Caseware UK (AP4) 2023.0.135 2023.0.135 truetruetruetrue2022-08-01falseNo description of principal activity44false 12875592 2022-08-01 2023-07-31 12875592 2021-08-01 2022-07-31 12875592 2023-07-31 12875592 2022-07-31 12875592 2021-08-01 12875592 c:Director1 2022-08-01 2023-07-31 12875592 c:Director2 2022-08-01 2023-07-31 12875592 c:Director3 2022-08-01 2023-07-31 12875592 c:Director4 2022-08-01 2023-07-31 12875592 c:RegisteredOffice 2022-08-01 2023-07-31 12875592 d:CurrentFinancialInstruments 2023-07-31 12875592 d:CurrentFinancialInstruments 2022-07-31 12875592 d:Non-currentFinancialInstruments 2023-07-31 12875592 d:Non-currentFinancialInstruments 2022-07-31 12875592 d:CurrentFinancialInstruments d:WithinOneYear 2023-07-31 12875592 d:CurrentFinancialInstruments d:WithinOneYear 2022-07-31 12875592 d:Non-currentFinancialInstruments d:AfterOneYear 2023-07-31 12875592 d:Non-currentFinancialInstruments d:AfterOneYear 2022-07-31 12875592 d:Non-currentFinancialInstruments d:BetweenOneTwoYears 2023-07-31 12875592 d:Non-currentFinancialInstruments d:BetweenOneTwoYears 2022-07-31 12875592 d:Non-currentFinancialInstruments d:BetweenTwoFiveYears 2023-07-31 12875592 d:Non-currentFinancialInstruments d:BetweenTwoFiveYears 2022-07-31 12875592 d:ShareCapital 2023-07-31 12875592 d:ShareCapital 2022-07-31 12875592 d:ShareCapital 2021-08-01 12875592 d:RetainedEarningsAccumulatedLosses 2022-08-01 2023-07-31 12875592 d:RetainedEarningsAccumulatedLosses 2023-07-31 12875592 d:RetainedEarningsAccumulatedLosses 2021-08-01 2022-07-31 12875592 d:RetainedEarningsAccumulatedLosses 2022-07-31 12875592 d:RetainedEarningsAccumulatedLosses 2021-08-01 12875592 d:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2022-08-01 2023-07-31 12875592 d:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2023-07-31 12875592 d:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2022-07-31 12875592 c:OrdinaryShareClass1 2022-08-01 2023-07-31 12875592 c:OrdinaryShareClass1 2023-07-31 12875592 c:OrdinaryShareClass1 2022-07-31 12875592 c:FRS102 2022-08-01 2023-07-31 12875592 c:Audited 2022-08-01 2023-07-31 12875592 c:FullAccounts 2022-08-01 2023-07-31 12875592 c:PrivateLimitedCompanyLtd 2022-08-01 2023-07-31 12875592 d:Subsidiary1 2022-08-01 2023-07-31 12875592 d:Subsidiary1 1 2022-08-01 2023-07-31 12875592 d:Subsidiary2 2022-08-01 2023-07-31 12875592 d:Subsidiary2 1 2022-08-01 2023-07-31 12875592 d:Subsidiary3 2022-08-01 2023-07-31 12875592 d:Subsidiary3 1 2022-08-01 2023-07-31 12875592 6 2022-08-01 2023-07-31 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 12875592









Back 2 Work Holdings Limited









Annual Report and Financial Statements

For the Year Ended 31 July 2023

 
Back 2 Work Holdings Limited
 
 
Company Information


Directors
L A Muscat-Terribile 
J E Gregson 
T Lewis 
J Painter 




Registered number
12875592



Registered office
Building 4
Universal Square

Devonshire Street

Manchester

M12 6JH




Independent auditors
Hurst Accountants Limited
Chartered Accountants & Statutory Auditors

Lancashire Gate

21 Tiviot Dale

Stockport

Cheshire

SK1 1TD





 
Back 2 Work Holdings Limited
 

Contents



Page
Strategic Report
 
1
Directors' Report
 
2 - 3
Independent Auditors' Report
 
4 - 7
Statement of Comprehensive Income
 
8
Balance Sheet
 
9
Statement of Changes in Equity
 
10
Notes to the Financial Statements
 
11 - 20


 
Back 2 Work Holdings Limited
 
 
Strategic Report
For the Year Ended 31 July 2023

Introduction
 
The directors present the strategic report for the year ended 31 July 2023.

