Company registration number 13311619 (England and Wales)
CC STIM UK SPV LTD (FORMERLY REKOM CARDIFF 1 LTD)
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
PAGES FOR FILING WITH REGISTRAR
CC STIM UK SPV LTD (FORMERLY REKOM CARDIFF 1 LTD)
CONTENTS
Page
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 8
CC STIM UK SPV LTD (FORMERLY REKOM CARDIFF 1 LTD)
BALANCE SHEET
AS AT 31 DECEMBER 2022
31 December 2022
- 1 -
2022
2021
Notes
£
£
£
£
Fixed assets
Intangible assets
3
36,814
Current assets
Debtors
4
54,362
1
Cash at bank and in hand
26,399
80,761
1
Creditors: amounts falling due within one year
5
(117,917)
(14)
Net current liabilities
(37,156)
(13)
Net liabilities
(342)
(13)
Capital and reserves
Called up share capital
1
1
Profit and loss reserves
(343)
(14)
Total equity
(342)
(13)
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
The financial statements were approved by the board of directors and authorised for issue on 14 March 2024 and are signed on its behalf by:
R J Quelch
Director
Company Registration No. 13311619
CC STIM UK SPV LTD (FORMERLY REKOM CARDIFF 1 LTD)
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
- 2 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Period ended 31 December 2021:
Loss and total comprehensive income for the period
-
(14)
(14)
Issue of share capital
1
-
1
Balance at 31 December 2021
1
(14)
(13)
Year ended 31 December 2022:
Loss and total comprehensive income for the year
-
(329)
(329)
Balance at 31 December 2022
1
(343)
(342)
CC STIM UK SPV LTD (FORMERLY REKOM CARDIFF 1 LTD)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 3 -
1
Accounting policies
Company information
CC STIM UK SPV LTD (formerly REKOM CARDIFF 1 LTD) is a private company limited by shares incorporated in England and Wales. The registered office is Proud Mary, 42-43 St Mary Street, Cardiff, United Kingdom, CF10 1AD.
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 disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
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:
The financial statements of the Company are consolidated in the financial statements of Rekom Group Holdings ApS. These consolidated financial statements are available from CVR, the Danish state’s master register of business information.
CC STIM UK SPV LTD (FORMERLY REKOM CARDIFF 1 LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 4 -
1.2
Going concern
The financial statements have been prepared on a going concern basis.true
On 1 February 2024, the Company became part of the CC STORM UK TOPCO LTD Group of companies as part of a pre-pack Administration deal following the CC STIM UK TOPCO LTD group of companies entering into administration. As part of this process the directors prepared a detailed daily cashflow forecast to the end of 2025. The forecasting process included contingency plans and stress testing in case of negative budget deviations to ensure that the Company has sufficient resources to meet its liabilities as they fall due for a period of at least 12 months from the date of signing.
The cashflow forecast has been reviewed and adopted during the pre-pack Administration process.
As a part of the pre-pack transaction, CC STIM UK TOPCO LTD’s funding partner rolled an existing 166m DKK of debt funding that had been provided to the CC STIM UK TOPCO LTD Group of companies into the new CC STORM UK TOPCO LTD Group of companies. They also provided an additional 38m DKK of debt funding to the new group. The Company remains an obligor to that debt.
The loan agreement ends in May 2025 and the cashflow forecast assumes that the loan agreement is replaced in identical terms. The conclusion of this process was that, with the support of CC STORM UK TOPCO LTD, the Company does have sufficient resources and is a going concern. The Company have received a letter of support from all companies in the CC STORM UK TOPCO Limited Group valid to 1 April 2025.
The directors are of the opinion that there are no other significant post period end developments that should be brought to the attention of the reader of these financial statements.
Based on these assessments and having regard to the resources available to the entity, the directors have concluded that there is no material uncertainty and that they can continue to adopt the going concern basis in preparing the annual report and accounts.
1.3
Reporting period
The comparative figures have been prepared on the basis of a shortened reporting period from 3 April 2021 to 31 December 2021.
1.4
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Lease premiums represent cash premiums paid to landlords in respect of initiating new or assigned leases. They are recognised at cost and then amortised over the term of the lease.
