
92,664

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

23
Share capital
Group and company
2022
2021
2022
2021
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Class A Shares of 1p each
44,000
44,000
440
440
Class B Shares of 1p each
16,678
16,678
167
167
Class C Shares of 1p each
18,322
16,000
183
160
Class D Shares of 0.1p each
10,002
9,411
10
9
Class E Shares of 1p each
21,000
21,000
210
210
110,002
107,089
1,010
986
2022
2021
2022
2021
Preference share capital
Number
Number
£
£
Issued and fully paid
Class A preference shares of £1 each
2,750,026
2,750,026
2,750,026
2,750,026
Class B preference shares of £1 each
15,466
15,466
15,466
15,466
Class C preference shares of £1 each
436,940
436,940
436,940
436,940
3,202,432
3,202,432
3,202,432
3,202,432
Preference shares classified as equity
3,202,432
3,202,432
Total equity share capital
3,203,442
3,203,418
WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 31
24
Share-based payment transactions
Company
Number of share options
Weighted average exercise price
2022
2021
2022
2021
Number
Number
£
£
Outstanding at 1 January 2022 and 31 December 2022
5,000
5,000
0.01
0.01
Exercisable at 31 December 2022
-
-
-
-

The options outstanding at 31 December 2022 had an exercise price of £0.01 and a remaining contractual life of 1 year.

Company

 

The total intrinsic value at 31 December 2022 amounted to £nil(2021 - £nil) for the group and £0.01 (2021 - £0.01) for the company.

25
Operating lease commitments
Leases

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2022
2021
2022
2021
£
£
£
£
Within one year
-
276,750
-
-
Between two and five years
161,438
-
-
-
161,438
276,750
-
-
26
Controlling party

The directors do not consider there to be a single controlling party.

WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
Page 32
27
Cash (absorbed by)/generated from group operations
2022
2021
£
£
Loss for the year after tax
(390,286)
(849,329)
Adjustments for:
Taxation charged
221,898
258,599
Finance costs
120,164
346,152
Investment income
(9,673)
-
0
Amortisation and impairment of intangible assets
1,560,591
1,421,595
Depreciation and impairment of tangible fixed assets
160,581
133,476
Movements in working capital:
Decrease/(increase) in stocks
959
(1,257)
Increase in debtors
(4,333,211)
(212,808)
Increase in creditors
426,647
4,684,956
Cash (absorbed by)/generated from operations
(2,242,330)
5,781,384
28
Analysis of changes in net funds - group
1 January 2022
Cash flows
31 December 2022
£
£
£
Cash at bank and in hand
8,686,224
(3,362,441)
5,323,783
Borrowings excluding overdrafts
(751,030)
751,030
-
Obligations under finance leases
(97,526)
83,359
(14,167)
7,837,668
(2,528,052)
5,309,616
29
Prior period adjustment

The prior year adjustment was a gross up of turnover and cost of sales. There was no effect on gross profit or overall profit for the year. There were no changes to the balance sheet.

