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Registered number: 12327889










HST MARINE HOLDINGS LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
HST MARINE HOLDINGS LIMITED
 
 
COMPANY INFORMATION


Directors
Pontus Kristofer Berg 
Dale Carman 
Alastair McDonald 
Christopher Monan 
Thomas Anthony Nevin 
Ian Glenn Oxford 
Julian Proctor 




Registered number
12327889



Registered office
11 Axis Court Riverside Business Park
Swansea Vale

Swansea

SA7 0AJ




Independent auditors
MHA Chartered Accountants and Statutory Auditor

Charter Court

Swansea Enterprise Park

Swansea

SA7 9FS





 
HST MARINE HOLDINGS LIMITED
 

CONTENTS



Page
Group Strategic Report
1 - 2
Directors' Report
3 - 4
Independent Auditors' Report
5 - 8
Consolidated Statement of Comprehensive Income
9
Consolidated Balance Sheet
10
Company Balance Sheet
11
Consolidated Statement of Changes in Equity
12
Company Statement of Changes in Equity
13
Consolidated Statement of Cash Flows
14
Consolidated Analysis of Net Debt
15
Notes to the Financial Statements
16 - 29


 
HST MARINE HOLDINGS LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The directors present their Strategic Report, Directors' Report and audited consolidated Financial Statements for the year ended 31 December 2023.
Principal activities
The principal activity of the company and its subsidiary undertakings ("Purus") is the ownership and operation of crew transfer vessels ("CTV"). Its vision is to deliver zero emission maritime transportation to our offshore wind customers.

Business review and future outlook
 
During 2023, Purus took delivery of ten CTVs with all vessels entering into time charter contracts during the year. As at year end, Purus had fifteen CTVs on the water and a further ten under construction. During 2024, five CTVs will deliver and all are expected to enter into time charter contracts.
The fleet of CTVs are primarily battery-hybrid, with the potential to retrofit for increased battery capacity, as well as the potential to retrofit vessels to use alternative fuels such as methanol.
Purus is well positioned to be a leading provider of integrated solutions to offshore wind Original Equipment Manufacturers ("OEMs") and field operators by offering complementary products and services to improve its ability to build industry relationships and enhance shareholder returns.

Key performance indicators
 
The key indicators of the group's performance can be seen below:


2023
2022
      €000
      €000
Revenue

15,975

8,439
 
EBITDA

5,123

1,861
 


 
Net assets

40,693

6,756
 

 
The directors consider the results for the period to be in line with expectations. The Group’s future performance will be supported by the continued growth of the Purus fleet. 

Principal risks and uncertainties

The directors note that unforeseen and adverse developments in the global economy present a potential risk to the continued investment and growth in offshore wind initiatives from which the company and group have direct exposure to. A downturn has the potential to impact the Group's financial performance due to delays to the installation of new offshore wind sites and increased operating costs due to inflationary pressures. The directors continue to monitor these trends to manage financial risks as required.

Page 1

 
HST MARINE HOLDINGS LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Change of functional and presentational currency
 
During the year, the directors concluded that the functional currency should change from GBP (which historically was the main currency of operation) to Euros. The company has and will continue to transact and operate with both currencies however it has been deemed that it has reached a point where the majority of the operations are in Euros and this more truthfully represents the functional currency of the company. It is deemed that this change occurred from 1 January 2023 and from that point it was deemed that the Company’s and Group’s functional and presentations currency is Euros.
Non adjusting events after the financial period
No issues have been identified that the directors believe lead to any post-balance sheet adjustment to be made, or specific disclosures to be provided on the potential impact on, any of the Group’s balance sheet assets and liabilities reported at 31 December 2023.

Going concern

The directors considered it appropriate to continue to adopt the going concern basis of accounting in preparing the consolidated financial statements. 


This report was approved by the board on 30 July 2024 and signed on its behalf.



Ian Glenn Oxford
Director

Page 2

 
HST MARINE HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

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

Results and dividends

The profit for the year, after taxation, amounted to 30 thousand (2022 - loss 635 thousand).

No dividends were paid in the year (2022: €Nil).

Directors

The directors who served during the year were:

Pontus Kristofer Berg (appointed 1 May 2023)
Dale Carman 
Alastair McDonald 
Christopher Monan 
Thomas Anthony Nevin 
Ian Glenn Oxford 
Julian Proctor 
Chetan Sood (resigned 1 May 2023)

Directors' responsibilities statement

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Matters covered in the Group Strategic Report

Included within the Group's Strategic Report is a review of the business and a description of the principal risks and uncertainties facing the Group. 

