REGISTERED NUMBER: 10090751 (England and Wales) |
Boasso Global Limited |
Group Strategic Report, Report of the Directors and |
Consolidated Financial Statements for the Year Ended 31st December 2022 |
REGISTERED NUMBER: 10090751 (England and Wales) |
Boasso Global Limited |
Group Strategic Report, Report of the Directors and |
Consolidated Financial Statements for the Year Ended 31st December 2022 |
Boasso Global Limited (Registered number: 10090751) |
Contents of the Consolidated Financial Statements |
for the year ended 31st December 2022 |
Page |
Company Information | 1 |
Group Strategic Report | 2 |
Report of the Directors | 4 |
Report of the Independent Auditors | 6 |
Consolidated Statement of Comprehensive Income | 9 |
Consolidated Balance Sheet | 10 |
Company Balance Sheet | 11 |
Consolidated Statement of Changes in Equity | 12 |
Company Statement of Changes in Equity | 13 |
Consolidated Cash Flow Statement | 14 |
Notes to the Consolidated Cash Flow Statement | 15 |
Notes to the Consolidated Financial Statements | 17 |
Boasso Global Limited |
Company Information |
for the year ended 31st December 2022 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Chartered Accountants |
Statutory Auditor |
Regent's Court |
Princess Street |
Hull |
East Yorkshire |
HU2 8BA |
Boasso Global Limited (Registered number: 10090751) |
Group Strategic Report |
for the year ended 31st December 2022 |
The directors present their strategic report of the company and the group for the year ended 31st December 2022. |
REVIEW OF BUSINESS |
During 2022 global economic prospects worsened significantly, predominantly due to Russia's invasion of Ukraine in the first quarter. This crisis unfolded while the global economy was on a mending path but had not yet fully recovered from the COVID-19 pandemic. Beyond the immediate humanitarian impacts, the war has severely set back the global recovery, slowing growth and increasing inflation even further. With Russia being a major supplier of oil, gas and metals, the current decline in the supply of these commodities has driven their prices up sharply. These effects are felt widely in Europe and the UK. |
PERFORMANCE OF BUSINESS |
With the Company's primary function being an administrative holding company for the UK and European businesses which it owns; it's group accounts have been influenced by the adversities faced in 2022. In particular our Depot function has experienced rising costs of energy and finite resources. In response we are monitoring energy usage at each of the depots and implementing better practises to optimise efficient consumption and obtain energy savings. Moreover, our Transport function has been heavily influenced by rising fuel costs and higher costs of owning and operating vehicles. Despite these economic challenges, as a group we have acted proactively to provide our customers with a high-quality service and build the foundations to achieve promising results. We have also entered an exciting era under new ownership with the prospect of becoming a larger and more connected company. |
Our parent Company, Boasso Global Inc, headquarted in Tampa, Florida, was sold in the fourth quarter of 2022 by private equity firm Apax Partners LLP to Kohlberg Kravis Roberts & Co (KKR). Our new owner, KKR, is fully supportive of our pursuit of strategic acquisitions in the worldwide markets and growth across our existing footprint. This is evidenced by the February 2023 merger of Boasso Global and Quala which will expand our global footprint, enhance connectivity to Customers and bring more opportunities to employees. |
In the UK and Europe we continue to grow both organically and through selective acquisitions of businesses which fit our model and can add value. This can be evidenced by the acquisitions we completed during 2022 of Frans de Wit BV, headquarted in Moerdijk, Netherlands between the ports of Rotterdam and Antwerp. Frans de Wit is a company which provides ISO tank container transportation and depot services of chemicals and refrigerant gases. In addition we acquired Transportes Paz Ciria S.L. located in Parets, Spain. This is a company which provides a transport business focused primarily on ISO tank work and has extensive experience in the chemical sector, hauling speciality products including pressurized gas & MDI/TDI. Moving forward we will continue to focus our resources on seeking potential opportunities for expansion, increasing our UK and European coverage while realising synergies with our already-established and reputable depots of Boasso Global. |
PRINCIPLE RISKS AND UNCERTAINTIES |
The principal risks and uncertainties facing the company may be broadly grouped into categories of financial, commercial and regulatory. |
Even before the war inflation had risen significantly with many central banks tightening monetary policy. The international spill over from the war has driven costs higher and this has been felt across the group, in particular the costs of energy, fuel, labour, material and owning and operating vehicles. To maintain a strong financial position going forward we are focused on reducing energy consumption, using our group position to seek more favourable rates with suppliers, monitoring and improving our efficiencies of fuel consumption. |
The group operates in a competitive market and is committed to delivering a service that adds value to our customers and through training and investment aims to ensure sustainable future growth. We are mindful that financial pressures on us also affect our customers and suppliers and as such we continue to implement strong financial disciplines to manage the risk. |
Safety, Health, Environmental and Quality ("SHEQ") issues are a major focus of the Company and we take a proactive stance and also recognise the need for ongoing review and investment. Our aim is to ensure we set and achieve high standards for our employees, customers and stakeholders and reduce the environmental impact of our actions. We hold all relevant regulatory permits and ensure these are properly managed and maintained. |
Boasso Global Limited (Registered number: 10090751) |
Group Strategic Report |
for the year ended 31st December 2022 |
Given the above the Directors consider the operating loss as reported to be a satisfactory outcome. |
