Company registration number 12268952 (England and Wales)
MEDIAWORKS HOLDINGS LIMITED
ANNUAL REPORT AND GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
MEDIAWORKS HOLDINGS LIMITED
COMPANY INFORMATION
Directors
M A Rutherford
G M Hall
D Hoggan
B Jacobson
G Smith
Secretary
M A Rutherford
Company number
12268952
Registered office
Floor 2 Honeycomb
The Watermark
Gateshead
Tyne And Wear
NE11 9SZ
Auditor
Sumer Auditco Limited
The Beehive, Beehive Ring Road
London Gatwick Airport
Gatwick
United Kingdom
RH6 0PA
MEDIAWORKS HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 5
Independent auditor's report
6 - 8
Profit and loss account
9
Group statement of comprehensive income
10
Group balance sheet
11 - 12
Company balance sheet
13
Group statement of changes in equity
14
Company statement of changes in equity
15
Group statement of cash flows
16
Notes to the financial statements
17 - 33
MEDIAWORKS HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2023
- 1 -

The directors present the strategic report for the year ended 31 March 2023.

 

Principal activities

The principal activity of the group is the provision of the complete portfolio of digital and strategic marketing services. Using quantified and qualitative insights about a client, its competitors, and its customers, we develop strategic marketing solutions to achieve our client's commercial objectives, including the delivery of integrated marketing tactics and campaigns necessary for executing that strategy.

 

Our marketing solutions span the following tactics and channels:

 

 

 

 

 

 

 

 

 

Review of the business

The directors report turnover for the year of £10,058,854 (2022: £8,993,403) and EBITDA of £719,590 (2022: £1,583,237). The balance sheet as at 31 March 2023 shows net assets of £2,446,972 (2022: £3,009,417).

The demand within the market for data-led digital solutions continues to grow, with digital channels representing the majority proportion of the UK’s total advertising spend and this share of wallet is predicted to continue to expand.

 

To support this growth, the group has continued its focus on the recruitment and development of talented individuals across the agency, growing average headcount from 161 to 170 during the year and cementing our market position as one of the leading digital agencies in the North.

 

Geographically, the agency has now firmly established its presence across the North of England and Scotland, with physical offices in Gateshead, Leeds, Manchester and Edinburgh, offering wider access to talent across these territories.

 

We have continued to focus on delivering best-in-class, integrated marketing strategies and solutions which align to the commercial goals of our clients. The quality of service delivery and performance of our campaigns have received recognition through a variety of industry awards and accreditations.

MEDIAWORKS HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 2 -

The group believes firmly in continuous innovation and has continued to develop its product offering to align with the needs of our growing client portfolio, and to ensure that we remain capable of delivering a market-leading, 'full service' digital transformation solution to our partners.

 

We have also continued to invest in further phases of development and adoption of our propriety data warehouse and analytical toolset, featuring powerful artificial intelligence, which we have deployed to drive even greater internal efficiencies and powerful insight for our clients.

 

The significant investments made by the group in expanding our regional office footprint, headcount and software tools have resulted in a dilution of operating profits, despite the growth in turnover. However, the directors are confident that these investments will provide the infrastructure necessary to support the future scale of the agency.

With strong links to a network of excellent local universities, we believe Mediaworks employs some of the best digital and creative minds in the industry. Along with analytical experts, our delivery team boasts campaign strategists, project managers, in-house developers, designers, videographers and content creators, who add value with a bespoke approach to each campaign. It is vitally important for us to attract, train, and retain high calibre and motivated employees. We are committed to creating opportunities for apprentices and graduates to enter the digital sector and providing career pathways for our people to flourish and reach their full potential.

 

In summary, the group has continued to deliver strong financial and operational performance. The directors are confident that the agency can maintain the growth in both our client portfolio and financial results as we enter our new financial year.

