OPUS 2 MAGNUM HOLDINGS LIMITED

Company Registration Number:
07874822 (England and Wales)

Unaudited statutory accounts for the year ended 31 March 2023

Period of accounts

Start date: 1 April 2022

End date: 31 March 2023

OPUS 2 MAGNUM HOLDINGS LIMITED

Contents of the Financial Statements

for the Period Ended 31 March 2023

Directors report
Profit and loss
Balance sheet
Additional notes
Balance sheet notes

OPUS 2 MAGNUM HOLDINGS LIMITED

Directors' report period ended 31 March 2023

The directors present their report with the financial statements of the company for the period ended 31 March 2023

Additional information

Qualifying third party indemnitiesThe company has made qualifying third party indemnity provisions for the benefit of its directors, whichwere made during the year and remain in force at the date of this report.DividendsThe directors have not paid or recommended a dividend (2022: interim dividends of £3,000,000 paid).Going concernThe directors have a reasonable expectation that the company has adequate resources to continue inoperational existence for the foreseeable future, therefore, they continue to adopt the going concern basisfor the accounts in preparing the annual financial statements.



Directors

The director shown below has held office during the whole of the period from
1 April 2022 to 31 March 2023

Oliver Clark


The director shown below has held office during the period of
1 April 2022 to 20 February 2023

Martin David Coen


The above report has been prepared in accordance with the special provisions in part 15 of the Companies Act 2006

This report was approved by the board of directors on
27 November 2023

And signed on behalf of the board by:
Name: Oliver Clark
Status: Director

OPUS 2 MAGNUM HOLDINGS LIMITED

Profit And Loss Account

for the Period Ended 31 March 2023

2023 2022


£

£
Interest receivable and similar income: 3,200,000
Profit(or loss) before tax: (30) 3,200,000
Profit(or loss) for the financial year: (30) 3,200,000

OPUS 2 MAGNUM HOLDINGS LIMITED

Balance sheet

As at 31 March 2023

Notes 2023 2022


£

£
Fixed assets
Investments: 3 1,345,155 1,345,155
Total fixed assets: 1,345,155 1,345,155
Current assets
Debtors: 4 993,863 3,793,893
Total current assets: 993,863 3,793,893
Creditors: amounts falling due within one year: 5 ( 550,000 ) ( 3,350,000 )
Net current assets (liabilities): 443,863 443,893
Total assets less current liabilities: 1,789,018 1,789,048
Total net assets (liabilities): 1,789,018 1,789,048
Capital and reserves
Called up share capital: 1,515 1,515
Share premium account: 1,768,689 1,768,689
Profit and loss account: 18,814 18,844
Total Shareholders' funds: 1,789,018 1,789,048

The notes form part of these financial statements

OPUS 2 MAGNUM HOLDINGS LIMITED

Balance sheet statements

For the year ending 31 March 2023 the company was entitled to exemption under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

This report was approved by the board of directors on 27 November 2023
and signed on behalf of the board by:

Name: Oliver Clark
Status: Director

The notes form part of these financial statements

OPUS 2 MAGNUM HOLDINGS LIMITED

Notes to the Financial Statements

for the Period Ended 31 March 2023

  • 1. Accounting policies

    Basis of measurement and preparation

    These financial statements have been prepared in accordance with the provisions of Section 1A (Small Entities) of Financial Reporting Standard 102