The directors acknowledge their requirement under the Companies Act 2006 to report the principal risks and uncertainties of the businesses together with a comprehensive analysis of development and performance using financial key performance indicators. Given the competitive commercial environment the directors are of the opinion that disclosure of any further information would be prejudicial to the growth and future performance of the group and as such have taken the decision to limit disclosure to that provided in the financial statements and to the information provided above. |
OUTLOOK OF BUSINESS |
For the outlook of the business over the next 12 months we anticipate that even with inflation being brought under control by the central banks we will still experience a similar trend of heightened costs and slow economic growth. As a result, all businesses are likely to feel the impact of financial pressures. Therefore, we plan to respond diligently to ensure we remain competitive and maintain performance. |
As we align to our strategic outlook with our new owners, the decision was made to cease operations at our Amiens Depot in September 2023. As a tank wash operator and one of our smaller entities the closure is not expected to negatively impact our group results. We will continue to look for opportunities to expand our European footprint. |
SECTION 172(1) STATEMENT |
The directors have considered the matters set out in section 172 (1) (a) to (f) when performing their duty to |
promote the success of the company and the group. The directors continue to ensure that any business decisions consider the long-term impact on all key stakeholders. This includes when evaluating acquisition and growth opportunities. During the period there has been a strong focus on the continued integration of previous acquisitions to ensure that going forward the business can function in a single consistent manner. This integration promotes employee development and allows supplier and customer relationships to be elevated to a group level. Environmental issues continue to be a major focus of the business and are a key consideration as the Board compiles its strategy. The board encourages sharing of best practices between group companies to ensure the business operates at the highest possible standard and endeavours for all members to be treated fairly. |
In addition, the directors consider the company's employees, suppliers and customers to be integral to its continued success. The directors have reported on engagement with employees, suppliers, customers and others within the Report of the Directors. |
ON BEHALF OF THE BOARD: |
Boasso Global Limited (Registered number: 10090751) |
Report of the Directors |
for the year ended 31st December 2022 |
The directors present their report with the financial statements of the company and the group for the year ended 31st December 2022. |
DIVIDENDS |
No dividends will be distributed for the year ended 31st December 2022. |
EVENTS SINCE THE END OF THE YEAR |
Information relating to events since the end of the year is given in the notes to the financial statements. |
DIRECTORS |
The directors shown below have held office during the whole of the period from 1st January 2022 to the date of this report. |
DISABLED EMPLOYEES |
The company gives full consideration to applications for employment from disabled persons where the requirements of the job can be adequately fulfilled by a disabled person. Where existing employees become disabled, it is the company's policy wherever practicable to provide continuing employment under normal terms and conditions and to provide training and career development and promotion to disabled employees wherever appropriate. |
EMPLOYEE INVOLVEMENT |
During the year, the policy of providing employees with information about the company has been continued through internal media methods in which employees have also been encouraged to present their suggestions and views on the company's performance. Regular meetings are held between local management and employees to allow a free flow of information and ideas. |
ENGAGEMENT WITH EMPLOYEES |
The directors make use of the senior management teams throughout the group to ensure that all employees are kept up to date with key and relevant information which may concern them as employees. Each group location consults its employees as necessary when making material decisions which may affect them. Employees are encouraged to have an interest in the performance of the company and a general awareness of the group's performance. |
ENGAGEMENT WITH SUPPLIERS, CUSTOMERS AND OTHERS |
The directors continuously consider key stakeholder relationships and develops them through the senior management team. The group considers relationships with customers and suppliers on a global scale and maintains strong relationships at a local and group level. Organic and acquisitive group actions take into consideration these business relationships. |
STREAMLINED ENERGY AND CARBON REPORTING |
The company consumes less than 40,000 kWh of energy each year, therefore energy efficiency disclosures under the Streamlined Energy and Carbon Reporting regulations ("SECR") are not included. On a consolidated basis there is no additional disclosure on the basis that all subsidiary companies are not required to report under the SECR in their own right due to either being non- large companies or consuming less than 40,000 kWh of energy annually. |
Boasso Global Limited (Registered number: 10090751) |
Report of the Directors |
for the year ended 31st December 2022 |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Group Strategic Report, the Report of the Directors 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 company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies and then apply them consistently; |
- | make judgements and accounting estimates that are reasonable and prudent; |
- | state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements; |
- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information. |
AUDITORS |
The auditors, Smailes Goldie, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
ON BEHALF OF THE BOARD: |
Report of the Independent Auditors to the Members of |
Boasso Global Limited |
Opinion |
We have audited the financial statements of Boasso Global Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31st December 2022 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of 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: |
- | give a true and fair view of the state of the group's and of the parent company affairs as at 31st December 2022 and of the group's loss for the year then ended; |
- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and |
- | have been prepared in accordance with the requirements of the Companies Act 2006. |
