Year Ended
Registration number:
Flydocs Systems (Topco) Limited
Contents
Company Information |
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Strategic Report |
|
Directors' Report |
|
Statement of Directors' Responsibilities |
|
Independent Auditor's Report |
|
Consolidated Profit and Loss Account |
|
Consolidated Statement of Comprehensive Income |
|
Consolidated Balance Sheet |
|
Balance Sheet |
|
Consolidated Statement of Changes in Equity |
|
Statement of Changes in Equity |
|
Consolidated Statement of Cash Flows |
|
Notes to the Financial Statements |
Flydocs Systems (Topco) Limited
Company Information
Directors |
Mr P Mende Mr D Kubera Mr C Bauer Mr N Koerner Mr T Spriesterbach |
Registered office |
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Bankers |
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Auditors |
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Flydocs Systems (Topco) Limited
Strategic Report
Year Ended 31 December 2023
The directors present their strategic report for the year ended 31 December 2023.
Principal activity
The principal activity of the company is that of a holding company.
The principal activity of the Group is the supply of Software as a Service (SaaS) and software services pertaining to digitisation, storage, and management of aviation records, for airlines, aircraft and engine leasing companies, Maintenance, Repair and Overhaul (MRO) organisations and Original Equipment Manufacturers (OEM). The business continues to offer technical services to clients in support of aviation records management and in particular Aircraft Transition Management (ATM).
Review of the business
These financial statements present the consolidated financial performance for the Group for the year ended 31 December 2023.
Performance for the period, saw Group consolidated turnover improve around 18% to £11.4m, compared to £9.7m (2022) with underlying gross margins increased to 69% versus 66% (2022). The Group continued to expand its client base through the period and exited the year investing in further product innovation with a particular focus on user interface and experience to cement its strong position in the market, investing for future product launches through 2024 and 2025 by increasing product development focus and resource allocation.
The Group delivered a profit after tax for the period of £0.5m compared to £0.8m for 2022 due to a higher level of Administration expense reported in year. The Company has invested in its staff to recruit and retain talent to drive the company forward resulting in an additional £0.5m spent on staff costs in 2023.
The Directors are satisfied with the results for the period, with a strengthened balance sheet and cash reserves having repaid c£2.4m of intra-group loans, which have enhanced the financial position at the balance sheet date. The Directors are confident in the long-term strategic vision and direction of the Group.
Principal risks and uncertainties
The Group trades in Sterling, US Dollars, Australian Dollars, Euro and Indian Rupee. As such the Group is at risk from exchange rate fluctuations. Currently the Group holds bank accounts in each currency and endeavours to make payments in those currencies. Where required, the Group trades currency at spot rates using the purchasing power of the shareholder’s (LHT) treasury function, converting foreign currency to its functional currency Sterling. At the current time the Group continues to review options on implementing exchange rate hedging aligned to the parent group, Deutsche Lufthansa AG (DLH AG).
Flydocs Systems (Topco) Limited
Strategic Report
Year Ended 31 December 2023
In order to minimise cash flow / liquidity risk, cash flow forecasts are prepared and reviewed by the Board of Directors and the Group reviews its cash flow needs and financing arrangements regularly. The Group’s policy has been to ensure continuity of funding through the generation of cashflow from operating activities, which has been enhanced by introducing prepayment terms for one-off projects, aligned to prompt invoice raising and follow-up to terms. The financial strength of the LHT / DLH AG group, provides opportunities to access further working capital and the business retains access to commercial loan funding through its banking partners if required.
Competitor risk is managed by providing high quality software, technical services aligned to value added mid-term and end of lease services on a cloud based “Software as a Service” (SaaS) platform, differentiating the Group from competitors. Its continued investment in the software platform and new products for launch in 2024-2025, is aimed at ensuring significant differentiation exists to provide a market advantage in the aviation records management space, whilst continuing to develop innovative and complementary products. The group continues to invest in technology and infrastructure to enhance its service offering, alongside utilising innovative technology to improve the user experience and automate system functionality.
The Group’s principal financial assets are trade and other debtors and amounts recoverable on contracts. The Group continually monitors its credit exposure with all customers and given these focussed credit control procedures operated by the group, the Directors are satisfied that any bad debt risks are low even through this period of heightened economic uncertainty and have been partially protected by the continued use of prepayment terms for new projects.