Reconciliation of changes in equity - group
The prior period adjustments do not give rise to any effect upon equity.
WHCO3 Limited
Notes to the Financial Statements (Continued)
For the year ended 31 December 2022
29
Prior period adjustment
(Continued)
Page 33
Reconciliation of changes in loss for the previous financial period
2021
£
Adjustments to prior year
Revenue
773,877
Cost of Sales
(773,877)
Total adjustments
-
Loss as previously reported
(849,329)
Loss as adjusted
(849,329)
Reconciliation of changes in equity - company
The prior period adjustments do not give rise to any effect upon equity.
Reconciliation of changes in loss for the previous financial period
2021
£
Adjustments to prior year
Total adjustments
-
Loss as previously reported
(313,272)
Loss as adjusted
(313,272)
2022-12-312022-01-01falseCCH SoftwareCCH Accounts Production 2023.200M CollingM FellR TrustJ HarmanT PattenC WallEsther Carder185409107109642022-01-012022-12-3110710964bus:Director12022-01-012022-12-3110710964bus:Director22022-01-012022-12-3110710964bus:Director32022-01-012022-12-3110710964bus:Director52022-01-012022-12-3110710964bus:Director42022-01-012022-12-3110710964bus:CompanySecretary12022-01-012022-12-3110710964bus:Consolidated2022-12-31107109642022-12-3110710964bus:Consolidated2022-01-012022-12-3110710964bus:Consolidated2021-01-012021-12-31107109642021-01-012021-12-3110710964core:Goodwillbus:Consolidated2022-12-3110710964core:Goodwillbus:Consolidated2021-12-3110710964core:OtherResidualIntangibleAssetsbus:Consolidated2022-12-3110710964core:OtherResidualIntangibleAssetsbus:Consolidated2021-12-3110710964core:ComputerSoftwarebus:Consolidated2022-12-3110710964core:ComputerSoftwarebus:Consolidated2021-12-3110710964bus:Consolidated2021-12-3110710964core:LeaseholdImprovementsbus:Consolidated2022-12-3110710964core:PlantMachinerybus:Consolidated2022-12-3110710964core:LeaseholdImprovementsbus:Consolidated2021-12-3110710964core:PlantMachinerybus:Consolidated2021-12-3110710964core:ShareCapitalbus:Consolidated2022-12-3110710964core:ShareCapitalbus:Consolidated2021-12-3110710964core:ShareCapital2022-12-3110710964core:ShareCapital2021-12-3110710964core:RetainedEarningsAccumulatedLosses2022-12-3110710964core:ShareCapitalbus:Consolidated2020-12-3110710964core:RetainedEarningsAccumulatedLossesbus:Consolidated2020-12-3110710964core:RetainedEarningsAccumulatedLossesbus:Consolidated2021-12-3110710964core:RetainedEarningsAccumulatedLossesbus:Consolidated2022-12-3110710964core:ShareCapital2020-12-3110710964core:RetainedEarningsAccumulatedLosses2020-12-3110710964core:RetainedEarningsAccumulatedLosses2021-12-31107109642021-12-3110710964core:ShareCapitalbus:Consolidated2021-01-012021-12-3110710964core:ShareCapitalbus:Consolidated2022-01-012022-12-3110710964core:ShareCapital2021-01-012021-12-3110710964core:ShareCapital2022-01-012022-12-3110710964bus:Consolidated2020-12-3110710964core:Goodwill2022-01-012022-12-3110710964core:IntangibleAssetsOtherThanGoodwill2022-01-012022-12-3110710964core:LeaseholdImprovementscore:LeasedAssetsHeldAsLessee2022-01-012022-12-3110710964core:PlantMachinery2022-01-012022-12-3110710964core:UKTaxbus:Consolidated2022-01-012022-12-3110710964core:UKTaxbus:Consolidated2021-01-012021-12-3110710964bus:Consolidated12022-01-012022-12-3110710964bus:Consolidated12021-01-012021-12-3110710964bus:Consolidated22022-01-012022-12-3110710964bus:Consolidated22021-01-012021-12-3110710964bus:Consolidated32022-01-012022-12-3110710964bus:Consolidated32021-01-012021-12-3110710964core:Goodwillbus:Consolidated2021-12-3110710964core:ComputerSoftwarebus:Consolidated2021-12-3110710964bus:Consolidated2021-12-3110710964core:Goodwillbus:Consolidated2022-01-012022-12-3110710964core:ComputerSoftwarebus:Consolidated2022-01-012022-12-3110710964core:LeaseholdImprovementsbus:Consolidated2021-12-3110710964core:PlantMachinerybus:Consolidated2021-12-3110710964core:LeaseholdImprovementsbus:Consolidated2022-01-012022-12-3110710964core:PlantMachinerybus:Consolidated2022-01-012022-12-3110710964core:CurrentFinancialInstruments2022-12-3110710964core:CurrentFinancialInstruments2021-12-3110710964core:CurrentFinancialInstrumentsbus:Consolidated2022-12-3110710964core:CurrentFinancialInstrumentsbus:Consolidated2021-12-3110710964core:Non-currentFinancialInstrumentsbus:Consolidated2022-12-3110710964core:Non-currentFinancialInstrumentsbus:Consolidated2021-12-3110710964core:Non-currentFinancialInstruments2022-12-3110710964core:Non-currentFinancialInstruments2021-12-3110710964core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2022-12-3110710964core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2021-12-3110710964core:CurrentFinancialInstrumentscore:WithinOneYear2022-12-3110710964core:CurrentFinancialInstrumentscore:WithinOneYear2021-12-3110710964core:WithinOneYearbus:Consolidated2022-12-3110710964core:WithinOneYearbus:Consolidated2021-12-3110710964core:WithinOneYear2022-12-3110710964core:WithinOneYear2021-12-3110710964core:BetweenTwoFiveYearsbus:Consolidated2022-12-3110710964core:BetweenTwoFiveYearsbus:Consolidated2021-12-3110710964core:BetweenTwoFiveYears2022-12-3110710964core:BetweenTwoFiveYears2021-12-3110710964core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated12022-12-3110710964core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated12021-12-3110710964core:Non-currentFinancialInstrumentscore:AfterOneYear22022-12-3110710964core:Non-currentFinancialInstrumentscore:AfterOneYear22021-12-3110710964bus:PrivateLimitedCompanyLtd2022-01-012022-12-3110710964bus:FRS1022022-01-012022-12-3110710964bus:Audited2022-01-012022-12-3110710964bus:ConsolidatedGroupCompanyAccounts2022-01-012022-12-3110710964bus:FullAccounts2022-01-012022-12-31xbrli:purexbrli:sharesiso4217:GBP