Silverfin 21 November 2023 20 November 2023 Bashir Khan ACCA Gravita II LLP 75,321 0 false true 31/12/2021 20/05/2021 31/12/2021 C S Ladd 10/03/2023 A N Scott 06/01/2023 20/05/2021 R S Yeomans 20/05/2021 20 November 2023 The Company was incorporated on 20 May 2021 and started trading in July 2021. The principal activity of the Company during the financial period was the sale of wine devices and accessories and the operation of a wine bar. 13410309 2021-12-31 13410309 bus:Director1 2021-12-31 13410309 bus:Director2 2021-12-31 13410309 bus:Director3 2021-12-31 13410309 core:CurrentFinancialInstruments 2021-12-31 13410309 core:ShareCapital 2021-12-31 13410309 core:OtherCapitalReserve 2021-12-31 13410309 core:RetainedEarningsAccumulatedLosses 2021-12-31 13410309 core:OtherPropertyPlantEquipment 2021-05-19 13410309 2021-05-19 13410309 core:OtherPropertyPlantEquipment 2021-12-31 13410309 core:ImmediateParent core:CurrentFinancialInstruments 2021-12-31 13410309 core:OtherDeferredTax 2021-12-31 13410309 2021-05-20 2021-12-31 13410309 bus:FullAccounts 2021-05-20 2021-12-31 13410309 bus:SmallEntities 2021-05-20 2021-12-31 13410309 bus:Audited 2021-05-20 2021-12-31 13410309 2020-05-20 2021-05-19 13410309 bus:PrivateLimitedCompanyLtd 2021-05-20 2021-12-31 13410309 bus:Director1 2021-05-20 2021-12-31 13410309 bus:Director2 2021-05-20 2021-12-31 13410309 bus:Director3 2021-05-20 2021-12-31 13410309 core:OtherPropertyPlantEquipment core:TopRangeValue 2021-05-20 2021-12-31 13410309 core:OtherPropertyPlantEquipment 2021-05-20 2021-12-31 13410309 core:CurrentFinancialInstruments 2021-05-20 2021-12-31 iso4217:GBP xbrli:pure

Company No: 13410309 (England and Wales)

CORAVIN UK LTD

Financial Statements
For the financial period from 20 May 2021 to 31 December 2021
Pages for filing with the registrar

CORAVIN UK LTD

Financial Statements

For the financial period from 20 May 2021 to 31 December 2021

Contents

CORAVIN UK LTD

COMPANY INFORMATION

For the financial period from 20 May 2021 to 31 December 2021
CORAVIN UK LTD

COMPANY INFORMATION (continued)

For the financial period from 20 May 2021 to 31 December 2021
DIRECTORS C S Ladd
R S Yeomans
SECRETARY Birketts Secretaries Limited
REGISTERED OFFICE Providence House
141-145 Princes Street
Ipswich
Suffolk
IP1 1QJ
United Kingdom
COMPANY NUMBER 13410309 (England and Wales)
AUDITOR Gravita II LLP
30 City Road
London
EC1Y 2AB
United Kingdom
CORAVIN UK LTD

BALANCE SHEET

As at 31 December 2021
CORAVIN UK LTD

BALANCE SHEET (continued)

As at 31 December 2021
Note 31.12.2021
£
Fixed assets
Tangible assets 3 52,977
52,977
Current assets
Stocks 270,231
Debtors 4 163,537
Cash at bank and in hand 474,788
908,556
Creditors
Amounts falling due within one year 5 ( 881,036)
Net current assets 27,520
Total assets less current liabilities 80,497
Provision for liabilities ( 4,916)
Net assets 75,581
Capital and reserves
Called-up share capital 100
Other reserves 160
Profit and loss account 75,321
Total shareholder's funds 75,581

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Profit and Loss Account has not been delivered.

The financial statements of Coravin UK Ltd (registered number: 13410309) were approved and authorised for issue by the Board of Directors on 20 November 2023. They were signed on its behalf by:

R S Yeomans
Director
CORAVIN UK LTD

NOTES TO THE FINANCIAL STATEMENTS

For the financial period from 20 May 2021 to 31 December 2021
CORAVIN UK LTD

NOTES TO THE FINANCIAL STATEMENTS

For the financial period from 20 May 2021 to 31 December 2021
1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial period, unless otherwise stated.

General information and basis of accounting

Coravin UK Ltd (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is Providence House, 141-145 Princes Street, Ipswich, Suffolk, IP1 1QJ, United Kingdom.

The financial statements have been prepared under the historical cost convention, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

Going concern

The Company currently has a net assets position of £75,581 and made a profit of £75,321 during the period ended 31 December 2021. In the subsequent period, the Company has made a loss. The directors are convinced that with a stable cost base and increase in customer base, the Company will improve its liquidity and improve its net current liability position in the subsequent reporting period.

The financial statements are prepared on a going concern basis on the assumption that the Company will continue in operational existence for the foreseeable future, the validity of which depends upon the ongoing support of the parent company ‘Coravin Inc’ and related group company ‘Coravin Europe B.V.’.

Coravin Inc and Coravin Europe B.V. have provided the Company with a letter of support stating that they will provide additional working capital as necessary and not seek repayment of their outstanding interest-free loans of £478,511 (owed to Coravin Europe B.V.) and £12,612 (owed to Coravin Inc) to the Company.

