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Registration number: 03421573

Ebac Group Limited

Annual Report and Financial Statements

for the Year Ended 31 December 2021

 

Ebac Group Limited

Contents

Company Information

1

Strategic Report

2

Directors' Report

3 to 4

Statement of Directors' Responsibilities

5

Independent Auditor's Report

6 to 8

Income Statement

9

Statement of Financial Position

10

Statement of Changes in Equity

11

Notes to the Financial Statements

12 to 21

 

Ebac Group Limited

Company Information

Directors

J M Elliott MBE

Mrs M R Elliott

J C Laverick

Ms A Hird

Company secretary

Ms A Hird

Registered office

Ketton Way
Aycliffe Industrial Park
Newton Aycliffe
County Durham
DL5 6SQ

Auditor

Azets Audit Services
Chartered Accountants & Statutory Auditor
Bulman House
Regent Centre
Gosforth
Newcastle upon Tyne
NE3 3LS

 

Ebac Group Limited

Strategic Report for the Year Ended 31 December 2021

The directors present their strategic report for the year ended 31 December 2021.

Principal activity

The principal activity of the company is that of a holding company.

Fair review of the business

During the year the company incurred a small amount of bank charges and interest on amounts due to group undertakings. Income consisted of interest received on amounts due from group undertakings.

Principal risks and uncertainties

The company continues to monitor the impact of increased inflation levels on the economy and has a business plan in place to ensure we minimise the impact on both our customers and employees.

Approved and authorised for issue by the Board on 12 October 2023 and signed on its behalf by:
 

.........................................
J M Elliott MBE
Director

 

Ebac Group Limited

Directors' Report for the Year Ended 31 December 2021

The directors present their report and the financial statements for the year ended 31 December 2021.

Directors of the company

The directors who held office during the year were as follows:

J M Elliott MBE

Mrs M R Elliott

J C Laverick

G Currie (resigned 8 July 2022)

Ms A Hird - Company secretary and director

Financial instruments

Objectives and policies

The company finances its activities with a combination of cash and amounts due to group undertakings. Other financial assets and liabilities arise directly from the company's operating activities.

Future developments

The company holds investments in a number of UK and overseas companies. The companies in which the investments are held were assessed for impairment at the year end. The directors expect the investments to perform well in the future.

Going concern

The financial statements have been prepared on a going concern basis. As at 31 December 2021 the company reported net current liabilities of £5,361,713 (excluding non-current debtors) including amounts due to group undertakings of £9,241,912 and net assets of £4,261,599. The company meets its day to day working capital requirements through intercompany funding and has received a letter of support indicating that group undertakings will not seek repayment of the amounts due to them until such time as the company has the funds available to make such repayments and that the parent company will continue to provide support for a period of at least 12 months from the date these financial statements are signed.

A cross guarantee exists, in respect of bank debt, between the company and members of the Ebac Holdings Limited Group. As a result the directors assess going concern on a combined group basis.

As at 31 December 2021 the group reported net current assets of £7,643,319 and net assets of £2,859,962. The group meets its day to day working capital requirements through a combination of cash generated from operations, funding from connected parties and external bank and finance provider funding. Subsequent to the year end the group experienced pressure on cash flows which resulted in the group breaching covenants attached to some of its debt facilities. As a result the group has actively sought to refinance and, via a combination of the provision of short term working capital facilities from external parties, loans from directors and the successful acquirement of new invoice discounting facilities of £2.5M and bank debt of £1.5M the group has refinanced on a long term basis. In addition to the refinancing the group has addressed its cost base via a combination of a reduction in head count and also undertaking a significant efficiency drive which has resulted in a significant improvement in trading performance which the directors are forecasting will continue going forward. The order book for the group’s core dehumidifier products has continued to strengthen from a strong base and orders for water coolers remain at good levels. In addition to this the group has recently launched a new heat pump product line which the directors believe represents a significant opportunity for the group going forward and forecasts for this product line look promising. The group is currently in discussion with a number of parties regarding potential additional finance to aid the development and production of the heat pump line and believe that this opportunity will generate significant funds for the group in future years.

