Company registration number 02540492 (England and Wales)
3D EUROPEAN HOLDINGS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
3D EUROPEAN HOLDINGS LIMITED
COMPANY INFORMATION
Director
A Johnson
Secretary
H Tolmay
Company number
02540492
Registered office
2nd Floor, West & South Wing
The Maylands Building
200 Maylands Avenue
Hemel Hempstead
Herts
HP2 7TG
Auditor
Mercer & Hole LLP
The Pinnacle
170 Midsummer Boulevard
Milton Keynes
Bucks
MK9 1BP
Bankers
HSBC Bank Plc
60 Queen Victoria Street
London
EC4N 4TR
3D EUROPEAN HOLDINGS LIMITED
CONTENTS
Page
Strategic report
1 - 3
Director's report
4 - 5
Independent auditor's report
6 - 8
Profit and loss account
9
Statement of comprehensive income
10
Balance sheet
11
Statement of changes in equity
12
Notes to the financial statements
13 - 20
3D EUROPEAN HOLDINGS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 1 -
The director presents the strategic report for the year ended 31 December 2022.
Principal activities
The company has two principal activities:
- holding of the investments of the European subsidiaries, and
- collection and distribution of management fees between the parent and the European subsidiaries.
Review of the development, performance and position of the business
The results for the year are in line with director's expectations.
With expected stability in the trading subsidiaries complemented by healthy industry growth rates, the director believes that the holding company will continue to function in the existing structure through 2023 and 2024.
Principal risks and uncertainties
We are exposed to market risk from changes in interest rates, foreign currency exchange rates and commodity prices which may adversely affect our results of operations and financial condition. We seek to minimise these risks through regular operating activities as appropriate.
Stakeholder statement
Customers
The 3D Systems group promotes our solutions globally through a direct sales force and channel partners. Our customer success organisation includes sales professionals, application engineers, vertical specialists, and other support teams. These teams provide complete service to our customers and channel partners, from a technical consultation to the sale of our software, printer, and services products. Our customers include major companies as well as small and midsize businesses in a broad range of industries, including medical, dental, automotive, aerospace, durable goods, government, defence, technology, jewellery, electronics, education, consumer goods, energy, biotechnology and others.
Workforce
Our purpose is to deliver leading additive solutions for industrial and healthcare applications. In support of this purpose, our priority is to invest in our people by focusing on bringing in top talent, providing training and development opportunities to strengthen capabilities and skills, and ensuring a safe and healthy work environment.
Through our operating history and experience with technological innovation, we appreciate the importance of retention, growth, and development of our employees. Our employees are key to achieving long-term success. Our goal is to foster a workplace culture and employee experience that drives innovation with purpose, profitable growth, and delivers ‘extraordinary’ to our customers. To do so, we have programmes for acquiring strategic talent, developing our teams to build key capabilities and skills, and engaging, motivating, and retaining our employees to do their best work.
We regularly survey our employees to seek their feedback in areas such as culture, career development, inclusivity, integrity, and employee success. To address the evolving needs of our business, we perform strategic workforce and succession planning as well as ongoing evaluation of our organisational design, culture, and values.
We promote diversity of thought, experiences, culture, and backgrounds that enhances our ability to deliver innovative solutions to our customers, in support of our company value to ‘build great teams.’. We are committed to fostering an engaged, diverse, inclusive, safe, and purpose-driven culture where employees have equitable opportunities for success. As we execute our talent management strategy, diversity, equity, and inclusion is a key element that influences our measures of success.
We design our compensation programmes to be competitive and equitable to support employees in sharing in the success of 3D Systems. We tailor our compensation programmes to attract and retain top talent to drive success in our current business priorities and emerging strategies.
3D EUROPEAN HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 2 -
Suppliers
3D Systems outsources our 3D printer assembly and refurbishment activities to selected design, engineering and manufacturing companies in the USA, Switzerland and Belgium. We purchase finished printers from these suppliers pursuant to forecasts and customer orders that we supply to them.
