|
|
|
|
Financial Statements |
Contents |
Pages |
Officers and professional advisers |
1 |
Strategic report |
2 |
Directors' report |
3 to 5 |
Independent auditor's report to the members |
6 to 9 |
Consolidated statement of comprehensive income |
10 |
Consolidated statement of financial position |
11 |
Company statement of financial position |
12 |
Consolidated statement of changes in equity |
13 |
Company statement of changes in equity |
14 |
Consolidated statement of cash flows |
15 |
Notes to the financial statements |
16 to 28 |
|
Officers and Professional Advisers |
The board of directors |
|
|
|
|
|
Registered office |
|
|
|
|
|
|
|
|
|
Auditor |
|
Chartered accountants & statutory auditor |
|
3B Swallowfield Courtyard |
|
Wolverhampton Road |
|
Oldbury |
|
West Midlands |
|
B69 2JG |
|
|
Strategic Report |
|
Director |
Registered office: |
|
|
|
|
|
|
Directors' Report |
|
(Appointed
|
|
(Appointed
|
|
(Appointed
|
|
(Served from 16 March 2022 to 22 September 2022) |
|
Director |
Registered office: |
|
|
|
|
|
|
Independent Auditor's Report to the Members of
|
|
(Senior Statutory Auditor) |
For and on behalf of |
|
Chartered accountants & statutory auditor |
3B Swallowfield Courtyard |
Wolverhampton Road |
Oldbury |
West Midlands |
B69 2JG |
|
Consolidated Statement of Comprehensive Income |
Period from |
||
16 Mar 22 to |
||
31 Mar 23 |
||
Note |
£ |
|
Turnover |
4 |
|
Cost of sales |
|
------------ |
|
Gross profit |
|
Distribution costs |
|
|
Administrative expenses |
|
|
------------ |
||
Operating profit |
5 |
|
Other interest receivable and similar income |
9 |
|
Interest payable and similar expenses |
10 |
|
------------ |
||
Profit before taxation |
|
|
Tax on profit |
11 |
|
------------ |
||
Profit for the financial period and total comprehensive income |
|
|
------------ |
||
|
Consolidated Statement of Financial Position |
31 Mar 23 |
|
Note |
£ |
Intangible assets |
12 |
|
Tangible assets |
13 |
|
------------ |
||
|
||
Stocks |
15 |
|
Debtors |
16 |
|
Cash at bank and in hand |
|
|
------------- |
||
|
||
Creditors: amounts falling due within one year |
17 |
|
------------- |
||
Net current assets |
|
|
------------- |
||
Total assets less current liabilities |
|
|
Creditors: amounts falling due after more than one year |
18 |
|
Provisions |
19 |
|
------------- |
||
Net assets |
|
|
------------- |
||
Called up share capital |
23 |
|
Share premium account |
24 |
|
Merger reserve |
24 |
|
Profit and loss account |
24 |
|
------------ |
||
Shareholders funds |
|
|
------------ |
||
|
Director |
|
Company Statement of Financial Position |
31 Mar 23 |
|
Note |
£ |
Investments |
14 |
|
Debtors |
16 |
|
Cash at bank and in hand |
|
|
------------ |
||
|
||
Creditors: amounts falling due within one year |
17 |
|
------------ |
||
Net current liabilities |
|
|
------------- |
||
Total assets less current liabilities |
|
|
Creditors: amounts falling due after more than one year |
18 |
|
------------ |
||
Net assets |
|
|
------------ |
||
Called up share capital |
23 |
|
Share premium account |
24 |
|
Merger reserve |
24 |
|
Profit and loss account |
24 |
(
|
------------ |
||
