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Registration number: 02491098

Medscience Distribution Ltd

Annual Report and Financial Statements

for the Year Ended 30 June 2023

 

Medscience Distribution Ltd

Contents

Company Information

1

Strategic Report

2 to 3

Directors' Report

4 to 6

Statement of Directors' Responsibilities

7

Independent Auditor's Report

8 to 11

Profit and Loss Account

12

Balance Sheet

13

Statement of Changes in Equity

14

Statement of Cash Flows

15

Notes to the Financial Statements

16 to 30

 

Medscience Distribution Ltd

Company Information

Directors

Mr Declan Devine

Mr John Gannon

Mr Dara Murphy

Company secretary

Mr Dara Murphy

Registered office

8 Manor Park
Wildmere Industrial Estate
Banbury
Oxfordshire
OX16 3TB
United Kingdom

Solicitors

Flynn O'Driscoll
Business Lawyers
No.1 Grant's Row
Lower Mount Street
Dublin 2
D02 HX96
Ireland

Bankers

Ulster Bank
11-16 Donegall Square East
Belfast
Co Antrim
 BT1 5HD
Northern Ireland

Auditors

TB Millar & Co
Chartered Accountant & Registered Auditor
6 Doagh Road
Ballyclare
Co Antrim
BT39 9BG
Northern Ireland

 

Medscience Distribution Ltd

Strategic Report for the Year Ended 30 June 2023

The directors present their strategic report for the year ended 30 June 2023.

Principal activity

Medscience Distribution Limited is a private company limited by shares, incorporated and domiciled in the United Kingdom. The registered office is detailed on page 1. The principal activity of the company is the sales, marketing, distribution and after sales support of medical & scientific equipment and consumables primarily to the hospital sector and consumer healthcare products to the pharmacy, grocery and health store sectors. As set out below, the principal activity has changed after year end, with the company focused, on a go forward basis, on only the sales, marketing, distribution and after sales support of medical & scientific equipment and consumables primarily to the Hospital sector.

Fair review of the business

The results for the year are as set out on page 12. The directors are satisfied with the performance during the year, against the backdrop of a number of operational and organisational changes that were completed during this period to position the business for its future growth potential.
The company changed its name from Pharmed UK Limited to Medscience Distribution Ltd on 1 February 2023. The rationale for the name change was to reflect the medical and scientific nature of the company’s activities into the future along with the separation, after year end, of the company’s consumer healthcare business into a separate legal entity, Pharmed UK Ltd, with effect from 1 September 2023. As both the medical and consumer healthcare elements of the business operate in different sectors, these changes will enable a more efficient commercial and operational structure for both businesses into the future.
The company acquired 100% of the issued share capital of Hospital Innovation Holdings Limited, and therefore its subsidiary, Hospital Innovations Limited, on 30 June 2023. This business, which also operates in the Hospital sector, will continue to operate as a separate business on a go forward basis.
 

Key performance indicators
The directors manage the company’s operations on a divisional basis. For this reason, the directors believe that analysis using key performance indications is not necessary for an understanding of the development, performance or position of the business of the company. Commentary on the group’s performance is provided in the annual report of the parent undertaking, Pharmed Holdings Limited.

Principal risks and uncertainties

These are set out in the directors’ report on page 4.

Financial risk management
Foreign exchange risk is relevant for the company as it sources a material element of its products from the Eurozone, the United States and Japan. See ‘Foreign Currencies’ in the Notes to the Financial Statements section on page 17 where the company sets out more information in relation to this. Credit risk in the business is limited with the company’s customer base being diversified and mostly the hospital and large pharmacy & grocery chain sectors. In terms of general financial risk, including liquidity and cashflow risk, the company is part of the Pharmed Group of companies, with Pharmed Holdings Limited as its parent company and therefore has the continued financial support of the group and its parent company.
 

 

Medscience Distribution Ltd

Strategic Report for the Year Ended 30 June 2023

Environment
The company recognises its corporate responsibility to carry out its operations whist minimising environmental impacts. The director’s continued aim is to comply with all applicable environmental legislation, prevent pollution and reduce waste wherever possible.

Health and safety
The company is committed to achieving the highest practical standards in health and safety management and strives to make all sites safe environments for employees.