However, the parent company Coravin Inc has substantial external loans and it is not in compliance with certain covenants of its long term loan agreement. As a result of the non-compliance with its loan covenants, the lender may terminate the Term Loan Commitments and declare the Loans outstanding to be due and payable in whole. Therefore, it is uncertain whether Coravin Inc has the ability to provide the support required, if to do so means the Company will not be able to meet its debts as and when they fall due for a period of twelve months from the date of approval of the financial statements.

The directors are aware of this material uncertainty which may cause doubt over the Company’s ability to continue as a going concern. However the directors continue to adopt the going concern basis in accounting in preparing these financial statements. The financial statements include no adjustment that might otherwise be necessary if that support were not forthcoming.

Reporting period length

The Company was incorporated on 20 May 2021 and the financial statements are prepared for the period to 31 December 2021. The accounting period end date was shortened to 31 December 2021 to bring it inline with group entities.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods sold in the normal course of business, and is shown net of VAT. The fair value of consideration takes into account trade discounts.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Turnover from the sale of food and drink from the operation of the wine bar is recognised at the point of sale through electronic tills.

Employee benefits

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

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Defined contribution schemes
The Company operates a defined contribution scheme. The amount charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits is the contributions payable in the financial period. Differences between contributions payable in the financial period and contributions actually paid are included as either accruals or prepayments in the Balance Sheet.

Share-based payment

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Balance Sheet date.

Deferred tax
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that are expected to apply when the timing differences reverse, based on current tax rates and laws. Deferred tax assets and liabilities are not discounted.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

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

Plant and machinery etc. 3 years straight line

The assets relating to the wine bar are depreciated over the period of the wine bar operation.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

The assets' residual lives and useful lives are reviewed and adjusted, if appropriate, at the end of each reporting period. The effect of any change is accounted for prospectively.

Leases

The Company as lessee
Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

Financial assets
Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

An asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

For financial assets carried at amortised cost, the amount of impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to the net realisable value. Cost includes materials and is calculated using the FIFO (first-in, first-out) method. Provision is made for obsolete, slow-moving or defective items where appropriate.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Financial instruments

The Company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ of FRS 102 to all of its financial instruments.

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

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 Company after deducting all of its liabilities.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Financial assets are derecognised when and only when the contractual rights to the cash flows from the financial asset expire or are settled, or the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or the Company, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.

Basic financial liabilities
Basic financial liabilities, including creditors, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the Balance Sheet date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material).

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

2. Employees

Period from
20.05.2021 to
31.12.2021
Number
Monthly average number of persons employed by the Company during the period : 2

3. Tangible assets

Plant and machinery etc. Total
£ £
Cost
At 20 May 2021 0 0
Additions 79,466 79,466
At 31 December 2021 79,466 79,466
Accumulated depreciation
At 20 May 2021 0 0
Charge for the financial period 26,489 26,489
At 31 December 2021 26,489 26,489
Net book value
At 31 December 2021 52,977 52,977

4. Debtors

31.12.2021
£
Trade debtors 114,940
Amounts owed by Group undertakings 30,369
Deferred tax asset 1,229
Other debtors 16,999
163,537

Included within amounts owed by group undertakings is trade loan balance that is unsecured, interest free, has no fixed date of repayment and is repayable on demand.

5. Creditors: amounts falling due within one year

31.12.2021
£
Trade creditors 159,044
Amounts owed to Group undertakings 508,880
Amounts owed to Parent undertakings 12,612
Taxation and social security 79,652
Other creditors 120,848
881,036

Included within amounts owed to group and parent undertakings is trade loan balances that are unsecured, interest free, has no fixed date of repayment and is repayable on demand.

There is a debenture with a fixed and floating charge over all assets of the Company.

The aggregate secured liability is £nil.

6. Deferred tax

31.12.2021
£
At the beginning of financial period 0
Credited to the Profit and Loss Account 1,229
At the end of financial period 1,229

The deferred taxation balance is made up as follows:

31.12.2021
£
Other timing differences 1,229

7. Related party transactions

The Company has taken the qualifying entities exemptions available in FRS 102 1a to not disclose related party transactions with fellow wholly-owned Group entities.

8. Other reserves

Other reserve relates to capital contribution in respect of the fair value equity settled share based payment arrangement between the parent entity and the employees of the Company.

9. Audit Opinion

**Audit report information**
As the Income Statement has been omitted from the filing copy if the financial statements, the following information in relation to the Audit Report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006 :

The Auditor's Report was unqualified.

**Material uncertainty related to going concern**
We draw attention to going concern disclosure within Note 1 of the financial statements, which indicates that the company incurred a net profit of £75,321 during the period ended 31 December 2021 and, as of that date, the company’s total assets exceeded its current liabilities by £75,581. As stated in note 1, these events and conditions indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern.

Our opinion is not modified in respect of this matter.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

The audit report was signed by Bashir Khan ACCA (Senior Statutory Auditor) on behalf of Gravita II LLP.

10. Ultimate controlling party

The immediate and the ultimate parent company is Coravin Inc, with registered office address 34 Crosby Drive, Suite 101, Bedford, MA 01730. This is also the smallest and largest Group for which consolidated financial statements are prepared which include Coravin UK Ltd.