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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 the 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 directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
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. |
In connection with our audit of the financial statements, 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 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. |
Opinions on other matters prescribed by the Companies Act 2006 |
In our opinion, based on the work undertaken in the course of the audit: |
- | the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
Report of the Independent Auditors to the Members of |
Boasso Global Limited |
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 its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the parent company financial statements are not in agreement with the accounting records and returns; or |
- | certain disclosures of directors' remuneration specified by law are not made; or |
- | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors |
As explained more fully in the Statement of Directors' Responsibilities set out on page five, 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 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 the 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 the parent company or to cease operations, or have no realistic alternative but to do so. |
Auditors' 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 a Report of the Auditors 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. |
The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, tax legislation, data protection, anti-bribery, employment, environmental and health and safety legislation. An understanding of these laws and regulations and the extent of compliance was obtained through discussion with management and inspecting legal and regulatory correspondence. |
We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by making enquiries of management and considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. |
To address the risk of fraud through management bias and override of controls, we: |
- | performed analytical procedures to identify any unusual or unexpected relationships; |
- | tested journal entries to identify unusual transactions; |
- | assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and |
- | investigated the rationale behind significant or unusual transactions. |
Report of the Independent Auditors to the Members of |
Boasso Global Limited |
In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to: |
- | agreeing financial statement disclosures to underlying supporting documentation; |
- | enquiring of management as to actual and potential litigation and claims; and |
- | reviewing correspondence with relevant regulators and the company's legal advisors. |
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
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 so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone 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 |
Chartered Accountants |
Statutory Auditor |
Regent's Court |
Princess Street |
Hull |
East Yorkshire |
HU2 8BA |
Boasso Global Limited (Registered number: 10090751) |
Consolidated Statement of Comprehensive Income |
for the year ended 31st December 2022 |
2022 | 2021 |
Notes | £ | £ |
TURNOVER | 2 | 67,673,520 | 42,149,359 |
Cost of sales | 44,018,788 | 26,743,325 |
GROSS PROFIT | 23,654,732 | 15,406,034 |
Administrative expenses | 24,910,607 | 15,223,612 |
(1,255,875 | ) | 182,422 |
Other operating income | 137,122 | 69,281 |
OPERATING (LOSS)/PROFIT | 4 | (1,118,753 | ) | 251,703 |
Interest receivable and similar income | 17,340 | 5,171 |
(1,101,413 | ) | 256,874 |
Interest payable and similar expenses | 5 | 213,944 | 355,588 |
LOSS BEFORE TAXATION | (1,315,357 | ) | (98,714 | ) |
Tax on loss | 6 | (241,735 | ) | 651,147 |
LOSS FOR THE FINANCIAL YEAR | ( | ) | ( | ) |
OTHER COMPREHENSIVE INCOME |
Unrealised exchange gains | 281,730 | (218,819 | ) |
Income tax relating to other comprehensive income | - | - |
OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX | 281,730 | (218,819 | ) |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR | (791,892 | ) | (968,680 | ) |
Loss attributable to: |
Owners of the parent | (1,014,680 | ) | (732,870 | ) |
Non-controlling interests | (58,942 | ) | (16,991 | ) |
(1,073,622 | ) | (749,861 | ) |
Total comprehensive income attributable to: |
Owners of the parent | (732,950 | ) | (951,689 | ) |
Non-controlling interests | (58,942 | ) | (16,991 | ) |
(791,892 | ) | (968,680 | ) |
Boasso Global Limited (Registered number: 10090751) |
Consolidated Balance Sheet |
31st December 2022 |
2022 | 2021 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 8 | 21,535,915 | 12,677,095 |
Tangible assets | 9 | 18,968,438 | 14,822,666 |
Investments | 10 | - | - |
40,504,353 | 27,499,761 |
CURRENT ASSETS |
Stocks | 11 | 898,912 | 472,341 |
Debtors | 12 | 15,202,298 | 9,837,052 |
Cash at bank and in hand | 8,164,287 | 3,823,119 |
24,265,497 | 14,132,512 |
CREDITORS |
Amounts falling due within one year | 13 | 34,950,098 | 28,610,580 |
NET CURRENT LIABILITIES | (10,684,601 | ) | (14,478,068 | ) |
TOTAL ASSETS LESS CURRENT LIABILITIES | 29,819,752 | 13,021,693 |
CREDITORS |
Amounts falling due after more than one year | 14 | (3,012,367 | ) | (531,571 | ) |
PROVISIONS FOR LIABILITIES | 16 | (1,393,715 | ) | (645,040 | ) |
NET ASSETS | 25,413,670 | 11,845,082 |
CAPITAL AND RESERVES |
Called up share capital | 17 | 9,075,972 | 9,075,972 |
Share premium | 18 | 9,636,801 | 9,636,801 |
Foreign currency reserve | 18 | (136,429 | ) | (418,159 | ) |
Capital contribution reserve | 18 | 14,360,480 | - |
Retained earnings | 18 | (7,505,614 | ) | (6,490,934 | ) |
SHAREHOLDERS' FUNDS | 25,431,210 | 11,803,680 |
NON-CONTROLLING INTERESTS | 19 | (17,540 | ) | 41,402 |
TOTAL EQUITY | 25,413,670 | 11,845,082 |
The financial statements were approved by the Board of Directors and authorised for issue on 28th September 2023 and were signed on its behalf by: |
J Wilson - Director |
Boasso Global Limited (Registered number: 10090751) |
Company Balance Sheet |
31st December 2022 |
2022 | 2021 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 8 |
Tangible assets | 9 |
Investments | 10 |
CURRENT ASSETS |
Debtors | 12 |
CREDITORS |
Amounts falling due within one year | 13 |
NET CURRENT LIABILITIES | ( | ) | ( | ) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital | 17 |
Share premium | 18 |