Human Resources
People are the company’s most important resource. Retention of key staff is critical, and the company continues to manage its human resource function to recognise this.

Financial performance and position
The results for the year are as set out on page 12. The financial position of the company is as set out on page 13. The cashflows for the business are as set out on page 15.
 

Approved and authorised by the Board on 27 March 2024 and signed on its behalf by:
 

.........................................
Mr Declan Devine
Director

.........................................
Mr Dara Murphy
Director

 

Medscience Distribution Ltd

Directors' Report for the Year Ended 30 June 2023

The directors present their report and the financial statements for the year ended 30 June 2023.

Directors of the company

The directors who held office during the year were as follows:

Mr Declan Devine

Mr John Gannon

Mr Dara Murphy

Principle activities

The principal activity of the company is the sales, marketing, distribution and after sales support of medical equipment and consumables to the Hospital sector and consumer healthcare products to the Pharmacy, Grocery and Health Store sectors.

Development and performance

The company achieved a turnover of £13,754,258 for the year compared to £10,384,173 for the previous year. An operating loss of £173,173 was incurred for the year compared to an operating profit of £1,503,075 for the previous year. The directors are satisfied with this performance, against the backdrop of a number of operational and organisational changes that were completed during the year to position the business for its future growth potential.

The company changed its name from Pharmed UK Limited to Medscience Distribution Ltd on 1 February 2023. The rationale for the name change was to reflect the medical and scientific nature of the company’s activities into the future once the consumer healthcare business has been separated out (see likely future developments further below).

The company acquired 100% of the issued share capital of Hospital Innovation Holdings Limited, and therefore its subsidiary, Hospital Innovations Limited, on 30 June 2023. This business, which also operates in the medical sector, will continue to operate as a separate business on a go forward basis.

Assets and liabilities and financial position

At the end of the financial year the company has gross assets of £16,302,911 (2022: £7,668,404) and total net assets of £2,836,503 (2022: £2,615,299). The directors are satisfied with the level of retained reserves at year end.

Principle risks and uncertainties

The principal risks and uncertainties affecting the company are:
- changes in health related government expenditure;
- competition in the market place;
- changes in dynamics & structures within the healthcare sector;
- adverse movements in foreign exchange rates;
- disruption caused to IT and/or facilities that could disrupt the company’s supply chain;
- loss of key personnel;
- changes in distribution arrangements with suppliers.

Likely future developments

The directors have no plans to change the activities and operations of the company in the foreseeable future with the exception that the company has made a decision to separate its consumer healthcare business into a separate legal entity, Pharmed UK Ltd, with effect from 1 September 2023. As both the medical and consumer healthcare elements of the business operate in different sectors, this will enable a more efficient commercial and operational structure for both businesses into the future.

 

Medscience Distribution Ltd

Directors' Report for the Year Ended 30 June 2023

Dividends

During the financial year the directors have not paid any dividends or recommended payment of a final dividend.

Events after the end of the reporting period

There were no post balance sheet events apart from the event referred to under Likely future developments further above.

Research and development

The company did not engage in research and development activities during the financial year.

Directors and secretary and their interests

The directors and secretary, at the year end, had no direct interest in the shares in of the company.

The directors and secretary at the year end and their interests in the shares of the ultimate holding company, Pharmed Holdings Limited, were as follows:

30/06/23

01/07/2022

Directors:

Number

Number

Declan Devine

168

168

Dara Murphy

39

60

John Gannon

30

48

Company secretary:

Dara Murphy

39

60

Accounting records

The measures taken by the directors to secure compliance with the requirements of the Companies Act 2006 with regard to the keeping of accounting records are the implementation of necessary policies and procedures for recording transactions, the employment of competent accounting personnel with appropriate expertise and the provision of adequate resources to the financial function. The accounting records of the company are located at 8 Manor Park, Wildmere Industrial Estate, Banbury, Oxfordshire, United Kingdom.

Disclosure of information to the auditors

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.

Reappointment of auditors

The auditors TB Millar & Co are deemed to be reappointed under section 487(2) of the Companies Act 2006.