 

Ebac Group Limited

Directors' Report for the Year Ended 31 December 2021 (continued)

As noted above the group has refinanced a large element of its external financing. Post year end the group has also received loans from connected parties currently totalling c£1m which are owed to the individuals personally. The group has received assurances that these individuals remain supportive of the group and the forecasts assume that this will continue to be the case.

The directors have prepared forecasts for the next 12 months and beyond covering a range of scenarios. The group’s traditional product lines, including dehumidifiers and water coolers, are expected to continue to perform strongly and the directors have good visibility of future customer orders for these products. The forecasts include a significant growth in sales, profits and cash flows generated from the heat pump product line and whilst the directors are confident that the group’s heat pump product line will grow significantly, the forward visibility of significant order volume is currently very limited.

Accordingly, the directors have prepared alternative forecasts to show a scenario where there are no heat pump sales for the next 12 months – the directors consider this to be very much a worst case scenario and highly unlikely. However, under this worst case scenario forecast, the group is forecasting to be able to continue to operate under the facilities currently available to it. Although the forecasts were prepared taking into account the matters above and they support the ability of the group to remain a going concern and to be able to trade and meet its debts as they fall due the underlying trading assumptions used in forecasting are best estimates and could be subject to potential variation. However, the directors are confident that these uncertainties do not represent a material uncertainty regarding the group’s ability to continue as a going concern. Based on the factors set out above, the directors believe that it remains appropriate to prepare the financial statements on a going concern basis.

Disclosure of information to the auditor

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.

Reappointment of auditor

Azets Audit Services Limited, trading as Azets Audit Services, were appointed auditor to the company following their acquisition of the trade of Tait Walker LLP, trading as MHA Tait Walker, on 1 May 2022.

The auditors Azets Audit Services are deemed to be reappointed under section 487(2) of the Companies Act 2006.

Approved and authorised for issue by the Board on 12 October 2023 and signed on its behalf by:
 

.........................................
J M Elliott MBE
Director

 

Ebac Group Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities 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 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 and apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

Ebac Group Limited

Independent Auditor's Report to the Members of Ebac Group Limited

Opinion

We have audited the financial statements of Ebac Group Limited (the 'company') for the year ended 31 December 2021, which comprise the Income Statement, Statement of Financial Position, Statement of Changes in Equity, 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:

give a true and fair view of the state of the company's affairs as at 31 December 2021 and of its loss for the year then ended;

have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the auditor 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 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 director's 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 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.

 

Ebac Group Limited

Independent Auditor's Report to the Members of Ebac Group Limited (continued)

Opinions on other matters prescribed by the Companies Act 2006

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

the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and 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 our 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 and 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 Statement of Directors' Responsibilities (set out on page 5), 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.

Auditor 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.

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:

enquiries of management about any known or suspected instances of non-compliance with laws and regulations and fraud;

challenging assumptions and judgements made by management in their significant accounting estimates; and

 

Ebac Group Limited

Independent Auditor's Report to the Members of Ebac Group Limited (continued)

auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness.

Because of the field in which the client operates, we identified the following areas as those most likely to have a material impact on the financial statements: compliance with the UK Companies Act and tax legislation.

Owing to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). For instance, the further removed non-compliance is from the events and transactions reflected in the financial statements, the less likely the auditor is to become aware of it or to recognise the non-compliance.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: 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.

......................................
Christopher Potter BA (Hons) ACA (Senior Statutory Auditor)
For and on behalf of Azets Audit Services
Statutory Auditor
Chartered Accountants
Bulman House
Regent Centre
Gosforth
Newcastle upon Tyne
NE3 3LS

12 October 2023

Azets Audit Services is a trading name of Azets Audit Services Limited.

 

Ebac Group Limited

Income Statement for the Year Ended 31 December 2021

Note

2021
£

2020
£

Turnover

-

-

Administrative expenses

 

(60)

(76)

Operating loss

(60)

(76)

Income from shares in group undertakings

 

-

150,000

Other interest receivable and similar income

4

199,474

189,976

Interest payable and similar expenses

5

(246,971)

(232,323)

(Loss)/profit before tax

 

(47,557)

107,577

Taxation

6

3,318

284

(Loss)/profit for the financial year

 

(44,239)

107,861

The above results were derived from continuing operations.