Page 3

 
HST MARINE HOLDINGS LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

Disclosure of information to auditors

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

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

Post balance sheet events

There have been no significant events affecting the Group since the year end.

Auditors

The auditorsMHA Chartered Accountants and Statutory Auditorwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 30 July 2024 and signed on its behalf.
 





Ian Glenn Oxford
Director

Page 4

 
HST MARINE HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HST MARINE HOLDINGS LIMITED
 

Opinion


We have audited the financial statements of HST MARINE HOLDINGS LIMITED (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2023, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2023 and of the Group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


Basis for opinion


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the 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.


Page 5

 
HST MARINE HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HST MARINE HOLDINGS LIMITED (CONTINUED)


Other information


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


Opinion on other matters prescribed by the Companies Act 2006
 

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


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


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


Page 6

 
HST MARINE HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HST MARINE HOLDINGS LIMITED (CONTINUED)


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 3, 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 Group's and 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 Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Auditors' responsibilities for the audit of the financial statements
 

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


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
- Enquiry of management and those charged with governance around actual, potential or suspected litigation, claims, non-compliance with applicable laws and regulations and fraud.
- Review of legal and professional fees for evidence of legal work undertaken or fines/penalties incurred.
- Enquiry of entity staff in compliance functions and external advisors to identify any instances of non-compliance with laws and regulations. 
- Reviewing of financial statements disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
- Performing audit work over the risk of management override, including testing of journal entries and other adjustments for appropriateness. 
- Discussions amongst the engagement team in relation to how and where fraud might occur in the financial statements and any potential indicators of fraud.
- Discussions with management over any potential or suspected fraud.
- Performing audit work over the recognition of revenue on deliveries of services occurring at the year end to provide assurance over cut-off.
- Performing substantive tests of detail over the completeness/existence of income within the financial system.


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


Page 7

 
HST MARINE HOLDINGS LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF HST MARINE HOLDINGS LIMITED (CONTINUED)


Use of our report
 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.





Brian Garland BA ACA (Senior Statutory Auditor)
  
for and on behalf of
MHA Chartered Accountants and Statutory Auditor
 
Charter Court
Swansea Enterprise Park
Swansea
SA7 9FS

30 July 2024
Page 8

 
HST MARINE HOLDINGS LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
€000
€000

  

Turnover
 4 
15,975
8,439

Cost of sales
  
(6,521)
(3,564)

Gross profit
  
9,454
4,875

Administrative expenses
  
(7,702)
(4,840)

Other operating income
 5 
922
608

Operating profit
 6 
2,674
643

Interest payable and similar expenses
 10 
(2,643)
(1,270)

Profit/(loss) before taxation
  
31
(627)

Tax on profit/(loss)
 11 
(1)
(8)

Profit/(loss) for the financial year
  
30
(635)

  

Profit/(loss) for the year attributable to:
  

Owners of the parent Company
  
30
(635)

  
30
(635)

The notes on pages 16 to 29 form part of these financial statements.

Page 9

 
HST MARINE HOLDINGS LIMITED
REGISTERED NUMBER: 12327889

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
€000
€000

Fixed assets
  

Tangible assets
 12 
81,649
34,392

Investments
 13 
3
3

  
81,652
34,395

Current assets
  

Debtors: amounts falling due within one year
 14 
3,845
1,932

Cash at bank and in hand
 15 
4,031
765

  
7,876
2,697

Creditors: amounts falling due within one year
 16 
(8,515)
(5,359)

Net current liabilities
  
 
 
(639)
 
 
(2,662)

Total assets less current liabilities
  
81,013
31,733

Creditors: amounts falling due after more than one year
 17 
(40,320)
(24,977)

Provisions for liabilities
  

Net assets
  
40,693
6,756


Capital and reserves
  

Called up share capital 
 19 
2
-

Share premium account
  
40,290
6,385

Profit and loss account
  
401
371

  
40,693
6,756


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 30 July 2024.




Ian Glenn Oxford
Dale Carman
Director
Director

The notes on pages 16 to 29 form part of these financial statements.

Page 10

 
HST MARINE HOLDINGS LIMITED
REGISTERED NUMBER: 12327889

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
€000
€000

Fixed assets
  

Investments
 13 
40,294
6,385

  
40,294
6,385

Current assets
  

Debtors: amounts falling due within one year
 14 
-
1

  
-
1

Creditors: amounts falling due within one year
 16 
(54)
(50)

Net current liabilities
  
 
 
(54)
 
 
(49)

Total assets less current liabilities
  
40,240
6,336

  

  

Net assets
  
40,240
6,336


Capital and reserves
  

Called up share capital 
 19 
2
-

Share premium account
  
40,292
6,385

Profit and loss account brought forward
  
(49)
(1)

Loss for the year
  
(5)
(50)

Other changes in the profit and loss account

  

-
2

Profit and loss account carried forward
  
(54)
(49)

  
40,240
6,336


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 30 July 2024.