 

Principal risks and uncertainties

The group's principal financial instruments comprise cash and cash equivalents. Other financial assets and liabilities, such as trade creditors and trade debtors, arise directly from the group's operating activities.

 

The main risks associated with the group's financial assets and liabilities are set out below:

 

Interest rate risk

The group retains surplus cash in its bank current account and a floating rate interest bank deposit account. The group's bank loan is subject to both a fixed and floating interest rate. The group's income and expense is therefore affected by movements in interest rates, but not materially. The group does not undertake any hedging activity

 

Liquidity risk

The group aims to mitigate liquidity risk by managing cash generated by its operations.

 

Foreign currency risk

The group does not have any foreign currency transactions (all transactions are denominated in sterling and therefore is not exposed to any foreign currency risk).

Key performance indicators

The group's key financial and other performance indicators during the year were as follows:

 

 

Unit

2023

2022

Turnover

£

10,058,854

8,993,403

Average debtor days during the year

Days

56

55

Gross Margin

%

71

72

 

On behalf of the board

B Jacobson
Director
29 September 2023
MEDIAWORKS HOLDINGS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2023
- 3 -

The directors present their annual report and financial statements for the year ended 31 March 2023.

Results and dividends

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

Ordinary dividends were paid amounting to £155,000. The directors do not recommend payment of a further dividend.

Directors

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

M A Rutherford
G M Hall
D Hoggan
B Jacobson
G Smith
Future developments

Data analytics capability is an area that we have invested heavily into during recent years and shall continue to do so, developing our people, systems and processes to deliver best-in-class insight for our clients through intelligent and automated analysis of their data, alongside relevant third-party data sets.

 

With such strong technical capabilities and resource in place, the directors believe we are well positioned to capitalise on the market demand for digital services and we are confident that we can achieve the ambitious growth forecasts set out in our current business plan.

 

Whilst continuing to develop our product range, we will aim to grow our market share of top tier clients across the North of England, Scotland and Ireland, alongside major national brands and blue-chip businesses in our target sectors.

Auditor

Sumer Auditco Limited 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.

MEDIAWORKS HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 4 -
Statement of directors' responsibilities

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.

Strategic report

The truegroup has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of principal risks and uncertainties.

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.

Going concern

The financial statements have been prepared on a going concern basis.

 

The group meets its day to day working capital requirements through cash generated from operations and bank loans. At the year end the group had net assets of £2,447k including cash at bank of £1,368k. The group is subject to a debenture securing its parent bank loan of £550k.

 

The group's forecasts and projections for the next twelve months show that the group should have sufficient headroom from these facilities to be able to continue in operation existence for that period, taking into account reasonable possible changes in trading performance and the potential impact on the business of possible future scenarios arising from the increases in inflation and the impact of these increases on the wider economy.

 

Although the forecast prepared, taking account of the matters above, supports the ability of the group to remain a going concern and to be able to trade and meet it debts as they fall due, the full impact of increasing inflation and interest rates on the wider community and the underlying trading assumptions used in forecasting are extremely judgmental and difficult to predict and could be subject to significant variation.

 

However, based on the factors set out above, the directors believe that there is no material uncertainty in relation to going concern and that the parent company and group has adequate financial resources to continue in operational existence for at least twelve months from the date of signing the financial statements and therefore the directors believe it remains appropriate to prepare the financial statements on a going concern basis.

 

MEDIAWORKS HOLDINGS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 5 -
Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
B Jacobson
Director
29 September 2023
MEDIAWORKS HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF MEDIAWORKS HOLDINGS LIMITED
- 6 -
Opinion

We have audited the financial statements of Mediaworks Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2023 which comprise the group profit and loss account, 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.

Opinions on other matters prescribed by the Companies Act 2006

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

MEDIAWORKS HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF MEDIAWORKS HOLDINGS LIMITED
- 7 -
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 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 parent company or to cease operations, or have no realistic alternative but to do so.

