KBIOSYSTEMS LIMITED

Company Registration Number:
02389004 (England and Wales)

Unaudited statutory accounts for the year ended 30 November 2023

Period of accounts

Start date: 1 December 2022

End date: 30 November 2023

KBIOSYSTEMS LIMITED

Contents of the Financial Statements

for the Period Ended 30 November 2023

Directors report
Profit and loss
Balance sheet
Additional notes
Balance sheet notes

KBIOSYSTEMS LIMITED

Directors' report period ended 30 November 2023

The directors present their report with the financial statements of the company for the period ended 30 November 2023

Principal activities of the company

Throughout the year the principal activity of the Company was the manufacturing and development of mechanical automation for the biotechnology and life science industries. The Company is a private company limited by shares, is incorporated in England and Wales and is domiciled in England, which is part of the UK. The address of its registered office is 7 Regis Place, Bergen Way, King’s Lynn, PE30 2JN.

Political and charitable donations

There were no charitable or political donations in the year (2022: £nil).

Company policy on disabled employees

The Company’s employment policies encourage the provision of employment opportunities for disabled people, racial minorities and other disadvantaged groups. Also, the Company endeavours to provide continued employment and training of persons who become disabled while in the Company's employment, and training, career development and promotion of disabled people. The Company endeavours to keep its employees well informed about the progress of their company.

Additional information

Reporting under FRS101 – Reduced Disclosure Framework The Company has made the decision to report under FRS101 – Reduced Disclosure Framework (FRS101) transitioning from the prior set of published financial statements prepared under FRS102 – The Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS102). The transitional adjustments made on the conversion to FRS101 from FRS102 are detailed within note 19 of this set of financial statements. Review of business and future developments The level of sales of the Company and its investments during the year were consistent with management forecasts as the company has seen the realignment of demand within the laboratory sector following covid. Cost management has been controlled in order to maintain profitability within the business and the business is beginning to see an improvement to its orderbook in the months following the year end. Further discussion of the business review and future developments, in the context of the Porvair group as a whole, including the Company, is provided in the Chairman’s statement, Chief Executive’s report and the Finance Director’s review in the Porvair plc 2023 annual report and financial statements, which does not form part of this report. Research and development The Company continues a programme of development of its existing systems and new systems to support future growth opportunities. The development is largely completed in-house rather than through third parties. Key performance indicators The Company considers its key performance indicators to be revenue growth, operating margin and profit before tax growth, measured against prior year. Further discussion of these key performance indicators, in the context of the group as a whole, including the Company, is provided in the Chairman’s statement, Chief Executive’s report and the Finance Director’s review in the Porvair plc 2023 annual report and financial statements, which does not form part of this report. Financial risk management The Company’s operations expose it to a variety of financial risks that include the effects of liquidity risk, foreign exchange risk and credit risk. The Company has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the Company. Given the size of the Company, the Directors have not delegated the responsibility of monitoring financial risk management to a sub-committee of the board. The policies set by the board of Directors are implemented by the Company’s finance department. Liquidity risk The ultimate parent company ensures the Company has sufficient available funds for operations and planned growth. Foreign exchange risk The Company sells its products in both US dollars and Euros and is exposed to exchange rate movements. The exposure to exchange rate movements is partially mitigated by purchases in those currencies and intercompany loan balances, in addition to which the Company selectively enters into forward currency contracts via its parent company in relation to its principal foreign currency denominated revenues to reduce the impact of exchange rate movements. Credit risk The Company has implemented policies that require appropriate credit checks on potential customers before sales are made. The amount of exposure to any individual counterparty is subject to a limit, which is reassessed annually. Results and dividends The Company’s results for the year are shown on page 6. The Company made a profit after tax for the financial year of £203,000 (2022: £719,000). Dividends of £500,000 were paid in the year (2022: £250,000). The Directors do not recommend any further payment of a dividend. 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), including Financial Reporting Standard 101 - Reduced Disclosure Framework. Going concern The Directors have reviewed the cash flow forecast for the period ending 24 months after the balance sheet date. The forecast represents the Directors’ best estimate of the Company’s future performance and necessarily includes a number of assumptions, including the level of revenues, which are subject to inherent uncertainties. However, the forecast demonstrates that the Directors have a reasonable expectation that the Company will be able to meet its liabilities as they fall due, for a period of at least 12 months from the date of approval of these financial statements, even if trade falls to worst case scenario levels. As at 30 November 2023 the Company had £0.5 million (2022: £1.2 million) in cash and cash equivalents. The Company is currently forecasting to be profitable and cash positive for the 12 months from the date of this report and the foreseeable future, being a period of no less than 12 months from the date of signing of the financial statements. Therefore, after due consideration of the risks and uncertainties associated with the business of the Company and, having made appropriate enquiries, the Directors have a reasonable expectation that the Company has adequate resources and has the ability to continue trading on normal terms of the business for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing these financial statements.



