Caseware UK (AP4) 2022.0.179 2022.0.179 6falsetruetruetruetrue2022-05-01falseHolding company6 08037404 2022-05-01 2023-04-30 08037404 2021-05-01 2022-04-30 08037404 2023-04-30 08037404 2022-04-30 08037404 2021-05-01 08037404 c:Exceptional 2022-05-01 2023-04-30 08037404 c:Exceptional 2021-05-01 2022-04-30 08037404 d:Director1 2022-05-01 2023-04-30 08037404 d:Director2 2022-05-01 2023-04-30 08037404 d:Director3 2022-05-01 2023-04-30 08037404 d:Director4 2022-05-01 2023-04-30 08037404 d:Director6 2022-05-01 2023-04-30 08037404 d:RegisteredOffice 2022-05-01 2023-04-30 08037404 d:Agent1 2022-05-01 2023-04-30 08037404 c:Goodwill 2022-05-01 2023-04-30 08037404 c:Goodwill 2023-04-30 08037404 c:Goodwill 2022-04-30 08037404 c:CurrentFinancialInstruments 2023-04-30 08037404 c:CurrentFinancialInstruments 2022-04-30 08037404 c:Non-currentFinancialInstruments 2023-04-30 08037404 c:Non-currentFinancialInstruments 2022-04-30 08037404 c:CurrentFinancialInstruments c:WithinOneYear 2023-04-30 08037404 c:CurrentFinancialInstruments c:WithinOneYear 2022-04-30 08037404 c:Non-currentFinancialInstruments c:AfterOneYear 2023-04-30 08037404 c:Non-currentFinancialInstruments c:AfterOneYear 2022-04-30 08037404 c:UKTax 2022-05-01 2023-04-30 08037404 c:UKTax 2021-05-01 2022-04-30 08037404 c:ShareCapital 2022-05-01 2023-04-30 08037404 c:ShareCapital 2023-04-30 08037404 c:ShareCapital 2021-05-01 2022-04-30 08037404 c:ShareCapital 2022-04-30 08037404 c:ShareCapital 2021-05-01 08037404 c:SharePremium 2022-05-01 2023-04-30 08037404 c:SharePremium 2023-04-30 08037404 c:SharePremium 2021-05-01 2022-04-30 08037404 c:SharePremium 2022-04-30 08037404 c:SharePremium 2021-05-01 08037404 c:RetainedEarningsAccumulatedLosses 2022-05-01 2023-04-30 08037404 c:RetainedEarningsAccumulatedLosses 2023-04-30 08037404 c:RetainedEarningsAccumulatedLosses 2021-05-01 2022-04-30 08037404 c:RetainedEarningsAccumulatedLosses 2022-04-30 08037404 c:RetainedEarningsAccumulatedLosses 2021-05-01 08037404 d:OrdinaryShareClass1 2022-05-01 2023-04-30 08037404 d:OrdinaryShareClass1 2023-04-30 08037404 d:OrdinaryShareClass1 2022-04-30 08037404 d:FRS102 2022-05-01 2023-04-30 08037404 d:Audited 2022-05-01 2023-04-30 08037404 d:FullAccounts 2022-05-01 2023-04-30 08037404 d:PrivateLimitedCompanyLtd 2022-05-01 2023-04-30 08037404 c:Subsidiary1 2022-05-01 2023-04-30 08037404 c:Subsidiary1 1 2022-05-01 2023-04-30 08037404 c:Subsidiary2 2022-05-01 2023-04-30 08037404 c:Subsidiary2 1 2022-05-01 2023-04-30 08037404 c:Subsidiary3 2022-05-01 2023-04-30 08037404 c:Subsidiary3 1 2022-05-01 2023-04-30 08037404 c:Subsidiary4 2022-05-01 2023-04-30 08037404 c:Subsidiary4 1 2022-05-01 2023-04-30 08037404 c:Subsidiary5 2022-05-01 2023-04-30 08037404 c:Subsidiary5 1 2022-05-01 2023-04-30 08037404 c:Subsidiary6 2022-05-01 2023-04-30 08037404 c:Subsidiary6 1 2022-05-01 2023-04-30 08037404 c:Subsidiary7 2022-05-01 2023-04-30 08037404 c:Subsidiary7 1 2022-05-01 2023-04-30 08037404 c:Subsidiary8 2022-05-01 2023-04-30 08037404 c:Subsidiary8 1 2022-05-01 2023-04-30 08037404 c:WithinOneYear 2023-04-30 08037404 c:WithinOneYear 2022-04-30 08037404 c:BetweenOneFiveYears 2023-04-30 08037404 c:BetweenOneFiveYears 2022-04-30 08037404 2 2022-05-01 2023-04-30 08037404 4 2022-05-01 2023-04-30 08037404 6 2022-05-01 2023-04-30 08037404 c:Goodwill c:OwnedIntangibleAssets 2022-05-01 2023-04-30 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 08037404









