Company registration number 6802470 (England and Wales)
PE487 LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
PE487 LIMITED
COMPANY INFORMATION
Directors
A Cowen
R J Lowe
M R Richards
A J Howells
Mr. R Castangia
Secretary
M R Richards
Company number
6802470
Registered office
Biopharma House
Winnall Valley Road
Winnall
Winchester
Hampshire
United Kingdom
SO23 0LD
Auditor
Azets Audit Services
2nd Floor
Regis House
45 King William Street
London
EC4R 9AN
Business address
Biopharma House
Winnall Valley Road
Winnall
Winchester
Hampshire
United Kingdom
SO23 0LD
PE487 LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Independent auditor's report
4 - 6
Profit and loss account
7
Group statement of comprehensive income
8
Group balance sheet
9 - 10
Company balance sheet
11
Group statement of changes in equity
13
Company statement of changes in equity
12
Group statement of cash flows
14
Notes to the financial statements
15 - 37
PE487 LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

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

Review of the Business

During the year the company has seen a reduction in turnover of £2,540,129 to £18,831,470 (2022: £21,371,599) and gross profit of £5,769,158 (2022: £8,635,450). The reasons for this are twofold: firstly the highly successful sale of the Crowthorne Group in June of the financial period in question and secondly a reduction in demand for Covid related diagnostic products. The post Covid environment has lead to a more cautious attitude to the release of development monies for life science products and a harsher environment for capital goods. While the Directors do not relish this more austere environment, the Company has remained profitable and cash flow positive and is well placed to make investments that will augment its core business.

Principal Risks and uncertainties

The group's financial instruments at the balance sheet date comprised of bank loans, HP loans and cash and liquid resources. In addition, the group has other financial instruments such as trade debtors and trade creditors that arise directly from its operations. The main purpose of these financial instruments is to provide working capital for the group's activities.

 

The main risks from the group's financial instruments are interest rate risk, liquidity risk and foreign currency risk. In common with businesses of a similar size, these risks are managed by the board, who set the policies and circumstances for the use of financial instruments and with are monitored and reviewed on an ongoing basis.

 

Interest rate risk

The group's loan comprise both fixed and floating rate liabilities. Any exposure to interest rate fluctuations is managed in order that the group's operations are financed through retained profits.

 

Liquidity and cash flow risk

Liquidity risk is managed through forecasting the future cash flow requirements of the business and maintaining sufficient cash, overdraft and loan facilities are in place.

 

Exchange rate risk

A significant number of transactions are in foreign currency so any movement on the exchange rate can have an effect on the company. To reduce the risk, the group has a presence in the US and Europe, as well as using foreign forward contracts on significant purchases.

 

 

On behalf of the board

A Cowen
Director
2 August 2024
PE487 LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -

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

Principal activities

The principal activity of the company and group continued to be that of providing specialist equipment, training and consultancy for the process industry.

Results and dividends

The results for the year are set out on page 7.

Ordinary dividends were paid during this year amounting to £4,758,000 in respect of the year ended December 2023.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

A Cowen
R J Lowe
M R Richards
A J Howells
Mr. R Castangia
Auditor

The auditor, Azets Audit Services, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of directors' responsibilities

The directors are responsible 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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

PE487 LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
On behalf of the board
A Cowen
Director
2 August 2024
PE487 LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF PE487 LIMITED
- 4 -
Opinion

We have audited the financial statements of PE487 Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the 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 group's and parent 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 auditor's 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.

Opinions on other matters prescribed by the Companies Act 2006

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

PE487 LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PE487 LIMITED
- 5 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their 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:

 

 

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 parent 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

PE487 LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF PE487 LIMITED
- 6 -

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

 

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

 

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

 

 

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 of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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.