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.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

MEDIAWORKS HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF MEDIAWORKS HOLDINGS LIMITED
- 8 -
Capability of the audit in detecting irregularities, including fraud

Discussions with and enquiries of management and those charged with governance were held with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.

 

The following laws and regulations were identified as being of significance to the entity:

 

 

 

Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; review of board minutes; testing the appropriateness of journal entries; and the performance of analytical review to identify unexpected movements in account balances which may be indicative of fraud.

 

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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 an auditor's report 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.

Paul Gainford (Senior Statutory Auditor)
For and on behalf of Sumer Auditco Limited
Statutory Auditor
The Beehive, Beehive Ring Road
London Gatwick Airport
Gatwick
United Kingdom
RH6 0PA
29 September 2023
MEDIAWORKS HOLDINGS LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 MARCH 2023
- 9 -
2023
2022
Notes
£
£
Turnover
3
10,058,854
8,993,403
Cost of sales
(2,947,228)
(2,521,129)
Gross profit
7,111,626
6,472,274
Administrative expenses
(6,458,592)
(4,918,486)
Other operating income
66,556
29,449
EBITDA
719,590
1,583,237
Depreciation and amortisation
(943,701)
(777,420)
Interest payable and similar expenses
6
(161,730)
(109,223)
(Loss)/profit before taxation
(385,841)
696,594
Tax on (loss)/profit
7
(21,604)
(211,876)
(Loss)/profit for the financial year
(407,445)
484,718
(Loss)/profit for the financial year is attributable to:
- Owners of the parent company
(424,637)
539,852
- Non-controlling interests
17,192
(55,134)
(407,445)
484,718
MEDIAWORKS HOLDINGS LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2023
- 10 -
2023
2022
£
£
(Loss)/profit for the year
(407,445)
484,718
Other comprehensive income
-
-
Total comprehensive income for the year
(407,445)
484,718
Total comprehensive income for the year is attributable to:
- Owners of the parent company
(424,637)
539,852
- Non-controlling interests
17,192
(55,134)
(407,445)
484,718
MEDIAWORKS HOLDINGS LIMITED
GROUP BALANCE SHEET
AS AT
31 MARCH 2023
31 March 2023
- 11 -
2023
2022
Notes
£
£
£
£
Fixed assets
Goodwill
9
3,013,057
3,465,016
Other intangible assets
9
598,230
615,007
Total intangible assets
3,611,287
4,080,023
Tangible assets
10
677,243
490,452
4,288,530
4,570,475
Current assets
Debtors
13
2,507,392
2,444,707
Cash at bank and in hand
1,368,283
1,819,173
3,875,675
4,263,880
Creditors: amounts falling due within one year
14
(3,730,879)
(3,823,216)
Net current assets
144,796
440,664
Total assets less current liabilities
4,433,326
5,011,139
Creditors: amounts falling due after more than one year
15
(1,757,229)
(1,779,161)
Provisions for liabilities
Deferred tax liability
17
229,125
222,561
(229,125)
(222,561)
Net assets
2,446,972
3,009,417
Capital and reserves
Called up share capital
20
2,655,883
2,655,883
Share premium account
62,312
62,312
Other reserves
349,511
349,511
Profit and loss reserves
(590,130)
(10,493)
Equity attributable to owners of the parent company
2,477,576
3,057,213
Non-controlling interests
(30,604)
(47,796)
2,446,972
3,009,417