Environmental and macro-economic factors continue to be monitored by the business. The ongoing disruption to the global economy and supply chains caused by the war in Ukraine, continues to have an effect across the aviation industry, impacting travel routes and flight scheduling adding to operator cost constraints. The aviation industry was hit hard by the COVID-19 pandemic and had a long lasting impact with air traffic only reaching pre-pandemic levels in early 2024. Flydocs has been well positioned to take advantage of outsourced digital and technical solutions, which clients need to support their own business rationalisation activities and also assist in growth.
The Group has continued to leverage our long term contracted client base and continues to see a strong pipeline for software and technical services growth, and provide solutions to clients for their short-term operational and cashflow issues. The group has successfully retained clients and added a number of new relationships through 2023, being successful in a tough market. Client feedback is utilised to focus business priorities, drive enhancements to existing solutions, whilst creating the development environment for new software solutions for launch in 2024-25.
The Directors and Leadership Team, continue to take prudent and decisive action to strengthen the business in the long-term interests of employees, clients and the wider Group. Revenue has grown year on year, particularly in software. This gave the directors and leadership team the confidence to continue to invest in software solutions, increasing focus, capacity and investment in new product development, as well as leveraging new technology to supplement business processes.
The Group completed the year with strong cash reserves, and will continue to focus on increasing investment in people and technology, to continue to support, fund and implement its digitisation strategy, investing in software and software support services worldwide. The Group continues to focus on expanding its worldwide client portfolio and remains well placed to respond quickly to changing market and customer requirements, and the Directors remain confident in delivering profitable growth.
The Directors are satisfied with the results for the period and the Group’s financial position as at the balance sheet date and remain convinced of the long-term strategic vision and direction of the Group.
Flydocs Systems (Topco) Limited
Strategic Report
Year Ended 31 December 2023
In order to minimise cash flow / liquidity risk, cash flow forecasts are prepared and reviewed by the Board of Directors and the Group reviews its cash flow needs and financing arrangements regularly. The Group’s policy has been to ensure continuity of funding through the generation of cashflow from operating activities, which has been enhanced by introducing prepayment terms for one-off projects, aligned to prompt invoice raising and follow-up to terms. The financial strength of the LHT / DLH AG group, provides opportunities to access further working capital and the business retains access to commercial loan funding through its banking partners if required.
Competitor risk is managed by providing high quality software, technical services aligned to value added mid-term and end of lease services on a cloud based “Software as a Service” (SaaS) platform, differentiating the Group from competitors. Its continued investment in the software platform and new products for launch in 2024-2025, is aimed at ensuring significant differentiation exists to provide a market advantage in the aviation records management space, whilst continuing to develop innovative and complementary products. The group continues to invest in technology and infrastructure to enhance its service offering, alongside utilising innovative technology to improve the user experience and automate system functionality.
The Group’s principal financial assets are trade and other debtors and amounts recoverable on contracts. The Group continually monitors its credit exposure with all customers and given these focussed credit control procedures operated by the group, the Directors are satisfied that any bad debt risks are low even through this period of heightened economic uncertainty and have been partially protected by the continued use of prepayment terms for new projects.
Environmental and macro-economic factors continue to be monitored by the business. The ongoing disruption to the global economy and supply chains caused by the war in Ukraine, continues to have an effect across the aviation industry, impacting travel routes and flight scheduling adding to operator cost constraints. The aviation industry was hit hard by the COVID-19 pandemic and had a long lasting impact with air traffic only reaching pre-pandemic levels in early 2024. Flydocs has been well positioned to take advantage of outsourced digital and technical solutions, which clients need to support their own business rationalisation activities and also assist in growth.
The Group has continued to leverage our long term contracted client base and continues to see a strong pipeline for software and technical services growth, and provide solutions to clients for their short-term operational and cashflow issues. The group has successfully retained clients and added a number of new relationships through 2023, being successful in a tough market. Client feedback is utilised to focus business priorities, drive enhancements to existing solutions, whilst creating the development environment for new software solutions for launch in 2024-25.
The Directors and Leadership Team, continue to take prudent and decisive action to strengthen the business in the long-term interests of employees, clients and the wider Group. Revenue has grown year on year, particularly in software. This gave the directors and leadership team the confidence to continue to invest in software solutions, increasing focus, capacity and investment in new product development, as well as leveraging new technology to supplement business processes.