Directors

The directors shown below have held office during the whole of the period from
1 December 2022 to 30 November 2023

J A Mills
M J Osborne


The director shown below has held office during the whole of the period from
1 December 2022 to 30 November 2023

M D Biddle


Secretary C P Tyler

The above report has been prepared in accordance with the special provisions in part 15 of the Companies Act 2006

This report was approved by the board of directors on
28 August 2024

And signed on behalf of the board by:
Name: C P Tyler
Status: Secretary

KBIOSYSTEMS LIMITED

Profit And Loss Account

for the Period Ended 30 November 2023

2023 2022


£

£
Turnover: 3,515,000 6,630,000
Cost of sales: ( 2,681,000 ) ( 4,863,000 )
Gross profit(or loss): 834,000 1,767,000
Distribution costs: ( 24,000 ) ( 44,000 )
Administrative expenses: ( 544,000 ) ( 821,000 )
Operating profit(or loss): 266,000 902,000
Interest payable and similar charges: ( 3,000 ) ( 1,000 )
Profit(or loss) before tax: 263,000 901,000
Tax: ( 60,000 ) ( 168,000 )
Profit(or loss) for the financial year: 203,000 733,000

KBIOSYSTEMS LIMITED

Balance sheet

As at 30 November 2023

Notes 2023 2022


£

£
Fixed assets
Intangible assets: 3 167,000 241,000
Tangible assets: 4 136,000 108,000
Total fixed assets: 303,000 349,000
Current assets
Stocks: 5 1,087,000 1,089,000
Debtors: 6 438,000 465,000
Cash at bank and in hand: 489,000 1,167,000
Total current assets: 2,014,000 2,721,000
Creditors: amounts falling due within one year: 7 ( 391,000 ) ( 675,000 )
Net current assets (liabilities): 1,623,000 2,046,000
Total assets less current liabilities: 1,926,000 2,395,000
Creditors: amounts falling due after more than one year: 8 ( 232,000 ) ( 407,000 )
Total net assets (liabilities): 1,694,000 1,988,000
Capital and reserves
Called up share capital: 58,000 58,000
Profit and loss account: 1,636,000 1,930,000
Total Shareholders' funds: 1,694,000 1,988,000

The notes form part of these financial statements

KBIOSYSTEMS LIMITED

Balance sheet statements

For the year ending 30 November 2023 the company was entitled to exemption under section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These accounts have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

This report was approved by the board of directors on 28 August 2024
and signed on behalf of the board by:

Name: J A Mills
Status: Director

The notes form part of these financial statements

KBIOSYSTEMS LIMITED

Notes to the Financial Statements

for the Period Ended 30 November 2023

  • 1. Accounting policies

    Basis of measurement and preparation

    These financial statements have been prepared in accordance with the provisions of Financial Reporting Standard 101

    Turnover policy

    Revenue is measured as the fair value of the consideration received or receivable for goods and services supplied to customers, after deducting sales discounts and value-added taxes, based on the consideration specified in the contract. Revenue is recognised at a point in time for standard revenue transactions when control of the goods provided is transferred to the customer according to the International Commercial Terms of each contract. Separate provision is made for returns and in the few instances where rebates are provided. Under IFRS 15 – Revenue from Contracts with Customers, each customer contract is assessed to identify the performance obligations and for certain service and maintenance contracts, revenue is recognised in relation to these performance obligations as the services are performed in line with the contractual terms. An assessment of the timing of revenue recognition is made for each performance obligation.

    Tangible fixed assets depreciation policy

    Tangible fixed assets are stated at historic purchase cost less accumulated depreciation. Cost includes the original purchase price of the asset and the costs attributable to bringing the asset to its working condition for its intended use. Depreciation is calculated so as to write down the cost of the tangible fixed assets, less estimated residual value, over their estimated economic lives on a straight line basis. Depreciation rates are as follows: Leasehold improvements 12.5%, or the remaining life of the lease Plant and machinery 10%-33% Assets in the course of construction are carried at cost, less any recognised impairment loss. Cost includes professional fees and, for qualifying assets, borrowing costs capitalised. Depreciation for these assets commences when the assets are ready for their intended use.

    Intangible fixed assets amortisation policy

    Software, know-how and design costs are classified as intangible assets and measured initially at purchase cost. Amortisation is charged on a straight line basis over their estimated useful lives, which are deemed to be 3 years. Expenditure on research activities is recognised as an expense in the period in which it is incurred. An internally generated intangible asset arising from the Company’s product development expenditure is recognised only if all of the following criteria are demonstrable: - The technical feasibility of completing the intangible asset so that it will be available for use or sale; - The intention to complete the intangible asset and use or sell it; - The ability to use the intangible asset or to sell it; - The way in which the intangible asset will generate probable future economic benefits; - The availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset; and - The ability to measure reliably the expenditure attributable to the intangible asset during its development. Where no internally generated intangible asset can be recognised, development expenditure is recognised as an expense in the period in which it is incurred. All expenditure on the registration, renewal and maintenance of patents and trademarks is written off to the income statement as incurred.