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

MEDIAWORKS HOLDINGS LIMITED
GROUP BALANCE SHEET (CONTINUED)
AS AT
31 MARCH 2023
31 March 2023
- 12 -
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:
B Jacobson
Director
Company registration number 12268952 (England and Wales)
MEDIAWORKS HOLDINGS LIMITED
COMPANY BALANCE SHEET
AS AT
31 MARCH 2023
31 March 2023
- 13 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
11
6,060,349
6,060,349
Current assets
Debtors
13
191,240
185,013
Cash at bank and in hand
7,703
4,447
198,943
189,460
Creditors: amounts falling due within one year
14
(1,433,498)
(1,402,158)
Net current liabilities
(1,234,555)
(1,212,698)
Total assets less current liabilities
4,825,794
4,847,651
Creditors: amounts falling due after more than one year
15
(1,757,229)
(1,779,161)
Net assets
3,068,565
3,068,490
Capital and reserves
Called up share capital
20
2,655,883
2,655,883
Share premium account
62,312
62,312
Other reserves
349,511
349,511
Profit and loss reserves
859
784
Total equity
3,068,565
3,068,490

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £155,075 (2022 - £407,374 profit).

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.true

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:
B Jacobson
Director
Company registration number 12268952 (England and Wales)
MEDIAWORKS HOLDINGS LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023
- 14 -
Share capital
Share premium account
Merger reserve
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
£
£
Balance at 1 April 2021
2,655,883
62,312
349,511
(113,706)
2,954,000
7,338
2,961,338
Year ended 31 March 2022:
Profit and total comprehensive income
-
-
-
539,852
539,852
(55,134)
484,718
Dividends
8
-
-
-
(436,639)
(436,639)
-
(436,639)
Balance at 31 March 2022
2,655,883
62,312
349,511
(10,493)
3,057,213
(47,796)
3,009,417
Year ended 31 March 2023:
Loss and total comprehensive income
-
-
-
(424,637)
(424,637)
17,192
(407,445)
Dividends
8
-
-
-
(155,000)
(155,000)
-
(155,000)
Balance at 31 March 2023
2,655,883
62,312
349,511
(590,130)
2,477,576
(30,604)
2,446,972
MEDIAWORKS HOLDINGS LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023
- 15 -
Share capital
Share premium account
Merger reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
Balance at 1 April 2021
2,655,883
62,312
349,511
30,049
3,097,755
Year ended 31 March 2022:
Profit and total comprehensive income for the year
-
-
-
407,374
407,374
Dividends
8
-
-
-
(436,639)
(436,639)
Balance at 31 March 2022
2,655,883
62,312
349,511
784
3,068,490
Year ended 31 March 2023:
Profit and total comprehensive income
-
-
-
155,075
155,075
Dividends
8
-
-
-
(155,000)
(155,000)
Balance at 31 March 2023
2,655,883
62,312
349,511
859
3,068,565
MEDIAWORKS HOLDINGS LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2023
- 16 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
24
981,523
1,825,107
Interest paid
(161,730)
(34,223)
Income taxes paid
(161,415)
(73,367)
Net cash inflow from operating activities
658,378
1,717,517
Investing activities
Purchase of intangible assets
(329,983)
(383,764)
Purchase of tangible fixed assets
(335,611)
(142,222)
Proceeds from disposal of tangible fixed assets
3,838
2,609
Net cash used in investing activities
(661,756)
(523,377)
Financing activities
Repayment of bank loans
(292,512)
(296,107)
Dividends paid to equity shareholders
(155,000)
(493,581)
Net cash used in financing activities
(447,512)
(789,688)
Net (decrease)/increase in cash and cash equivalents
(450,890)
404,452
Cash and cash equivalents at beginning of year
1,819,173
1,414,721
Cash and cash equivalents at end of year
1,368,283
1,819,173
MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
- 17 -
1
Accounting policies
Company information

Mediaworks Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Floor 2 Honeycomb, The Watermark, Gateshead, Tyne and Wear, NE11 PSZ.

 

The group consists of Mediaworks Holdings Limited and all of its subsidiaries, detailed in 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 £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

Mediaworks Holdings Limited, as an individual entity, meets the definition of a qualifying entity per FRS 102 and has taken advantage of the exemption available in paragraph 1.12 of FRS 102 from presenting a company-only statement of cash flows. These consolidated financial statements include a consolidated statement of cash flows which include the cash flows of Mediaworks Holdings Limited.