The Group completed the year with strong cash reserves, and will continue to focus on increasing investment in people and technology, to continue to support, fund and implement its digitisation strategy, investing in software and software support services worldwide. The Group continues to focus on expanding its worldwide client portfolio and remains well placed to respond quickly to changing market and customer requirements, and the Directors remain confident in delivering profitable growth.
The Directors are satisfied with the results for the period and the Group’s financial position as at the balance sheet date and remain convinced of the long-term strategic vision and direction of the Group.
Approved by the
......................................... |
Flydocs Systems (Topco) Limited
Directors' Report
Year Ended 31 December 2023
The directors present their report and the for the year ended 31 December 2023.
Directors of the group
The directors who held office during the year were as follows:
Financial instruments
Objectives and policies
The group uses a range of basic financial instruments to fund its working capital position including cash, short-term trade receivables and payables, and intercompany loan accounts.
Finance is provided by short-term intra-group loans.
The group did not participate in any form of foreign currency or other hedging transactions during the current financial year.
Price risk, credit risk, liquidity risk and cash flow risk
There are no material exposures of the group relating to price risk, credit risk, liquidity risk and cash flow risk which are material for the assessment of the assets, liabilities, financial position and profit of the company or group as a whole.
Flydocs Systems (Topco) Limited
Directors' Report
Year Ended 31 December 2023
Going concern
The Group is exposed to various risks outlined in the strategic report, “principal risks” section, and whilst crystallisation of such risks, where not fully mitigated, would have a detrimental impact on the Group’s financial results, none are deemed sufficiently material to prevent the Group (and therefore the Company) continuing as a going concern. The Directors believe the Group has adequate resources to continue operationally for the foreseeable future, being no less than 12 months from the date of approval of these financial statements, and continues to adopt the going-concern basis for preparation of its financial statements.
The Directors expect the Group to continue to promote its current software and technical services and believe that the Group (and therefore the Company) is very well placed to benefit from long-term
growth. The Group continues to strengthen its people resource, recruiting key commercial and product hires to maintain momentum into FY24, whilst also adding significant technical capability (and capacity) in both its Indian and UK operations.
The Directors recognise the challenges currently being experienced across the aviation sector, with the War in Ukraine, rise in cyber crime and macro-economic pressures increasing operational costs for many of our customers and influencing the timing of their decisions on digitisation.
The situation in aviation remains fluid, and the Directors recognise the need to act fast and be agile, to respond quickly to changes in demand. This uncertainty across our major markets means the Directors believe in a balanced approach, being both prudent whilst recognising the need to continue to invest in new products and capture the right talent and skills to support the medium-term strategy.
The Directors and Leadership team continue to monitor the strength of the business, and aligned to the current product portfolio, the business is ready to support outsourced digitisation in key markets, leaving the Directors confident that the Company is well positioned to manage overall risks successfully.
Flydocs Systems (Topco) Limited
Directors' Report
Year Ended 31 December 2023
Future developments
The group has taken advantage of Section 414C (11) of the Companies Act 2006 and included details of future developments in the Strategic Report.
Research and development
The group undertakes the development of its own software which is licenced for use to clients. The cost of this development is expensed to the profit and loss account in the year it is incurred.
Employee involvement
We recognise that organisations are most successful where management and staff share a common purpose, work in partnership and communicate openly. The group operates under the framework of Objectives and Key Results (OKRs) with regular (at least monthly) communication of business results and consultation and meetings are held where all colleagues have the opportunity to engage with leadership. There is a strong connection to colleagues where leadership provide information about the group and all relevant policies.
Employment of disabled persons
Applications for employment by disabled persons are always fully considered, bearing in mind the aptitudes of the applicant concerned. Where members of staff become disabled, every effort is made to ensure their employment within the Group continues and appropriate training is arranged. It is the policy of the Group that the training, career development and promotion of disabled persons should, as far as possible, be identical to that of other employees.
Disclosure of information to the auditor
Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.
Approved by the
......................................... |
Flydocs Systems (Topco) Limited
Statement of Directors' Responsibilities
The directors acknowledge their responsibilities for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the group and the company 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 and apply them consistently; |
• |
make judgements and accounting estimates that are reasonable and prudent; |
• |
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and |
• |
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. |
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Flydocs Systems (Topco) Limited
Independent Auditor's Report to the Members of Flydocs Systems (Topco) Limited
Opinion
We have audited the financial statements of Flydocs Systems (Topco) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2023, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, the Consolidated Statement of Cash Flows and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
In our opinion the financial statements:
• | give a true and fair view of the state of the group's and 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 auditor 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 UK, including the Financial Reporting Councils 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.