Retained earnings | 18 | ( | ) | ( | ) |
SHAREHOLDERS' FUNDS |
Company's loss for the financial year | (53,830 | ) | (236 | ) |
The financial statements were approved by the Board of Directors and authorised for issue on |
Boasso Global Limited (Registered number: 10090751) |
Consolidated Statement of Changes in Equity |
for the year ended 31st December 2022 |
Called up |
share | Retained | Share | Revaluatio |
capital | earnings | premium | reserve |
£ | £ | £ | £ |
Balance at 1st January 2021 | 9,075,972 | (5,774,150 | ) | 9,636,801 | 16,086 |
Changes in equity |
Total comprehensive income | - | (716,784 | ) | - | (16,086 | ) |
Balance at 31st December 2021 | 9,075,972 | (6,490,934 | ) | 9,636,801 | - |
Changes in equity |
Total comprehensive income | - | (1,014,680 | ) | - | - |
Balance at 31st December 2022 | 9,075,972 | (7,505,614 | ) | 9,636,801 | - |
Foreign | Capital |
currency | contribution | Non-controlling | Total |
reserve | reserve | Total | interests | equity |
£ | £ | £ | £ | £ |
Balance at 1st January 2021 | (199,340 | ) | - | 12,755,369 | 58,393 | 12,813,762 |
Changes in equity |
Total comprehensive income | (218,819 | ) | - | (951,689 | ) | (16,991 | ) | (968,680 | ) |
Balance at 31st December 2021 | (418,159 | ) | - | 11,803,680 | 41,402 | 11,845,082 |
Changes in equity |
Total comprehensive income | 281,730 | - | (732,950 | ) | (58,942 | ) | (791,892 | ) |
Contribution in year | - | 13,712,954 | 13,712,954 | - | 13,712,954 |
Exchange movement | - | 647,526 | 647,526 | - | 647,526 |
Balance at 31st December 2022 | (136,429 | ) | 14,360,480 | 25,431,210 | (17,540 | ) | 25,413,670 |
Boasso Global Limited (Registered number: 10090751) |
Company Statement of Changes in Equity |
for the year ended 31st December 2022 |
Called up |
share | Retained | Share | Total |
capital | earnings | premium | equity |
£ | £ | £ | £ |
Balance at 1st January 2021 | ( | ) |
Changes in equity |
Total comprehensive income | - | ( | ) | - | ( | ) |
Balance at 31st December 2021 | ( | ) |
Changes in equity |
Total comprehensive income | - | ( | ) | - | ( | ) |
Balance at 31st December 2022 | ( | ) |
Boasso Global Limited (Registered number: 10090751) |
Consolidated Cash Flow Statement |
for the year ended 31st December 2022 |
2022 | 2021 |
Notes | £ | £ |
Cash flows from operating activities |
Cash generated from operations | 1 | 6,073,605 | (903,394 | ) |
Interest paid | (213,944 | ) | (355,588 | ) |
Tax paid | (770,587 | ) | (792,779 | ) |
Net cash from operating activities | 5,089,074 | (2,051,761 | ) |
Cash flows from investing activities |
Purchase of intangible fixed assets | (51,952 | ) | (94,684 | ) |
Purchase of tangible fixed assets | (3,588,153 | ) | (1,648,394 | ) |
Purchase of fixed asset investments | (14,121,928 | ) | (2,950,657 | ) |
Sale of tangible fixed assets | 79,769 | 58,586 |
Adjustment to acquisition consideration | (13,923 | ) | - |
Interest received | 17,340 | 5,171 |
Net cash from investing activities | (17,678,847 | ) | (4,629,978 | ) |
Cash flows from financing activities |
New loans in year | 3,334,674 | 21,455,138 |
Loan repayments in year | - | (14,844,082 | ) |
Capital repayments in year | (184,442 | ) | (26,621 | ) |
Capital contribution | 13,712,954 | - |
Net cash from financing activities | 16,863,186 | 6,584,435 |
Increase/(decrease) in cash and cash equivalents | 4,273,413 | (97,304 | ) |
Cash and cash equivalents at beginning of year | 2 | 3,823,119 | 4,002,501 |
Effect of foreign exchange rate changes | 67,755 | (82,078 | ) |
Cash and cash equivalents at end of year | 2 | 8,164,287 | 3,823,119 |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Cash Flow Statement |
for the year ended 31st December 2022 |
1. | RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS |
2022 | 2021 |
£ | £ |
Loss before taxation | (1,315,357 | ) | (98,714 | ) |
Depreciation charges | 6,755,405 | 4,845,315 |
Profit on disposal of fixed assets | (44,081 | ) | (4,986 | ) |
Movement in exchange rates | (26,912 | ) | 321,969 |
Finance costs | 213,944 | 355,588 |
Finance income | (17,340 | ) | (5,171 | ) |
5,565,659 | 5,414,001 |
Increase in stocks | (128,166 | ) | (98,324 | ) |
Increase in trade and other debtors | (302,833 | ) | (1,368,370 | ) |
Increase/(decrease) in trade and other creditors | 938,945 | (4,850,701 | ) |
Cash generated from operations | 6,073,605 | (903,394 | ) |
2. | CASH AND CASH EQUIVALENTS |
The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts: |
Year ended 31st December 2022 |
31.12.22 | 1.1.22 |
£ | £ |
Cash and cash equivalents | 8,164,287 | 3,823,119 |
Year ended 31st December 2021 |
31.12.21 | 1.1.21 |
£ | £ |
Cash and cash equivalents | 3,823,119 | 4,002,501 |
3. | ANALYSIS OF CHANGES IN NET FUNDS |
At 1.1.22 | Cash flow | At 31.12.22 |
£ | £ | £ |
Net cash |
Cash at bank and in hand | 3,823,119 | 4,341,168 | 8,164,287 |
3,823,119 | 4,341,168 | 8,164,287 |
Debt |
Finance leases | (216,936 | ) | 184,442 | (32,494 | ) |
(216,936 | ) | 184,442 | (32,494 | ) |
Total | 3,606,183 | 4,525,610 | 8,131,793 |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Cash Flow Statement |
for the year ended 31st December 2022 |
4. | ACQUISITION OF BUSINESS |
£ |
Purchase of fixed asset investments |
Acquisition of subsidiaries | 14,152,125 |
Cash on completion | (30,196 | ) |
14,121,929 |
At 31st | On | Foreign | Cash | At 31st |
December | acquisition | exchange | flow | December |
2021 | 2022 |
£ | £ | £ | £ | £ |
Stocks | 472,341 | 284,893 | 13,512 | 128,166 | 898,912 |
Debtors | 9,837,052 | 4,813,204 | 180,264 | 357,688 | 15,188,208 |
Creditors | 6,847,844 | 4,440,652 | 389,387 | 938,944 | 12,616,827 |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements |
for the year ended 31st December 2022 |
1. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
Boasso Global Limited is a private company, limited by shares, registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page. |
The financial statements have been prepared in accordance with applicable accounting standards including Financial Reporting Standard 102 "The Financial Reporting Standard Applicable in the UK and Republic of Ireland" (FRS 102) and the Companies Act 2006. The financial statements have been prepared on a going concern basis under the historical cost convention, modified to include certain items at fair value. |
The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all years presented unless otherwise stated. |
Basis of consolidation |