    Other accounting policies

    Statement of complianceThese financial statements were prepared in accordance with Financial Reporting Standard 102 'TheFinancial Reporting Standard applicable in the United Kingdom and Republic of Ireland and theCompanies Act 2006'.Basis of preparationThese financial statements have been prepared using the historical cost convention except that asdisclosed in the accounting policies certain items are shown at fair value.The financial statements have been presented in pound sterling as this is the currency of the primaryeconomic environment in which the company is expected is expected to operate in due course and isrounded to the nearest pound.Summary of disclosure exemptionsThe company has taken advantage of the following disclosure exemptions in preparing these financialstatements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK andRepublic of Ireland":the requirements of Section 4 Statement of Financial Position paragraph 4.12(a)(iv);the requirements of Section 7 Statement of Cash Flows;the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);the requirements of Section 33 Related Party Disclosures paragraph 33.7.Going concernThe directors have a reasonable expectation that the company has adequate resources to continue inoperational existence for the foreseeable future and that there are no material uncertainties that lead tosignificant doubt upon the company’s ability to continue as a going concern. Thus, the directors havecontinued to adopt the going concern basis of accounting in preparing these financial statements.Exemption from preparing group accountsThe financial statements contain information about Opus 2 Magnum Holdings Limited as an individualcompany and do not contain consolidated financial information as the parent of a group.The company is exempt under section 400 of the Companies Act 2006 from the requirement to prepareconsolidated financial statements as it and its subsidiary undertakings are included by full consolidation inthe consolidated financial statements of its parent, Midcap Invest UK 1 Midco Limited.Reclassification of comparative amountsThe figures for the year ended 31 March 2022 have been amended to disclose dividends receivable fromsubsidiary undertakings in the profit and loss account (previously disclosed as other comprehensiveincome). There is no impact on retained earnings as a result of this reclassification.JudgementsAs an intermediate holding company there are no significant judgements in the application of thecompany's accounting policies, other than to adopt a policy of measuring the company's investments insubsidiaries at historical cost. The directors believe that this is a proportionate accounting policy choice,but note that historical costs is significantly below the fair value of these investments.Key sources of estimation uncertaintyThe directors do not consider there to be any key sources of estimation uncertainty. As noted above, thedirectors believe that the fair value of the company's investments far exceeds the historical cost at whichthey are carried, so the risk of any impairment write down in the near future is minimal.InvestmentsInvestments in subsidiaries are recognised at cost less accumulated impairment losses. Investments aretested for impairment where an indication of impairment exists at the reporting date.DividendsDividend distribution to the company’s shareholders is recognised as a liability in the financial statementsin the reporting period in which the dividends become a legally binding liability. Interim dividends arerecognised on payment. Final dividends are recognised when they have been approved in generalmeeting.Financial instrumentsThe company only enters into basic financial instrument transactions that result in the recognition offinancial assets and liabilities like investments in subsidiaries and amounts due from and to related groupundertakings.Debt instruments that are payable or receivable within one year, typically amounts due to and from fellowgroup undertakings, are measured, initially and subsequently, at the undiscounted amount of the cash orother consideration expected to be paid or received.Financial assets that are measured at cost and amortised cost are assessed at the end of each reportingperiod for objective evidence of impairment. If objective evidence of impairment is found, an impairmentloss is recognised in the Statement of Comprehensive Income. The impairment loss is measured as thedifference between an asset's carrying amount and best estimate of the recoverable amount, which is anapproximation of the amount that the company would receive for the asset if it were to be sold at thereporting date.Financial assets and liabilities are only offset with the net amount reported in the Statement of FinancialPosition when there is an enforceable right to set off the recognised amounts and there is an intention tosettle on a net basis or to realise the asset and settle the liability simultaneously.

OPUS 2 MAGNUM HOLDINGS LIMITED

Notes to the Financial Statements

for the Period Ended 31 March 2023

  • 2. Employees

    2023 2022
    Average number of employees during the period 0 0

OPUS 2 MAGNUM HOLDINGS LIMITED

Notes to the Financial Statements

for the Period Ended 31 March 2023

3. Fixed assets investments note

2022 2023 £ £Investments in subsidiaries at unimpaired historical cost 1,345,155 1,345,155Details of undertakingsDetails of the investments, all of which are held directly, in which the company holds 20% or more of thenominal value of any class of share capital are as follows:7 Investments (continued)Undertaking Registered officeClass ofsharesProportion of votingrights and shares held2023 2022Subsidiary undertakingsOpus 2 InternationalLimited5th Floor, 5 New Street Square,London, EC4A 3BFEngland & WalesOrdinary 100% 100%Magnum SoftwareDevelopment Limited5th Floor, 5 New Street Square,London, EC4A 3BFEngland & WalesOrdinary 100% 100%Opus 2 International Inc. 100 Pine Street, Suite 775, SanFrancisco, CA 94111USAOrdinary 100% 100%Opus 2 InternationalSingapore Pte. Limited28 Maxwell Road, #04 12 & 13Maxwell, Chambers Suites,069120SingaporeOrdinary 100% 100%Annotate Software Limited Wemyss House, 6-8 WemyssPlace, Edinburgh, EH3 6DHScotlandOrdinary 100% 100%Opus 2 International PtyLimitedLevel 6, 1 Chifley Square,Sydney, NSW2000AustraliaOrdinary 100% 100%

OPUS 2 MAGNUM HOLDINGS LIMITED

Notes to the Financial Statements

for the Period Ended 31 March 2023

4. Debtors

2023 2022
£ £
Other debtors 993,863 3,793,893
Total 993,863 3,793,893

OPUS 2 MAGNUM HOLDINGS LIMITED

Notes to the Financial Statements

for the Period Ended 31 March 2023

5. Creditors: amounts falling due within one year note

2023 2022
£ £
Other creditors 550,000 3,350,000
Total 550,000 3,350,000

OPUS 2 MAGNUM HOLDINGS LIMITED

Notes to the Financial Statements

for the Period Ended 31 March 2023

6. Financial Commitments

Glas Trust Corporation Limited has security over the assets and trade of the company in relation to the£90 million bank borrowings of Midcap Invest UK 1 Bidco Limited.