 

Medscience Distribution Ltd

Directors' Report for the Year Ended 30 June 2023

Approved and authorised by the Board on 27 March 2024 and signed on its behalf by:
 

.........................................
Mr Declan Devine
Director

.........................................
Mr Dara Murphy
Director

 

Medscience Distribution Ltd

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities for preparing the Annual 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 and apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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 enable them to ensure that the financial statements comply with the Companies Act 2006. They 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.

 

Medscience Distribution Ltd

Independent Auditor's Report to the Members of Medscience Distribution Ltd

Opinion

We have audited the financial statements of Medscience Distribution Ltd (the 'company') for the year ended 30 June 2023, which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity, Statement of Cash Flows, and Notes to the Financial Statements, including a summary of 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).

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.

In our opinion the financial statements:

give a true and fair view of the state of the company's affairs as at 30 June 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 auditor 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

We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:

the directors’ use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or

the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the company’s ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue.

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. 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.

 

Medscience Distribution Ltd

Independent Auditor's Report to the Members of Medscience Distribution Ltd

In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

Opinion on other matter 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and 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 our 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 and the Directors' Report.

We have nothing to report in respect of the following matters where 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 Statement of Directors' Responsibilities [set out on page 7], 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.

Auditor 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:

 

Medscience Distribution Ltd

Independent Auditor's Report to the Members of Medscience Distribution Ltd

We considered the opportunities and incentives that may exist within the company for fraud and identified the
greatest potential for fraud in relation to revenue recognition and payment of amounts from the company. In
common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the
risk of management override.

We also obtained an understanding of the legal and regulatory frameworks that the company operates in,
focusing on provisions of those laws and regulations that had a direct effect on the determination of material
amounts and disclosures in the financial statements. The key laws and regulations in Companies Act 2006 were
considered in this context.

In addition, we considered provisions of relevant laws and regulations that do not have a direct effect on the
financial statements but compliance with which may be fundamental to the company’s ability to operate or to
avoid a material penalty.

Our procedures to respond to risks 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;
• enquiring of management regarding 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;
• reading minutes of meetings of those charged with governance and reviewing regulatory correspondence with
Companies House;
• in addressing the risk of fraud through management override of controls we, tested the appropriateness of
journal entries and other adjustments; assessed whether the judgements made in making accounting estimates
are indicative of a potential bias; evaluated the business rationale of any significant transactions; and where
possible obtained direct confirmation of balances independently from the relevant party.

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.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including
those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk
increases the more that compliance with a law or regulation is removed from the events and transactions
reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.
The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves
intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

 

Medscience Distribution Ltd

Independent Auditor's Report to the Members of Medscience Distribution Ltd

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 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.

......................................
Barry Millar (Senior Statutory Auditor)
For and on behalf of TB Millar & Co, Statutory Auditor

6 Doagh Road
Ballyclare
Co Antrim
BT39 9BG

27 March 2024

 

Medscience Distribution Ltd

Profit and Loss Account for the Year Ended 30 June 2023

Note

2023
£

2022
£

Turnover

3

13,754,258

10,384,173

Changes in stocks of finished goods and work in progress

 

866,913

(443,139)

Other operating income

4

(40,335)

1,260,001

Raw materials and consumables

 

(11,907,686)

(7,406,112)

Staff costs

 

(1,587,132)

(1,217,442)

Other operating charges

 

(1,092,930)

(897,199)

Operating (loss)/profit before depreciation and amortisation

5

(6,912)

1,680,282

Depreciation on fixed assets

 

(82,073)

(93,020)

Amortisation of intangible fixed assets

 

(84,188)

(84,187)

Operating profit on ordinary activities before interest

 

(173,173)

1,503,075

Interest payable and similar charges

6

(67,052)

(21,359)

(Loss)/profit before taxation

 

(240,225)

1,481,716

Taxation

9

4,359

(55,444)

(Loss)/profit for the year

 

(235,866)

1,426,272

The above results were derived from continuing operations.

The company has no recognised items of income and expenses other than the results for the financial year as set out above.