We also have arrangements with third parties who blend certain materials according to our specifications that we sell under our own brand names, and we purchase certain complementary materials from third parties for resale to our customers.
We work closely with key suppliers and have forged close working relationships over many years. We also seek to build strong working relationships with all suppliers and consider them integral in our ability to support excellent customer service.
Community and environment
We believe that business has a critical role to play in taking action on environmental, social and health issues facing our world. We’re part of a movement for change, and we’re here to make an impact. We are committed to identifying and advocating for more sustainable options to reduce our effect on the environment, and are allies for social causes, and we give back to the communities where we live and work. We hold ourselves accountable to ethical and responsible practices and policies.
From manufacturing to distribution centres to our shared service centres and new facility expansions, we identify ways to replace, optimise, and create opportunities to conserve energy and reduce waste. We recycled more than 432,000 pounds of waste in 2021, with over 18,000 of these pounds being electronic waste. We continue our efforts to reduce our carbon footprint with 25% of our materials derived from bio-sourced or renewable resources.
3D Systems Gives Back
It’s important to us that we make a positive contribution to society and the communities where we work and live. We passionately and purposely encourage employees to support community programmes and share their voice in social issues that align with our company values.
Our 3D Systems Gives Back is a volunteer programme where our sites around the world choose a non-profit or community service activity of their choice to volunteer together. To further expand our commitment, employees are allotted eight hours per calendar year to volunteer.
Crisis response
The rapid spread of COVID-19 put many healthcare providers under great strain as they provided treatment and care to affected patients.
In the face of this extraordinary challenge, 3D Systems immediately stepped in to offer its services and issued a call to action to customers and partners to join us in sharing resources to help overcome the pandemic.
3D EUROPEAN HOLDINGS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 3 -
Key performance indicators
The directors use various KPIs to monitor the results of the business on an ongoing basis. Financial measures include Turnover, Cost and Gross Margin, which are all line items disclosed on the face of the profit and loss account. Revenue has increased by 95.8% driven by the inclusion of new entities in the group resulting in the increase in management fees. Expenses have Increased by 76.6% in line with the corresponding revenue.
Future prospects
The Holdings activity is determined by its continuation as the mechanism for management fee distribution. Its growth is therefore dependent on the growth of the wider 3D trading entities and any new acquisitions, along with an increase in the global and pan-European roles within these subsidiary companies.
A Johnson
Director
29 February 2024
3D EUROPEAN HOLDINGS LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 4 -
The director presents his annual report and financial statements for the year ended 31 December 2022.
Strategic report
A review of the business, future developments and principal risks and uncertainties of the company are included within the Strategic Report.
Results and dividends
The results for the year are set out on page 9.
No ordinary dividends were paid. The director does not recommend payment of a final dividend.
Director
The director who held office during the year and up to the date of signature of the financial statements was as follows:
A Johnson
Qualifying third party indemnity provisions
3D European Holdings Limited has granted an indemnity to its directors against liability in respect of proceedings brought by third parties, subject to the conditions set out in the Companies Act 2006. The ultimate parent maintains and anticipates to continue maintaining directors and officers insurance for the aforementioned directors in an amount equal to $100m. Such qualifying third party indemnity provision remains in force as at the date of approving the financial statements.
Auditor
The auditor, Mercer & Hole LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.
Energy and carbon report
As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.
Statement of director's responsibilities
The director is responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the director is required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
3D EUROPEAN HOLDINGS LIMITED
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 5 -
Statement of disclosure to auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.
On behalf of the board
A Johnson
Director
29 February 2024
3D EUROPEAN HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF 3D EUROPEAN HOLDINGS LIMITED
- 6 -
Opinion
We have audited the financial statements of 3D European Holdings Limited (the 'company') for the year ended 31 December 2022 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
give a true and fair view of the state of the company's affairs as at 31 December 2022 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
the information given in the strategic report and the director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the strategic report and the director's report have been prepared in accordance with applicable legal requirements.