Business review
 
The nature of the company’s operation and principal activity is that of an intermediate holding company.
The financial position and performance of the company's subsidiaries do not, in the view of the directors, give rise to any impairment of investments in subsidiary undertakings.

Principal risks and uncertainties
 
The principal risk and uncertainty facing the company is the financial performance of its subsidiary undertakings.
The underlying financial performance of the company's subsidiary undertakings supports the valuation of investments in the company balance sheet. The company is reliant on cash generation in the subsidiary undertakings and subsequent distributions to service its debt.

Financial key performance indicators
 
The directors have identified no evidence of impairment in the carrying value of investments in the subsidiary undertaking and believe it is appropriate to carry the investment value at a cost of £30,570,409.
The posted loss has been significant in the year due to the accrued loan note interest following the acquisition of Back 2 Work Complete Training Limited in the 2020, and Just IT Training & Skills Team Limited in 2022. Loan note interest only becomes payable in the event of a sale.


This report was approved by the board and signed on its behalf.



L A Muscat-Terribile
Director

Date: 3 March 2024

Page 1

 
Back 2 Work Holdings Limited
 
 
 
Directors' Report
For the Year Ended 31 July 2023

The directors present their report and the financial statements for the year ended 31 July 2023.

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are 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 directors are required to:


select suitable accounting policies for the company's financial statements 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 directors are 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 to enable them to ensure that the financial statements comply with the Companies Act 2006They are 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.

Results and dividends

The loss for the year, after taxation, amounted to £2,090,409 (2022 - loss £1,806,207).

No dividends have been recommended for payment in the financial year.

Directors

The directors who served during the year were:

L A Muscat-Terribile 
J E Gregson 
T Lewis 
J Painter 

Future developments

The company continues to develop its subsidiary undertakings.

Matters covered in the Strategic Report

The directors have chosen to set out the disclosure relating to financial risk objectives & policies and information on
exposure to price risk, credit risk, liquidity risk and cash flow risk in the strategic report.

Page 2

 
Back 2 Work Holdings Limited
 
 
 
Directors' Report (continued)
For the Year Ended 31 July 2023

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company's auditors are aware of that information.

Post balance sheet events

Post year end, Back 2 Work Holdings Limited has acquired 100% of the share capital in both Bespoke Professional Development and Training Limited and Greendale Limited.

Auditors

The auditorsHurst Accountants Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





L A Muscat-Terribile
Director

Date: 3 March 2024

Page 3

 
Back 2 Work Holdings Limited
 
 
 
Independent Auditors' Report to the Members of Back 2 Work Holdings Limited
 

Opinion


We have audited the financial statements of Back 2 Work Holdings Limited (the 'company') for the year ended 31 July 2023, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 July 2023 and of its loss 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.


Basis for opinion


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 Auditors' 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 United Kingdom, including the Financial Reporting Council'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 directors' 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 directors with respect to going concern are described in the relevant sections of this report.


Other information


The other information comprises the information included in the Annual Report other than the financial statements and  our Auditors' Report thereon.  The directors are 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.


Page 4

 
Back 2 Work Holdings Limited
 
 
 
Independent Auditors' Report to the Members of Back 2 Work Holdings Limited (continued)


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


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 Directors' 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 directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 2, the directors are 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 directors determine 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 directors are 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 directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.


Auditors' 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 Auditors' 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.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
Page 5

 
Back 2 Work Holdings Limited
 
 
 
Independent Auditors' Report to the Members of Back 2 Work Holdings Limited (continued)


Identifying and assessing potential risks related to irregularities
 
In identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:
 
The nature of the industry and sector, control environment and business performance including key drivers for directors' remuneration, bonus levels and performance targets.
Enquiring of local management and parent company management, including obtaining and reviewing supporting documentation, concerning the Company's policies and procedures relating to:
°Identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;
°Detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected of alleged fraud;
The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations.
Discussing among the engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud;
Obtaining an understanding of the legal and regulatory frameworks that the Company operates in, focusing on those laws and regulations that had a direct effect on the financial statements,  such as the Companies Act 2006, pensions and tax legislation, or that had a fundamental effect on the operations of the Company, including General Data Protection requirements, Anti-bribery and corruption policy.