    Other accounting policies

    Basis of accounting The financial statements have been prepared in accordance with Financial Reporting Standard (FRS) 101 - Reduced Disclosure Framework. The financial statements have been prepared on a going concern basis and under the historical cost convention, in accordance with the Companies Act 2006. The following exemptions from the requirements of International Financial Reporting Standards (IFRS) have been applied in the preparation of these financial statements, in accordance with FRS 101 - Reduced Disclosure Framework: - the requirement within paragraphs 6 and 21 to present an opening statement of financial position at the date of transition. - paragraphs 45(b) and 46 to 52 of IFRS 2 - Share-based payment (details of the number and weighted-average exercise prices of share options and how the fair value of goods or services received was determined); - paragraphs 62, B64(d), B64(e), B64(g), B64(h), B64(j) to B64(m), B64(n) (ii), B64(o)(ii), B64(p), B64(q)(ii), B66 and B67 of IFRS 3 - Business Combinations; - paragraph 33(c) of IFRS 5 - Non-current Assets Held for Sale and Discontinued Operations; - IFRS 7 - Financial Instruments: Disclosures; - paragraph 38 of IAS 1 - Presentation of Financial Statements to present comparative information in respect of: paragraph 79(a)(iv) of IAS 1 - Presentation of Financial Statements; paragraph 73(e) of IAS 16 - Property, Plant and Equipment; paragraph 118(e) of IAS 38 - Intangible Assets (reconciliations between the carrying amount at the beginning and end of the period); - paragraphs 10(d) (statement of cash flows), 10(f) (statement of financial position as at the beginning of the preceding period when an entity applies an accounting policy retrospectively or makes a retrospective restatement of items in its financial statements, or when it reclassifies items in its financial statements), 16 (statement of compliance with all IFRSs), 38A (requirement for minimum of two primary statements, including cash flow statements), 38B-D (additional comparative information), 40A-D (requirements for a third statement of financial position), 111 (cash flow statement information) and 134 to 136 (capital management disclosures) of IAS 1 - Presentation of Financial Statements; - IAS 7 - Statement of Cash Flows; - paragraphs 30 and 31 of IAS 8 - Accounting Policies, Changes in Accounting Estimates and Errors (requirement for the disclosure of information when an entity has not applied a new IFRS that has been issued but is not yet effective); - paragraph 17 of IAS 24 - Related Party Disclosures (key management compensation); - IAS 24 - Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member; and - paragraphs 130(f)(ii), 130(f)(iii), 134(d) to 134(f) and 135(c) to 135 (e) of IAS 36 - Impairment of Assets (disclosures when the recoverable amount is fair value less costs of disposal, assumptions involved in estimating recoverable amounts of cash generating units containing goodwill or intangible assets with indefinite useful lives and management’s approach to determining these amounts). Accounting judgements and key sources of estimation uncertainty The preparation of financial statements in conformity with FRS 101 - Reduced Disclosure Framework requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company’s accounting policies. The Directors consider that there are no critical areas of judgement or complexity, or areas where assumptions and estimates are significant in the financial statements. No new standards, amendments or interpretations, effective for the first time for the financial year beginning on or after 1 December 2022 have had a material impact on the Company. The principal accounting policies, which have been applied consistently, are set out below: Going concern The Company meets its day-to-day working capital requirements through its cash reserves. The Company’s forecasts and projections, taking account of reasonably possible changes in trading performance show that the Company should be able to operate within the level of its current cash reserves for a period not less than 24 months from the date of approval of these financial statements. After making enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future, being not less than 24 months from the approval of these financial statements. The Company has the full financial support, including a letter of support, from its ultimate parent, Porvair plc, and the Directors are confident the Company’s group will continue its strategic objectives. The Company therefore continues to adopt the going concern basis in preparing its financial statements. Revenue recognition Revenue is measured as the fair value of the consideration received or receivable for goods and services supplied to customers, after deducting sales discounts and value-added taxes, based on the consideration specified in the contract. Revenue is recognised at a point in time for standard revenue transactions when control of the goods provided is transferred to the customer according to the International Commercial Terms of each contract. Separate provision is made for returns and in the few instances where rebates are provided. Under IFRS 15 – Revenue from Contracts with Customers, each customer contract is assessed to identify the performance obligations and for certain service and maintenance contracts, revenue is recognised in relation to these performance obligations as the services are performed in line with the contractual terms. An assessment of the timing of revenue recognition is made for each performance obligation. Stocks Stocks are stated at the lower of cost and net realisable value. 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. Cost is calculated using the weighted average method. Net realisable value represents the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution. Where necessary, provision is made for obsolete, slow moving and defective stocks. Foreign currency translation The Company’s financial statements are presented in Pounds Sterling, which is the Company’s functional and presentation currency. Foreign currency monetary assets and liabilities are translated into Pounds Sterling at the rates of exchange prevailing at the balance sheet date. Transactions in foreign currencies are translated into Pounds Sterling at the rate of exchange prevailing at the date of the transaction. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement. Leases The Company recognises a right of use asset and a lease liability at the lease commencement date. The right of use asset is initially measured at cost, being the initial amount of the lease liability adjusted for any lease payments made at or before commencement date. Lease liabilities are recorded at the present value of future lease payments. Leases are discounted at the Company’s incremental borrowing rate of 2.8%, being the rate that the Company would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions. Right of use assets are depreciated on a straight line basis over the lease term, or useful life if shorter. Interest is recognised on the lease liability, resulting in a higher finance cost in the earlier years of the lease term. Lease payments relating to low value assets or to short term leases are recognised as an expense on a straight line basis over the lease term. Short term leases are those with 12 months or less duration. Low value assets are those below a cost of £4,000. Pension contributions The Company operates a defined contribution scheme for its employees. The pension costs charged in the financial statements represent the contributions payable by the Company during the year. Taxation Current tax is based on taxable profit for the period. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other periods and it further excludes items that are never taxable or deductible. The Company’s liability for current tax is calculated using tax rates that are relevant to the period. Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition (other than a business combination) of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit. Deferred tax is calculated at the tax rates which have been enacted or substantively enacted by the balance sheet date and are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is recognised in the income statement, except when it relates to items recognised directly to other comprehensive income or directly to equity. In this case, the deferred tax is also recognised in other comprehensive income or directly in equity, respectively.