Julian Golding (Senior Statutory Auditor)
For and on behalf of Azets Audit Services
7 August 2024
Chartered Accountants
Statutory Auditor
2nd Floor
Regis House
45 King William Street
London
EC4R 9AN
PE487 LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 7 -
2023
2022
Notes
£
£
Turnover
3
18,831,470
21,371,599
Cost of sales
(13,062,312)
(12,736,149)
Gross profit
5,769,158
8,635,450
Administrative expenses
(5,015,022)
(5,608,688)
Other operating income
285,834
82
Operating profit
4
1,039,970
3,026,844
Interest receivable and similar income
7
23,906
-
0
Interest payable and similar expenses
9
(63,664)
(72,133)
Gain on the sale of investments
5,971,554
-
Profit before taxation
6,971,766
2,954,711
Tax on profit
10
(245,144)
(349,755)
Profit for the financial year
6,726,622
2,604,956
Profit for the financial year is attributable to:
- Owners of the parent company
6,449,115
2,653,047
- Non-controlling interests
277,507
(48,091)
6,726,622
2,604,956
PE487 LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
2023
2022
£
£
Profit for the year
6,726,622
2,604,956
Other comprehensive income
Currency translation (loss)/gain taken to retained earnings
(21,416)
42,446
Total comprehensive income for the year
6,705,206
2,647,402
Total comprehensive income for the year is attributable to:
- Owners of the parent company
6,427,699
2,695,493
- Non-controlling interests
277,507
(48,091)
6,705,206
2,647,402
PE487 LIMITED
GROUP BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 9 -
2023
2022
Notes
£
£
£
£
Fixed assets
Goodwill
12
745,618
1,433,355
Other intangible assets
12
2,074,800
2,173,600
Total intangible assets
2,820,418
3,606,955
Tangible assets
13
2,946,771
2,629,213
5,767,189
6,236,168
Current assets
Stocks
16
1,144,720
2,109,711
Debtors
17
3,460,728
5,964,440
Cash at bank and in hand
9,591,902
7,039,803
14,197,350
15,113,954
Creditors: amounts falling due within one year
19
(2,986,785)
(6,111,996)
Net current assets
11,210,565
9,001,958
Total assets less current liabilities
16,977,754
15,238,126
Creditors: amounts falling due after more than one year
20
(312,575)
(598,568)
Provisions for liabilities
Deferred tax liability
23
724,237
645,822
(724,237)
(645,822)
Net assets
15,940,942
13,993,736
Capital and reserves
Called up share capital
26
7,875
7,876
Capital redemption reserve
2
1
Profit and loss reserves
15,732,668
12,286,372
Equity attributable to owners of the parent company
15,740,545
12,294,249
Non-controlling interests
200,397
1,699,487
15,940,942
13,993,736
PE487 LIMITED
GROUP BALANCE SHEET (CONTINUED)
AS AT
31 DECEMBER 2023
31 December 2023
- 10 -
The financial statements were approved by the board of directors and authorised for issue on 2 August 2024 and are signed on its behalf by:
02 August 2024
A Cowen
Director
Company registration number 6802470 (England and Wales)
PE487 LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023
31 December 2023
- 11 -
2023
2022
Notes
£
£
£
£
Fixed assets
Investments
15
885,161
1,457,442
Current assets
Debtors
17
1,490,446
4,000,272
Cash at bank and in hand
3,583,990
13,338
5,074,436
4,013,610
Creditors: amounts falling due within one year
19
(393,286)
(2,213,709)
Net current assets
4,681,150
1,799,901
Total assets less current liabilities
5,566,311
3,257,343
Creditors: amounts falling due after more than one year
20
(51,371)
(60,886)
Net assets
5,514,940
3,196,457
Capital and reserves
Called up share capital
26
7,875
7,876
Capital redemption reserve
2
1
Profit and loss reserves
5,507,063
3,188,580
Total equity
5,514,940
3,196,457

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £7,076,483 (2022 - £1,585,907 profit).

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

The financial statements were approved by the board of directors and authorised for issue on 2 August 2024 and are signed on its behalf by:
02 August 2024
A Cowen
Director
Company registration number 6802470 (England and Wales)
PE487 LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2022
7,439
1
3,096,868
3,104,308
Year ended 31 December 2022:
Profit and total comprehensive income for the year
-
-
1,585,907
1,585,907
Issue of share capital
26
437
-
-
437
Dividends
11
-
-
(1,494,195)
(1,494,195)
Balance at 31 December 2022
7,876
1
3,188,580
3,196,457
Year ended 31 December 2023:
Profit and total comprehensive income
-
-
7,076,483
7,076,483
Dividends
11
-
-
(4,758,000)
(4,758,000)
Redemption of shares
26
-
1
-
1
Reduction of shares
26
(1)
-
-
(1)
Balance at 31 December 2023
7,875
2
5,507,063
5,514,940
PE487 LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
Share capital
Capital redemption reserve
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
£
Balance at 1 January 2022
7,439
1
11,085,073
11,092,513
1,747,578
12,840,091
Year ended 31 December 2022:
Profit for the year
-
-
2,653,047
2,653,047
(48,091)
2,604,956
Other comprehensive income:
Currency translation differences
-
-
42,446
42,446
-
42,446
Total comprehensive income
-
-
2,695,493
2,695,493
(48,091)
2,647,402
Issue of share capital
26
437
-
-
437
-
437
Dividends
11
-
-
(1,494,195)
(1,494,195)
-
(1,494,195)
Balance at 31 December 2022
7,876
1
12,286,372
12,294,249
1,699,487
13,993,736
Year ended 31 December 2023:
Profit for the year
-
-
6,449,115
6,449,115
277,507
6,726,622
Other comprehensive income:
Currency translation differences
-
-
(21,416)
(21,416)
-
(21,416)
Total comprehensive income
-
-
6,427,699
6,427,699
277,507
6,705,206
Dividends
11
-
-
(4,758,000)
(4,758,000)
-
(4,758,000)
Redemption of shares
26
-
1
-
1
-
1
Reduction of shares
26
(1)
-
-
(1)
-
(1)
Transfer of non controlling interest
-
-
-
-
(1,776,597)
(1,776,597)
Balance at 31 December 2023
7,875
2
15,732,668
15,740,545
200,397
15,940,942
PE487 LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 14 -
2023
2022
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
31
1,820,114
3,236,103
Interest paid
(63,664)
(72,133)
Income taxes paid
(175,000)
(776,880)
Net cash inflow from operating activities
1,581,450
2,387,090
Investing activities
Purchase of tangible fixed assets
(1,282,146)
(843,930)
Proceeds from disposal of tangible fixed assets
9,750
63,581
Proceeds from disposal of investments
7,262,783
-
Interest received
23,906
-
0
Net cash generated from/(used in) investing activities
6,014,293
(780,349)
Financing activities
Proceeds from issue of shares
-
437
Proceeds of new bank loans
-
203,000
Repayment of bank loans
(27,087)
(40,416)
Payment of finance leases obligations
(258,557)
30,578
Dividends paid to equity shareholders
(4,758,000)
(1,494,195)
Net cash used in financing activities
(5,043,644)
(1,300,596)
Net increase in cash and cash equivalents
2,552,099
306,145
Cash and cash equivalents at beginning of year
7,039,803
6,733,658
Cash and cash equivalents at end of year
9,591,902
7,039,803
PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
1
Accounting policies
Company information