Audit response to risks identified
 
Our procedures to respond to risk identified included the following:
 
Reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
Discussions with management, including consideration of known or suspected instances of non-compliance with laws and regulations and fraud;
Evaluation of management’s controls designed to prevent and detect irregularities;
Enquiring of management concerning actual and potential litigation and claims;
Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud.
 
We have also considered the risks noted above in addressing the risk of fraud through management override of controls:
 
Testing the appropriateness of journal entries and other adjustments; by identifying accounting transactions which may pose a heightened risk of material misstatement, whether due to fraud or error.
Challenging assumptions made by management in their significant accounting estimates, and assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and
Evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.
 
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.
 
Page 6

 
Back 2 Work Holdings Limited
 
 
 
Independent Auditors' Report to the Members of Back 2 Work Holdings Limited (continued)


There are inherent limitations in the audit procedures described above, and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it.  Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.


Use of our 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 2006Our 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 Auditors' 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.





Helen Besant-Roberts (Senior Statutory Auditor)
for and on behalf of
Hurst Accountants Limited
Chartered Accountants
Statutory Auditors
Lancashire Gate
21 Tiviot Dale
Stockport
Cheshire
SK1 1TD

4 March 2024
Page 7

 
Back 2 Work Holdings Limited
 
 
Statement of Comprehensive Income
For the Year Ended 31 July 2023

2023
2022
Note
£
£

Administrative expenses
  
(126,348)
(95,224)

Operating loss
  
(126,348)
(95,224)

Interest payable and similar expenses
 6 
(1,964,061)
(1,710,983)

Loss before tax
  
(2,090,409)
(1,806,207)

Loss for the financial year
  
(2,090,409)
(1,806,207)

There were no recognised gains and losses for 2023 or 2022 other than those included in the statement of comprehensive income.

There was no other comprehensive income for 2023 (2022:£NIL).

The notes on pages 11 to 20 form part of these financial statements.

Page 8

 
Back 2 Work Holdings Limited
Registered number: 12875592

Balance Sheet
As at 31 July 2023

2023
2022
Note
£
£

Fixed assets
  

Investments
 8 
30,570,409
30,419,414

Current assets
  

Debtors: amounts falling due after more than one year
 9 
42,959
33,750

Debtors: amounts falling due within one year
 9 
44,822
22,661

Cash at bank and in hand
 10 
12,687
1,351

  
100,468
57,762

Creditors: amounts falling due within one year
 11 
(6,918,516)
(4,385,849)

Net current liabilities
  
 
 
(6,818,048)
 
 
(4,328,087)

Total assets less current liabilities
  
23,752,361
26,091,327

Creditors: amounts falling due after more than one year
 12 
(25,783,935)
(22,594,753)

Provisions for liabilities
  

Earn-out provision
 14 
-
(3,437,739)

Net (liabilities)/assets
  
(2,031,574)
58,835


Capital and reserves
  

Called up share capital 
 15 
43,979
43,979

Profit and loss account
 16 
(2,075,553)
14,856

  
(2,031,574)
58,835


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




L A Muscat-Terribile
Director

Date: 3 March 2024

The notes on pages 11 to 20 form part of these financial statements.

Page 9

 
Back 2 Work Holdings Limited
 

Statement of Changes in Equity
For the Year Ended 31 July 2023


Called up share capital
Profit and loss account
Total equity

£
£
£


At 13 August 2021
43,979
1,821,063
1,865,042


Comprehensive income for the year

Loss for the year
-
(1,806,207)
(1,806,207)



At 1 August 2022
43,979
14,856
58,835


Comprehensive income for the year

Loss for the year
-
(2,090,409)
(2,090,409)


At 31 July 2023
43,979
(2,075,553)
(2,031,574)


The notes on pages 11 to 20 form part of these financial statements.

Page 10

 
Back 2 Work Holdings Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 July 2023

1.


General information

Back 2 Work Holdings Limited is a private company limited by shares incorporated in England and Wales. The address of the registered office is Building 4, Universal Square, Devonshire Street North, Manchester, M12 6JH. The company's registered number is 12875592.
The nature of the company's operation and its principal activity is that of an intermediate holding company.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
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.