Shareholders funds |
|
|
------------ |
||
|
Director |
|
Consolidated Statement of Changes in Equity |
Called up share capital |
Share premium account |
Merger reserve |
Profit and loss account |
Total |
|
£ |
£ |
£ |
£ |
£ |
|
At 16 March 2022 |
– |
– |
– |
– |
– |
Profit for the period |
|
|
|||
---- |
---- |
---- |
--------- |
--------- |
|
Total comprehensive income for the period |
– |
– |
– |
|
|
Issue of shares |
|
|
– |
– |
|
Merger relief |
– |
– |
2,018,215 |
– |
2,018,215 |
-------- |
--------- |
------------ |
---- |
------------ |
|
Total investments by and distributions to owners |
|
|
|
– |
|
-------- |
--------- |
------------ |
--------- |
------------ |
|
At 31 March 2023 |
|
|
|
|
|
-------- |
--------- |
------------ |
--------- |
------------ |
|
|
Company Statement of Changes in Equity |
Called up share capital |
Share premium account |
Merger reserve |
Profit and loss account |
Total |
|
£ |
£ |
£ |
£ |
£ |
|
At 16 March 2022 |
– |
– |
– |
– |
– |
Loss for the period |
(
|
(
|
|||
---- |
---- |
---- |
-------- |
-------- |
|
Total comprehensive income for the period |
– |
– |
– |
(
|
(
|
Issue of shares |
|
|
– |
– |
|
Merger relief |
– |
– |
2,018,215 |
– |
2,018,215 |
-------- |
--------- |
------------ |
---- |
------------ |
|
Total investments by and distributions to owners |
|
|
|
– |
|
-------- |
--------- |
------------ |
-------- |
------------ |
|
At 31 March 2023 |
|
|
|
(
|
|
-------- |
--------- |
------------ |
-------- |
------------ |
|
|
Consolidated Statement of Cash Flows |
31 Mar 23 |
|
£ |
|
Profit for the financial period |
|
Adjustments for: |
|
Depreciation of tangible assets |
|
Amortisation of intangible assets |
|
Other interest receivable and similar income |
(
|
Interest payable and similar expenses |
|
Loss on disposal of tangible assets |
|
Tax on loss |
|
Changes in: |
|
Stocks |
(
|
Trade and other debtors |
(
|
Trade and other creditors |
|
------------ |
|
Cash generated from operations |
|
Interest paid |
(
|
Interest received |
|
Tax paid |
(
|
------------ |
|
Net cash from operating activities |
|
------------ |
|
Purchase of tangible assets |
(
|
Proceeds from sale of tangible assets |
|
Cash advances and loans granted |
(
|
Acquisition of subsidiaries |
(
|
------------- |
|
Net cash used in investing activities |
(
|
------------- |
|
Proceeds from issue of ordinary shares |
|
Proceeds from borrowings |
|
Repayments of borrowings |
(
|
Proceeds from loan notes |
7,695,385 |
Repayment of loan notes |
(348,525) |
Cash on acquisition of subsidiaries |
6,630,880 |
------------- |
|
Net cash from financing activities |
|
------------- |
|
Net increase in cash and cash equivalents |
|
Cash and cash equivalents at beginning of period |
– |
------------ |
|
Cash and cash equivalents at end of period |
|
------------ |
|
|
Notes to the Financial Statements |
Goodwill |
- |
20 years straight line |
|
Goodwill on acquisition of subsidiaries |
- |
10 years straight line |
|
Freehold property |
- |
No depreciation charged |
|
Long leasehold property |
- |
|
|
Plant and machinery |
- |
10%-20% straight line |
|
Motor vehicles |
- |