3D EUROPEAN HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF 3D EUROPEAN HOLDINGS LIMITED
- 7 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the director's report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:
adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
the financial statements are not in agreement with the accounting records and returns; or
certain disclosures of remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.
Responsibilities of director
As explained more fully in the director's responsibilities statement, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the director is responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.
Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud
We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. These included, but were not limited to, the Companies Act 2006 and tax legislation.
We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements and the financial report (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate entries including journals to overstate revenue or understate expenditure and management bias in accounting estimates.
Audit procedures performed by the engagement team included:
discussions with management, including considerations of known or suspected instances of non- compliance with laws and regulations and fraud;
gaining an understanding of management's controls designed to prevent and detect irregularities; and
identifying and testing journal entries.
3D EUROPEAN HOLDINGS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF 3D EUROPEAN HOLDINGS LIMITED
- 8 -
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non- compliance and cannot be expected to detect non-compliance with all laws and regulations.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Andrew Lawes MA MSc FCA
Senior Statutory Auditor
For and on behalf of Mercer & Hole LLP
1 March 2024
Chartered Accountants
Statutory Auditor
The Pinnacle
170 Midsummer Boulevard
Milton Keynes
Bucks
MK9 1BP
3D EUROPEAN HOLDINGS LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2022
- 9 -
2022
2021
Notes
£000's
£000's
Turnover
3
16,807
8,582
Administrative expenses
(14,959)
(8,472)
Operating profit
4
1,848
110
Interest receivable and similar income
6
645
17,955
Interest payable and similar expenses
7
(478)
(489)
Gain on investments
8
-
994
Profit before taxation
2,015
18,570
Tax on profit
9
(383)
(38)
Profit for the financial year
1,632
18,532
The profit and loss account has been prepared on the basis that all operations are continuing operations.
3D EUROPEAN HOLDINGS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2022
- 10 -
2022
2021
£000's
£000's
Profit for the year
1,632
18,532
Other comprehensive income
-
-
Total comprehensive income for the year
1,632
18,532
3D EUROPEAN HOLDINGS LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2022
31 December 2022
- 11 -
2022
2021
Notes
£000's
£000's
£000's
£000's
Fixed assets
Investments
10
116,385
56,385
Current assets
Debtors falling due after more than one year
12
19,409
2,728
Debtors falling due within one year
12
37,591
23,407
Cash at bank and in hand
82
153
57,082
26,288
Creditors: amounts falling due within one year
13
(15,403)
(2,774)
Net current assets
41,679
23,514
Total assets less current liabilities
158,064
79,899
Creditors: amounts falling due after more than one year
14
(16,533)
Net assets
141,531
79,899
Capital and reserves
Called up share capital
15
154,984
94,984
Profit and loss reserves
16
(13,453)
(15,085)
Total equity
141,531
79,899
The financial statements were approved and signed by the director and authorised for issue on 29 February 2024
A Johnson
Director
Company Registration No. 02540492
3D EUROPEAN HOLDINGS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022
- 12 -
Share capital
Profit and loss reserves
Total
£000's
£000's
£000's
Balance at 1 January 2021
94,984
(33,617)
61,367
Year ended 31 December 2021:
Loss and total comprehensive income for the year
-
18,532
18,532
Balance at 31 December 2021
94,984
(15,085)
79,899
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
1,632
1,632
Issue of Share Capital
60,000
-
60,000
Balance at 31 December 2022
154,984
(13,453)
141,531
3D EUROPEAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
- 13 -
1
Accounting policies
Company information
3D European Holdings Limited is a private company limited by shares incorporated in England and Wales. The registered office is 2nd Floor, West & South Wing, The Maylands Building, 200 Maylands Avenue, Hemel Hempstead, Herts, HP2 7TG.