PE487 Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is Biopharma House, Winnall Valley Road, Winnall, Winchester, Hampshire, United Kingdom, SO23 0LD.

 

The group consists of PE487 Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

 

1.2
Basis of consolidation

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated group financial statements consist of the financial statements of the parent company PE487 Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

 

All financial statements are made up to 31 December 2023. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

1.3
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 16 -
1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.5
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

 

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Technical know-how
over 25 years
1.8
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold land and buildings
Over the lease term
Leasehold improvements
Over the lease term
Plant and equipment
Over 5 - 10 years
Fixtures and fittings
Over 5 - 10 years
Computers
Over 1 - 3 years
Motor vehicles
Over 4 years

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

1.9
Fixed asset investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.10
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -
1.11
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

 

Work in progress is valued at the lower of cost and net realisable value.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.12
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.13
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 19 -
Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 20 -
1.14
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 21 -
1.17
Share-based payments

All goods and services received in exchange for the grant of any share based payment are measured at their fair values. Where employees are rewarded using share-based payments, the fair value of employees' services are determined indirectly by reference to the fair value of the instrument granted to the employee. The fair value is determined at the grant date, taking into account the terms and conditions upon which the options were granted.

 

All equity settled share based payments are recognised as an expense in the Profit and Loss statement with a corresponding credit to "Other reserves."

 

If vesting periods or other non-market vesting conditions apply, the expense is allocated over the vesting period, based on the best available estimate of the number of share options expected to vest. Estimates are subsequently revised if there is any indication that the number of share options expected to vest differs from previous estimates. Any cumulative adjustment prior to vesting is recognised in the current period. No adjustment is made to any expense recognised in prior periods if share options ultimately exercised are different to that estimated on vesting.

 

On the exercise of share options, the proceeds received, net of attributable transaction costs, are credited to share capital and, where appropriate, share premium.

1.18
Leases

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

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

1.19
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 22 -
2
Judgements and key sources of estimation uncertainty

The preparation of financial statements requires management to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on a continuing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

 

The key judgements and sources of estimation uncertainty that have a significant effect on the amounts recognised in the financial statements are described below.

 

(i) Impairment of debtors

The Company makes an estimate of the recoverable value of its debtors, including inter-company and other debtors. When assessing impairment of debtors, management considers factors including any history of non-payment by the counter-party or any other factors which indicate that they may not be able to settle their obligation to the company in full.

 

(ii) Impairment of stock

The Company makes an estimate of the stock obsolescence. When assessing the impairment of stock, management considers factors including future selling price of stock and expected demand and best before dates of goods for resale.

 

(iii) Useful economic lives of tangible and intangible assets

The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement future investments, economic utilisation and the physical condition of the assets.

 

3
Turnover
2023
2022
£
£
Turnover analysed by class of business
Pharmaceutical capital goods sale
6,107,413
6,359,367
Airflow capital goods sales
4,163,359
2,504,077
Pharmaceutical equipment service and parts
2,356,769
2,120,323
Technology product and services
3,251,363
5,064,046
Airflow services
2,016,049
4,835,060
Liquid diagnostic instruments
936,517
486,672
Other income
-
2,054
18,831,470
21,371,599
PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
3
Turnover
(Continued)
- 23 -
2023
2022
£
£
Turnover analysed by geographical market
United Kingdom
14,020,132
14,546,072
Europe
3,741,818
5,443,102
United States of America
678,406
913,923
Asia
126,322
394,538
Rest of the World
264,792
73,964
18,831,470
21,371,599
4
Operating profit
2023
2022
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange losses/(gains)
8,938
(32,187)
Research and development costs
17,928
18,916
Depreciation of owned tangible fixed assets
243,896
287,215
Depreciation of tangible fixed assets held under finance leases
167,457
275,953
Loss/(profit) on disposal of tangible fixed assets
57,266
(51,237)
Amortisation of intangible assets
251,735
283,150
Operating lease charges
155,787
230,668
5
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
9,350
9,350
Audit of the financial statements of the company's subsidiaries
25,650
38,650
35,000
48,000
PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2023
2022
2023
2022
Number
Number
Number
Number
Directors
6
6
5
5
Sales and admin
53
76
-
-
Engineers
27
39
-
-
Temporary employees
12
19
-
-
Total
98
140
5
5