20% straight line |
|
Period from |
|
16 Mar 22 to |
|
31 Mar 23 |
|
£ |
|
Sale of goods |
|
------------ |
|
Period from |
|
16 Mar 22 to |
|
31 Mar 23 |
|
£ |
|
United Kingdom |
|
Overseas |
|
------------ |
|
|
|
------------ |
|
Period from |
|
16 Mar 22 to |
|
31 Mar 23 |
|
£ |
|
Amortisation of intangible assets |
|
Depreciation of tangible assets |
|
Loss on disposal of tangible assets |
|
Impairment of trade debtors |
846 |
Foreign exchange differences |
|
Operating lease rentals |
22,430 |
-------- |
|
Period from |
|
16 Mar 22 to |
|
31 Mar 23 |
|
£ |
|
Fees payable for the audit of the financial statements |
|
------- |
|
Other non-audit services |
|
------- |
|
31 Mar 23 |
|
No. |
|
Production staff |
|
Administrative staff |
|
---- |
|
|
|
---- |
|
Period from |
|
16 Mar 22 to |
|
31 Mar 23 |
|
£ |
|
Wages and salaries |
|
Social security costs |
|
Other pension costs |
|
------------ |
|
|
|
------------ |
|
Period from |
|
16 Mar 22 to |
|
31 Mar 23 |
|
£ |
|
Remuneration |
|
Company contributions to defined contribution pension plans |
|
--------- |
|
|
|
--------- |
|
31 Mar 23 |
|
No. |
|
Defined contribution plans |
|
---- |
|
Period from |
|
16 Mar 22 to |
|
31 Mar 23 |
|
£ |
|
Aggregate remuneration |
|
Company contributions to defined contribution pension plans |
|
-------- |
|
|
|
-------- |
|
Period from |
|
16 Mar 22 to |
|
31 Mar 23 |
|
£ |
|
Interest on cash and cash equivalents |
|
------- |
|
Period from |
|
16 Mar 22 to |
|
31 Mar 23 |
|
£ |
|
Interest on banks loans and overdrafts |
|
Other interest payable and similar charges |
|
--------- |
|
|
|
--------- |
|
Period from |
|
16 Mar 22 to |
|
31 Mar 23 |
|
£ |
|
UK current tax income |
|
Origination and reversal of timing differences |
|
--------- |
|
Tax on loss |
|
--------- |
|
Period from |
|
16 Mar 22 to |
|
31 Mar 23 |
|
£ |
|
Profit on ordinary activities before taxation |
|
------------ |
|
Profit on ordinary activities by rate of tax |
|
Effect of expenses not deductible for tax purposes |
|
Effect of capital allowances and depreciation |
|
Research and development claims |
(65,812) |
Rate difference on deferred tax |
7,334 |
------------ |
|
Tax on loss |
|
------------ |
|
Group |
Goodwill |
Goodwill on acquisition of subsidiaries |
Total |
£ |
£ |
£ |
|
Cost |
|||
At 16 March 2022 |
– |
– |
– |
Acquisitions through business combinations |
– |
1,713,695 |
|
Transfers |
300,000 |
– |
300,000 |
--------- |
------------ |
------------ |
|
At 31 March 2023 |
|
1,713,695 |
|
--------- |
------------ |
------------ |
|
Amortisation |
|||
At 16 March 2022 |
– |
– |
– |
Charge for the period |
– |
37,091 |
|
Transfers |
300,000 |
– |
300,000 |
--------- |
------------ |
------------ |
|
At 31 March 2023 |
|
37,091 |
|
--------- |
------------ |
------------ |
|
Carrying amount |
|||
At 31 March 2023 |
– |
1,676,604 |
|
--------- |
------------ |
------------ |
|
Group |
Freehold property |
Long leasehold property |
Plant and machinery |
Motor vehicles |
Total |
£ |
£ |
£ |
£ |
£ |
|
Cost |
|||||
At 16 March 2022 |
– |
– |
– |
– |
– |
Additions |
– |
– |
|
– |
|
Disposals |
– |
– |
(
|
(
|
(
|
Transfers |