The group accounts consolidate the accounts of the Company and all its subsidiary undertakings at 31 December 2022 using acquisition accounting. The results of companies acquired are included from the effective date of acquiring control. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Turnover from cleaning road tankers and other transport equipment and from the provision of transport services is recognised as the service is provided. |
Goodwill |
Goodwill arising on business combinations is capitalised, classified as an asset on the balance sheet and amortised on a straight line basis over its useful life. The period chosen for writing off goodwill is 10 years and provisions are made for any impairment following annual reviews. |
Intangible assets |
Intangible assets acquired separately from a business are capitalised at cost. Intangible assets acquired on business combinations are capitalised separately from goodwill if the fair value can be measured reliably on initial recognition. |
Intangible assets are amortised on a straight line basis over their useful lives. The useful lives of intangible assets are as follows: |
Favourable leases | 5 years |
Customer lists | 16-20 years |
Computer software | 5 years |
Trade names | 5 years |
Tangible fixed assets |
Tangible fixed assets are stated at cost or valuation less accumulated depreciation and accumulated impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended. |
Depreciation is provided on all tangible fixed assets, at rates calculated to write off the cost, less estimated residual value, of each asset on a systematic basis over its expected useful life as follows: |
Leasehold land and buildings | 10 - 50 years |
Freehold buildings | 10 - 50 years |
Plant and equipment | 3 - 10 years |
Fixtures and fittings | 3 - 10 years |
Motor vehicles | 2 - 6 years |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
1. | ACCOUNTING POLICIES - continued |
Stocks |
Stock and work in progress are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing stock to its present location and condition. Cost is calculated using the first-in, first-out formula. Provision is made for damaged, obsolete and slow-moving stock where appropriate. |
Tax |
Current tax represents the amount payable or receivable in respect of the taxable profit or loss for the current or past reporting periods. It is measured at the amount expected to be paid or recovered using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax represents the future tax consequences of transactions and events recognised in the financial statements of current and previous periods. It is recognised in respect of all timing differences, with certain exceptions. Timing differences are differences between taxable profits and total comprehensive income as stated in the financial statements that arise from the inclusion of income and expense in tax assessments in periods different from those in which they are recognised in the financial statements. Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date that are expected to apply to the reversal of timing differences. Deferred tax on revalued non-depreciable tangible fixed assets and investment properties is measured using the rates and allowances that apply to the sale of the asset. |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Hire purchase and leasing commitments |
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives or the lease term, whichever is the shorter. |
The interest element of these obligations is charged to the profit and loss account over the relevant period. The capital element of the future payment is treated as a liability. |
Rentals payable and receivable under operating leases are charged to the profit and loss account on a straight line basis over the period of the lease. |
Retirement benefits |
When employees have rendered service to the company, short-term employee benefits to which the employees are entitled are recognised at the undiscounted amount expected to be paid in exchange for that service. |
The company operates a defined contribution plan for the benefit of its employees. Contributions are expensed as they become payable. |
Debtors and creditors |
Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses. |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
1. | ACCOUNTING POLICIES - continued |
Loans and borrowings |
Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost using the effective interest rate method, less impairment. If an arrangement constitutes a finance transaction it is measured at present value. |
2. | TURNOVER |
The turnover and loss before taxation are attributable to the one principal activity of the group. |
An analysis of turnover by geographical market is given below: |
2022 | 2021 |
£ | £ |
United Kingdom | 16,461,549 | 13,549,312 |
Europe | 48,033,579 | 26,492,523 |
Rest of world | 3,178,392 | 2,107,524 |
67,673,520 | 42,149,359 |
3. | EMPLOYEES AND DIRECTORS |
2022 | 2021 |
£ | £ |
Wages and salaries | 25,381,885 | 16,236,574 |
Social security costs | 1,661,602 | 1,054,351 |
Other pension costs | 630,593 | 340,419 |
27,674,080 | 17,631,344 |
The average number of employees during the year was as follows: |
2022 | 2021 |
Management and administration | 147 | 114 |
Manual | 406 | 345 |
The average number of employees by undertakings that were proportionately consolidated during the year was 553 (2021 - 459 ) . |
2022 | 2021 |
£ | £ |
Directors' remuneration | - | - |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
4. | OPERATING (LOSS)/PROFIT |
The operating loss (2021 - operating profit) is stated after charging/(crediting): |
2022 | 2021 |
£ | £ |
Depreciation - owned assets | 3,382,627 | 2,327,105 |
Depreciation - assets on hire purchase contracts | 197,698 | 25,884 |
Goodwill amortisation | 2,707,594 | 2,277,875 |
Other intangibles amortisation | 359,062 | 116,549 |
Computer software amortisation | 108,424 | 97,902 |
Auditors' remuneration | 54,100 | 55,799 |
Foreign exchange differences | 398,240 | (131,929 | ) |
Profit on disposal of fixed assets | (44,081 | ) | (4,986 | ) |
Job retention scheme grants | - | (38,979 | ) |
5. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2022 | 2021 |
£ | £ |
Bank loan interest | 171,725 | 321,264 |
Other interest | 42,219 | 33,325 |
Hire purchase | - | 999 |
213,944 | 355,588 |
6. | TAXATION |
Analysis of the tax (credit)/charge |
The tax (credit)/charge on the loss for the year was as follows: |
2022 | 2021 |
£ | £ |
Current tax: |
UK corporation tax | 542,050 | 785,699 |
Under/(over) provision in respect of prior periods | (18,090 | ) | - |
Total current tax | 523,960 | 785,699 |
Deferred tax | (765,695 | ) | (134,552 | ) |