Ian Glenn Oxford
Dale Carman
Director
Director

The notes on pages 16 to 29 form part of these financial statements.

Page 11

 
HST MARINE HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Share premium account
Foreign exchange reserve
Profit and loss account
Total equity

€000
€000
€000
€000
€000


At 1 March 2022
-
-
-
1,004
1,004



Loss for the period
-
-
-
(635)
(635)

Foreign exchange movement
-
-
(2)
2
-

Shares issued during the period
-
6,387
-
-
6,387

Effect of change in functional currency
-
(2)
2
-
-



At 1 January 2023
-
6,385
-
371
6,756



Profit for the year
-
-
-
30
30

Shares issued during the year
2
33,905
-
-
33,907


At 31 December 2023
2
40,290
-
401
40,693


The notes on pages 16 to 29 form part of these financial statements.

Page 12

 
HST MARINE HOLDINGS LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023


Called up share capital
Share premium account
Profit and loss account
Total equity

€000
€000
€000
€000


At 1 March 2022
-
-
(1)
(1)



Loss for the period
-
-
(50)
(50)

Shares issued during the period
-
6,387
-
6,387

Effect of change in functional currency
-
(2)
2
-



At 1 January 2023
-
6,385
(49)
6,336



Loss for the year
-
-
(5)
(5)

Shares issued during the year
2
33,907
-
33,909


At 31 December 2023
2
40,292
(54)
40,240


The notes on pages 16 to 29 form part of these financial statements.

Page 13

 
HST MARINE HOLDINGS LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
€000
€000

Cash flows from operating activities

Profit/(loss) for the financial year
30
(635)

Adjustments for:

Depreciation of tangible assets
2,497
1,139

Loss on disposal of tangible assets
(448)
-

Interest paid
2,643
1,226

(Increase) in debtors
(1,912)
(475)

Increase in creditors
229
112

Foreign exchange
125
670

Net cash generated from operating activities

3,164
2,037


Cash flows from investing activities

Purchase of tangible fixed assets
(52,918)
(7,653)

Sale of tangible fixed assets
3,675
-

Net cash from investing activities

(49,243)
(7,653)

Cash flows from financing activities

Issue of ordinary shares
33,906
6,386

New secured loans
24,977
5,109

Repayment of loans
(6,170)
(4,472)

Interest paid
(3,585)
(1,226)

Net cash used in financing activities
49,128
5,797

Net increase in cash and cash equivalents
3,049
181

Cash and cash equivalents at beginning of year
765
667

Foreign exchange gains and losses
217
(83)

Cash and cash equivalents at the end of year
4,031
765


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
4,031
765

4,031
765


The notes on pages 16 to 29 form part of these financial statements.

Page 14

 
HST MARINE HOLDINGS LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023




At 1 January 2023
Cash flows
At 31 December 2023
€000

€000

€000

Cash at bank and in hand

765

3,266

4,031

Debt due after 1 year

(24,977)

(15,343)

(40,320)

Debt due within 1 year

(3,452)

(2,919)

(6,371)


(27,664)
(14,996)
(42,660)

The notes on pages 16 to 29 form part of these financial statements.

Page 15

 
HST MARINE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1.


General information

HST Marine Holdings Ltd is a private company, limited by shares, registered in England and Wales. The company's registered number is 12327889  and registered office address is 11 Axis Court Riverside Business Park, Swansea Vale, Swansea, Wales, SA7 0AJ.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

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

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

  
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

Page 16

 
HST MARINE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.3

Foreign currency translation

Change of functional and presentation currency
During the year, the directors concluded that the functional currency should change from GBP (which historically was the main currency of operation) to Euros. The company has and will continue to transact and operate with both currencies however it has been deemed that it has reached a point where the majority of the operations are in Euros and this more truthfully represents the functional currency of the company. It is deemed that this change occurred from 1 January 2023.
Details of the change and process
The closing 2022 TB was translated into Euros, both for the opening position for 2023 and to be able to present comparatives in Euros. All assets and liabilities were translated to Euros using the closing rate at 31 December 2022. All items of profit or loss were translated to Euros using the average rate for 2022 as an acceptable approximation.