Once Upon A Time London Ltd









Annual Report and Financial Statements

For the Year Ended 30 April 2023

 
Once Upon A Time London Ltd
 
 
Company Information


Directors
G R Norfolk 
R D Ward 
J E Garton 
D A Charlton 
D E Miller 




Registered number
08037404



Registered office
17 Bowling Green Lane
Clerkenwell

London

EC1R 0QH




Independent auditors
Hurst Accountants Limited
Chartered Accountants & Statutory Auditors

Lancashire Gate

21 Tiviot Dale

Stockport

SK1 1TD




Bankers
Barclays Bank Plc
PO Box 299

Birmingham

B1 3PF




Solicitors
Osborne Clarke
2 Temple Back East

Temple Quay

Bristol

BS1 6EG





 
Once Upon A Time London Ltd
 

Contents



Page
Strategic Report
 
1 - 2
Directors' Report
 
3 - 4
Independent Auditors' Report
 
5 - 8
Statement of Comprehensive Income
 
9
Balance Sheet
 
10
Statement of Changes in Equity
 
11
Notes to the Financial Statements
 
12 - 28


 
Once Upon A Time London Ltd
 
 
Strategic Report
For the Year Ended 30 April 2023

Introduction
 
The directors present their Strategic Report and financial statements for the year ended 30 April 2023.

Business review
 
The principal activity of the Company continued to be that of a holding company of its subsidiary undertakings which are integrated to form a full-service marketing agency.  The directors are satisified with the performance of the Company's subsidiary undertakings in the year, and expect overall trading performance of the subsidiaries to continue to grow in 2023/24. The Company's profit for the year, after taxation, amounted to £7,828k (2022: £42k loss).
Dividends totalling £12m (2022: £2.5m) were received from trading subsidiaries during the year, whilst administrative expenses (including exceptional items) increased by £1.7m, from £2.7m to £4.4m. The increase mainly relates to a £1.2m provision being made by the Company against a loan balance owed by a group entity.
Net current liabilities have increased from £22m to £25m year on year, mainly in relation to costs paid by group undertakings on behalf of the Company, and dividends payable to the parent company (Once Upon a Time Global Limited).
The group headed by the parent company, Once Upon a Time Global Ltd, achieved EBITDAE (Earnings before Interest, Tax, Depreciation, Amortisation and items identified by management as Exceptional) totalling £7.0m (2022: £5.4m).

Principal risks and uncertainties
 
Funding and liquidity
The objective is to ensure continuity of funding and cash levels are sufficient to meet the ongoing needs of the business. The policy is to smooth the cash management of the business and to arrange funding ahead of requirements, should it be needed.
Major disruption/disaster risk
The Company and the Group, headed by Once Upon a Time Global Ltd, has a formal business continuity contingency plan which is reviewed regularly.  This was successfully implemented in response to the Covid-19 pandemic.
Control environment
The Company has formal authority limits for all key decisions and clear administration procedures for the timely reporting of critical business information.
Funding risk
The Group, headed by Once Upon a Time Global Ltd, finances its operations by a combination of debt, equity, leases and working capital. The Group undertakes short term cash forecasting to monitor its expected cash flows against its cash availability, finance facilities and financial obligations. The Group also undertakes longer term cash forecasting to monitor its expected funding requirements in order to meet its current business plan, in the context of its existing facilities and to identify and requirement for future funding facilities. The Group also maintains an active dialogue with a wide range of finance providers in order to ensure that it is aware of all possible sources of finance when it is assessing the availability and cost of providing for the funding requirements in the current business plan.