Their aggregate remuneration comprised:

Group
Company
2023
2022
2023
2022
£
£
£
£
Wages and salaries
4,744,397
5,573,932
495,224
576,092
Social security costs
462,747
809,711
62,936
70,291
Pension costs
221,226
210,485
28,600
31,917
5,428,370
6,594,128
586,760
678,300
7
Interest receivable and similar income
2023
2022
£
£
Interest income
Interest on bank deposits
23,906
-
0
8
Directors' remuneration
2023
2022
£
£
Remuneration for qualifying services
495,224
576,092
Company pension contributions to defined contribution schemes
28,600
31,917
523,824
608,009
PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
8
Directors' remuneration
(Continued)
- 25 -
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2023
2022
£
£
Remuneration for qualifying services
150,100
179,536
Company pension contributions to defined contribution schemes
5,000
10,000

Retirement benefits are accruing for 3 directors (2021: 3).

 

Key management personnel of the company are considered to be the directors. As such, a separate analysis of compensation paid to key management is not provided.

9
Interest payable and similar expenses
2023
2022
£
£
Interest on bank overdrafts and loans
4,884
3,903
Interest on invoice finance arrangements
27,920
29,134
Interest on finance leases and hire purchase contracts
30,860
39,096
Total finance costs
63,664
72,133
10
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
177,220
535,087
Adjustments in respect of prior periods
40,073
(155,883)
Other taxes
-
0
311
Total current tax
217,293
379,515
Deferred tax
Origination and reversal of timing differences
27,851
(29,760)
Total tax charge
245,144
349,755
PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
10
Taxation
(Continued)
- 26 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
Profit before taxation
6,971,766
2,954,711
Expected tax charge based on the standard rate of corporation tax in the UK of 23.50% (2022: 19.00%)
1,638,365
561,395
Tax effect of expenses that are not deductible in determining taxable profit
27,195
80,550
Tax effect of income not taxable in determining taxable profit
(1,321,766)
(72,982)
Change in unrecognised deferred tax assets
27,851
(2,891)
Double tax relief
-
3,755
Group relief
(24,789)
(181,647)
Permanent capital allowances in excess of depreciation
(121,453)
(2,450)
Depreciation on assets not qualifying for tax allowances
60,326
2,968
Amortisation on assets not qualifying for tax allowances
1,946
(52,133)
Research and development tax credit
(82,604)
168,144
Under/(over) provided in prior years
40,073
(154,954)
Taxation charge
245,144
349,755
11
Dividends
2023
2022
Recognised as distributions to equity holders:
£
£
Final paid
4,758,000
1,494,195
PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 27 -
12
Intangible fixed assets
Group
Goodwill
Technical know-how
Total
£
£
£
Cost
At 1 January 2023
2,791,842
2,470,000
5,261,842
Disposals
(1,419,805)
-
0
(1,419,805)
At 31 December 2023
1,372,037
2,470,000
3,842,037
Amortisation and impairment
At 1 January 2023
1,358,487
296,400
1,654,887
Amortisation charged for the year
152,935
98,800
251,735
Disposals
(885,003)
-
0
(885,003)
At 31 December 2023
626,419
395,200
1,021,619
Carrying amount
At 31 December 2023
745,618
2,074,800
2,820,418
At 31 December 2022
1,433,355
2,173,600
3,606,955
The company had no intangible fixed assets at 31 December 2023 or 31 December 2022.
PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 28 -
13
Tangible fixed assets
Group
Leasehold land and buildings
Leasehold improvements
Plant and equipment
Fixtures and fittings
Computers
Motor vehicles
Total
£
£
£
£
£
£
£
Cost
At 1 January 2023
1,055,038
42,857
1,178,533
1,571,993
173,058
1,227,176
5,248,655
Additions
737,737
-
0
28,980
499,146
-
0
16,283
1,282,146
Disposals
-
0
(42,857)
(1,170,178)
(64,433)
-
0
(996,974)
(2,274,442)
Exchange adjustments
-
0
-
0
(2,950)
-
0
-
0
(277)
(3,227)
At 31 December 2023
1,792,775
-
0
34,385
2,006,706
173,058
246,208
4,253,132
Depreciation and impairment
At 1 January 2023
111,387
22,169
880,392
770,484
170,342
664,668
2,619,442
Depreciation charged in the year
21,329
1,789
58,304
194,257
2,716
132,958
411,353
Eliminated in respect of disposals
-
0
(23,958)
(1,012,805)
(63,535)
-
0
(623,648)
(1,723,946)
Exchange adjustments
-
0
-
0
(442)
-
0
-
0
(46)
(488)
At 31 December 2023
132,716
-
0
(74,551)
901,206
173,058
173,932
1,306,361
Carrying amount
At 31 December 2023
1,660,059
-
0
108,936
1,105,500
-
0
72,276
2,946,771
At 31 December 2022
943,651
20,688
298,141
801,509
2,716
562,508
2,629,213
The company had no tangible fixed assets at 31 December 2023 or 31 December 2022.
PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
13
Tangible fixed assets
(Continued)
- 29 -