 

Medscience Distribution Ltd

(Registration number: 02491098)
Balance Sheet as at 30 June 2023

Note

2023
£

2022
£

Fixed assets

 

Intangible assets

10

498,886

583,073

Tangible assets

11

181,342

209,089

Investments

12

7,092,826

2,145,848

 

7,773,054

2,938,010

Current assets

 

Stocks

13

2,393,729

1,526,818

Debtors

14

5,489,123

2,948,993

Cash at bank and in hand

15

647,005

254,583

 

8,529,857

4,730,394

Creditors: Amounts falling due within one year

16

(6,924,212)

(3,815,375)

Net current assets

 

1,605,645

915,019

Total assets less current liabilities

 

9,378,699

3,853,029

Creditors: Amounts falling due after more than one year

16

(6,518,106)

(1,209,280)

Provisions for liabilities

(24,090)

(28,450)

Net assets

 

2,836,503

2,615,299

Capital and Reserves

 

Called up share capital

17

368,750

368,750

Other reserves

610,272

153,202

Profit and loss account

1,857,481

2,093,347

Total equity

 

2,836,503

2,615,299

Approved and authorised by the Board on 27 March 2024 and signed on its behalf by:
 

.........................................
Mr Declan Devine
Director

.........................................
Mr Dara Murphy
Director

 

Medscience Distribution Ltd

Statement of Changes in Equity for the Year Ended 30 June 2023

Share capital
£

Other reserves
£

Profit and loss account
£

Total
£

At 1 July 2022

368,750

153,202

2,093,347

2,615,299

Loss for the year

-

-

(235,866)

(235,866)

Transfers

-

457,070

-

457,070

At 30 June 2023

368,750

610,272

1,857,481

2,836,503

Share capital
£

Other reserves
£

Profit and loss account
£

Total
£

At 1 July 2021

368,750

236,892

667,075

1,272,717

Profit for the year

-

-

1,426,272

1,426,272

Transfers

-

(83,690)

-

(83,690)

At 30 June 2022

368,750

153,202

2,093,347

2,615,299

Other reserves and transfers relate to non-current amounts owed by other group company's being restated under FRS 102 at present value and then amortised over the duration of the loan.

 

Medscience Distribution Ltd

Statement of Cash Flows for the Year Ended 30 June 2023

Note

2023
£

2022
£

Cash flows from operating activities

(Loss)/profit for the year

 

(235,866)

1,426,272

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

5

166,261

177,207

Loss on disposal of intangible assets

-

42,187

Corporation tax expense

9

(4,359)

55,444

 

(73,964)

1,701,110

Working capital adjustments

 

(Increase)/decrease in stocks

13

(866,911)

443,139

(Increase)/decrease in debtors

14

(1,754,699)

69,745

Increase/(decrease) in creditors

16

1,804,126

(72,667)

Cash generated from operations

 

(891,448)

2,141,327

Corporation tax paid

9

(25,730)

(57,278)

Net cash flow from operating activities

 

(917,178)

2,084,049

Cash flows from investing activities

 

Acquisition of subsidiaries

12

(2,726,538)

(15,000)

Proceeds from sale of subsidiaries

 

130,000

-

Acquisitions of tangible assets

(54,328)

(8,983)

Acquisition of intangible assets

10

(25,796)

(270,174)

Net cash flows from investing activities

 

(2,676,662)

(294,157)

Cash flows from financing activities

 

Net movement on invoice discounting facility

 

1,751,154

302,659

Repayments/proceeds of finance lease liabilities/new leases

 

(36,387)

(44,544)

Loans with related parties

 

2,271,495

(2,257,659)

Net cash flows from financing activities

 

3,986,262

(1,999,544)

Net increase/(decrease) in cash and cash equivalents

 

392,422

(209,652)

Cash and cash equivalents at 1 July

 

254,583

464,235

Cash and cash equivalents at 30 June

 

647,005

254,583

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

1

General information

The company is a private company limited by share capital, incorporated in England.

The address of its registered office is:
8 Manor Park
Wildmere Industrial Estate
Banbury
Oxfordshire
OX16 3TB
England

These financial statements were authorised for issue by the Board on 27 March 2024.

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Going concern

The financial statements have been prepared on a going concern basis.