Financial key performance indicators
 
The Company does not have any formal KPI's as it is a holding company.

Page 1

 
Once Upon A Time London Ltd
 

Strategic Report (continued)
For the Year Ended 30 April 2023


This report was approved by the board and signed on its behalf.


D E Miller
Director

Date: 5 October 2023

Page 2

 
Once Upon A Time London Ltd
 
 
 
Directors' Report
For the Year Ended 30 April 2023

The directors present their report and the financial statements for the year ended 30 April 2023.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 of the profit or loss of the Company for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

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 transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Results and dividends

The profit for the year, after taxation, amounted to £7,827,903 (2022 -loss £41,950).

The directors do not recommend the payment of a final dividend.

Directors

The directors who served during the year were:

G R Norfolk 
R D Ward 
J E Garton 
D A Charlton 
D E Miller 

Future developments

The principal activity of the Company will continue to be that of a holding company of its subsidiary undertakings, which are integrated to form a full-service marketing agency.

Financial instruments

The Strategic Report includes an indication of the Company's financial risk management objectives and policies, and the Company's exposure to risks.

Page 3

 
Once Upon A Time London Ltd
 
 
 
Directors' Report (continued)
For the Year Ended 30 April 2023

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Post balance sheet events

There have been no significant events affecting the Company since the year end. 

Auditors

The auditorsHurst Accountants Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 


D E Miller
Director

Date: 5 October 2023

Page 4

 
Once Upon A Time London Ltd
 
 
 
Independent Auditors' Report to the Members of Once Upon A Time London Ltd
 

Opinion


We have audited the financial statements of Once Upon A Time London Ltd (the 'Company') for the year ended 30 April 2023, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 Company's affairs as at 30 April 2023 and of its profit 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 Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 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 Auditors' 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.


Page 5

 
Once Upon A Time London Ltd
 
 
 
Independent Auditors' Report to the Members of Once Upon A Time London Ltd (continued)


Opinion 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 Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its 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:


adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the 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 Directors' Responsibilities Statement set out on page 3, 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 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 Company or to cease operations, or have no realistic alternative but to do so.


Page 6

 
Once Upon A Time London Ltd
 
 
 
Independent Auditors' Report to the Members of Once Upon A Time London Ltd (continued)


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 an Auditors' 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.


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

Identifying and assessing potential risks related to irregularities
In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:
• The nature of the industry and sector in which the company operates; the control environment and business     performance including key drivers for directors' remuneration, bonus levels and performance targets.
• The outcome of enquiries of local management and parent company management, including whether management    was aware of any instances of non-compliance with laws and regulations, and whether management had knowledge   of any actual, suspected, or alleged fraud. 
• Supporting documentation relating to the Company's policies and procedures for:
    - Identifying, evaluating, and complying with laws and regulations
    - Detecting and responding to the risks of fraud
• The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations.
• The outcome of discussions amongst the engagement team regarding how and where fraud might occur in the    financial statements and any potential indicators of fraud.
• The legal and regulatory framework in which the Company operates, particularly those laws and regulations which    have a direct effect on the financial statements, such as the Companies Act 2006, pensions and tax legislation, or    which had a fundamental effect on the operations of the Company, including General Data Protection requirements,   and Anti-bribery and Corruption.
Audit response to risks identified
Our procedures to respond to the risks identified included the following:
• Reviewing the financial statements disclosures and testing to supporting documentation to assess compliance with    the provisions of those relevant laws and regulations which have a direct effect on the financial statements.
• Discussions with management, including consideration of known or suspected instances of non-compliance with laws  and regulations and fraud.
• Evaluation of the operating effectiveness of management’s controls designed to prevent and detect irregularities.
• Enquiring of management about any actual and potential litigation and claims.
• Performing analytical procedures to identify any unusual or unexpected relationships which may indicate risks of    material misstatement due to fraud.
 