Functional and presentation currency

The Company's functional and presentational currency is Euros.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

On consolidation, the results of overseas operations are translated into Euros at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

Page 17

 
HST MARINE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.5

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.6

Finance costs

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

 
2.7

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

 
2.8

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds.

Page 18

 
HST MARINE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.9

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

 
2.10

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Vessels in service
-
4% - 7%
Plant and machinery
-
25%
Other fixed assets
-
25%

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.11

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.12

Debtors

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

 
2.13

Cash and cash equivalents

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

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

Page 19

 
HST MARINE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

 
2.14

Creditors

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


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the Group's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated 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 an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.


4.


Turnover

An analysis of turnover by class of business is as follows:


2023
2022
€000
€000

Time charter revenue
15,640
8,305

Other revenue
334
134

15,974
8,439


All turnover arose within Europe.


5.


Other operating income

2023
2022
€000
€000

Other operating income
545
608

Insurance claims receivable
377
-

922
608


Page 20

 
HST MARINE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

6.


Operating profit

The operating profit is stated after charging:

2023
2022
€000
€000

Exchange differences
102
696

Other operating lease rentals
50
31


7.


Auditors' remuneration

During the year, the Group obtained the following services from the Company's auditors:


2023
2022
€000
€000

Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements
3
2

Fees payable to the Company's auditors in respect of:

The auditing of accounts of associates of the Company
33
11

All non-audit services not included above
22
4


8.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
Company
Company
2023
2022
2023
2022
€000
€000
€000
€000


Wages and salaries
1,613
946
-
-

Social security costs
189
97
-
-

Cost of defined contribution scheme
47
25
-
-

1,849
1,068
-
-


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


        2023
        2022
            No.
            No.







Employees
21
16

The Company has no employees other than the directors, who did not receive any remuneration (2022 - €NIL)
Page 21

 
HST MARINE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

9.


Directors' remuneration



During the year retirement benefits were accruing to no directors (2022 - NIL) in respect of defined contribution pension schemes.


10.


Interest payable and similar expenses

2023
2022
€000
€000


Bank interest payable
2,643
1,270

2,643
1,270


11.


Taxation


2023
2022
€000
€000

Corporation tax


Current tax on profits for the year
1
-

Adjustments in respect of previous periods
-
8



Tax on profit/(loss)
1
8
Page 22

 
HST MARINE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
11.Taxation (continued)


Factors affecting tax charge for the year/period

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

2023
2022
€000
€000


Profit/(loss) on ordinary activities before tax
31
(627)


Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2022 - 19%)
8
(119)

Effects of:


Adjustments under tonnage tax regulations
(7)
127

Total tax charge for the year/period
1
8

When the company commenced its principal activity of ship ownership and operating in 2019, it elected to enter the tonnage tax regime.  The consequence of this is that the shipping activity is treated as a a ring-fenced trade with its taxable profits computed by reference to the net tonnage of the ship operated. This method replaces both the tac adjusted commerial rpoit or loss on the shipping trade and the chargeable gains ot losses made on tonnage tax assets.
Income and expenditure relating to activities outside of the ring-fenced trade are treated in accordance with normal corporation tax principes, this applies to interest receivable, exchange differences of investment activities, and chargeable gains on non-tonnage assels.


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 23

 
HST MARINE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

12.


Tangible fixed assets

Group






Vessels in service
Vessels under construction
Plant and machinery
Other fixed assets
Total

€000
€000
€000
€000
€000



Cost or valuation


At 1 January 2023
26,973
9,709
1,152
123
37,957


Additions
38,311
13,025
1,576
6
52,918


Disposals
(3,337)
-
(3)
-
(3,340)


Transfers between classes
9,709
(9,709)
-
-
-



At 31 December 2023

71,656
13,025
2,725
129
87,535



Depreciation


At 1 January 2023
2,966
-
533
64
3,563


Charge for the year on owned assets
1,884
-
538
27
2,449


Disposals
(123)
-
(3)
-
(126)



At 31 December 2023

4,727
-
1,068
91
5,886



Net book value



At 31 December 2023
66,929
13,025
1,657
38
81,649



At 31 December 2022
24,006
9,709
618
59
34,392

Page 24

 
HST MARINE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

13.