Disclosure exemptions

The company has adopted the disclosure exemptions permitted under FRS102. The company's financial statememtns are consolidated in the Pharmed Holdings Limited consolidated financial statements which may be obtained from the company's registered office at Unit 3, Clonmore Business Park, Mullingar, Co. Westmeath, Ireland..

Judgements and key sources of estimation uncertainty

The preparation of these financial statements requires management to make judgements, estimates and assumptions in arriving at the figures in the financial statements. The areas requiring a higher degree of judgement, or complexity, and areas where assumptions or estimates are most significant to the financial statements are disclosed below:

Going Concern
The directors of the ultimate parent company, Pharmed Holdings Limited, have confirmed that repayment of amounts to and from companies within the group may only occur when the relevant company within the group is in a position to do so, and that the company shall have the continued support of the group.

Impairment of Stocks
The directors are of the view that an adequate charge has been made to reflect the possibility of stocks being sold at less than cost. However, this estimate is subject to inherent uncertainty.

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

Turnover, Revenue Recognition and Other Income

Turnover is stated net of trade discounts, volume rebates, VAT and similar taxes and derives from the provision of goods and services falling within the company's ordinary activities.

Turnover on sale of goods is recognised when the company has transferred the significant risks and rewards of ownership in the goods, which usually takes place when the goods have been dispatched to the buyer.
 

Tax

Current tax
Current tax is recognised for the amount of corporation tax payable in respect of the taxable profit for the current or past reporting periods using the tax rates and laws that have been enacted or substantively enacted by the reporting date.
Where a surcharge rate of tax applies to certain undistributed profits, the tax (deferred and current) charge is calculated at the tax rate applicable to undistributed profits until the company recognises a liability to pay a dividend.

Deferred tax
Deferred tax is recognised in respect of all timing differences, except that unrelieved tax losses and other deferred tax assets are recognised only to the extent that the directors consider that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Timing differences are differences between taxable profits and total comprehensive income that arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the financial statements.
Deferred tax is measured on an undiscounted basis at the tax rates that are expected to apply in the periods in which timing differences reverse, based on the tax rates and laws enacted or substantively enacted at the balance sheet date.
 

Foreign currencies

Medscience Distribution Limited is a member of the Pharmed group of companies. The company is entitled to make use of certain group banking facilities which include forward exchange currency facilities and contracts entered by the ultimate parent undertaking, Pharmed Holdings Limited.

Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at the financial year end date. Non monetary items that are measured at historical cost are translated at the foreign exchange rate ruling at the rate of exchange at the date of valuation. All foreign exchange differences are taken to the profit and loss account.
 

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, as follows:

Asset class

Depreciation method and rate

Plant and demonstration equipment

15-20% Straight line

Leasehold buildings

10% Straight line

Motor vehicles

20% Straight line

Office equipment

15-20% Straight line

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Goodwill

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the company’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Goodwill

Straight line over the estimated life of 10 years

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Cash and cash equivalents

Cash and cash equivalents comprise of cash on hand.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the agreement.

Stocks

Stocks are stated at the lower of historical cost and estimated selling costs to complete and sell. Stocks are recognised as an expense in the period in which the related revenue is recognised. Cost includes the purchase price, including taxes and duties and transport and other costs directly attributable to bringing the inventory to its present location and condition.

At the end of each reporting period Stocks are assessed for impairment. If an item of inventory is impaired, the inventory concerned is reduced to its selling price less costs to complete and sell and the related impairment cost is recognised in the profit and loss account. Where a reversal of the impairment occurs, the impairment charge is reversed and recognised in the profit and loss account.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised at the transaction price.

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

Impairment

Where the objective evidence that recoverable amounts of an asset is less than its carrying value the carrying amount of the asset is reduced to its recoverable amount resulting in an impairment loss. Impairment losses are recognised immediately in the profit and loss account.

Where the circumstances causing an impairment of an asset no longer apply, then the impairment is reversed through the profit and loss account.

Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.

Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the useful life of the asset. The corresponding liability to the lessor is included in the Balance Sheet as a finance lease obligation.

Lease payments are apportioned between finance costs in the Profit and Loss Account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.

Operating lease payments are recognised as an expense in the profit and loss account over the lease term on a straight line basis.

Provisions

Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event; it is probable that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the Balance Sheet and the amount of the provision as an expense.

Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost as an asset.

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

Financial Instruments

Sections 11 and 12 of FRS102 in full have been adopted in respect of financial instruments.

Financial assets
Basic financial assets, including trade and other receivables, cash and bank balances, are initially recognised at transaction price. If the arrangement constitutes a financing transaction, the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Such assets are subsequently carried at amortised cost using the effective interest method.
At the end of each reporting period financial assets are assessed for objective evidence of impairment as described in the accounting policy for impairment.

Cash and cash equivalents consists of cash on hand and demand deposits. Cash equivalents consist of short term highly liquid investments that are readily convertible to known amounts of cash that are subject to an insignificant risk of change in value.

Financial liabilities
Basic financial liabilities, including trade and other payables, bank loans and loans from fellow group companies, are initially recognised at transaction price. If the arrangement constitutes a financing transaction, the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Debt instruments are subsequently carried at amortised cost using the effective interest method.

The computation of amortised cost includes any issue costs, transaction costs and fees, and any discount or premium on settlement, and the effect of this is to amortise these amounts over the expected borrowing period. Loans with no stated interest rate and repayable within one year or on demand are not amortised. Loans and borrowings are classified as current assets or liabilities unless the borrower has an unconditional right to defer settlement of the liability for at least twelve months after the financial year end date.
 

Employee benefits and defined contribution plans

Employee benefits
The company provides a range of benefits to employees, including annual bonus arrangements and paid holiday arrangements. These short term benefits are recognised as an expense in the period in which the service is received or where the company has a legal or constructive obligation as a result of past events and a reliable estimate can be made.

Defined contribution plans
The company operates a defined contribution pension scheme. Retirement benefit contributions in respect of the scheme for employees are charged to the profit and loss account as they become payable in accordance with the rules of the scheme. The assets are held separately from those of the company in an independently administered fund. Differences between the amounts charged in the profit and loss account and payments made to the retirement benefit scheme are treated as assets or liabilities.
 

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

3

Revenue

The analysis of the company's revenue for the year from continuing operations is as follows:

2023
£

2022
£

Sales and servicing of medical equipment, consumables and consumer healthcare products.

13,754,258

10,384,173

4

Other operating income

The analysis of the company's other operating income for the year is as follows:

2023
£

2022
£

Miscellaneous other operating income

(40,335)

1,260,001

This reflects the write off of intercompany loans.

5

Operating (loss)/profit

Arrived at after charging/(crediting):

2023
£

2022
£

Depreciation on fixed assets

82,073

93,020

Amortisation of intangible fixed assets

84,188

84,187

Operating lease expense - vehicles

118,725

88,890

6

Interest payable and similar expenses

2023
£

2022
£

Interest on bank overdrafts and borrowings

19

358

Interest on obligations under finance leases and hire purchase contracts

8,846

9,942

Other finance costs

58,187

11,059

67,052

21,359

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

7

Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

2023
£

2022
£

Wages and salaries

1,357,509

1,053,528

Social security costs

181,943

125,300

Pension costs, defined contribution scheme

47,680

38,614

1,587,132

1,217,442

The average number of persons employed by the company (including directors) during the year, analysed by category was as follows:

2023
No.

2022
No.

Administrative

11

11

Warehouse and sales

16

15

Servicing

16

12

43

38

8

Auditors' remuneration

2023
£

2022
£

Audit of the financial statements

7,000

6,000


 

9

Taxation

Tax charged/(credited) in the profit and loss account

2023
£

2022
£

Current taxation

UK corporation tax

-

70,089

Deferred taxation

Arising from origination and reversal of timing differences

(4,359)

(14,645)

Tax (receipt)/expense in the income statement

(4,359)

55,444

The tax on profit before tax for the year is the same as the standard rate of corporation tax in the UK (2022 - the same as the standard rate of corporation tax in the UK) of 19% (2022 - 19%).