Page 7

 
Once Upon A Time London Ltd
 
 
 
Independent Auditors' Report to the Members of Once Upon A Time London Ltd (continued)


We have also considered the risk of fraud through management override of controls by:
• Testing the appropriateness of journal entries and other adjustments. We have used data analytics software to    identify accounting transactions which may pose a heightened risk of material misstatement, whether due to fraud or   error.
• Challenging assumptions made by management in their significant accounting estimates, and assessing whether the    judgements made in making accounting estimates are indicative of a potential bias; and
• Evaluating the business rationale of any significant transactions that are unusual or outside the normal course of    business.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
There are inherent limitations in the audit procedures described above, and the further removed non-compliance with laws and regulations are from the events and transactions reflected in the financial statements, the less likely we would become aware of them.  Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.


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 Auditors' 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 2006Our 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 Auditors' 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.


Helen Besant-Roberts (Senior Statutory Auditor)
for and on behalf of
Hurst Accountants Limited
Chartered Accountants
Statutory Auditors
Lancashire Gate
21 Tiviot Dale
Stockport
SK1 1TD

5 October 2023
Page 8

 
Once Upon A Time London Ltd
 
 
Statement of Comprehensive Income
For the Year Ended 30 April 2023

2023
2022
Note
£
£

  

Administrative expenses
  
(3,150,493)
(2,518,316)

Exceptional administrative expenses
 14 
(1,238,219)
(186,828)

Other operating income
 4 
194,131
140,819

Operating loss
 5 
(4,194,581)
(2,564,325)

Income from shares in group undertakings
 9 
12,000,000
2,500,000

Interest receivable and similar income
 10 
92,479
85,710

Interest payable and similar expenses
 11 
(69,995)
(63,335)

Profit/(loss) before tax
  
7,827,903
(41,950)

Tax on profit/(loss)
 12 
-
-

Profit/(loss) for the financial year
  
7,827,903
(41,950)

There was no other comprehensive income for 2023 (2022:£NIL).

The notes on pages 12 to 28 form part of these financial statements.

Page 9

 
Once Upon A Time London Ltd
Registered number: 08037404

Balance Sheet
As at 30 April 2023

2023
2022
Note
£
£

Fixed assets
  

Intangible assets
 15 
559,121
664,082

Investments
 16 
27,066,615
26,045,594

  
27,625,736
26,709,676

Current assets
  

Debtors: amounts falling due within one year
 17 
6,817,709
2,851,911

Cash at bank and in hand
 18 
269,823
1,082

  
7,087,532
2,852,993

Creditors: amounts falling due within one year
 19 
(32,084,536)
(24,992,320)

Net current liabilities
  
 
 
(24,997,004)
 
 
(22,139,327)

Total assets less current liabilities
  
2,628,732
4,570,349

Creditors: amounts falling due after more than one year
 20 
(2,482,088)
(4,251,608)

  

Net assets
  
146,644
318,741


Capital and reserves
  

Called up share capital 
 22 
2,235
2,235

Share premium account
 23 
3,001,769
3,001,769

Profit and loss account
 23 
(2,857,360)
(2,685,263)

  
146,644
318,741


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

D E Miller
Director

Date: 5 October 2023

The notes on pages 12 to 28 form part of these financial statements.