 

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £155,075 (2022 - £407,374).

1.2
Business combinations

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.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Mediaworks Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 March 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

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

MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 18 -
1.4
Going concern

The financial statements have been prepared on a going concern basis.

 

The group meets its day to day working capital requirements through cash generated from operations and bank loans. At the year end the group had net assets of £2,447k including cash at bank of £1,368k. The group is subject to a debenture securing its parent bank loan of £550k.

 

The group's forecasts and projections for the next twelve months show that the group should have sufficient headroom from these facilities to be able to continue in operation existence for that period, taking into account reasonable possible changes in trading performance and the potential impact on the business of possible future scenarios arising from the increases in inflation and the impact of these increases on the wider economy.

 

Although the forecast prepared, taking account of the matters above, supports the ability of the group to remain a going concern and to be able to trade and meet it debts as they fall due, the full impact of increasing inflation and interest rates on the wider community and the underlying trading assumptions used in forecasting are extremely judgmental and difficult to predict and could be subject to significant variation.

 

However, based on the factors set out above, the directors believe that there is no material uncertainty in relation to going concern and that the parent company and group has adequate financial resources to continue in operational existence for at least twelve months from the date of signing the financial statements and therefore the directors believe it remains appropriate to prepare the financial statements on a going concern basis.

1.5
Turnover

Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the group’s activities. Turnover is shown net of value added tax, returns, rebates and discounts.

 

Project based revenue is recognised in the period in which the services are provided in accordance with the stage of completion of the contract.

 

Recurring revenue is recognised each month over the period of the contract.

 

The group recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and specific criteria have been met for each of the group’s activities.

 

1.6
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.7
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.

MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 19 -
1.8
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.

 

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

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

Software development
3 years
1.9
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.

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:

Property improvements
10 years
Fixtures and fittings
8 years
Computers
4 years

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.

1.10
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

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.

1.11
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).

MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 20 -
1.12
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.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 21 -
Basic financial liabilities

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.

1.13
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.

1.14
Taxation

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

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.

MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
1
Accounting policies
(Continued)
- 22 -
1.15
Employee benefits

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

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received, if considered material to the financial statements.

 

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

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair

value of the equity instruments granted. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest, if considered material to the financial statements. A corresponding adjustment is made to equity. If the vesting period can not be predetermined then no expense is recognised until the options are exercised.

 

The expense in relation to options over the parent company’s shares granted to employees of a subsidiary is recognised by the company as a capital contribution, and presented as an increase in the company’s investment in that subsidiary.

1.18
Leases

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
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

A grant that specifies performance conditions is recognised in income when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 23 -
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. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

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

Software development

The cost of internally generated assets is capitalised as an intangible asset where it is determined by management that the ability to develop the assets is technically feasible, will be completed and that the asset will generate economic benefit.

Assessing indicators of impairment

In assessing whether there have been any indicators of impairment in assets, the directors have considered both external and internal sources of information such as market conditions and experience of recoverability. There have been no indicators of impairments identified during the current financial year.

Key sources of estimation uncertainty

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

Determining residual values and useful economic lives of intangible and tangible fixed assets

The group depreciates tangible fixed assets and amortises intangible fixed assets over their estimated useful lives. The estimation of the useful lives of assets is based on historic performance as well as expectations about future use and therefore requires estimates and assumptions to be applied by management.

 

Judgement is applied by management when determining the residual values of tangible and intangible fixed assets. When determining the residual value management aim to assess the amount that the group would currently obtain for the disposal of the asset, if it were already of the condition expected at the end of its useful economic life.

 

The carrying amount of intangible fixed assets at the reporting date was £3,611,287 (2022 - £4,080,023) and the carrying amount of tangible fixed assets at the reporting date was £677,243 (2022 - £490,452).