This information is included in the consolidated financial statements of Back 2 Work Group Limited as at 31 July 2023 and these financial statements may be obtained from Companies House.

 
2.3

Exemption from preparing consolidated financial statements

The Company is a parent Company that is also a subsidiary included in the consolidated financial statements
of its immediate parent undertaking established under the law of an EEA state and is therefore exempt from
the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006.

 
2.4

Going concern

The directors have concluded with reasonable certainty that the company will be able to realise its assets and discharge its liabilities in the normal course of business for a period of a least 12 months from the date of approval of these financial statements. This assessment is supported by profit and loss and cash flow forecasts of the trading subsidiaries prepared by management. These financial statements have therefore been prepared on a going concern basis.

 
2.5

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 11

 
Back 2 Work Holdings Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 July 2023

2.Accounting policies (continued)

 
2.6

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.7

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.8

Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

 
2.9

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.10

Provisions for liabilities

Provisions are made where an event has taken place that gives the company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the company becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance Sheet.

Page 12

 
Back 2 Work Holdings Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 July 2023

2.Accounting policies (continued)

 
2.11

Financial instruments

The company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.

Investments in non-derivative instruments that are equity to the issuer are measured:
at fair value with changes recognised in the Statement of Comprehensive Income if the shares are publicly traded or their fair value can otherwise be measured reliably;
at cost less impairment for all other investments.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the company would receive for the asset if it were to be sold at the balance sheet date.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

Preparation of the financial statements requires management to make significant judgements and estimates that affect amounts recognised for assets and liabilities at the reporting date and the amounts of revenue and expenses incurred during the reporting period. Actual outcomes may differ from the judgements, estimates and assumptions. The judgements, estimates and assumptions that have the most significant effect on the carrying value of assets and liabilities of the Group as at 31 July 2023 are discussed below:
Carrying value of investments and impairment
The Company has recognised investments with a carrying value of £30,570,409 (2022: £30,419,414). Investments are assessed for impairment by using an EBITDA multiple and comparing to the carrying value of the assets, as well as a review of any significant difficulties facing the corresponding trading companies.
There are no other significant estimates or judgements.

Page 13

 
Back 2 Work Holdings Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 July 2023

4.


Auditors' remuneration

During the year, the company obtained the following services from the company's auditors and their associates:


2023
2022
£
£

Fees payable to the company's auditors and their associates for the audit of the company's financial statements

1,670
1,500

The company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent company.


5.


Employees




The average monthly number of employees, including the directors, during the year was as follows:


        2023
        2022
            No.
            No.







Directors
4
4


6.


Interest payable and similar expenses

2023
2022
£
£


Bank interest payable
123,704
76,014

Other loan interest payable
1,840,357
1,634,969

1,964,061
1,710,983

Page 14

 
Back 2 Work Holdings Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 July 2023

7.


Taxation



Factors affecting tax charge for the year

The tax assessed for the year is higher than (2022 - higher than) the standard rate of corporation tax in the UK of 25% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Loss on ordinary activities before tax
(2,090,409)
(1,806,207)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2022 - 19%)
(522,602)
(343,179)

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
478,872
343,179

Group relief
43,730
-

Total tax charge for the year
-
-


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 15

 
Back 2 Work Holdings Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 July 2023

8.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 August 2022
30,419,414


Additions
150,995



At 31 July 2023
30,570,409





Subsidiary undertakings


The following were subsidiary undertakings of the company:

Name

Registered office

Class of shares

Holding

Back 2 Work Complete Training Limited
Building 4, Universal Square, Devonshire Street North, Manchester, M12 6JH
Ordinary
100%
Just IT Training Limited
Building 4, Universal Square, Devonshire Street North, Manchester, M12 6JH
Ordinary
100%
Skills Team Limited
Building 4, Universal Square, Devonshire Street North, Manchester, M12 6JH
Ordinary
100%

Page 16

 
Back 2 Work Holdings Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 July 2023

9.


Debtors

2023
2022
£
£

Due after more than one year

Other debtors
42,959
33,750


2023
2022
£
£

Due within one year

Other debtors
36,822
14,661

Prepayments and accrued income
8,000
8,000

44,822
22,661



10.


Cash

2023
2022
£
£

Cash at bank and in hand
12,687
1,351



11.