Page 10

 
Once Upon A Time London Ltd
 

Statement of Changes in Equity
For the Year Ended 30 April 2023


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 May 2022
2,235
3,001,769
(2,685,263)
318,741


Comprehensive deficit for the year

Profit for the year
-
-
7,827,903
7,827,903
Total comprehensive deficit for the year
-
-
7,827,903
7,827,903


Contributions by and distributions to owners

Dividends: Equity capital
-
-
(8,000,000)
(8,000,000)


At 30 April 2023
2,235
3,001,769
(2,857,360)
146,644


The notes on pages 12 to 28 form part of these financial statements.


Statement of Changes in Equity
For the Year Ended 30 April 2022


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 May 2021
2,235
3,001,769
(2,643,313)
360,691


Comprehensive deficit for the year

Loss for the year
-
-
(41,950)
(41,950)
Total comprehensive deficit for the year
-
-
(41,950)
(41,950)


At 30 April 2022
2,235
3,001,769
(2,685,263)
318,741


The notes on pages 12 to 28 form part of these financial statements.

Page 11

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

1.


General information

Once Upon a Time London Ltd is a private company limited by share capital and incorporated in England. The address of the registered office and principal place of business is 17 Bowling Green Lane, Clerkenwell, London, EC1R 0QH. The Company's registered number is 08037404.
The principal activity of the Company during the period was that of a holding company.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Once Upon a Time Global Ltd as at 30 April 2023 and these financial statements may be obtained from Companies House.

 
2.3

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

Page 12

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

2.Accounting policies (continued)

 
2.4

Going concern

The financial statements have been prepared on a going concern basis. The following paragraphs set out the basis on which the directors have reached their conclusion.
The Company had net assets of £146,644 (2022: £318,741), net current liabilities of £24,997,004 (2022: £22,139,327) and a deficit on retained earnings of £2,857,360 (2022: £2,685,263) at 30 April 2023. The Company is funded by a mixture of share capital, intercompany and shareholder loans and the group's finance facility. There are no plans in the short term for the intercompany loans to be repaid to subsidiaries. In the longer term, the subsidiaries will remit dividends to the Company in order to pay down these loans. 
Therefore, the Company financial statements have been prepared on a going concern basis.

 
2.5

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.

 
2.6

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.7

Government grants

Grants of a revenue nature are recognised in the Statement of Comprehensive Income in the same period as the related expenditure.

 
2.8

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Page 13

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

2.Accounting policies (continued)

 
2.9

Finance costs

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

 
2.10

Borrowing costs

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

 
2.11

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.12

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

 
2.13

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.

Page 14

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

2.Accounting policies (continued)

 
2.14

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Statement of Comprehensive Income over its useful economic life.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

  
2.15

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purpose of assessing impairment, assets are grouped at the lowest levels for which they are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior perods may no longer exist or may have decreased.

 
2.16

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.17

Debtors

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

 
2.18

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. 

 
2.19

Creditors

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

Page 15

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

2.Accounting policies (continued)

 
2.20

Financial instruments

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

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received.

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

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. 

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

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

 
2.21

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

Page 16

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The judgements and estimates that have the most significant effect on the carrying value of assets and liabilities of the Company as at 30 April 2023 are discussed below:
Key sources of estimation uncertainty:
Carrying value of investments
The Directors review the carrying value of investments on an ongoing basis to ascertain whether there are any indicators of impairment. The carrying value of investments at 30 April 2023 was £27,066,615 (2022: £26,045,594).
Key judgements:
Contingent consideration
Where the measurement of an investment involves the future performance of a business to be considered, management must exercise judgement and form a view of the probable outcome at the measurement points.


4.


Other operating income

2023
2022
£
£

Other operating income
194,131
134,536

Government grants receivable
-
6,283

194,131
140,819



5.


Operating loss

The operating loss is stated after charging/(crediting):

2023
2022
£
£

Amortisation of intangible assets, including goodwill
104,961
105,025

Exchange differences
23,770
(93,307)

Other operating lease rentals
535,709
413,742

Page 17

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

6.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:


2023
2022
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements

3,450
2,625

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.


7.