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.
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 £000's.
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 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: Interest income/expense and net gains/losses for financial instruments not measured at fair value; 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 33 ‘Related Party Disclosures’: Compensation for key management personnel.
The financial statements of the company are consolidated in the financial statements of 3D Systems Corporation.
Consolidation
The company has taken the exemption conferred by Section 401 of the Companies Act 2006 not to produce consolidated financial statements as it is a wholly-owned indirect subsidiary of 3D Systems Corporation. Copies of the consolidated financial statements of 3D Systems Corporation are publicly available from 333 Three D Systems Circle, Rock Hill, SC 29730, USA or from the United States Securities and Exchange Commission website at www.sec.gov. These financial statements therefore present the results of the company only.
1.2
Going concern
The financial statements have been prepared on a going concern basis. In making the assessment, the director has prepared detailed trading and cashflow forecasts for the next twelve months from the date of signing the financial statements and believes that the company can continue to trade for the foreseeable future. The director has also reviewed the financial status of the wider group and is satisfied it has the resources available to continue to supply products to the company’s trading subsidiaries.true
1.3
Turnover
Turnover consists of management charges receivable from subsidiary companies, and is included on an accruals basis.
3D EUROPEAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 14 -
1.4
Fixed asset investments
Interests in subsidiaries 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.
1.5
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.
1.6
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.
Impairment of financial assets
Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.
Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.
Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.
3D EUROPEAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 15 -
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.
Basic financial liabilities
Basic financial liabilities, including creditors and loans from fellow group companies 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.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.
1.7
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.
1.8
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.
3D EUROPEAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
1
Accounting policies
(Continued)
- 16 -
1.9
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 determining the carrying amounts of investments and intercompany debtors, the company makes assumptions of the effects of uncertain future events on those assets and liabilities at the balance sheet date. The companies estimates and assumptions are based on historical experience and expectation of future events and are reviewed periodically. This disclosure excludes uncertainty over future events and judgments in respect of measuring financial instruments.
3
Turnover and other revenue
2022
2021
£000's
£000's
Turnover analysed by geographical market
UK
237
237
Europe
14,510
6,302
USA
2,060
2,043
16,807
8,582
2022
2021
£000's
£000's
Other revenue
Interest income
645
578
Dividends received
-
17,377
4
Operating profit
2022
2021
Operating profit for the year is stated after charging/(crediting):
£000's
£000's
Exchange (gains)/losses
(1,785)
233
Fees payable to the company's auditor for the audit of the company's financial statements
15
10
5
Employees
The company had no employees in the current or prior year.
No director received any emoluments from the company in the current or prior year.
3D EUROPEAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 17 -
6
Interest receivable and similar income
2022
2021
£000's
£000's
Interest income
Interest receivable from group companies
645
578
Income from fixed asset investments
Income from shares in group undertakings
17,377
Total income
645
17,955
7
Interest payable and similar expenses
2022
2021
£000's
£000's
Interest payable to group undertakings
478
489
8
Gain on investments
2022
2021
£000's
£000's
Gain on disposal of fixed asset investments
994
9
Taxation
2022
2021
£000's
£000's
Current tax
UK corporation tax on profits for the current period
383
38
The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:
2022
2021
£000's
£000's
Profit before taxation
2,015
18,570
Expected tax charge based on the standard rate of corporation tax in the UK of 19.00% (2021: 19.00%)
383
3,528
Tax effect of income not taxable in determining taxable profit
(3,302)
Gains not taxable
(188)
Taxation charge for the year
383
38
3D EUROPEAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 18 -
10
Fixed asset investments
2022
2021
Notes
£000's
£000's
Investments in subsidiaries
11
116,385
56,385
Movements in fixed asset investments
Shares in subsidiaries
£000's
Cost or valuation
At 1 January 2022
88,725
Additions
60,000
At 31 December 2022
148,725
Impairment
At 1 January 2022 & 31 December 2022
32,340
Carrying amount
At 31 December 2022
116,385
At 31 December 2021
56,385
No impairment was recorded in 2022 (2021: £nil) following management’s best estimate of the carrying value of subsidiary investments.