The company has no recognised gains or losses for the year other than the results above.

 

Ebac Group Limited

(Registration number: 03421573)
Statement of Financial Position as at 31 December 2021

Note

2021
£

2020
£

Fixed assets

 

Investments

7

15,654,517

15,654,517

Current assets

 

Debtors

8

4,199,981

3,997,189

Cash at bank and in hand

 

135,030

135,090

 

4,335,011

4,132,279

Creditors: Amounts falling due within one year

9

(5,502,763)

(5,255,792)

Net current liabilities

 

(1,167,752)

(1,123,513)

Total assets less current liabilities

 

14,486,765

14,531,004

Creditors: Amounts falling due after more than one year

9

(5,244,853)

(5,244,853)

Net assets

 

9,241,912

9,286,151

Capital and reserves

 

Called up share capital

10

139,500

139,500

Share premium reserve

11

1,117,500

1,117,500

Capital redemption reserve

11

1,462,340

1,462,340

Other reserves

11

6,594,146

6,594,146

Profit and loss account

 

(71,574)

(27,335)

Total equity

 

9,241,912

9,286,151

Approved and authorised for issue by the Board on 12 October 2023 and signed on its behalf by:
 

.........................................
J M Elliott MBE
Director

 

Ebac Group Limited

Statement of Changes in Equity for the Year Ended 31 December 2021

Share capital
£

Share premium
£

Capital redemption reserve
£

Other reserves
£

Profit and loss account
£

Total
£

At 1 January 2020

139,500

1,117,500

1,462,340

6,594,146

(135,196)

9,178,290

Profit for the year

-

-

-

-

107,861

107,861

Total comprehensive income

-

-

-

-

107,861

107,861

At 31 December 2020

139,500

1,117,500

1,462,340

6,594,146

(27,335)

9,286,151

Share capital
£

Share premium
£

Capital redemption reserve
£

Other reserves
£

Profit and loss account
£

Total
£

At 1 January 2021

139,500

1,117,500

1,462,340

6,594,146

(27,335)

9,286,151

Loss for the year

-

-

-

-

(44,239)

(44,239)

Total comprehensive income

-

-

-

-

(44,239)

(44,239)

At 31 December 2021

139,500

1,117,500

1,462,340

6,594,146

(71,574)

9,241,912

 

Ebac Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2021

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is Ketton Way, Aycliffe Industrial Park, Newton Aycliffe, County Durham, DL5 6SQ.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.

Basis of preparation

These financial statements have been prepared using the historical cost convention.

These financial statements are prepared in sterling which is the functional currency of the entity.

Summary of disclosure exemptions

The entity satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102:

(a) Disclosures in respect of each class of share capital have not been presented.
(b) No cash flow statement has been presented for the company.
(c) Disclosures in respect of financial instruments have not been presented.
(d) No disclosure has been given for the aggregate remuneration of key management personnel.

The Company has taken advantage of the exemption available under paragraph 33.1A of FRS 102 and does not disclose related party transactions with members of the same group that are wholly owned.

Name of parent of group

These financial statements are consolidated in the financial statements of Ebac Holdings Limited.

The financial statements of Ebac Holdings Limited may be obtained from Ketton Way, Aycliffe Industrial Park, Newton Aycliffe, County Durham, DL5 6SR.

Group accounts not prepared

The entity has taken advantage of the exemption from preparing consolidated financial statements contained in Section 400 of the Companies Act 2006 on the basis that it is a subsidiary undertaking and its immediate parent undertaking is established under the law of an EEA State.

 

Ebac Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2021 (continued)

2

Accounting policies (continued)

Going concern

The financial statements have been prepared on a going concern basis. As at 31 December 2021 the company reported net current liabilities of £5,361,713 (excluding non-current debtors) including amounts due to group undertakings of £4,866,976 and net assets of £9,241,912. The company meets its day to day working capital requirements through intercompany funding and has received a letter of support indicating that group undertakings will not seek repayment of the amounts due to them until such time as the company has the funds available to make such repayments and that the parent company will continue to provide support for a period of at least 12 months from the date these financial statements are signed.