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 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.
Flydocs Systems (Topco) Limited
Independent Auditor's Report to the Members of Flydocs Systems (Topco) Limited
We have nothing to report in this regard.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
• |
the information given in the Group Strategic Report and 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 Directors' Report have been prepared in accordance with applicable legal requirements. |
Matters on which we are required to report by exception
In the light of our knowledge and understanding of the 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 and the Directors' Report.
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
• | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
• | the financial statements are not in agreement with the accounting records and returns; or |
• | certain disclosures of directors' remuneration specified by law are not made; or |
• | we have not received all the information and explanations we require for our audit. |
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities (set out on page 8), 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.
Flydocs Systems (Topco) Limited
Independent Auditor's Report to the Members of Flydocs Systems (Topco) Limited
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 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 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.
Based on our understanding of the Group, parent Company and industry, key laws and regulations that we identified included:
• |
Companies Act; |
• |
Tax legislation; and |
• |
Health and safety and employment legislation. |
We identified that the principal risk of fraud and non compliance with laws and regulations related to:
• |
Management bias in respect of accounting estimates and judgements made; |
• |
Management override of control; and |
• |
Posting of unusual journals or transactions. |
We focussed on those areas that could give rise to a material misstatement in the Group’s and parent Company's financial statements.
Our procedures included, but were not limited to:
• |
Enquiry of management and those charged with governance around actual and potential litigation and claims including instances of non compliance with laws and regulations and fraud; |
• |
Reviewing minutes of meetings of those charged with governance, where available; |
• |
Reviewing legal expenditure in the year to identify instances of non compliance with laws and regulations and fraud; |
• |
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations; and |
• |
Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias, in particular revenue recognition on long-term contracts, amounts recoverable on contracts and deferred income. |
It is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.
Flydocs Systems (Topco) Limited
Independent Auditor's Report to the Members of Flydocs Systems (Topco) Limited
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
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.
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158 Edmund Street
B3 2HB
Flydocs Systems (Topco) Limited
Consolidated Profit and Loss Account
Year Ended 31 December 2023
Note |
2023 |
2022 |
|
Turnover |
|
|
|
Cost of sales |
( |
( |
|
Gross profit |
|
|
|
Administrative expenses, excluding goodwill amortisation |
(7,205,991) |
(5,070,132) |
|
Amortisation of goodwill |
- |
(197,266) |
|
Total administrative expenses |
( |
( |
|
Other operating income |
|
|
|
Operating profit |
|
|
|
Other interest receivable and similar income |
|
|
|
Interest payable and similar charges |
( |
( |
|
Profit before tax |
|
|
|
Taxation |
( |
( |
|
Profit for the financial year |
|
|
Flydocs Systems (Topco) Limited
Consolidated Statement of Comprehensive Income
Year Ended 31 December 2023
2023 |
2022 |
|
Profit for the year |
|
|
Foreign currency translation losses |
( |
|
Total comprehensive income for the year |
|
|
Flydocs Systems (Topco) Limited
Consolidated Balance Sheet
31 December 2023
Note |
2023 |
2022 |
|
Fixed assets |
|||
Intangible assets |
|
|
|
Tangible assets |
|
|
|
|
|
||
Current assets |
|||
Debtors |
|
|
|
Cash at bank and in hand |
|
|
|
|
|
||
Creditors: Amounts falling due within one year |
( |
( |
|
Net current assets |
|
|
|
Total assets less current liabilities |
|
|
|
Creditors: Amounts falling due after more than one year |
- |
( |
|
Deferred income |
(1,063,770) |
(1,452,175) |
|
Net assets |
|
|
|
Capital and reserves |
|||
Called up share capital |
|
|
|
Share premium reserve |
|
|
|
Foreign currency translation reserve |
( |