2,047,248 |
868,361 |
1,748,680 |
49,583 |
4,713,872 |
------------ |
--------- |
------------ |
-------- |
------------ |
|
At 31 March 2023 |
|
|
|
|
|
------------ |
--------- |
------------ |
-------- |
------------ |
|
Depreciation |
|||||
At 16 March 2022 |
– |
– |
– |
– |
– |
Charge for the period |
|
|
|
– |
|
Disposals |
– |
– |
(
|
(
|
(
|
Transfers |
2,524 |
172,841 |
1,296,561 |
24,023 |
1,495,949 |
------------ |
--------- |
------------ |
-------- |
------------ |
|
At 31 March 2023 |
|
|
|
|
|
------------ |
--------- |
------------ |
-------- |
------------ |
|
Carrying amount |
|||||
At 31 March 2023 |
|
|
|
– |
|
------------ |
--------- |
------------ |
-------- |
------------ |
|
Company |
Shares in group undertakings |
£ |
|
Cost |
|
At 16 March 2022 |
– |
Additions |
|
------------- |
|
At 31 March 2023 |
|
------------- |
|
Impairment |
|
At 16 March 2022 and 31 March 2023 |
– |
------------- |
|
Carrying amount |
|
At 31 March 2023 |
|
------------- |
|
Class of share |
Percentage of shares held |
|
Subsidiary undertakings |
||
|
Ordinary |
100 |
|
Ordinary |
100 |
Group |
Company |
|
31 Mar 23 |
31 Mar 23 |
|
£ |
£ |
|
Raw materials and consumables |
|
– |
------------ |
---- |
|
Group |
Company |
|
31 Mar 23 |
31 Mar 23 |
|
£ |
£ |
|
Trade debtors |
|
– |
Prepayments and accrued income |
|
– |
Corporation tax repayable |
– |
|
Other debtors |
|
|
------------ |
--------- |
|
|
|
|
------------ |
--------- |
|
Group |
Company |
|
31 Mar 23 |
31 Mar 23 |
|
£ |
£ |
|
Bank loans and overdrafts |
|
|
Trade creditors |
|
– |
Amounts owed to group undertakings |
– |
|
Accruals and deferred income |
|
|
Corporation tax |
|
– |
Social security and other taxes |
|
– |
Loan notes |
1,781,865 |
1,781,865 |
------------ |
------------ |
|
|
|
|
------------ |
------------ |
|
Group |
Company |
|
31 Mar 23 |
31 Mar 23 |
|
£ |
£ |
|
Bank loans and overdrafts |
|
|
Loan notes |
5,564,995 |
5,564,995 |
------------ |
------------ |
|
|
|
|
------------ |
------------ |
|
Group |
Deferred tax (note 20) |
£ |
|
At 16 March 2022 |
– |
Additions |
|
Transfers |
|
--------- |
|
At 31 March 2023 |
|
--------- |
|
Group |
Company |
|
31 Mar 23 |
31 Mar 23 |
|
£ |
£ |
|
Included in provisions (note 19) |
|
– |
--------- |
---- |
|
Group |
Company |
|
31 Mar 23 |
31 Mar 23 |
|
£ |
£ |
|
Accelerated capital allowances |
|
– |
--------- |
---- |
|
31 Mar 23 |
||
No. |
£ |
|
|
|
90,570 |
|
|
1 |
-------- |
-------- |
|
|
90,571 |
|
-------- |
-------- |
|
At 16 Mar 2022 |
Cash flows |
At 31 Mar 2023 |
|
£ |
£ |
£ |
|
Cash at bank and in hand |
– |
4,544,882 |
|
Debt due within one year |
– |
(1,823,415) |
(1,823,415) |
Debt due after one year |
– |
(7,066,809) |
(7,066,809) |
---- |
------------ |
------------ |
|
– |
(
|
(
|
|
---- |
------------ |
------------ |
|
Group |
Company |
|
31 Mar 23 |
31 Mar 23 |
|
£ |
£ |
|
Tangible assets |
|
– |
--------- |
---- |
|
Group |
Company |
|
31 Mar 23 |
31 Mar 23 |
|
£ |
£ |
|
Not later than 1 year |
|
– |
Later than 1 year and not later than 5 years |
|
– |
------- |
---- |
|
|
– |
|
------- |
---- |
|
|
Notes to the Financial Statements (continued) |