Employees

Staff costs, including directors' remuneration, were as follows:


2023
2022
£
£

Wages and salaries
1,820,719
1,160,174

Social security costs
271,123
116,942

Cost of defined contribution scheme
5,127
1,981

2,096,969
1,279,097


The average monthly number of employees, including the directors, during the year was as follows:


        2023
        2022
            No.
            No.







Directors
4
4



Management
2
2

6
6

Page 18

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

8.


Directors' remuneration

2023
2022
£
£

Directors' emoluments
1,713,194
1,014,100

Company contributions to defined contribution pension schemes
1,321
1,321

1,714,515
1,015,421


During the year retirement benefits were accruing to 1 director (2022 -1) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £679,404 (2022 -£283,000).

The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £NIL (2022 -£NIL).

In July 2020, the parent company Once Upon a Time Global Ltd granted EMI share options in respect of 6,512 Ordinary shares to certain directors of the Company.
In July 2022, the parent company Once Upon a Time Global Ltd granted EMI share options in respect of 1,000 Ordinary shares to certain directors of the Company.
None of the options had been exercised at the balance sheet date. The fair value of the options has been assessed and no equity-settled share based payment expense has been accounted for on the basis that the expense would be immaterial.


9.


Income from investments

2023
2022
£
£



Income from investments in group companies
12,000,000
2,500,000



10.


Interest receivable

2023
2022
£
£


Interest receivable from group companies
92,479
85,710

Page 19

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

11.


Interest payable and similar expenses

2023
2022
£
£


Other interest payable
69,995
63,335


12.


Taxation


2023
2022
£
£



Current tax on losses for the year
-
-


Total current tax
-
-

Deferred tax

Total deferred tax
-
-


Taxation on profit on ordinary activities
-
-

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2022 -higher than) the standard rate of corporation tax in the UK of 25% (2022 -19%). The differences are explained below:

2023
2022
£
£


Profit/(loss) on ordinary activities before tax
7,827,903
(41,950)


Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2022 -19%)
1,956,976
(7,971)

Effects of:


Non-tax deductible amortisation of goodwill and impairment
26,240
19,955

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
422,012
93,533

Dividends from UK companies
(3,000,000)
(475,000)

Unrelieved tax losses carried forward
-
369,483

Group relief
594,772
-

Total tax charge for the year
-
-

Page 20

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023
 
12.Taxation (continued)


Factors that may affect future tax charges

The Company has losses available to offset against future corporation tax liabilities, subject to HMRC approval, of £3,560,000 (2022: £3,570,000). A deferred tax asset has not been recognised due to uncertainty regarding the timing of recognition of profits.


13.


Dividends

2023
2022
£
£


Dividends
8,000,000
-


14.


Exceptional administrative expenses

2023
2022
£
£


Refinancing and restructuring
-
81,135

Dilapidations and lease agreement costs
-
86,943

Impairment of intercompany debtors
1,238,219
-

1,238,219
168,078

An impairment of £1,238,219 has been incurred during the year ended 30 April 2023, in relation to a debtor balance owed be an overseas subsidiary.
Costs were incurred in the prior year ended 30 April 2022 in relation to:
- The amendment of the group's debt facilities and further restructuring of the Once Upon a Time group. 
- Dilapidations (following exercise of a break clause), and new property lease agreement costs.

Page 21

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

15.