Impairments are calculated based on the difference between the subsidiary's net assets plus the net present value of future cashflows and the investment holding value. The net present value of the subsidiary cashflows was determined through discounting expected future cash flows at a discount rate of 9%.
3D EUROPEAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 19 -
11
Subsidiaries
Details of the company's subsidiaries at 31 December 2022 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
3D Systems GmbH
Germany
Ordinary shares
100.00
-
3D Systems Italia SRL
Italy
Ordinary shares
100.00
-
3D Systems Europe Limited
UK
Ordinary shares
100.00
-
3D Systems Benelux B.V.
Netherlands
Ordinary shares
100.00
-
LayerWise NV
Belgium
Ordinary shares
100.00
-
Kumovis GmbH
Germany
Ordinary shares
0
100.00
Kumovis Inc.
USA
Ordinary shares
0
100.00
Phenix Systems
France
Ordinary shares
0
100.00
Sint Tech SARL
France
Ordinary shares
0
100.00
Additive Manufacturing Technologies Inc
USA
Ordinary shares
0
100.00
3D Systems France SARL
France
Ordinary shares
0
100.00
Vertex-Global Holding B.V.
Netherlands
Ordinary shares
0
100.00
Vertex International B.V.
Netherlands
Ordinary shares
0
100.00
Layerwise, Inc.
USA
Ordinary shares
0
100.00
NextDent B.V.
Netherlands
Ordinary shares
0
100.00
Vertex-Dental B.V.
Netherlands
Ordinary shares
0
100.00
Vertex-Dental Asia PTE Ltd
Singapore
Ordinary shares
0
100.00
12
Debtors
2022
2021
Amounts falling due within one year:
£000's
£000's
Amounts owed by group undertakings
37,591
23,404
Other debtors
3
37,591
23,407
2022
2021
Amounts falling due after more than one year:
£000's
£000's
Amounts owed by group undertakings
19,409
2,728
Total debtors
57,000
26,135
3D EUROPEAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2022
- 20 -
13
Creditors: amounts falling due within one year
2022
2021
£000's
£000's
Trade creditors
18
Amounts owed to group undertakings
14,964
2,669
Corporation tax
421
63
Accruals and deferred income
18
24
15,403
2,774
14
Creditors: amounts falling due after more than one year
2022
2021
£000's
£000's
Amounts owed to group undertakings
16,533
15
Share capital
2022
2021
2022
2021
Ordinary share capital
Number
Number
£000's
£000's
Issued and fully paid
Ordinary shares of £1 each
154,984,201
94,984,201
154,984
94,984
During the year, the company issued 60,000,000 ordinary shares at par.
16
Profit and loss reserves
The company's reserves are as follows:
Called up share capital reserve represents the nominal value of the shares issued.
Profit and loss account represents cumulative profit or losses, net of dividends paid and other adjustments.
17
Related party transactions
The company has taken advantage of the exemption available under FRS 102 'Related party disclosures' whereby it has not disclosed transactions with ultimate parent company or any wholly owned subsidiary undertaking or group.
18
Ultimate controlling party
The company's immediate parent undertaking is 3D Systems Inc., a company incorporated in California, United States of America.
The ultimate parent and controlling party is 3D Systems Corporation, a public company incorporated in Delaware, United States of America. Copies of the 3D Systems Corporation consolidated financial statements may be obtained from 333 Three D Systems Circle, Rock Hill, SC 29730, USA or from the United States Securities and Exchange Commission website at www.sec.gov.
3D Systems Corporation and 3D Systems Inc. are the respective parent undertakings of the largest and smallest groups to consolidate these financial statements.
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