The differences are reconciled below:

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

2023
£

2022
£

(Loss)/profit before tax

(240,225)

1,481,716

Corporation tax at standard rate

-

70,089

Other tax effects for reconciliation between accounting profit and tax expense (income)

(4,359)

(14,645)

Total tax (credit)/charge

(4,359)

55,444

Deferred tax

Deferred tax assets and liabilities

2023

Asset
£

Liability
£

Reversal of timing differences between tax allowances and depreciation

-

24,090

-

24,090

2022

Asset
£

Liability
£

Reversal of timing differences between tax allowances and depreciation

-

28,450

-

28,450

10

Intangible assets

Goodwill
 £

Licence
 £

Total
£

Cost or valuation

At 1 July 2022

841,874

66,086

907,960

At 30 June 2023

841,874

66,086

907,960

Amortisation

At 1 July 2022

258,801

66,086

324,887

Amortisation charge

84,187

-

84,187

At 30 June 2023

342,988

66,086

409,074

Carrying amount

At 30 June 2023

498,886

-

498,886

At 30 June 2022

583,073

-

583,073

In January 2019 the Company purchased the business and trading assets of York Medical Technologies Limited, a medical equipment and consumables supplier.

In August 2019 the Company purchased the business and trading assets of Zeon Healthcare Limited, a healthcare consumer products supplier.

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

11

Tangible assets

Leasehold buildings
£

Office equipment
£

Motor vehicles
 £

Plant and demonstration equipment
£

Total
£

Cost or valuation

At 1 July 2022

91,883

88,201

26,590

478,269

684,943

Additions

-

11,402

-

42,926

54,328

At 30 June 2023

91,883

99,603

26,590

521,195

739,271

Depreciation

At 1 July 2022

38,212

57,189

15,407

365,048

475,856

Charge for the year

6,250

12,770

5,318

57,735

82,073

At 30 June 2023

44,462

69,959

20,725

422,783

557,929

Carrying amount

At 30 June 2023

47,421

29,644

5,865

98,412

181,342

At 30 June 2022

53,671

31,012

11,185

113,221

209,089

Assets held under finance leases and hire purchase contracts

The net carrying amount of tangible assets includes the following amounts in respect of assets held under finance leases and hire purchase contracts:

 

2023
£

2022
£

Demonstration equipment

45,631

66,750

Vehicles

5,864

11,182

Warehouse equipment

15,762

26,653

 

67,257

104,585

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

12

Investments in subsidiaries, joint ventures and associates

2023
£

2022
£

Investments in subsidiaries

7,092,826

2,145,848

Subsidiaries

£

Cost or valuation

At 1 July 2022

2,145,848

Additions

5,076,978

Disposals

(130,000)

At 30 June 2023

7,092,826

Provision

Carrying amount

At 30 June 2023

7,092,826

At 30 June 2022

2,145,848

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2023

2022

Subsidiary undertakings

Cambridge Life Sciences Limited

14 St Thomas Place, Cambridgeshire Business Park, Ely, Cambridgeshire,

United Kingdom

Ordinary shares

100%

100%

Hospital Innovation Holdings Limited

Concept House, 1 Heol Y Twyn, Talbot Green Business Park, Talbot Green, Rhondda Cyon Taf, CF72 9FG,

United Kingdom

Ordinary Shares

100%

0%

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

Subsidiary undertakings

Cambridge Life Sciences Limited

The principal activity of Cambridge Life Sciences Limited is the development, manufacturing and distribution of innovative healthcare products to clinical diagnostic customers. The company purchased the entire share capital of Cambridge Life Sciences Limited on 28 February 2021 at a cost of £2,110,848.

Hospital Innovation Holdings Limited

The principal activity of Hospital Innovation Holdings Limited is (through its 100% subsidiary, Hospital Innovations Limited) the sales and distribution of innovative medical products to hospital customers. The company purchased the entire share capital on 30 June 2023 at a cost of £5,076,978. Its financial period end is 31 March.

13

Stocks

2023
£

2022
£

Equipment and consumables

2,393,729

1,526,818

Stocks are stated after provisions for impairment of £402,397 (2022 £331,134).

In the opinion of the directors there are no material difference between the carrying amount of stock and the replacement cost.

14

Debtors

Current

Note

2023
£

2022
£

Trade debtors

 

3,794,544

2,773,035

Amounts owed by related parties

785,431

-

Other debtors

 

430,437

1,875

Prepayments

 

478,711

174,083

   

5,489,123

2,948,993

Details of non-current trade and other debtors

£Nil (2022 -£Nil) of Amounts owed by other group undertakings is classified as non current.