Recoverability of trade debtors

The group establishes a provision for trade debts that are estimated not to be recoverable. When assessing the recoverability the directors consider factors such as the ageing of debtors, past experience of recoverability, and the credit profile of individual customers. The carrying value of this provision is £148,550 (2022 - £18,790).

3
Turnover and other revenue
2023
2022
£
£
Turnover analysed by class of business
Rendering of services
10,058,854
8,993,403
MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
3
Turnover and other revenue
(Continued)
- 24 -
2023
2022
£
£
Turnover analysed by geographical market
UK
9,506,734
8,637,536
Europe
321,726
101,390
Other
230,394
254,477
10,058,854
8,993,403
2023
2022
£
£
Other revenue
Grants received
56,305
29,449

Grants income includes amounts of £56,305 (2022 - £24,713) received in relation to rates refunds from local authorities as well as education and skills apprenticeship grants and £nil (2022 - £4,736) in relation to the coronavirus job retention scheme.

4
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
2,000
2,500
Audit of the financial statements of the company's subsidiaries
17,000
17,000
19,000
19,500
For other services
Taxation compliance services
4,000
1,750
5
Employees

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

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
Direct
91
98
-
-
Administrative
74
58
-
-
Directors
5
5
5
5
Total
170
161
5
5
MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
5
Employees
(Continued)
- 25 -

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
6,575,865
6,034,918
-
0
-
0
Social security costs
686,471
-
-
-
Pension costs
128,063
-
0
-
0
-
0
7,390,399
6,034,918
-
0
-
0
6
Interest payable and similar expenses
2023
2022
£
£
Interest on bank overdrafts and loans
34,153
34,223
Interest on preference shares
127,577
75,000
Total finance costs
161,730
109,223
7
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
15,873
126,366
Adjustments in respect of prior periods
(833)
(2,793)
Total current tax
15,040
123,573
Deferred tax
Origination and reversal of timing differences
6,564
88,303
Total tax charge
21,604
211,876
MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
7
Taxation
(Continued)
- 26 -

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

2023
2022
£
£
(Loss)/profit before taxation
(385,841)
696,594
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 19.00% (2022: 19.00%)
(73,310)
132,353
Tax effect of expenses that are not deductible in determining taxable profit
283,774
121,853
Tax effect of income not taxable in determining taxable profit
(72,407)
(7,338)
Adjustments in respect of prior years
-
0
(2,793)
Effect of change in corporation tax rate
(7,699)
-
Group relief
35,007
-
0
Research and development tax credit
(146,329)
(119,918)
UK deferred tax expense relating to changes in tax rates or laws
2,568
52,279
Deferred tax expense from unrecognised tax loss or credit
-
0
32,645
Deferred tax expense from unrecognised temporary difference from a prior period
-
0
2,795
Taxation charge
21,604
211,876
8
Dividends
2023
2022
Recognised as distributions to equity holders:
£
£
Dividends paid
155,000
436,639

Dividends for the period were approved by shareholders before the year end and have therefore been recognised in the financial statements. At reporting date dividends of £40,000 were yet to be paid and are included within accruals.

MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 27 -
9
Intangible fixed assets
Group
Goodwill
Software development
Total
£
£
£
Cost
At 1 April 2022
4,519,586
836,768
5,356,354
Additions
-
0
329,983
329,983
At 31 March 2023
4,519,586
1,166,751
5,686,337
Amortisation and impairment
At 1 April 2022
1,054,570
221,761
1,276,331
Amortisation charged for the year
451,959
346,760
798,719
At 31 March 2023
1,506,529
568,521
2,075,050
Carrying amount
At 31 March 2023
3,013,057
598,230
3,611,287
At 31 March 2022
3,465,016
615,007
4,080,023
The company had no intangible fixed assets at 31 March 2023 or 31 March 2022.
10
Tangible fixed assets
Group
Property improvements
Fixtures and fittings
Computers
Total
£
£
£
£
Cost
At 1 April 2022
438,446
150,828
332,949
922,223
Additions
189,429
73,631
72,551
335,611
Disposals
-
0
-
0
(5,114)
(5,114)
Transfers
-
0
(1,857)
1,857
-
0
At 31 March 2023
627,875
222,602
402,243
1,252,720
Depreciation and impairment
At 1 April 2022
142,997
94,766
194,008
431,771
Depreciation charged in the year
59,306
16,058
70,184
145,548
Eliminated in respect of disposals
-
0
-
0
(1,842)
(1,842)
Transfers
-
0
(428)
428
-
0
At 31 March 2023
202,303
110,396
262,778
575,477
Carrying amount
At 31 March 2023
425,572
112,206
139,465
677,243
At 31 March 2022
295,449
56,062
138,941
490,452
The company had no tangible fixed assets at 31 March 2023 or 31 March 2022.
MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
10
Tangible fixed assets
(Continued)
- 28 -

The carrying value of land and buildings comprises:

Group
Company
2023
2022
2023
2022
£
£
£
£
Short leasehold
425,572
295,449
-
0
-
0
11
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
12
-
0
-
0
6,060,349
6,060,349
12
Subsidiaries

Details of the company's subsidiaries at 31 March 2023 are as follows:

Name of undertaking
Address
Class of
% Held
shares held
Direct
Mediaworks UK Limited
1
Ordinary
100.00
Mediaworks Leeds Ltd
1
Ordinary
75.00
Mediaworks Manchester Ltd
1
Ordinary
100.00
Mediaworks Scotland Ltd
2
Ordinary
100.00
MWI Agency Limited *
3
Ordinary
100.00

Registered office addresses (all UK unless otherwise indicated):

1
Floor 2 Honeycomb, The Watermark, Gateshead, Tyne And Wear, England, NE11 9SZ
2
39 1st Floor, 39 George Street, Edinburgh, Scotland, EH2 2HN
3
6th Floor, 2 Grand Canal Square, Dublin 2, Ireland

Subsidiary undertakings

The nature of all subsidiaries is the provision of the complete portfolio of digital marketing services.

* MWI Agency Limited ceased trading with effect from 31 October 2022, Results up to the date of cessation are included in these consolidated financial statements. The company was dissolved after the year end on 29 July 2023.

 

MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 29 -
13
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
2,155,220
2,163,152
-
0
-
0
Corporation tax recoverable
40,000
-
0
-
0
-
0
Other debtors
18,926
10,499
191,240
181,679
Prepayments and accrued income
293,246
271,056
-
0
3,334
2,507,392
2,444,707
191,240
185,013
14
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans
16
293,204
563,784
293,204
563,784
Trade creditors
352,283
492,424
10,146
3,000
Amounts owed to group undertakings
-
0
-
0
659,523
500,795
Corporation tax payable
16,031
122,406
-
0
-
0
Other taxation and social security
1,044,244
700,699
-
-
Other creditors
143,374
143,380
-
0
-
0
Accruals and deferred income
1,881,743
1,800,523
470,625
334,579
3,730,879
3,823,216
1,433,498
1,402,158
15
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Bank loans
16
257,229
279,161
257,229
279,161
Other borrowings
16
1,500,000
1,500,000
1,500,000
1,500,000
1,757,229
1,779,161
1,757,229
1,779,161
MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 30 -
16
Loans and overdrafts
Group
Company
2023
2022
2023
2022
£
£
£
£
Bank loans
550,433
842,945
550,433
842,945
Preference shares
1,500,000
1,500,000
1,500,000
1,500,000
2,050,433
2,342,945
2,050,433
2,342,945
Payable within one year
293,204
563,784
293,204
563,784
Payable after one year
1,757,229
1,779,161
1,757,229
1,779,161

Bank loans are secured by a debenture over the parent company and each of the subsidiary undertakings. The loans attract a marginal interest rate of 2.75% above the Bank of England base rate and are repayable over equal instalments until September 2024.