Intangible assets




Goodwill

£



Cost


At 1 May 2022
1,049,611



At 30 April 2023

1,049,611



Amortisation


At 1 May 2022
385,529


Charge for the year on owned assets
104,961



At 30 April 2023

490,490



Net book value



At 30 April 2023
559,121



At 30 April 2022
664,082


Toucan Sales Promotion Ltd
On 2 November 2017, the entire share capital of Toucan Sales Promotion Limited was acquired by the Company. On 1 August 2018, the trade was transferred to its fellow subsidiary, Once Upon a Time Marketing Limited. This transfer of trade resulted in an apparent overvaluation of investments held in the Company's books, though there was no overall loss to the Group. In these circumstances, the apparent dimunition in value of the investment can instead be reallocated to goodwill. The effect on the Company's balance sheet of this was to recognise goodwill of £285,881. Since then, adjustments to the contingent consideration resulted in an increase of the goodwill cost to £305,449.
No impairment losses on goodwill have been recognised in profit or loss during the period and the goodwill has a remaining amortisation period of 5 years and 3 months.
Impact Displays (UK) Limited
On 4 October 2018, the entire share capital of Impact Displays (UK) Limited was acquired by the Company. Upon acquisition, Impact Displays (UK) Limited's trade was immediately transferred to its fellow subsidiary, Once Upon a Time Marketing Limited. This transfer of trade resulted in an apparent overvaluation of investments held in the Company's books, though there has been no overall loss to the Group. In these circumstances, the apparent diminution in value of the investment can instead be reallocated to goodwill. The effect on the Company's balance sheet of this was to recognise goodwill of £801,999. Since then, adjustments to the contingent consideration resulted in a decrease of the goodwill cost to £744,162.
No impairment losses have been recognised in profit or loss during the period and the goodwill has a remaining amortisation period of 5 years and 5 months.


Page 22

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

16.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 May 2022
26,045,594


Additions
115,008


Adjustments to contingent consideration
906,013



At 30 April 2023
27,066,615




At the year-end, management assessed that the value of the contingent consideration associated with the acquisition of Once Upon a Time Activation Limited (formerly Storm DFX Limited) was £409,147 lower than assessed at 1 May 2022.
At the year-end, management also assessed that the value of the contingent consideration associated with the acquisition of Once Upon a Time Content Limted (formerly The Special Treats Production Company Limited) was £1,315,159 higher than assessed at 1 May 2022.
Additional acquisition costs totalling £115,008 were capitalised during the year ended 30 April 2023 in relation to the prior year acquisition of Once Upon a Time Content Limited.

Page 23

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Principal activity

Class of shares

Holding

Once Upon a Time Marketing Limited
Marketing agency
Ordinary
100%
Once Upon a Time Music Limited
Integrated project management for the music and film industries
Ordinary
100%
Once Upon a Time Media Limited
Media planning and buying
Ordinary
100%
Once Upon a Time United States, Inc.
Intermediate holding company
Ordinary
100%
*Once Upon a Time Hospitality, Inc. (formerly IdeaWork Studios, Inc.)
Branding and digital marketing agency
Ordinary
100%
Once Upon a Time Activation Limited (formerly StormDFX Limited)
Retail marketing agency
Ordinary
100%
Once Upon a Time Content Limited (formerly The Special Treats Production Company Limited)
Creative content and production company
Ordinary
100%
Once Upon a Time Trustee Limited
Dormant corporate trustee
Ordinary
100%

* Once Upon a Time Hospitality, Inc. is directly owned by Once Upon a Time United States, Inc.
The registered office of Once Upon a Time Marketing Limited, Once Upon a Time Music Limited and Once Upon a Time Media Limited is 17 Bowling Green Lane, Clerkenwell, London, EC1R 0BU.
The registered office of Once Upon a Time Activation Limited (formerly StormDFX) Limited is 1 Key Point, Keys Road, Nixs Hill Industrial Estate, Alfreton, Derbyshire, DE55 7FQ.
The registered office of Once Upon a Time Content Limited (formerly The Special Treats Production Company Limited) is Lower Ground Floor, Grafton House, 2 & 3 Golden Square, London, W1F 9HR.
Once Upon a Time United States, Inc. and Once Upon a Time Hospitality, Inc. are incorporated in the United States of America and their registered office is at Corporation Trust Center, 1209 Orange Street in the City of Wilmington 19801, County of New Castle, State of Delaware.


17.


Debtors

2023
2022
£
£


Amounts owed by group undertakings
6,324,981
2,556,634

Other debtors
378,146
275,511

Prepayments and accrued income
114,582
19,766

6,817,709
2,851,911


Page 24

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

18.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
269,823
1,082



19.