The invoice discounting facilities are secured by an assignment over the book debts of Medscience Distribution Ltd. The balances of these invoice discounting facilities at 30 June 2023 are £2,200,886 (2022 £449,732). These amounts are included in the bank loans and borrowings facility figures in creditors amounts falling within one year.

Amounts owed by related parties are unsecured, interest free and repayable on demand.
 

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

15

Cash and cash equivalents

2023
£

2022
£

Cash at bank

647,005

254,583

16

Creditors

Note

2023
£

2022
£

Due within one year

 

Loans and borrowings

18

2,237,864

486,710

Trade creditors

 

3,733,500

2,099,813

Amounts owed to group undertakings

-

462,797

Social security and other taxes

 

192,345

249,450

Outstanding defined contribution pension costs

 

7,956

5,776

Other payables

 

316,594

274,510

Accruals

 

365,864

140,500

Corporation Tax liability

9

70,089

95,819

 

6,924,212

3,815,375

Due after one year

 

Loans and borrowings

18

35,322

71,709

Amounts owed to group undertakings

 

3,769,784

707,131

Other non-current financial liabilities

 

2,713,000

430,440

 

6,518,106

1,209,280

The repayment of trade creditors vary between thirty and ninety days. No interest is payable on trade creditors.

Interest is payable on the invoice discounting facilities at a cost of funds plus a margin of 2.8%.

Social security creditors are subject to the terms of the relevant legislation.

The terms of the accruals are based on the underlying contracts.

Other amounts included within creditors not covered by specific note disclosures are unsecured, interest free and not repayable on demand.

Trade creditors include amounts owing to suppliers who purport to include reservation of title clauses in their conditions of sale. It is not practical to quantify either this amount or the amount included in year end stocks.

 

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

17

Share capital

Allotted, called up and fully paid shares

 

2023

2022

 

No.

£

No.

£

Ordinary share of £1 each

155,000

155,000

155,000

155,000

Preference shares of £1 each

213,750

213,750

213,750

213,750

 

368,750

368,750

368,750

368,750

18

Loans and borrowings

2023
£

2022
£

Current loans and borrowings

Hire purchase contracts

36,983

36,983

Other borrowings

2,200,881

449,727

2,237,864

486,710

2023
£

2022
£

Non-current loans and borrowings

Hire purchase contracts

35,322

71,709

Amounts owed by other group companies are unsecured, interest free and are repayable on demand unless the borrower has an unconditional right to defer settlement of the liability for at least twelve months after the financial year end date. The directors have confirmed that repayment of all or part of these balances shall only occur at a time that is agreeable to both parties.

Medscience Distribution Ltd has provided a guarantee to Ulster Bank to a limit of £71,000 in favour of His Majesty's Revenue and Customs (HMRC) on foot of a customs and excise guarantee in place between Ulster Bank and HMRC.

The Invoice Discounting facilities are secured by an assignment over the book debts of the company; cross company guarantees and indemnities to a limit of €3,500,000 between all of Pharmed Holdings Limited and the relevant subsidiaries; and personal guarantee's and indemnities from Declan Devine, John Gannon and Dara Murphy, Directors, in the amount of €500,000.
 

 

Medscience Distribution Ltd

Notes to the Financial Statements for the Year Ended 30 June 2023

19

Parent, ultimate parent undertaking and controlling party

Transactions with other companies in the Pharmed Holdings Limited Group are not disclosed as the company has taken advantage of the exemption available to wholly owned members of a group under FRS "Related Party Disclosures".

The company has available to it the financial resources of the Group.

The immediate and ultimate parent is Pharmed Holdings Limited, incorporated in Ireland.

The ultimate controlling party is Declan Devine.

20 Consolidated Accounts

The company has availed of the S401 Companies Act 2006 exemption to file consolidated UK accounts. The company is a wholly owned subsidiary of Pharmed Holdings Limited, a company incorporated in Ireland. The registered office of the company is Unit 3 Clonmore Business Park, Mullingar, Co. Westmeath, N91 DK59. Consolidated group accounts are filed by the parent company.