KBIOSYSTEMS LIMITED

Notes to the Financial Statements

for the Period Ended 30 November 2023

  • 2. Employees

    2023 2022
    Average number of employees during the period 39 42

KBIOSYSTEMS LIMITED

Notes to the Financial Statements

for the Period Ended 30 November 2023

3. Intangible assets

Goodwill Other Total
Cost £ £ £
At 1 December 2022 376,000 376,000
Additions
Disposals
Revaluations
Transfers
At 30 November 2023 376,000 376,000
Amortisation
At 1 December 2022 135,000 135,000
Charge for year 74,000 74,000
On disposals
Other adjustments
At 30 November 2023 209,000 209,000
Net book value
At 30 November 2023 167,000 167,000
At 30 November 2022 241,000 241,000

KBIOSYSTEMS LIMITED

Notes to the Financial Statements

for the Period Ended 30 November 2023

4. Tangible assets

Land & buildings Plant & machinery Fixtures & fittings Office equipment Motor vehicles Total
Cost £ £ £ £ £ £
At 1 December 2022 13,000 792,000 805,000
Additions 3,000 64,000 67,000
Disposals
Revaluations
Transfers
At 30 November 2023 16,000 856,000 872,000
Depreciation
At 1 December 2022 9,000 688,000 697,000
Charge for year 2,000 37,000 39,000
On disposals
Other adjustments
At 30 November 2023 11,000 725,000 736,000
Net book value
At 30 November 2023 5,000 131,000 136,000
At 30 November 2022 4,000 104,000 108,000

KBIOSYSTEMS LIMITED

Notes to the Financial Statements

for the Period Ended 30 November 2023

5. Stocks

2023 2022
£ £
Stocks 1,087,000 1,089,000
Total 1,087,000 1,089,000

KBIOSYSTEMS LIMITED

Notes to the Financial Statements

for the Period Ended 30 November 2023

6. Debtors

2023 2022
£ £
Trade debtors 382,000 328,000
Prepayments and accrued income 17,000 35,000
Other debtors 39,000 102,000
Total 438,000 465,000

KBIOSYSTEMS LIMITED

Notes to the Financial Statements

for the Period Ended 30 November 2023

7. Creditors: amounts falling due within one year note

2023 2022
£ £
Amounts due under finance leases and hire purchase contracts 80,000 79,000
Trade creditors 179,000 102,000
Taxation and social security 30,000 42,000
Accruals and deferred income 83,000 447,000
Other creditors 19,000 5,000
Total 391,000 675,000

KBIOSYSTEMS LIMITED

Notes to the Financial Statements

for the Period Ended 30 November 2023

8. Creditors: amounts falling due after more than one year note

2023 2022
£ £
Amounts due under finance leases and hire purchase contracts 99,000 179,000
Other creditors 133,000 228,000
Total 232,000 407,000