Amortisation 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:
Lease premium
3-10 years
1.5
Impairment of fixed assets
At each reporting period end date, the Company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
CC STIM UK SPV LTD (FORMERLY REKOM CARDIFF 1 LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 5 -
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.
1.6
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.
1.7
Equity and reserves
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in equity as a deductions, net of tax, from the proceeds.
1.8
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.
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.
1.9
Leases
CC STIM UK SPV LTD (FORMERLY REKOM CARDIFF 1 LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 6 -
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
1.10
Trade and other debtors are measured at transaction price less any impairment unless the arrangement constitutes a financing transaction in which case the transaction is measured at the present value of the future receipts discounted at the prevailing market rate of interest. Loans are initially measured at fair value and are subsequently measured at amortised cost using the effective interest method less any impairment.
1.11
Trade and other creditors
Trade and other creditors are measured at their transaction price unless the arrangement constitutes a financing transaction in which case the transaction is measured at present value of future payments discounted at prevailing market rate of interest. Other financial liabilities are initially measured at fair value net of their transaction costs. They are subsequently measured at amortised cost using the effective interest method.
2
Employees
The average monthly number of persons (including directors) employed by the Company during the year/period was:
2022
2021
Number
Number
Directors
3
3
CC STIM UK SPV LTD (FORMERLY REKOM CARDIFF 1 LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 7 -
3
Intangible fixed assets
Lease premium
£
Cost
At 1 January 2022
Additions
37,123
At 31 December 2022
37,123
Amortisation and impairment
At 1 January 2022
Amortisation charged for the year
309
At 31 December 2022
309
Carrying amount
At 31 December 2022
36,814
At 31 December 2021
4
Debtors
2022
2021
Amounts falling due within one year:
£
£
Trade debtors
42,400
Other debtors
11,962
1
54,362
1
5
Creditors: amounts falling due within one year
2022
2021
£
£
Amounts owed to group undertakings
117,901
Other creditors
14
Accruals and deferred income
16
117,917
14
6
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.
CC STIM UK SPV LTD (FORMERLY REKOM CARDIFF 1 LTD)
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
6
Audit report information
(Continued)
- 8 -
Senior Statutory Auditor:
John Lindegaard
Statutory Auditor:
Krogh & Partners Ltd
7
Operating lease commitments
Lessee
At the reporting end date the Company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
2022
2021
£
£
Within one year
212,000
Between one and five years
848,000
In over five years
3,543,014
4,603,014
8
Financial commitments, guarantees and contingent liabilities
As at the year end, the Company had an intercompany guarantee in respect of borrowings in CC STIM UK TOPCO LTD by way of a fixed and floating charge over all assets of CC STIM UK TOPCO LTD and its subsidiaries. As at the year end, the total borrowings were £11,450,810 (2021 - £9,982,939).
9
Related party transactions
The Company has taken advantage of the exemption not to disclose related party transactions with wholly owned subsidiaries within the group.
10
Parent company
The directors regard CataCap II K/S a company incorporated in Denmark, as the ultimate controlling company. CC STIM UK HOLDCO LTD, a company incorporated in England and Wales, was the immediate parent company until the restructure on 1 February 2024. Following this restructure the immediate parent company is CC STORM UK HOLDCO LTD, a company incorporated in England and Wales. The registered office off the immediate parent company is Proud Mary, 42-43 Mary Street, Cardiff, United Kingdom, CF10 1AD. The registered office of the ultimate parent company is Oster Alle 42, 7, C/O CataCap Management, Kobenhavn G7 DK021--, Denmark. The largest group in which the results of the Company are consolidated is that headed by Rekom Group Holdings ApS. Copies of the group financial statements may be obtained from CVR, the Danish state’s master register of business information.
11
Post balance sheet events
On 1 February 2024 CC STIM TOPCO LTD, the Company’s ultimate parent company in the UK, went through a pre-pack administration. This resulted in the Company’s ultimate parent company in the UK becoming CC STORM TOPCO LTD, following CC STORM TOPCO LTD’s bid offer being accepted by the administrators.