Tax on loss | (241,735 | ) | 651,147 |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
6. | TAXATION - continued |
Reconciliation of total tax (credit)/charge included in profit and loss |
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
2022 | 2021 |
£ | £ |
Loss before tax | (1,315,357 | ) | (98,714 | ) |
Loss multiplied by the standard rate of corporation tax in the UK of 19 % (2021 - 19 %) | (249,918 | ) | (18,756 | ) |
Effects of: |
Expenses not deductible for tax purposes | 39,518 | 518,441 |
Utilisation of tax losses | - | (57,204 | ) |
Adjustments to tax charge in respect of previous periods | (18,090 | ) | 36,899 |
Non standard tax rates | (9,168 | ) | 181,235 |
Group relief | (537 | ) | 3,295 |
Super Deduction | (46,685 | ) | (12,763 | ) |
Losses written off | 43,145 | - |
Total tax (credit)/charge | (241,735 | ) | 651,147 |
Tax effects relating to effects of other comprehensive income |
2022 |
Gross | Tax | Net |
£ | £ | £ |
Unrealised exchange gains | 281,730 | - | 281,730 |
2021 |
Gross | Tax | Net |
£ | £ | £ |
Unrealised exchange gains | (218,819 | ) | - | (218,819 | ) |
7. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME |
As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements. |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
8. | INTANGIBLE FIXED ASSETS |
Group |
Other | Computer |
Goodwill | intangibles | software | Totals |
£ | £ | £ | £ |
COST |
At 1st January 2022 | 23,258,613 | 1,741,463 | 490,040 | 25,490,116 |
Additions | 6,514,407 | 4,606,171 | 51,952 | 11,172,530 |
Adjustment to acquisition |
consideration | 13,923 | - | - | 13,923 |
Movement in exchange rate | 306,441 | 332,128 | 1,415 | 639,984 |
On acquisition of subsidiary | 237,441 | - | 31,979 | 269,420 |
At 31st December 2022 | 30,330,825 | 6,679,762 | 575,386 | 37,585,973 |
AMORTISATION |
At 1st January 2022 | 12,107,788 | 552,640 | 152,593 | 12,813,021 |
Amortisation for year | 2,707,594 | 359,062 | 108,424 | 3,175,080 |
Movement in exchange rate | - | 30,494 | 940 | 31,434 |
On acquisition of subsidiary | - | - | 30,523 | 30,523 |
At 31st December 2022 | 14,815,382 | 942,196 | 292,480 | 16,050,058 |
NET BOOK VALUE |
At 31st December 2022 | 15,515,443 | 5,737,566 | 282,906 | 21,535,915 |
At 31st December 2021 | 11,150,825 | 1,188,823 | 337,447 | 12,677,095 |
Other intangibles represent favourable leases of £Nil (2021 £3,229), customers lists of £5,353,116 (2021 £1,185,594) and trade names of £384,450 (2021 £Nil). |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
9. | TANGIBLE FIXED ASSETS |
Group |
Improveme |
Freehold | Short | Long | to |
property | leasehold | leasehold | property |
£ | £ | £ | £ |
COST OR VALUATION |
At 1st January 2022 | 6,114,680 | 100,000 | 654,271 | 480,851 |
Additions | 231,003 | - | - | - |
Disposals | - | - | - | - |
Movement in exchange rate | 222,592 | - | - | - |
On acquisition of subsidiary | 1,257,695 | - | - | - |
At 31st December 2022 | 7,825,970 | 100,000 | 654,271 | 480,851 |
DEPRECIATION |
At 1st January 2022 | 1,482,612 | 99,469 | 308,563 | 54,655 |
Charge for year | 317,263 | 531 | - | 42,620 |
Eliminated on disposal | - | - | - | - |
Movement in exchange rate | 82,776 | - | - | - |
On acquisition of subsidiary | 891,730 | - | - | - |
At 31st December 2022 | 2,774,381 | 100,000 | 308,563 | 97,275 |
NET BOOK VALUE |
At 31st December 2022 | 5,051,589 | - | 345,708 | 383,576 |
At 31st December 2021 | 4,632,068 | 531 | 345,708 | 426,196 |
Fixtures |
Plant and | and | Motor |
machinery | fittings | vehicles | Totals |
£ | £ | £ | £ |
COST OR VALUATION |
At 1st January 2022 | 12,670,947 | 960,881 | 14,588,688 | 35,570,318 |
Additions | 2,344,588 | 129,201 | 883,361 | 3,588,153 |
Disposals | (19,904 | ) | - | (265,314 | ) | (285,218 | ) |
Movement in exchange rate | 791,804 | 71,010 | 39,410 | 1,124,816 |
On acquisition of subsidiary | 8,627,484 | 261,527 | - | 10,146,706 |
At 31st December 2022 | 24,414,919 | 1,422,619 | 15,246,145 | 50,144,775 |
DEPRECIATION |
At 1st January 2022 | 8,606,650 | 539,784 | 9,655,919 | 20,747,652 |
Charge for year | 1,675,568 | (196,344 | ) | 1,740,687 | 3,580,325 |
Eliminated on disposal | (16,278 | ) | - | (233,252 | ) | (249,530 | ) |
Movement in exchange rate | 468,969 | 36,307 | 8,466 | 596,518 |
On acquisition of subsidiary | 5,429,814 | 179,828 | - | 6,501,372 |
At 31st December 2022 | 16,164,723 | 559,575 | 11,171,820 | 31,176,337 |
NET BOOK VALUE |
At 31st December 2022 | 8,250,196 | 863,044 | 4,074,325 | 18,968,438 |
At 31st December 2021 | 4,064,297 | 421,097 | 4,932,769 | 14,822,666 |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
9. | TANGIBLE FIXED ASSETS - continued |
Group |
Cost or valuation at 31st December 2022 is represented by: |
Improveme |
Freehold | Short | Long | to |
property | leasehold | leasehold | property |
£ | £ | £ | £ |
Valuation in 2018 | 351,031 | - | - | - |
Cost | 7,474,939 | 100,000 | 654,271 | 480,851 |
7,825,970 | 100,000 | 654,271 | 480,851 |
Fixtures |
Plant and | and | Motor |
machinery | fittings | vehicles | Totals |
£ | £ | £ | £ |
Valuation in 2017 | - | - | 74,770 | 74,770 |
Valuation in 2018 | 3,229,858 | 58,906 | 1,139 | 3,640,934 |
Valuation in 2022 | 1,068,131 | - | - | 1,068,131 |
Cost | 20,116,930 | 1,363,713 | 15,170,236 | 45,360,940 |
24,414,919 | 1,422,619 | 15,246,145 | 50,144,775 |
The valuation in 2018 represents the fair value uplift of assets acquired on the acquisition of Boasso Global B.V. |
The valuations in 2022 represent the fair value uplift of assets acquired on the acquisition of FDW Holding B.V. and subsidiaries, Red Dot Services B.V. and Transportes Paz Ciria SL. |
Fixed assets, included in the above, which are held under hire purchase contracts are as follows: |
Motor |
vehicles |
£ |
COST OR VALUATION |
At 1st January 2022 |
and 31st December 2022 | 1,131,095 |
DEPRECIATION |
At 1st January 2022 | 532,670 |
Charge for year | 197,698 |
At 31st December 2022 | 730,368 |
NET BOOK VALUE |
At 31st December 2022 | 400,727 |
At 31st December 2021 | 598,425 |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
10. | FIXED ASSET INVESTMENTS |
Company |
Shares in |
group |
undertakin |
£ |
COST |
At 1st January 2022 |
and 31st December 2022 |
NET BOOK VALUE |
At 31st December 2022 |
At 31st December 2021 |
The group or the company's investments at the Balance Sheet date in the share capital of companies include the following: |
Subsidiaries |
Boasso UK Limited |
Registered office: Limerick Road, Dormanstown, Redcar,Cleveland, TS10 5JU |
Nature of business: Holding company |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Isotank Services Limited |