A cross guarantee exists, in respect of bank debt, between the company and members of the Ebac Holdings Limited Group. As a result the directors assess going concern on a combined group basis.

As at 31 December 2021 the group reported net current assets of £7,643,319 and net assets of £2,859,962. The group meets its day to day working capital requirements through a combination of cash generated from operations, funding from connected parties and external bank and finance provider funding. Subsequent to the year end the group experienced pressure on cash flows which resulted in the group breaching covenants attached to some of its debt facilities. As a result the group has actively sought to refinance and, via a combination of the provision of short term working capital facilities from external parties, loans from directors and the successful acquirement of new invoice discounting facilities of £2.5M and bank debt of £1.5M the group has refinanced on a long term basis. In addition to the refinancing the group has addressed its cost base via a combination of a reduction in head count and also undertaking a significant efficiency drive which has resulted in a significant improvement in trading performance which the directors are forecasting will continue going forward. The order book for the group’s core dehumidifier products has continued to strengthen from a strong base and orders for water coolers remain at good levels. In addition to this the group has recently launched a new heat pump product line which the directors believe represents a significant opportunity for the group going forward and forecasts for this product line look promising. The group is currently in discussion with a number of parties regarding potential additional finance to aid the development and production of the heat pump line and believe that this opportunity will generate significant funds for the group in future years.

As noted above the group has refinanced a large element of its external financing. Post year end the group has also received loans from connected parties currently totalling c£1m which are owed to the individuals personally. The group has received assurances that these individuals remain supportive of the group and the forecasts assume that this will continue to be the case.

The directors have prepared forecasts for the next 12 months and beyond covering a range of scenarios. The group’s traditional product lines, including dehumidifiers and water coolers, are expected to continue to perform strongly and the directors have good visibility of future customer orders for these products. The forecasts include a significant growth in sales, profits and cash flows generated from the heat pump product line and whilst the directors are confident that the group’s heat pump product line will grow significantly, the forward visibility of significant order volume is currently very limited.

 

Ebac Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2021 (continued)

2

Accounting policies (continued)

Accordingly, the directors have prepared alternative forecasts to show a scenario where there are no heat pump sales for the next 12 months – the directors consider this to be very much a worst case scenario and highly unlikely. However, under this worst case scenario forecast, the group is forecasting to be able to continue to operate under the facilities currently available to it. Although the forecasts were prepared taking into account the matters above and they support the ability of the group to remain a going concern and to be able to trade and meet its debts as they fall due the underlying trading assumptions used in forecasting are best estimates and could be subject to potential variation. However, the directors are confident that these uncertainties do not represent a material uncertainty regarding the group’s ability to continue as a going concern. Based on the factors set out above, the directors believe that it remains appropriate to prepare the financial statements on a going concern basis.

Judgements

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

The judgements (apart from those involving estimations) that management has made in the process of applying the entity's accounting policies and that have the most significant effect on the amounts recognised in the financial statements are as follows:

Impairment of fixed asset investments

A review of the carrying value of investments is monitored against the performance of each individual company to assess if a provision is required against the investment value. A further review of the market conditions is also performed to assess further if a provision is required. At the year end, no such conditions were met and no provision was deemed required.

Key sources of estimation uncertainty

Accounting estimates and assumptions are made concerning the future and, by their nature, will rarely equal the related actual outcome. The directors believe that there are no key assumptions and other sources of estimation uncertainty that have a significant risk of causing a material adjustment on the carrying amounts of assets and liabilities within the next financial year.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

Deferred tax is recognised in respect of all timing differences between taxable profits and profits reported in the financial statements. Unrelieved tax losses and other deferred tax assets are recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date and that are expected to apply to the reversal of the timing difference.

Investments

Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.

 

Ebac Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2021 (continued)

2

Accounting policies (continued)

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Income Statement over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Financial instruments

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 entity after deducting all of its financial liabilities.

Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are included in the profit and loss account. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability.

Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity.

3

Employee numbers

The average number of persons employed by the company (including directors) during the year, was 0 (2020 - 0).