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Group
Company
2023
2022
2023
2022
£
£
£
£
Plant and equipment
-
73,000
-
0
-
0
Fixtures and fittings
208,580
235,822
-
0
-
0
Motor vehicles
61,426
299,941
-
0
-
0
270,006
608,763
-
-
14
Subsidiaries

Details of the company's subsidiaries at 31 December 2023 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Biopharma Process Systems Limited
Biopharma House, Winnall Valley Road, Winnall, Winchester SO23 0LD
Ordinary
100.00
-
Biopharma Technologies SAS
ZA Grange Neuve, 26 route de Bourgoin, 38790 Diemoz, France
Ordinary
-
70.00
Biopharma Technology Limited
Biopharma House, Winnall Valley Road, Winnall, Winchester SO23 0LD
Ordinary
100.00
-
Biopharma Technology LLC
40600 Ann Arbor Road East, Suite 201, Plymouth, MI 48170-4675
Ordinary
-
100.00
PE489 Limited - incorporated 30 September 2019
Biopharma House, Winnall Valley Road, Winnall, Winchester SO23 0LD
Ordinary
100.00
-
Easytesters Limited - acquired 12 December 2019
Biopharma House, Winnall Valley Road, Winnall, Winchester SO23 0LD
Ordinary
-
100.00
Biopharma Overseas Limited
Biopharma House, Winnall Valley Road, Winnall, Winchester SO23 0LD
Ordinary
-
100.00

The following entities were disposed of on the 22nd May 2023 - Measured Protection Limited, BPS Crowthorne Limited, Crowthorne Group Limited, Crowthorne Hi-Tec Services Limited and Crowthorne Limited.

15
Fixed asset investments
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
885,161
1,457,442
PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 30 -
16
Stocks
Group
Company
2023
2022
2023
2022
£
£
£
£
Raw materials and consumables
-
212,061
-
-
Work in progress
340,514
676,772
-
-
Finished goods and goods for resale
1,058,033
1,220,878
-
0
-
0
1,144,720
2,109,711
-
-
17
Debtors
Group
Company
2023
2022
2023
2022
Amounts falling due within one year:
£
£
£
£
Trade debtors
2,440,543
4,778,962
1,238
-
0
Corporation tax recoverable
607,153
176,134
-
0
-
0
Amounts owed by group undertakings
-
-
1,487,996
3,999,273
Other debtors
39,280
39,071
324
324
Prepayments and accrued income
270,490
849,721
888
675
3,357,466
5,843,888
1,490,446
4,000,272
Deferred tax asset (note 23)
103,262
120,552
-
0
-
0
3,460,728
5,964,440
1,490,446
4,000,272
18
Financial instruments
Group
Company
2023
2022
2023
2022
£
£
£
£
Carrying amount of financial assets
Debt instruments measured at amortised cost
2,457,299
4,802,736
-
-
Carrying amount of financial liabilities
Measured at amortised cost
3,024,150
6,086,967
-
-
PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 31 -
19
Creditors: amounts falling due within one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Debenture loans
21
12,728
12,728
12,728
12,728
Bank loans
21
46,237
33,063
-
0
-
0
Obligations under finance leases
22
62,485
348,920
-
0
-
0
Trade creditors
1,586,553
3,084,601
76,755
58,987
Amounts owed to group undertakings
-
0
-
0
200,602
1,921,713
Corporation tax payable
(4,686)
53,263
-
0
-
0
Other taxation and social security
279,896
570,334
18,841
17,425
Other creditors
12,525
71,687
12,164
12,163
Accruals and deferred income
991,047
1,937,400
72,196
190,693
2,986,785
6,111,996
393,286
2,213,709
20
Creditors: amounts falling due after more than one year
Group
Company
2023
2022
2023
2022
Notes
£
£
£
£
Debenture loans
21
51,371
60,865
-
0
-
0
Bank loans and overdrafts
21
249,233
280,000
-
0
-
0
Obligations under finance leases
22
11,971
257,703
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
51,371
60,886
312,575
598,568
51,371
60,886
Amounts included above which fall due after five years are as follows:
Payable by instalments
85,106
168,912
-
-
21
Loans and overdrafts
Group
Company
2023
2022
2023
2022
£
£
£
£
Debenture loans
64,099
73,593
12,728
12,728
Bank loans
295,470
313,063
-
0
-
0
359,569
386,656
12,728
12,728
Payable within one year
58,965
45,791
12,728
12,728
Payable after one year
300,604
340,865
-
0
-
0

The long-term loans are secured by fixed charges over the assets of the company.

PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
21
Loans and overdrafts
(Continued)
- 32 -

The group has a debenture loan with Lloyds Commercial Finance of £64,078 (2022: £73,593).The loan is repayable over 12 years. The interest rate on the loan is LIBOR plus 2.95% per annum.

The group has a mortgage with Lloyds Bank of £282,763 (2022: £313,063). The loan is repayable over 10 years. The interest rate on the loan is LIBOR plus 2.95% per annum.

22
Finance lease obligations
Group
Company
2023
2022
2023
2022
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
65,023
372,297
-
0
-
0
In two to five years
12,498
294,529
-
0
-
0
77,521
666,826
-
-
Less: future finance charges
(3,065)
(60,203)
-
0
-
0
74,456
606,623
-
0
-
0

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

23
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
Liabilities
Assets
Assets
2023
2022
2023
2022
Group
£
£
£
£
Accelerated capital allowances
724,237
645,822
-
67,673
Tax losses
-
-
103,262
52,879
724,237
645,822
103,262
120,552
PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
23
Deferred taxation
(Continued)
- 33 -
Group
Company
2023
2023
Movements in the year:
£
£
Liability at 1 January 2023
525,270
-
Charge to profit or loss
27,851
-
Transfer on disposal
67,854
-
Liability at 31 December 2023
620,975
-
24
Retirement benefit schemes
2023
2022
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
221,226
210,485

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 34 -
25
Share-based payment transactions

At 31 December 2023, the Group had the following share-based payment arrangements.

 

On 27 January 2019, the Group established a share option programmes that entitled key management personnel to purchase shares in the Company. Under these programmes, holders of vested options are entitled to purchase C Ordinary shares and D Ordinary shares, at the market price of the shares at grant date. Currently, these programmes are limited to key management personnel.

 

The key terms and conditions related to the grants under these programmes are as follows; all options are to be settled by the physical delivery of shares.

 

Hurdle Share Options (D Ordinary shares), can be exercised if the Group achieves Tranche Target Profit before tax for the next 3 years, starting with the year ended 31 December 2019.

 

Capped Share Options (C Ordinary shares), equal to the number of D shares issued, can be exercised when the conditions of the Hurdle Share Options are met and only if the employee leaves employment as a good leaver or on a sale of the company.

 

The conditions were met and an additional 43,749 D shares were issued during the year ended 31 December 2022.

 

On 30 July 2021, the Group established a a further share option programme that entitled key management personnel to purchase shares in the Company. Under this programme, holders of vested options are entitled to purchase C Ordinary shares and D Ordinary shares, at the market price of the shares at grant date. Currently, these programmes are limited to key management personnel.

 

The key terms and conditions related to the grants under these programmes are as follows; all options are to be settled by the physical delivery of shares.

 

Hurdle Share Options (D Ordinary shares), can be exercised if the Group achieves Tranche Target Profit before tax for 2022 or a combined targeted profit before tax for 2022 and 2023. For the year ended 31 December 2023 the full share options have lapsed.

 

If performance conditions have not been met, in accordance with each individual tranche or following the averaging rules, then the share options will lapse.

 

Group and company
Number of share options
Weighted average exercise price
2023
2022
2023
2022
Number
Number
£
£
Outstanding at 1 January 2023
118,125
194,998
0.01
0.01
Granted
-
43,749
0.01
0.01
Exercised
-
(43,749)
0.01
0.01
Lapsed
(118,125)
(76,873)
-
-
Outstanding at 31 December 2023
-
118,125
-
0.01
Exercisable at 31 December 2023
-
118,125
-
0.01
Group and company

For all share options granted above, the company has recognised the fair value of the services received using the indirect method, i.e. based on the value of the equity instruments granted.

PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 35 -
26
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A shares of 1p each
669,375
669,375
6,694
6,694
Ordinary B shares of £1 each
-
1
-
1
Ordinary D shares of 1p each
118,125
118,125
1,181
1,181
787,500
787,501
7,875
7,876

Ordinary A shares, carry full rights including as to voting, attending and speaking at meetings, dividends, distributions and on a winding up.

 

Ordinary D shares, carry full rights including as to voting, attending and speaking at meetings, dividends. The shares carry rights on a winding up or an exit as set out in the Articles of Association.

 

On 5th June 2023, the company completed a share buyback on all ordinary B shares.

 

27
Financial commitments, guarantees and contingent liabilities

The group has entered into a mortgage debenture in favour of Andrew Cowen, Rupert Lowe, Michael Richards and Kolker Capital Inc. The security comprises the assets of the group, the value of contracts, and other claims, and fixed plant and machinery.