( |
|
Profit and loss account |
|
( |
|
Shareholder’s funds |
|
|
Approved and authorised by the
......................................... |
Company Registration Number: 09304098
Flydocs Systems (Topco) Limited
Balance Sheet
31 December 2023
Note |
31 December |
31 December |
|
Fixed assets |
|||
Investments |
|
|
|
Current assets |
|||
Debtors |
|
|
|
Creditors: Amounts falling due within one year |
( |
( |
|
Net current assets |
|
|
|
Net assets |
|
|
|
Capital and reserves |
|||
Called up share capital |
|
|
|
Share premium reserve |
|
|
|
Profit and loss account |
( |
( |
|
Shareholder’s funds |
|
|
Approved and authorised by the
......................................... |
Company Registration Number: 09304098
Flydocs Systems (Topco) Limited
Consolidated Statement of Changes in Equity
Year Ended 31 December 2023
Share capital |
Share premium |
Foreign currency translation |
Profit and loss account |
Total |
|
At 1 January 2023 |
|
|
( |
( |
|
Profit for the year |
- |
- |
- |
|
|
Other comprehensive income |
- |
- |
( |
- |
( |
At 31 December 2023 |
|
|
( |
|
|
Share capital |
Share premium |
Foreign currency translation |
Profit and loss account |
Total |
|
At 1 January 2022 |
|
|
( |
( |
|
Profit for the year |
- |
- |
- |
|
|
Other comprehensive income |
- |
- |
|
- |
|
At 31 December 2022 |
|
|
( |
( |
|
Flydocs Systems (Topco) Limited
Statement of Changes in Equity
Year Ended 31 December 2023
Share capital |
Share premium |
Profit and loss account |
Total |
|
At 1 January 2023 |
|
|
( |
|
Loss for the year |
- |
- |
( |
( |
At 31 December 2023 |
|
|
( |
|
Share capital |
Share premium |
Profit and loss account |
Total |
|
At 1 January 2022 |
|
|
( |
|
Loss for the year |
- |
- |
( |
( |
At 31 December 2022 |
|
|
( |
|
Flydocs Systems (Topco) Limited
Consolidated Statement of Cash Flows
Year Ended 31 December 2023
Note |
2023 |
2022 |
|
Cash flows from operating activities |
|||
Profit for the year |
|
|
|
Adjustments to cash flows from non-cash items |
|||
Depreciation and amortisation |
|
|
|
Profit on disposal of tangible assets |
( |
( |
|
Finance income |
( |
( |
|
Finance costs |
|
|
|
Corporation tax expense |
|
|
|
Foreign exchange gains/losses |
267,014 |
(507,785) |
|
|
|
||
Working capital adjustments |
|||
Increase in debtors |
( |
( |
|
Increase/(decrease) in creditors |
|
( |
|
(Decrease)/increase in deferred income |
( |
|
|
Cash generated from operations |
|
|
|
Corporation taxes paid |
( |
( |
|
Net cash flow from operating activities |
|
( |
|
Cash flows from investing activities |
|||
Interest received |
|
|
|
Acquisitions of tangible assets |
( |
( |
|
Proceeds from sale of tangible assets |
|
|
|
Net cash flows from investing activities |
|
|
|
Cash flows from financing activities |
|||
Interest paid |
( |
( |
|
Repayment of other borrowing |
( |
( |
|
Payments to finance lease creditors |
- |
( |
|
Net cash flows from financing activities |
( |
( |
|
Net decrease in cash and cash equivalents |
( |
( |
|
Cash and cash equivalents at 1 January |
|
|
|
Effect of exchange rate fluctuations on cash held |
( |
|
|
Cash and cash equivalents at 31 December |
4,536,060 |
7,008,657 |
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
General information |
The company is a private company limited by share capital, incorporated in England & Wales.
The address of its registered office is:
England
Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' and the Companies Act 2006. There are no material departures from FRS 102.
The functional currency of the company is considered to be pounds sterling.
Basis of preparation
These financial statements have been prepared using the historical cost convention.
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2023.
The consolidated financial statements incorporate the financial statements of the company and all group undertakings. These are adjusted, where appropriate, to conform to group accounting policies. Acquisitions are accounted for under the acquisition method and goodwill on consolidation is capitalised and written off over seven years from the year of acquisition. The results of companies acquired or disposed of are included in the profit and loss account after or up to the date that control passes respectively.
For entities which have non co-terminus year ends, results are consolidated on the basis of management accounts information.
As a consolidated profit and loss account is published, a separate profit and loss account for the parent company is omitted from the group financial statements by virtue of section 408 of the Companies Act 2006. The loss for the company in the period was £1,585 (2022 - loss £2,430).