Creditors: Amounts falling due within one year

2023
2022
£
£

Other loans
450,000
450,000

Trade creditors
95,656
225,543

Amounts owed to group undertakings
27,680,825
21,364,430

Other taxation and social security
516,370
324,099

Other creditors
2,661,554
2,026,193

Accruals and deferred income
680,131
602,055

32,084,536
24,992,320



20.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Other creditors
2,482,088
4,251,608



21.


Loans


Analysis of the maturity of loans is given below:


2023
2022
£
£

Amounts falling due within one year

Other loans
450,000
450,000





Other loans are unsecured.  Interest accrues at 10% per annum and is payable on repayment of the principal amount of the loans.  The loans are repayable on demand following the date falling 2 years from the date of the agreements and, at the latest, the date falling 5 years from the date of the agreements.

Page 25

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

22.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



223,471 (2022 -223,471) Ordinary shares of £0.01 each
2,235
2,235



23.


Reserves

Share premium account
The share premium account includes any premium received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.
Profit and loss account
The profit and loss account includes all current prior period retained profits and losses, net of dividends.


24.


Contingent liabilities

A charge was registered in December 2019 in favour of Toscafund GP Limited as security trustee for the secured parties (the 'secured agent') in relation to a Facilities Agreement made with the parent company. The Company is party to a security deed of accession, supplemental to a debenture between the parent company and the security agent. Under the deed, there is a fixed charge, floating charge (covering all property of the Company) and a negative pledge. The liability outstanding on the ultimate parent company's debt facility at 30 April 2023 was £16,810,000 (2022: £15,837,000).
A charge was also registered in December 2019 in favour of Calculus Nominees Limited as security for £2,000,000 guaranteed fixed rate loan notes issued by the parent company. The Company is party to a deed of accession, supplemental to a debenture between the ultimate parent company and Calculus Nominees Limited. Under the deed, there is a fixed charge and a floating charge (covering all property of the Company).


25.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £5,127 (2022: £1,981). Contributions totalling £nil (2022: £nil) were payable to the fund at the balance sheet date and are included in creditors.

Page 26

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

26.


Commitments under operating leases

At 30 April 2023 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2023
2022
£
£


Not later than 1 year
655,970
382,649

Later than 1 year and not later than 5 years
1,585,261
2,241,231

2,241,231
2,623,880


27.


Transactions with directors

Amounts advanced to directors during the year ended 30 April 2023 totalled £466,041 and these amounts were repaid such that no balances were outstanding at the year-end. The loans were interest-free and repayable on demand.

Balance brought forward at 1 May 2022
Amounts advanced during the year
Amounts repaid during the year
Balance carried forward at 30 April 2023
        £
        £
        £
        £
Director 1

-

188,438

(188,438)
 
-
 
Director 2

-

35,809

(35,809)
 
-
 
Director 3

-

241,894

(241,894)
 
-
 

-

466,141

(466,141)
 
-
 


28.


Related party transactions

The Company has taken advantages of the exemption in FRS 102 not to disclose transactions entered into between two or more members of a group whereby the subsidiary that is a party to the transaction is wholly owned by a member.
The directors of the Company are considered to be the key management personnel. Details of directors' remuneration are provided in note 8.
The following balances are outstanding with directors at the balance sheet date:


2023
2022
£
£

Loans from directors (included in Other loans)
450,000
450,000
Accrued interest (included in Accruals and deferred income)
285,629
215,635

Page 27

 
Once Upon A Time London Ltd
 
 
 
Notes to the Financial Statements
For the Year Ended 30 April 2023

29.


Controlling party

The Company's parent undertaking is Once Upon a Time Global Ltd (registered number 12329089), a company incorporated in England. Consolidated financial statements are prepared for Once Upon a Time Global Ltd and are available from Companies House.
There is no overall controlling party.
 
The Company is exempt from the obligation to prepare and deliver consolidated group accounts, under s.400 of Companies Act 2006.

 
Page 28