Space And Time Holdings Limited
Financial Statements
For the year ended 30 June 2023
Pages for Filing with Registrar
Company Registration No. 09976986 (England and Wales)
Space and Time Holdings Limited
Space And Time Holdings Limited
Contents
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 9
Space And Time Holdings Limited
Balance Sheet
As at 30 June 2023
Page 1
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
4
8,213,166
8,213,166
Current assets
Debtors
5
78,076
78,076
Cash at bank and in hand
640
796
78,716
78,872
Creditors: amounts falling due within one year
6
(5,230,011)
(5,226,921)
Net current liabilities
(5,151,295)
(5,148,049)
Net assets
3,061,871
3,065,117
Capital and reserves
Called up share capital
7
1,000
1,000
Profit and loss reserves
3,060,871
3,064,117
Total equity
3,061,871
3,065,117
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved by the board of directors and authorised for issue on 28 November 2023 and are signed on its behalf by:
A Moore
Director
Company Registration No. 09976986
Space And Time Holdings Limited
Statement of Changes in Equity
For the year ended 30 June 2023
Page 2
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 July 2021
1,000
3,063,457
3,064,457
Year ended 30 June 2022:
Profit and total comprehensive income for the year
-
1,330,660
1,330,660
Dividends
-
(1,330,000)
(1,330,000)
Balance at 30 June 2022
1,000
3,064,117
3,065,117
Year ended 30 June 2023:
Profit and total comprehensive income for the year
-
571,754
571,754
Dividends
-
(575,000)
(575,000)
Balance at 30 June 2023
1,000
3,060,871
3,061,871
Space And Time Holdings Limited
Notes to the Financial Statements
For the year ended 30 June 2023
Page 3
1
Accounting policies
Company information
Space and Time Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is 2nd Floor, 2 Old Street Yard, London, EC1Y 8AF.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.
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 £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:
Section 4 ‘Statement of Financial Position’: Reconciliation of the opening and closing number of shares;
Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;
Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;
Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;
Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.
Space and Time Holdings Limited is a wholly owned subsidiary of Space & Time Group Limited and the results of Space and Time Holdings Limited are included in the consolidated financial statements of Space & Time Group Limited which are available from 2nd Floor, 2 Old Street Yard, London, England, EC1Y 8AF.
1.2
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that thetrue company has adequate resources to continue in operational existence for the foreseeable future.Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
Space And Time Holdings Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
1
Accounting policies
(Continued)
Page 4
1.3
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.4
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.5
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally 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.
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.
Classification of financial liabilities
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.
Space And Time Holdings Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
1
Accounting policies
(Continued)
Page 5
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, 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.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
1.6
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
1.7
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
Space And Time Holdings Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
1
Accounting policies
(Continued)
Page 6
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
1.8
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
Critical estimates
The following estimates have had the most significant effect on amounts recognised in the financial statements.
Impairment of investments
The investments held by the company are reviewed annually for impairment. If there is an indication of impairment, management will impair the asset to its recoverable amount.
3
Directors' remuneration
The three directors are remunerated for their services to the company through a group company.
Space And Time Holdings Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
Page 7
4
Fixed asset investments
2023
2022
£
£
Shares in group undertakings and participating interests
8,213,166
8,213,166
5
Debtors
2023
2022
Amounts falling due within one year:
£
£
Other debtors
78,076
78,076
6
Creditors: amounts falling due within one year
2023
2022
£
£
Amounts owed to group undertakings
5,226,831
5,223,831
Accruals and deferred income
3,180
3,090
5,230,011
5,226,921
7
Called up share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1,000
1,000
1,000
1,000
8
Audit report information
As the income statement has been omitted from the filing copy of 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.
Senior Statutory Auditor:
Jamie Seaford
Statutory Auditor:
Moore Kingston Smith LLP
9
Related party transactions
As permitted by FRS 102 Section 33 "related party disclosures", the financial statements do not disclose
transactions with the parent company and wholly owned fellow subsidiaries on the basis that group financial statements are prepared.
Space And Time Holdings Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
Page 8
10
Subsidiaries
Details of the company's subsidiaries at 30 June 2023 are as follows:
Name of undertaking
Registered
Nature of business
Class of
% Held
office key
shares held
Direct
Indirect
Space & Time Media Limited
1
Media buying
Ordinary
100.00
-
Go Wild Limited
2
Dormant
Ordinary
100.00
0
-
0
Adgenda Media International Limited
3
Media buying
Ordinary
-
55.00
Adgenda Media Services Limited
2
Dormant
Ordinary
-
55.00
Registered Office addresses:
1
2nd Floor, 2 Old Street Yard, London, England, EC1Y 8AF
2
Dean Park House Suite 2, Floor 2, Dean Park Crescent, Bournemouth, Dorset, England, BH1 1HP
3
Cornwell House Clerkenwell Green, 3rd Floor, London, England, EC1R 0DX
11
Associates
Details of the company's associates at 30 June 2023 are as follows:
Name of undertaking
Registered
Nature of business
Class of
% Held
office
shares held
Direct
Indirect
EG Media Limited
2nd Floor, 2 Old Street Yard, London, England, EC1Y 8AF
Media Buying
Ordinary
45.00
12
Directors' transactions
At the year end, an amount of £39,038 (2022: £39,038) was owed to the company by S Gil, a director of the company.
At the year end, an amount of £39,038 (2022: £39,038) was owed to the company by A Moore, a director of the company.
Space And Time Holdings Limited
Notes to the Financial Statements (Continued)
For the year ended 30 June 2023
Page 9
13
Parent company
The directors consider the immediate and ultimate parent undertaking to be Space & Time Group Limited, a company incorporated in England and Wales.
Space & Time Group Limited is the smallest and largest group for which consolidated financial statements including the company are prepared. The consolidated financial statements of Space & Time Group Limited are available from its registered office, 2nd Floor, 2 Old Street Yard, London, England, EC1Y 8AF.
The directors consider there to be no ultimate controlling party.