 

Yorkshire Bank hold a fixed and floating charge over the assets of the company along with a cross guarantee with Mediaworks Holdings and group companies, securing the group's borrowings.

 

The preference shares are redeemable at the option of the company and bear a fixed cumulative dividend of 10% calculated annually.

17
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
2023
2022
Group
£
£
Accelerated capital allowances
229,125
222,561
The company has no deferred tax assets or liabilities.
Group
Company
2023
2023
Movements in the year:
£
£
Liability at 1 April 2022
222,561
-
Charge to profit or loss
6,564
-
Liability at 31 March 2023
229,125
-
MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 31 -
18
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
128,063
216,419

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.

 

Contributions totalling £29,313 (2022 - £22,964) were payable to the scheme at the end of the year and are included in creditors.

19
Share-based payment transactions

The parent company operates an EMI share option plan.

 

The participating employees in the subsidiary company, Mediaworks UK Limited, have been granted options to acquire Ordinary D 1p shares in the parent company at an exercise prices of 13p-27p per share. The options can only be exercised once specific criteria are met, and are subject to the terms stipulated in the EMI share option contract.

 

During the year 101,648 options were granted and 36,177 lapsed.

 

At the year end there have been 317,825 (2022 - 252,354) options granted to acquire Ordinary D 1p shares, which are yet to vest. The weighted average exercise price of options at year end was 17p (2022 - 13p).

20
Share capital
Group and company
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
2,647,059
2,647,059
2,647,059
2,647,059
Ordinary A of 1p each
176,471
176,471
1,765
1,765
Ordinary B of 1p each
176,471
176,471
1,765
1,765
Ordinary C of 1p each
176,471
176,471
1,765
1,765
Ordinary D of 1p each
352,941
352,941
3,529
3,529
3,529,413
3,529,413
2,655,883
2,655,883

Rights, preferences, and restrictions.

The ordinary, A, B, C, and D ordinary shares rank pari passu.

MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 32 -
21
Operating lease commitments
Lessee

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
2023
2022
2023
2022
£
£
£
£
Within one year
233,066
114,084
-
-
Between two and five years
661,386
477,138
-
-
In over five years
57,308
194,846
-
-
951,760
786,068
-
-
22
Related party transactions
Transactions with related parties

During the year the group entered into the following transactions with related parties:

Sales
Sales
Purchases
Purchases
2023
2022
2023
2022
£
£
£
£
Group
Other related parties
33,040
30,400
8,125
106,154

The following amounts were outstanding at the reporting end date:

Amounts due to related parties
2023
2022
£
£
Group
Other related parties
9,750
2,160

The following amounts were outstanding at the reporting end date:

Amounts due from related parties
2023
2022
Balance
Balance
£
£
Group
Other related parties
1,055
1,984
23
Controlling party

B C Jacobson is the controlling party by virtue of his interest in the issued share capital of the parent company.

MEDIAWORKS HOLDINGS LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2023
- 33 -
24
Cash generated from group operations
2023
2022
£
£
(Loss)/profit for the year after tax
(407,445)
484,718
Adjustments for:
Taxation charged
21,604
211,876
Finance costs
161,730
109,223
Gain on disposal of tangible fixed assets
(566)
(1,744)
Amortisation and impairment of intangible assets
798,719
671,980
Depreciation and impairment of tangible fixed assets
145,548
107,183
Movements in working capital:
Increase in debtors
(22,685)
(799,438)
Increase in creditors
284,618
1,041,309
Cash generated from operations
981,523
1,825,107
25
Analysis of changes in net debt - group
1 April 2022
Cash flows
31 March 2023
£
£
£
Cash at bank and in hand
1,819,173
(450,890)
1,368,283
Borrowings excluding overdrafts
(2,342,945)
292,512
(2,050,433)
(523,772)
(158,378)
(682,150)
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