28
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2023
2022
2023
2022
£
£
£
£
Within one year
40,473
102,903
-
-
Between two and five years
136,200
321,763
-
-
In over five years
1,293,900
1,327,950
-
-
1,470,573
1,752,616
-
-
PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 36 -
29
Related party transactions
Transactions with related parties

During the year the group entered into the following transactions with related parties:

Rental lease
Rental lease
2023
2022
£
£
Group
Key management personnel
4,290
7,800
30
Controlling party

The company is owned by a number of private shareholders and companies. Accordingly there is no parent entity nor ultimate controlling party.

31
Cash generated from group operations
2023
2022
£
£
Profit for the year after tax
6,726,622
2,604,956
Adjustments for:
Taxation charged
245,144
349,755
Finance costs
63,664
72,133
Investment income
(23,906)
-
0
Loss/(gain) on disposal of tangible fixed assets
57,266
(51,237)
Amortisation and impairment of intangible assets
251,735
283,150
Depreciation and impairment of tangible fixed assets
411,353
563,168
Gain on sale of investments
(5,971,554)
-
Movements in working capital:
Decrease/(increase) in stocks
964,991
(1,252,414)
Decrease/(increase) in debtors
2,462,236
(789,889)
(Decrease)/increase in creditors
(3,367,437)
1,456,481
Cash generated from operations
1,820,114
3,236,103
PE487 LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 37 -
32
Analysis of changes in net funds - group
1 January 2023
Cash flows
31 December 2023
£
£
£
Cash at bank and in hand
7,039,803
2,552,099
9,591,902
Borrowings excluding overdrafts
(386,656)
27,087
(359,569)
Obligations under finance leases
(606,623)
532,167
(74,456)
6,046,524
3,111,353
9,157,877
2023-12-312023-01-01falseCCH SoftwareCCH Accounts Production 2024.100A CowenR J LoweA J HowellsMr. R CastangiaMr. R CastangiaM R Richardsfalse6802470bus:Consolidated2023-01-012023-12-3168024702023-01-012023-12-316802470bus:Director12023-01-012023-12-316802470bus:Director22023-01-012023-12-316802470bus:CompanySecretaryDirector12023-01-012023-12-316802470bus:Director32023-01-012023-12-316802470bus:Director42023-01-012023-12-316802470bus:CompanySecretary12023-01-012023-12-316802470bus:Director52023-01-012023-12-316802470bus:RegisteredOffice2023-01-012023-12-316802470bus:Consolidated2023-12-3168024702023-12-316802470bus:Consolidated2022-01-012022-12-3168024702022-01-012022-12-316802470core:RetainedEarningsAccumulatedLossesbus:Consolidated2023-01-012023-12-316802470core:RetainedEarningsAccumulatedLossesbus:Consolidated2022-01-012022-12-316802470core:Goodwillbus:Consolidated2023-12-316802470core:Goodwillbus:Consolidated2022-12-316802470core:OtherResidualIntangibleAssetsbus:Consolidated2023-12-316802470core:OtherResidualIntangibleAssetsbus:Consolidated2022-12-316802470core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwillbus:Consolidated2023-12-316802470core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwillbus:Consolidated2022-12-316802470bus:Consolidated2022-12-316802470core:LandBuildingscore:LeasedAssetsHeldAsLesseebus:Consolidated2023-12-316802470core:LeaseholdImprovementsbus:Consolidated2023-12-316802470core:PlantMachinerybus:Consolidated2023-12-316802470core:FurnitureFittingsbus:Consolidated2023-12-316802470core:ComputerEquipmentbus:Consolidated2023-12-316802470core:MotorVehiclesbus:Consolidated2023-12-316802470core:LandBuildingscore:LeasedAssetsHeldAsLesseebus:Consolidated2022-12-316802470core:LeaseholdImprovementsbus:Consolidated2022-12-316802470core:PlantMachinerybus:Consolidated2022-12-316802470core:FurnitureFittingsbus:Consolidated2022-12-316802470core:ComputerEquipmentbus:Consolidated2022-12-316802470core:MotorVehiclesbus:Consolidated2022-12-3168024702022-12-316802470core:ShareCapitalbus:Consolidated2023-12-316802470core:ShareCapitalbus:Consolidated2022-12-316802470core:CapitalRedemptionReservebus:Consolidated2023-12-316802470core:CapitalRedemptionReservebus:Consolidated2022-12-316802470core:ShareCapital2023-12-316802470core:ShareCapital2022-12-316802470core:CapitalRedemptionReserve2023-12-316802470core:CapitalRedemptionReserve2022-12-316802470core:RetainedEarningsAccumulatedLosses2023-12-316802470core:ShareCapital2021-12-316802470core:CapitalRedemptionReserve2021-12-316802470core:RetainedEarningsAccumulatedLosses2021-12-316802470core:RetainedEarningsAccumulatedLosses2022-12-316802470core:ShareCapitalbus:Consolidated2021-12-316802470core:CapitalRedemptionReservebus:Consolidated2021-12-316802470core:RetainedEarningsAccumulatedLossesbus:Consolidated2022-12-316802470core:Non-controllingInterestsbus:Consolidated2022-12-316802470core:RetainedEarningsAccumulatedLossesbus:Consolidated2023-12-316802470core:Non-controllingInterestsbus:Consolidated2023-12-316802470core:ShareCapital2022-01-012022-12-316802470core:ShareCapitalbus:Consolidated2022-01-012022-12-316802470bus:Consolidated2021-12-316802470core:Goodwill2023-01-012023-12-316802470core:IntangibleAssetsOtherThanGoodwill2023-01-012023-12-316802470core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwill2023-01-012023-12-316802470core:LandBuildingscore:LongLeaseholdAssets2023-01-012023-12-316802470core:LeaseholdImprovements2023-01-012023-12-316802470core:PlantMachinery2023-01-012023-12-316802470core:FurnitureFittings2023-01-012023-12-316802470core:ComputerEquipment2023-01-012023-12-316802470core:MotorVehicles2023-01-012023-12-316802470core:UKTaxbus:Consolidated2023-01-012023-12-316802470core:UKTaxbus:Consolidated2022-01-012022-12-316802470bus:Consolidated12023-01-012023-12-316802470bus:Consolidated12022-01-012022-12-316802470core:Goodwillbus:Consolidated2022-12-316802470core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwillbus:Consolidated2022-12-316802470bus:Consolidated2022-12-316802470core:Goodwillbus:Consolidated2023-01-012023-12-316802470core:Non-standardIntangibleAssetClass1ComponentIntangibleAssetsOtherThanGoodwillbus:Consolidated2023-01-012023-12-316802470core:LandBuildingscore:LeasedAssetsHeldAsLesseebus:Consolidated2022-12-316802470core:LeaseholdImprovementsbus:Consolidated2022-12-316802470core:PlantMachinerybus:Consolidated2022-12-316802470core:FurnitureFittingsbus:Consolidated2022-12-316802470core:ComputerEquipmentbus:Consolidated2022-12-316802470core:MotorVehiclesbus:Consolidated2022-12-316802470core:LandBuildingscore:LeasedAssetsHeldAsLesseebus:Consolidated2023-01-012023-12-316802470core:LeaseholdImprovementsbus:Consolidated2023-01-012023-12-316802470core:PlantMachinerybus:Consolidated2023-01-012023-12-316802470core:FurnitureFittingsbus:Consolidated2023-01-012023-12-316802470core:ComputerEquipmentbus:Consolidated2023-01-012023-12-316802470core:MotorVehiclesbus:Consolidated2023-01-012023-12-316802470core:PlantMachinery2023-12-316802470core:PlantMachinery2022-12-316802470core:FurnitureFittings2023-12-316802470core:FurnitureFittings2022-12-316802470core:MotorVehicles2023-12-316802470core:MotorVehicles2022-12-316802470core:CurrentFinancialInstruments2023-12-316802470core:CurrentFinancialInstruments2022-12-316802470core:CurrentFinancialInstrumentsbus:Consolidated2023-12-316802470core:CurrentFinancialInstrumentsbus:Consolidated2022-12-316802470core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2023-12-316802470core:CurrentFinancialInstrumentscore:WithinOneYearbus:Consolidated2022-12-316802470core:CurrentFinancialInstrumentscore:WithinOneYear2023-12-316802470core:CurrentFinancialInstrumentscore:WithinOneYear2022-12-316802470core:Non-currentFinancialInstrumentsbus:Consolidated2023-12-316802470core:Non-currentFinancialInstrumentsbus:Consolidated2022-12-316802470core:Non-currentFinancialInstruments2023-12-316802470core:Non-currentFinancialInstruments2022-12-316802470core:WithinOneYearbus:Consolidated2023-12-316802470core:WithinOneYearbus:Consolidated2022-12-316802470core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated2023-12-316802470core:Non-currentFinancialInstrumentscore:AfterOneYearbus:Consolidated2022-12-316802470core:Non-currentFinancialInstrumentscore:AfterOneYear2023-12-316802470core:Non-currentFinancialInstrumentscore:AfterOneYear2022-12-316802470core:WithinOneYear2023-12-316802470core:WithinOneYear2022-12-316802470core:BetweenTwoFiveYearsbus:Consolidated2023-12-316802470core:BetweenTwoFiveYears2023-12-316802470core:BetweenTwoFiveYears2022-12-316802470bus:PrivateLimitedCompanyLtd2023-01-012023-12-316802470bus:FRS1022023-01-012023-12-316802470bus:Audited2023-01-012023-12-316802470bus:ConsolidatedGroupCompanyAccounts2023-01-012023-12-316802470bus:FullAccounts2023-01-012023-12-31xbrli:purexbrli:sharesiso4217:GBP