Registered office: Limerick Road, Dormanstown, Redcar,Cleveland, TS10 5JU |
Nature of business: Property and equipment rental |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Isotank Depot Services Limited |
Registered office: Limerick Road, Dormanstown, Redcar,Cleveland, TS10 5JU |
Nature of business: Repair and cleaning services |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Isotank Transport Services Limited |
Registered office: Limerick Road, Dormanstown, Redcar,Cleveland, TS10 5JU |
Nature of business: Transport services |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Isotank (2006) Limited |
Registered office: Limerick Road, Dormanstown, Redcar,Cleveland, TS10 5JU |
Nature of business: Asset rental |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
10. | FIXED ASSET INVESTMENTS - continued |
Tanktainer Thurroclean (Middlesbrough) Limited |
Registered office: Limerick Road, Dormanstown, Redcar,Cleveland, TS10 5JU |
Nature of business: Cleaning road tankers and other transport equipment |
% |
Class of shares: | holding |
Ordinary | 51.00 |
Isotank (2010) Limited |
Registered office: Limerick Road, Dormanstown, Redcar,Cleveland, TS10 5JU |
Nature of business: Asset rental |
% |
Class of shares: | holding |
Ordinary | 100.00 |
J Watson Haulage Limited |
Registered office: Limerick Road, Dormanstown, Redcar,Cleveland, TS10 5JU |
Nature of business: Freight transport by road |
% |
Class of shares: | holding |
Ordinary | 100.00 |
D A Watson Commercials Limited |
Registered office: Limerick Road, Dormanstown, Redcar,Cleveland, TS10 5JU |
Nature of business: Dormant |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Boasso Global B.V. |
Registered office: Botlekweg 190, 3197 KA Botlek Rotterdam, Netherlands |
Nature of business: Holding company |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Boasso Global Netherlands B.V. |
Registered office: Botlekweg 190, 3197 KA Botlek Rotterdam, Netherlands |
Nature of business: Depot services |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Boasso Global France SAS |
Registered office: Zone Industrielle Nord, 31 Rue du Bois Quatorze, 80080 Amiens, France |
Nature of business: Depot and transportation services |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Boasso Global Spain SAU |
Registered office: Carretera C-17 Km.17, ES - 08150 Parets des Valles, Spain |
Nature of business: Depot and transportation services |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
10. | FIXED ASSET INVESTMENTS - continued |
PM Rees & Sons 2000 Limited |
Registered office: the same as can be found on page 1 of these financial statements. |
Nature of business: Freight transport by road |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Atlantic Tank Clean Barry Limited |
Registered office: the same as can be found on page 1 of these financial statements. |
Nature of business: Cleaning services |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Tachograph Services Limited |
Registered office: 7-8 Raleigh Walk, Waterfront 2000 Brigantine Place, Cardiff, CF10 4LN. |
Nature of business: Dormant |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Boasso Global Transport B.V. |
Registered office: Botlekweg 190, 3197 KA Botlek Rotterdam, Netherlands |
Nature of business: Transport services |
% |
Class of shares: | holding |
Ordinary | 100.00 |
Registered office: Middenweg 8, 4782 PM Moerdijk, The Netherlands |
Nature of business: Holding company |
% |
Class of shares: | holding |
Registered office: Middenweg 8, 4782 PM Moerdijk, The Netherlands |
Nature of business: Freight forwarding |
% |
Class of shares: | holding |
Registered office: Carretera C-17, Km.17, 08150 Parets de Valles, Spain |
Nature of business: Transport services |
% |
Class of shares: | holding |
Registered office: Middenweg 8, 4782 PM Moerdijk, The Netherlands |
Nature of business: Transport and depot services |
% |
Class of shares: | holding |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
10. | FIXED ASSET INVESTMENTS - continued |
Registered office: Middenweg 8, 4782 PM Moerdijk, The Netherlands |
Nature of business: Holding entity |
% |
Class of shares: | holding |
Registered office: Middenweg 8, 4782 PM Moerdijk, The Netherlands |
Nature of business: Holding entity |
% |
Class of shares: | holding |
Registered office: Middenweg 8, 4782 PM Moerdijk, The Netherlands |
Nature of business: Container and asset rental |
% |
Class of shares: | holding |
Registered office: Middenweg 8, 4782 PM Moerdijk, The Netherlands |
Nature of business: Depot services |
% |
Class of shares: | holding |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
10. | FIXED ASSET INVESTMENTS - continued |
On 1st April 2022 the group acquired 100% of the share capital of FDW Holding B.V. and subsidiary companies, and Red Dot Services B.V. These companies have been consolidated using the acquisition method. The amounts recognised at the acquisition date for each class of assets, liabilities and contingent liabilities and cost of the business combination are as follows: |
Book Value | Fair Value Uplift | Fair Value |
£ | £ | £ |
Intangible fixed assets | 237,441 | - | 237,441 |
Tangible fixed assets | 2,131,982 | 765,045 | 2,897,027 |
Stock | 216,633 | - | 216,633 |
Trade debtors | 2,866,357 | - | 2,866,357 |
Prepayments | 215,295 | - | 215,295 |
Other debtors | 744,150 | - | 744,150 |
Intra-group balances | (78,780 | ) | - | (78,780 | ) |
Bank | (266,453 | ) | - | (266,453 | ) |
Trade creditors | (1,401,423 | ) | - | (1,401,424 | ) |
Social security and other taxes | (301,115 | ) | - | (301,115 | ) |
Other creditors | (2,438,254 | ) | - | (2,438,254 | ) |
Deferred tax | (1,385,773 | ) | - | (1,385,773 | ) |
1,907,334 |
Client list | 4,175,924 |
Trade name | 430,247 |
Goodwill on acquisition | 4,850,835 |
11,364,340 |
The consolidated results include Turnover of £12,959,623 and profit before tax of £1,746,573 relating to these investments since the date of acquisition. |
On 1st December 2022 the group acquired 100% of the share capital of Transportes Paz Ciria SL. This company has been consolidated using the acquisition method. The amounts recognised at the acquisition date for each class of assets, liabilities and contingent liabilities and cost of the business combination are as follows: |
Book Value | Fair Value Uplift | Fair Value |
£ | £ | £ |
Intangible fixed assets | 1,262 | - | 1,262 |
Tangible fixed assets | 445,415 | 303,086 | 748,501 |
Stock | 68,260 | - | 68,260 |
Trade debtors | 805,892 | - | 805,892 |
