Caseware UK (AP4) 2022.0.179 2022.0.179 2023-03-312023-03-31The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.2022-04-01falseNo description of principal activity22truetrue 07770904 2022-04-01 2023-03-31 07770904 2021-04-01 2022-03-31 07770904 2023-03-31 07770904 2022-03-31 07770904 c:Director1 2022-04-01 2023-03-31 07770904 d:CurrentFinancialInstruments 2023-03-31 07770904 d:CurrentFinancialInstruments 2022-03-31 07770904 d:Non-currentFinancialInstruments 2023-03-31 07770904 d:Non-currentFinancialInstruments 2022-03-31 07770904 d:CurrentFinancialInstruments d:WithinOneYear 2023-03-31 07770904 d:CurrentFinancialInstruments d:WithinOneYear 2022-03-31 07770904 d:Non-currentFinancialInstruments d:AfterOneYear 2023-03-31 07770904 d:Non-currentFinancialInstruments d:AfterOneYear 2022-03-31 07770904 d:ShareCapital 2023-03-31 07770904 d:ShareCapital 2022-03-31 07770904 d:SharePremium 2023-03-31 07770904 d:SharePremium 2022-03-31 07770904 d:CapitalRedemptionReserve 2023-03-31 07770904 d:CapitalRedemptionReserve 2022-03-31 07770904 d:RetainedEarningsAccumulatedLosses 2023-03-31 07770904 d:RetainedEarningsAccumulatedLosses 2022-03-31 07770904 c:FRS102 2022-04-01 2023-03-31 07770904 c:AuditExempt-NoAccountantsReport 2022-04-01 2023-03-31 07770904 c:FullAccounts 2022-04-01 2023-03-31 07770904 c:PrivateLimitedCompanyLtd 2022-04-01 2023-03-31 07770904 d:Subsidiary1 2022-04-01 2023-03-31 07770904 d:Subsidiary1 1 2022-04-01 2023-03-31 07770904 6 2022-04-01 2023-03-31 iso4217:GBP xbrli:pure

Registered number: 07770904









SSP HATS HOLDINGS LIMITED







UNAUDITED

FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE YEAR ENDED 31 MARCH 2023

 
SSP HATS HOLDINGS LIMITED
REGISTERED NUMBER: 07770904

BALANCE SHEET
AS AT 31 MARCH 2023

2023
2022
Note
£
£

Fixed assets
  

Investments
 4 
3,606,146
3,606,146

  
3,606,146
3,606,146

Current assets
  

Debtors: amounts falling due within one year
 5 
6,961
6,961

Cash at bank and in hand
 6 
527
527

  
7,488
7,488

Creditors: amounts falling due within one year
 7 
(1,956,988)
(1,956,963)

Net current liabilities
  
 
 
(1,949,500)
 
 
(1,949,475)

Total assets less current liabilities
  
1,656,646
1,656,671

Creditors: amounts falling due after more than one year
 8 
(8,978,041)
(8,451,287)

  

Net liabilities
  
(7,321,395)
(6,794,616)


Capital and reserves
  

Called up share capital 
  
7,047
7,047

Share premium account
  
98,453
98,453

Capital redemption reserve
  
3,000
3,000

Profit and loss account
  
(7,429,895)
(6,903,116)

  
(7,321,395)
(6,794,616)


Page 1

 
SSP HATS HOLDINGS LIMITED
REGISTERED NUMBER: 07770904
    
BALANCE SHEET (CONTINUED)
AS AT 31 MARCH 2023

The Directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.

The Directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

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




................................................
S Altman
Director

Date: 16 November 2023

The notes on pages 3 to 7 form part of these financial statements.

Page 2

 
SSP HATS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

1.


General information

SSP Hats Holdings Limited is a private company limited by shares and incorporated in England. The registered office is 64 New Cavendish Street, London, W1G 8TB.
The financial statements are presented in Sterling, which is the functional currency of the 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 Section 1A of Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The following principal accounting policies have been applied:

 
2.2

Exemption from preparing consolidated financial statements

The Company, and the Group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and Group are considered eligible for the exemption to prepare consolidated accounts.

 
2.3

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.4

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.

 
2.5

Borrowing costs

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

Page 3

 
SSP HATS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

2.Accounting policies (continued)

 
2.6

Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.

 
2.7

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.8

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.

 
2.9

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. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.10

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 4

 
SSP HATS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

3.


Employees

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


        2023
        2022
            No.
            No.







Total
2
2


4.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 April 2022
6,006,146



At 31 March 2023

6,006,146



Impairment


At 1 April 2022
2,400,000



At 31 March 2023

2,400,000



Net book value



At 31 March 2023
3,606,146



At 31 March 2022
3,606,146


Subsidiary undertaking


The following was a subsidiary undertaking of the Company:

Name

Principal activity

Class of shares

Holding

SSP Hats Limited
Hat and accessories wholesalers
Ordinary
100%

Page 5

 
SSP HATS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

5.


Debtors

2023
2022
£
£


Other debtors
6,961
6,961

6,961
6,961



6.


Cash and cash equivalents

2023
2022
£
£

Cash at bank and in hand
527
527

527
527



7.


Creditors: Amounts falling due within one year

2023
2022
£
£

Trade creditors
1,550
1,550

Amounts owed to group undertakings
1,872,060
1,872,355

Other taxation and social security
7,378
7,258

Accruals and deferred income
76,000
75,800

1,956,988
1,956,963


Page 6

 
SSP HATS HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023

8.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Other loans
8,978,041
8,451,287

8,978,041
8,451,287


Included in creditors due after more than one year are the following:
- Class A loan notes of £3,150,851 (2022: £2,953,938) which are secured and due for repayment on 31
  March 2024. Interest is charged at the rate of 10% per annum. At the year end, interest accrued and
  rolled up into the loan amounted to £1,182,019 (2022: £985,105).
 
- Class M and Class I loan notes of £5,827,190 (2022: £5,497,349) which are unsecured and are
  repayable on 31 March 2024. At the year end, interest accrued and rolled up into the loan amounted to
  £2,777,766 (2022: £2,447,926).


9.


Share-based payments

The company operates two EMI based equity settled share option schemes for certain employees of SSP Hats Limited, none of which have been exercised as at the date of signing the financial statements. Options are forfeited if the employee leaves the group before the options vest.
- 17,267 Ordinary Shares of £0.10 each have been offered at an option price of £0.10 per share
  exercisable for a period of 10 years after the date of grant, which was 24 September 2013 to 3
  employees.  
- 581 Ordinary Shares of £0.10 each have been offered at an option price of £0.10 per share
  exercisable for a period of 10 years after the date of grant, which was 10 March 2014 to 7 employees.
  
 
- 5,000 Ordinary Shares of £0.10 each have been offered at an option price of £0.10 per share
  exercisable for a period of 10 years after the date of grant, which was 11 August 2014 to 3 employees.


10.


Contingent liabilities

There is a cross guarantee in place in respect of borrowings of SSP Hats Limited. The total amount of the borrowings at 31 March 2023 was £433,459 (2022: £433,459).
A fixed and floating charge covering all assets of the company has been registered in favour of Cressney Limited in respect of borrowings.


11.


Related party transactions

Included within turnover are management fees of £18,000 (2022: £18,000) charged to SSP Hats Limited.

 
Page 7