Creditors: Amounts falling due within one year

2023
2022
£
£

Bank loans
1,020,000
520,000

Trade creditors
12,137
104,577

Amounts owed to group undertakings
5,858,018
3,755,531

Accruals and deferred income
28,361
5,741

6,918,516
4,385,849


Amounts owed to group undertakings are interest free, unsecured and repayable on demand.
The prior year bank loan was repaid in full in the financial year and replaced by a new two-part bank loan in June 2023 totalling £3,800,000.
Loan A totals £2,550,000, with a related interest rate of Base Rate plus 3.5% until September 2025. The loan is repaid on a quarterly basis. The loan is secured by way of a fixed and floating charge over all property or undertaking of the company.
Loan B totals £1,250,000, and is a bullet loan, with the capital amount due in full in September 2025. The loan is secured by way of a fixed and floating charge over all property or undertaking of the company.

Page 17

 
Back 2 Work Holdings Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 July 2023

12.


Creditors: Amounts falling due after more than one year

2023
2022
£
£

Debenture loans
18,478,866
18,485,041

Bank loans
2,525,000
1,170,000

Accruals and deferred income
4,780,069
2,939,712

25,783,935
22,594,753


The prior year bank loan was repaid in full in the financial year and replaced by a new two-part bank loan in June 2023 totalling £3,800,000.
Loan A totals £2,550,000, with a related interest rate of Base Rate plus 3.5% until September 2025. The loan is repaid on a quarterly basis. The loan is secured by way of a fixed and floating charge over all property or undertaking of the company.
Loan B totals £1,250,000, and is a bullet loan, with the capital amount due in full in September 2025. The loan is secured by way of a fixed and floating charge over all property or undertaking of the company.
Debenture loans totalling £16,485,041 are entitled to interest at 10% per annum. They are redeemable at par along with any unpaid interest five years from the date of issue, which is 22 October 2025. The loan notes are secured on a fixed and floating charge over all property or undertaking of the company.
Debenture loans totalling £2,000,000 attract interest of 10% per annum, and are redeemable at par five years from the date of issue, which is 8 June 2027.


13.


Loans


Analysis of the maturity of loans is given below:


2023
2022
£
£

Amounts falling due within one year

Bank loans
1,020,000
520,000

Amounts falling due 1-2 years

Bank loans
1,020,000
520,000

Amounts falling due 2-5 years

Bank loans
1,505,000
650,000

Debenture loans
18,478,866
18,485,041


22,023,866
20,175,041


Page 18

 
Back 2 Work Holdings Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 July 2023

14.


Provisions





Earn-out provision

£





At 1 August 2022
3,437,739


Charged to profit or loss
150,000


Paid in year
(3,587,739)



At 31 July 2023
-


15.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



4,397,900 (2022 - 4,397,900) Ordinary shares of £0.01 each
43,979
43,979



16.


Reserves

Profit and loss account

The profit and loss account includes all current retained profits and losses.


17.


Related party transactions

The directors have chosen not to disclose transactions entered into with other companies wholly owned with the group as permitted under FRS 102 paragraph 33.1A.
Loan notes have been issued to shareholders of the parent company totalling £18,485,041. Loan notes totalling £16,485,041 attract interest at 10% per annum. During the year, interest of £1,640,357 (
2022: £1,634,969) was incurred. The loan notes are redeemable at par five years from the date of issue which is 22 October 2025.
Loan notes totalling £2,000,000 attract interest at 10% per annum. During the year, interest of £200,000 (
2022: £16,350) was incurred. The loan notes are redeemable at par five years from the date of issue which is 8 June 2027.

Page 19

 
Back 2 Work Holdings Limited
 
 
 
Notes to the Financial Statements
For the Year Ended 31 July 2023

18.


Controlling party

The immediate and ultimate parent undertaking is Back 2 Work Group Limited, a company registered in England and Wales, registered number 12872639. 
The company is exempt from the obligation to produce and deliver group accounts as Back 2 Work Group Limited is the parent company of the largest group for which group accounts are prepared.
The consolidated financial statements of Back 2 Work Group Limited are available to the public and may be obtained from the Registrar of Companies, Companies House, Crown Way, Cardiff, C14 3UZ.
There is no overall controlling party in Back 2 Work Group Limited.

 
Page 20