Prepayments | 5,678 | - | 5,678 |
Other debtors | 175,833 | - | 175,833 |
Bank | 296,649 | - | 296,649 |
Trade creditors | (264,715 | ) | - | (264,715 | ) |
Social security and other taxes | (278,597 | ) | - | (278,597 | ) |
Other creditors | (358,778 | ) | - | (358,778 | ) |
Deferred tax | (75,772 | ) | - | (75,772 | ) |
1,124,214 |
Goodwill on acquisition | 1,663,572 |
2,787,786 |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
10. | FIXED ASSET INVESTMENTS - continued |
The consolidated results include Turnover of £274,244 and profit before tax of £8,707 relating to this investment since the date of acquisition. |
11. | STOCKS |
Group |
2022 | 2021 |
£ | £ |
Raw materials | 898,912 | 472,341 |
12. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2022 | 2021 | 2022 | 2021 |
£ | £ | £ | £ |
Trade debtors | 12,423,140 | 8,471,156 |
Amounts owed by group undertakings | - | - |
Other debtors | 952,290 | 262,208 |
Tax | 68,945 | - |
Prepayments and accrued income | 1,757,923 | 1,103,688 |
15,202,298 | 9,837,052 |
13. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
Group | Company |
2022 | 2021 | 2022 | 2021 |
£ | £ | £ | £ |
Hire purchase contracts (see note 15) | 32,494 | 196,971 |
Trade creditors | 5,204,510 | 3,197,153 |
Amounts owed to group undertakings | 24,868,592 | 21,455,138 |
Tax | 444,551 | 622,233 |
Social security and other taxes | 649,929 | 714,598 |
Other creditors | 1,657,162 | 1,007,185 |
Accruals and deferred income | 2,092,860 | 1,417,302 |
34,950,098 | 28,610,580 |
14. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
Group |
2022 | 2021 |
£ | £ |
Hire purchase contracts (see note 15) | - | 19,965 |
Other creditors | 3,012,367 | 511,606 |
3,012,367 | 531,571 |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
15. | LEASING AGREEMENTS |
Minimum lease payments fall due as follows: |
Group |
Hire purchase | contracts |
2022 | 2021 |
£ | £ |
Net obligations repayable: |
Within one year | 32,494 | 196,971 |
Between one and five years | - | 19,965 |
32,494 | 216,936 |
Group |
Non-cancellable | operating leases |
2022 | 2021 |
£ | £ |
Within one year | 3,650,605 | 1,581,912 |
Between one and five years | 9,996,699 | 5,455,299 |
In more than five years | 8,846,377 | 8,118,944 |
22,493,681 | 15,156,155 |
16. | PROVISIONS FOR LIABILITIES |
Group |
2022 | 2021 |
£ | £ |
Deferred tax |
Accelerated capital allowances | 444,308 | 457,972 |
Short term timing differences | (1,036,611 | ) | (698,573 | ) |
Fair value uplift | 1,986,018 | 885,641 |
1,393,715 | 645,040 |
Group |
Deferred |
tax |
£ |
Balance at 1st January 2022 | 645,040 |
Credit to Statement of Comprehensive Income during year | (765,695 | ) |
Foreign exchange | 52,825 |
On acquisition of subsidiaries | 1,461,545 |
Balance at 31st December 2022 | 1,393,715 |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
17. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2022 | 2021 |
value: | £ | £ |
Ordinary | £1 | 9,075,972 | 9,075,972 |
18. | RESERVES |
Group |
Foreign | Capital |
Retained | Share | currency | contribution |
earnings | premium | reserve | reserve | Totals |
£ | £ | £ | £ | £ |
At 1st January 2022 | (6,490,934 | ) | 9,636,801 | (418,159 | ) | - | 2,727,708 |
Deficit for the year | (1,014,680 | ) | - | - | - | (1,014,680 | ) |
Unrealised exchange losses | - | - | 281,730 | - | 281,730 |
Contribution in year | - | - | - | 13,712,954 | 13,712,954 |
Exchange movement | - | - | - | 647,526 | 647,526 |
At 31st December 2022 | (7,505,614 | ) | 9,636,801 | (136,429 | ) | 14,360,480 | 16,355,238 |
Company |
Retained | Share |
earnings | premium | Totals |
£ | £ | £ |
At 1st January 2022 | ( | ) | 9,556,670 |
Deficit for the year | ( | ) | - | ( | ) |
At 31st December 2022 | ( | ) | 9,502,840 |
Retained earnings represents cumulative profits and losses net of dividends and other adjustments. |
Share premium represents the premium arising on the issue of shares net of issue costs. |
The revaluation reserve represents the cumulative effect of revaluations of fixed assets. |
The foreign currency reserve represents exchange movements arising on translating into presentational currency. |
The capital contribution reserve represents contributions made by parent undertakings. |
19. | NON-CONTROLLING INTERESTS |
2022 | 2021 |
£ | £ |
Balance at 1st January 2021 | 41,402 | 58,393 |
Share of loss in the period | (58,942 | ) | (16,991 | ) |
Balance at 31st December 2022 | (17,540 | ) | 41,402 |
Boasso Global Limited (Registered number: 10090751) |
Notes to the Consolidated Financial Statements - continued |
for the year ended 31st December 2022 |
20. | PENSION COMMITMENTS |
The company operates a defined contribution pension scheme. The charge in the profit and loss account was £630,593 (2021 £340,419). At the balance sheet date outstanding contributions amounted to £52,552 (2021 £55,046). |
21. | ULTIMATE PARENT COMPANY |
KKR Spark Holdings II L.P. (incorporated in USA ) is regarded by the directors as being the company's ultimate parent company. |
The parent company is Boasso America Corporation which owns the entire issued share capital of the company. |
22. | RELATED PARTY DISCLOSURES |
Entities with control, joint control or significant influence over | the entity |
At 31st December 2022 an amount of £24,868,592 (2021 £21,455,138), was owed to companies which have control over the group. |
During the year, a total of key management personnel compensation of £ 250,000 (2021 - £ 210,000 ) was paid. |
23. | POST BALANCE SHEET EVENTS |
On 1st August 2023 a subsidiary of the company, Boasso Global B.V., acquired the entire share capital of Westgeulstraat Vastgoed B.V., Mainport Tankcleaning B.V., Mainport Tankcontainer Services Moerdijk B.V. and Mainport Tankcontainer Services Botlek B.V. for aggregate consideration of approximately €26m. The consideration was funded by a loan from the parent company of the group. |
Since the period end, a subsidiary of the company, Isotank Depot Services Limited, acquired the goodwill and other selected assets of two tank wash businesses, LPW (Europe) Limited and Bridgwater Tankwash Limited, for aggregate consideration of approximately £1.1m. The consideration was funded by existing cash reserves of the group. |
In September 2023, the decision was taken to cease operations within Boasso Global France SAS, a subsidiary of the company. During the year ended 31st December 2022 this company contributed revenue of £1,096,643 and a loss after taxation of £57,122. |
24. | ULTIMATE CONTROLLING PARTY |
The company is not controlled by any one party. |