4

Other interest receivable and similar income

2021
£

2020
£

Interest receivable from group undertakings

199,474

189,976

 

Ebac Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2021 (continued)

5

Interest payable and similar expenses

2021
£

2020
£

Interest on preference shares

23,477

26,615

Interest payable on loans from group undertakings

223,494

205,708

246,971

232,323

6

Taxation

Tax charged/(credited) in the income statement

2021
£

2020
£

Deferred taxation

Arising from origination and reversal of timing differences

(1,873)

-

Arising from changes in tax rates and laws

(1,445)

(284)

Total deferred taxation

(3,318)

(284)

The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2020 - lower than the standard rate of corporation tax in the UK) of 19% (2020 - 19%).

The differences are reconciled below:

2021
£

2020
£

(Loss)/profit before tax

(47,557)

107,577

Corporation tax at standard rate

(9,036)

20,440

Effect of revenues exempt from taxation

-

(28,500)

Effect of expense not deductible in determining taxable profit (tax loss)

4,461

5,056

Deferred tax credit relating to changes in tax rates or laws

(1,445)

(284)

Deferred tax expense from unrecognised tax loss or credit

2,702

-

Tax increase arising from group relief

-

3,004

Total tax credit

(3,318)

(284)

Deferred tax

Deferred tax assets and liabilities

2021

Asset
£

Losses

6,020

   
 

Ebac Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2021 (continued)

6

Taxation (continued)

2020

Asset
£

Losses

2,702

   

7

Investments

2021
 £

2020
 £

Investments in subsidiaries

15,654,517

15,654,517

Subsidiaries

£

Cost or valuation

At 1 January 2021 and 31 December 2021

15,654,517

Provision

At 1 January 2021 and 31 December 2021

-

Carrying amount

At 31 December 2021

15,654,517

At 31 December 2020

15,654,517

 

Ebac Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2021 (continued)

7

Investments (continued)

Details of undertakings

Details of the investments in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2021

2020

Subsidiary undertakings

Ebac Limited

Ketton Way, Aycliffe Industrial Park, Newton Aycliffe, County Durham, DL5 6SR

Ordinary

100%

100%

 

     

Ebac Industrial Products Limited

St Helen Trading Estate, Bishop Auckland, County Durham, DL14 9AD

Ordinary

100%

100%

 

     

Ebac Waterfall Limited

Ketton Way, Aycliffe Industrial Park, Newton Aycliffe, County Durham, DL5 6SQ

Ordinary

100%

100%

 

     

B.C.M Machines Limited (Dormant)

Ketton Way, Aycliffe Industrial Park, Newton Aycliffe, County Durham, DL5 6SQ

Ordinary

99.99%

99.99%

 

     

Aquavest Limited (Dormant)

Ketton Way, Aycliffe Industrial Park, Newton Aycliffe, County Durham, DL5 6SR

Ordinary

100%

100%

 

     

Ebac Management Services Limited (Dormant)

Ketton Way, Aycliffe Industrial Park, Newton Aycliffe, County Durham, DL5 6AR

Ordinary

100%

100%

 

     

SEG Fabrication Limited (Dormant)

Ketton Way, Aycliffe Industrial Park, Newton Aycliffe, County Durham, DL5 6SQ

Ordinary

100%

100%

 

     

Ebac Zephyr Limited (Dormant)*

Ketton Way, Aycliffe Industrial Park, Newton Aycliffe, County Durham, DL5 6SR

Ordinary

100%

100%

 

     

Fuente Isabel SA (Dormant)

Valverde del Camino 10, Elche, Alicante, 03206

Ordinary

100%

100%

 

Spain

     

Ebac Industrial Products Inc

700 Thimble Shoals Blvd, Suite 109, Newport News, Virginia, 23606-2575, USA

Ordinary

100%

100%

 

     
 

Ebac Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2021 (continued)

7

Investments (continued)

Subsidiary undertakings

The principal activity of Ebac Limited is the design and manufacture of electrical appliances for the domestic dehumidifier, water cooler and domestic laundry market.

The principal activity of Ebac Industrial Products Limited is the design and manufacture of specialised air conditioning and dehumidifying equipment.

The principal activity of Ebac Waterfall Limited is the rental of spa facilities.

The principal activity of Ebac Industrial Products Inc is the sale of water coolers and dehumidifiers.