Fixed asset investments

Group





Unlisted investments

€000



Cost or valuation


At 1 January 2023
3



At 31 December 2023
3




Company





Investments in subsidiary companies

€000



Cost or valuation


At 1 January 2023
6,385


Additions
33,909



At 31 December 2023
40,294




Page 25

 
HST MARINE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Company Number

Class of shares

Holding

Purus Wind Fleet Management Ltd (formerly known as High Speed Transfers Ltd)
10954400
Ordinary
100%
HST Workboats Limited
12948748
Ordinary
100%
HST Global Services Ltd
12745131
Ordinary
100%
HST CTV1 Ltd
14585302
Ordinary
100%
HST CTV2 Ltd
14585372
Ordinary
100%
HST CTV3 Ltd
14585471
Ordinary
100%
HST CTV4 Ltd
14585500
Ordinary
100%
HST CTV5 Ltd
14585746
Ordinary
100%
HST CTV6 Ltd
14585788
Ordinary
100%
HST CTV7 Ltd
14586551
Ordinary
100%
HST CTV8 Ltd
14645178
Ordinary
100%
HST CTV9 Ltd
14645025
Ordinary
100%
HST CTV10 Ltd
14645113
Ordinary
100%
HST CTV11 Ltd
14645186
Ordinary
100%
HST CTV12 Ltd
14685517
Ordinary
100%
HST CTV13 Ltd
14686527
Ordinary
100%
HST CTV14 Ltd
14686625
Ordinary
100%
HST CTV15 Ltd
14690354
Ordinary
100%
HST CTV16 Ltd
14686823
Ordinary
100%
HST CTV17 Ltd
14687932
Ordinary
100%
HST CTV18 Ltd
14678996
Ordinary
100%
HST CTV19 Ltd
14699338
Ordinary
100%
HST CTV20 Ltd
14701220
Ordinary
100%
HST CTV21 Ltd
14702085
Ordinary
100%
HST CTV22 Ltd
14702761
Ordinary
100%
HST CTV23 Ltd
14702942
Ordinary
100%
HST CTV24 Ltd
14702965
Ordinary
100%
HST CTV25 Ltd
14703021
Ordinary
100%

The registered office address for each of these subsidiaries is 11 Axis Court, Riverside Business Park, Swansea Vale, Swansea, Wales SA7 0AJ.




Page 26

 
HST MARINE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

14.


Debtors

Group
Group
Company
Company
2023
2022
2023
2022
€000
€000
€000
€000


Trade debtors
2,389
1,511
-
1

Amounts owed by group undertakings
99
-
-
-

Other debtors
31
123
-
-

Prepayments and accrued income
1,326
298
-
-

3,845
1,932
-
1



15.


Cash and cash equivalents

Group
Group
2023
2022
€000
€000

Cash at bank and in hand
4,031
765

4,031
765



16.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2023
2022
2023
2022
€000
€000
€000
€000

Other loans
6,364
3,437
-
-

Trade creditors
1,912
1,621
1
-

Amounts owed to group undertakings
-
-
47
43

Corporation tax
1
-
-
-

Other taxation and social security
60
55
-
-

Other creditors
8
18
-
1

Accruals and deferred income
170
228
6
6

8,515
5,359
54
50


Page 27

 
HST MARINE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

17.


Creditors: Amounts falling due after more than one year

Group
Group
2023
2022
€000
€000

Other loans
40,320
24,977

40,320
24,977


The total loan amount above includes loans which have vessels mortgaged as security against them with a total net book value of €66.9m as shown in note 12.


18.


Loans


Analysis of the maturity of loans is given below:


Group
Group
2023
2022
€000
€000

Amounts falling due within one year

Other loans
6,364
3,437

Amounts falling due 1-2 years

Other loans
5,483
39

Amounts falling due 2-5 years

Other loans
25,735
24,938

Amounts falling due after more than 5 years

Other loans
9,102
-

46,684
28,414



19.


Share capital

2023
2022
€000
€000
Allotted, called up and fully paid



2,008 (2022 - 410) Ordinary shares of £1.00 each
2
-


During the year, 1,598 shares of £1 each were issued.

Page 28

 
HST MARINE HOLDINGS LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

20.


Capital commitments




At 31 December 2023 the Group and Company had capital commitments as follows:


Group
Group
2023
2022
€000
€000

Contracted for but not provided in these financial statements
51,400
38,074

51,400
38,074


21.


Pension commitments

The Group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Group  in an independently administered fund. The pension cost charge represents contributions payable by the Group  to the fund and amounted to €44,043 (2022 - €22,531) . Contributions totalling €7,327 (2022 - €15,204) were payable to the fund at the balance sheet date and are included in creditors.


22.


Controlling party

The immediate controlling party is Purus Wind Ltd. The ultimate controlling party is Purus Marine Holdings LP, which is registered in the Cayman Islands.

Page 29