Company No:
Contents
Note | 31.12.2023 | 31.12.2022 | ||
£ | £ | |||
Fixed assets | ||||
Investments | 3 |
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190 | 190 | |||
Current assets | ||||
Debtors | 4 |
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Cash at bank and in hand |
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4,023,951 | 2,093,060 | |||
Creditors: amounts falling due within one year | 5 | (
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Net current assets | 3,949,900 | 2,084,060 | ||
Total assets less current liabilities | 3,950,090 | 2,084,250 | ||
Creditors: amounts falling due after more than one year | 6 | (
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Net assets |
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Capital and reserves | ||||
Called-up share capital | 8 |
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Share premium account |
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Other reserves |
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Profit and loss account |
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Total shareholders' funds |
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Directors' responsibilities:
The financial statements of ARC Marine Group Limited (registered number:
Thomas Henry Holland Birbeck
Director |
The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial period, unless otherwise stated.
ARC Marine Group Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is Woodwater House, Pynes Hill, Exeter, EX2 5WR, United Kingdom.
The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.
The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.
The directors have assessed the Statement of Financial Position and likely future cash flows at the date of approving these financial statements. The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence and to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
The length of the prior reporting period, 31 December 2022, was 1 day long and the period prior to this, ended 30 December 2022, was a 16-month period from incorporation. For greater comparability, and to ensure these financial statements present a true and fair view, the full 16 month period has been presented in the comparative amounts in the Statement of Income and Retained Earnings. Since the comparative amounts and related notes presented in the financial statements represent a period of 16 months, they are still not entirely comparable.
Exchange differences are recognised in the Statement of Comprehensive Income in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.
Turnover is recognised when the significant risks and rewards are considered to have been transferred to the customer.
Finance costs are charged to the Statement of Comprehensive Income over the term of the debt using the effective interest method so 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.
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Statement of Financial Position date.
Assets, other than those measured at fair value, are assessed for indicators of impairment at each Statement of Financial Position date. If there is objective evidence of impairment, an impairment loss is recognised in the Statement of Comprehensive Income as described below.
Investments are recognised initially at fair value which is normally the transaction price excluding transaction costs. Subsequently, they are measured at fair value through profit or loss if the shares are publicly traded or their fair value can otherwise be measured reliably. Other investments are measured at cost less impairment.
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.
Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Equity instruments
Equity instruments issued by the Company are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company.
Convertible loan notes
The component parts of compound instruments issued by the Company are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangement. On initial recognition, the financial liability component is recorded at its fair value. At the date of issue, in the case of a convertible bond denominated in the functional currency of the issuer that may be converted into a fixed number of equity shares, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument. The equity component is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognised and included in the other reserve within equity and is not subsequently remeasured.
Transaction costs are apportioned between the liability and equity components of the convertible instrument based on their relative fair values at the date of issue. The portion relating to the equity component is charged directly against equity.
Year ended 31.12.2023 |
Period from 30.12.2022 to 31.12.2022 |
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Number | Number | ||
Monthly average number of persons employed by the Company during the year, including directors |
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Investments in subsidiaries
31.12.2023 | |
£ | |
Cost | |
At 01 January 2023 |
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At 31 December 2023 |
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Carrying value at 31 December 2023 |
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Carrying value at 31 December 2022 |
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31.12.2023 | 31.12.2022 | ||
£ | £ | ||
Amounts owed by Group undertakings |
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31.12.2023 | 31.12.2022 | ||
£ | £ | ||
Accruals |
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31.12.2023 | 31.12.2022 | ||
£ | £ | ||
Convertible loan notes |
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The net proceeds received from the issue of the convertible loan notes have been split between the liability element and an equity component, representing the fair value of the embedded option to convert the liability into equity of the Company, as follows:
31.12.2023 | |
£ | |
Nominal value of convertible loan notes issued | (1,750,000) |
Equity component | 25,286 |
Liability components at date of issue | (1,724,714) |
Interest charged | (2,953) |
Interest paid | 0 |
Liability component at 31 December 2023 | (
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The liability component has been classified as basic and is consequently measured at amortised cost. The interest charged for the financial year is calculated by applying an effective interest rate of 12.5%, based on market assumptions, to the liability component.
31.12.2023 | 31.12.2022 | ||
£ | £ | ||
Allotted, called-up and fully-paid | |||
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245 | 245 |
Also during the year, 1,710,448 Ordinary shares of £0.00001 each were repurchased by the Company and held in treasury, within other reserves.
Transactions with entities in which the entity itself has a participating interest
The company has taken advantage of the exemption under Section 1AC.35 of FRS 102 and has not disclosed related party transactions with companies within the group.