8

Debtors

Note

2021
£

2020
£

Amounts owed by group undertakings

 

4,193,961

3,994,487

Deferred tax assets

6

6,020

2,702

   

4,199,981

3,997,189

Total non current element of loans and receivables

 

(4,193,961)

(3,994,487)

 

6,020

2,702

Details of non-current trade and other debtors

£4,193,961 (2020 - £3,994,487) of amounts owed by group undertakings is classified as non current.

9

Creditors

2021
 £

2020
 £

Due within one year

Amounts due to group undertakings

4,866,976

4,643,482

Other creditors

635,787

612,310

5,502,763

5,255,792

Due after one year

Shares classed as financial liabilities

5,244,853

5,244,853

 

Ebac Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2021 (continued)

10

Share capital

Allotted, called up and fully paid shares

 

2021

2020

 

No.

£

No.

£

Ordinary shares of £0.05 each

2,789,993

139,500

2,789,993

139,500

Preference shares of £1 each

2,650,231

2,650,231

2,650,231

2,650,231

'A' Preference shares of £1 each

2,094,622

2,094,622

2,094,622

2,094,622

'B' Preference shares of £1 each

500,000

500,000

500,000

500,000

 

8,034,846

5,384,353

8,034,846

5,384,353

Redeemable preference shares

The Preference shares are redeemable subject to sufficient distributable reserves. They are redeemable at £1 per share and carry no voting rights unless the dividend is in arrears or redemption has not taken place on the due date or the meeting called is to consider insolvency proceedings. On a winding up of the company the holders of the shares have a right to receive the amount paid up on the shares together with all accruals and arrears of the preference dividends.

The 'A' Preference shares are redeemable subject to sufficient distributable reserves. They are redeemable at £1 per share and carry no voting rights unless the dividend is in arrears or redemption has not taken place on the due date or the meeting called is to consider insolvency proceedings. On a winding up of the company the holders of the shares have a right to receive the amount paid up on the shares together with all accruals and arrears of the 'A' preference dividends.

The 'B' Preference shares are redeemable subject to sufficient distributable reserves. They are redeemable at £1 per share and carry no voting rights unless the dividend is in arrears or redemption has not taken place on the due date or the meeting called is to consider insolvency proceedings. On a winding up of the company the holders of the shares have a right to receive the amount paid up on the shares together with all accruals and arrears of the 'B' preference dividends.

Rights, preferences and restrictions

Preference Shares have the following rights, preferences and restrictions:
Fixed cumulative preferential cash dividends are payable twice yearly at the rate of the base rate of HSBC bank less 2.5% per annum on the amounts paid on the preference shares, commencing on 31 December 2002.

'A' Preference Shares have the following rights, preferences and restrictions:
Fixed cumulative preferential cash dividends are payable twice yearly at the rate of LIBOR on the amounts paid on the preference shares, commencing on 30 June 1999.

'B' Preference Shares have the following rights, preferences and restrictions:
Fixed cumulative preferential cash dividends are payable twice yearly at a rate of the base rate of the Bank of England plus 1% per annum on the amounts paid on the preference shares.

 

Ebac Group Limited

Notes to the Financial Statements for the Year Ended 31 December 2021 (continued)

11

Reserves

Called up share capital

This represents the nominal value of shares that have been issued.

Other reserves

This reserve was created on the receipt by the company of a dividend in specie from Ebac Limited and BCM Limited of shares in group companies not previously held directly by the company, the directors estimate of fair value.

12

Contingent liabilities

The company has entered into a cross-guarantee with Ebac Holdings Limited, Ebac Industrial Products Limited, Ebac Waterfall Limited and Ebac Limited with respect to their banking facilities. At the year end there were £1,940,053 (2020 - £Nil) in respect of these bank guarantees. There is a fixed and floating charge over the undertaking and all property in the form of a debenture dated April 2006.

13

Parent and ultimate parent undertaking

The company's immediate and ultimate parent is Ebac Holdings Limited, incorporated in England and Wales.

 The most senior parent entity producing publicly available financial statements is Ebac Holdings Limited. These financial statements are available upon request from Ketton Way, Aycliffe Industrial Estate, County Durham, DL5 6SR.