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
Going concern
The Group is exposed to various risks outlined in the strategic report, “principal risks” section, and whilst crystallisation of such risks, where not fully mitigated, would have a detrimental impact on the Group’s financial results, none are deemed sufficiently material to prevent the Group (and therefore the Company) continuing as a going concern. The Directors believe the Group has adequate resources to continue operationally for the foreseeable future, being no less than 12 months from the date of approval of these financial statements, and continues to adopt the going-concern basis for preparation of its financial statements.
The Directors expect the Group to continue to promote its current software and technical services and believe that the Group (and therefore the Company) is very well placed to benefit from long-term growth. The Group continues to strengthen its people resource, recruiting key commercial and product hires to maintain momentum into FY24, whilst also adding significant technical capability (and capacity) in both its Indian and UK operations.
The Directors recognise the challenges currently being experienced across the aviation sector, with the War in Ukraine, rise in cyber crime and macro-economic pressures increasing operational costs for many of our customers and influencing the timing of their decisions on digitisation.
The situation in aviation remains fluid, and the Directors recognise the need to act fast and be agile, to respond quickly to changes in demand. This uncertainty across our major markets means the Directors believe in a balanced approach, being both prudent whilst recognising the need to continue to invest in new products and capture the right talent and skills to support the medium-term strategy.
The Directors and Leadership team continue to monitor the strength of the business, and aligned to the current product portfolio, the business is ready to support outsourced digitisation in key markets, leaving the Directors confident that the Company is well positioned to manage overall risks successfully.
The Directors have a reasonable expectation that the Group has adequate resources to continue operationally for the foreseeable future and continues to adopt the going-concern basis for prepartion of its financial statements.
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
Key accounting judgements and sources of estimation uncertainty
In the application of the Group and company's accounting policies, management is required 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 an ongoing 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 accounting judgements applied in these financial statements relate to going concern as described above.
The key sources of estimation uncertainty that have a significant effect on the amounts recognised in the financial statements are described below.
Recognition of amounts recoverable on contracts.
The Group applies its policy on contract accounting when recognising revenue and profit on partially completed contracts. The application of this policy requires estimates to be made in respect of the stage of completion of each element of the Group's contracts. The carrying amount is £2,102,027 (2022 -£1,320,160).
Carrying value of investments.
Investments in subsidiaries are measured by the company at cost less impairment. This requires estimation of the carrying value of the investment as to whether an impairment has occurred. The carrying value of investments held in subsidiaries is £4,700,001 (2022 - £4,700,001).
Revenue recognition
The turnover shown in the profit and loss account represents amounts chargeable in respect of the sale of goods and services, exclusive of Value Added Tax.
In respect of long-term contracts and contracts for on-going services, turnover represents the value of work done in the year, including estimates of amounts not invoiced. Turnover in respect of long-term contracts and contracts for on-going services is recognised by reference to the stage of completion, which is dependent on the individual contracts.
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
Foreign currencies
The financial statements of overseas subsidiary undertakings are translated at the rate ruling at the balance sheet date. The exchange differences arising on the retranslation of opening net assets is taken directly to reserves. All other translation differences are taken to the profit and loss account.
Tax
Tax is recognised in profit or loss, except in respect of a change attributable to an item of income or expense recognised as other comprehensive income when the tax is also recognised directly in other comprehensive income.
The current corporation tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.
Deferred tax is recognised, without discounting, in respect of timing differences arising at the balance sheet date. Timing differences are differences between taxable profits and the results as stated in the consolidated profit and loss account and other comprehensive income. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
Goodwill
Positive purchased goodwill arising on acquisitions is capitalised, classified as an asset on the Balance Sheet and amortised over its estimated useful life of seven years. This length of time is presumed to be the maximum useful life of purchased goodwill because it is difficult to make projections beyond this period. Goodwill is reviewed for impairment at the end of the first full financial year following each acquisition and subsequently as and when necessary if circumstances emerge that indicate that the carrying value may not be recoverable.
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
Asset class |
Amortisation method and rate |
Goodwill |
14.3% per annum on a straight line basis |
Trademarks |
10% per annum on a straight line basis |
Software |
33.3% - 10% per annum on a straight line basis |
Customer relationships |
20% per annum on a straight line basis |
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
Tangible assets
Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.
Depreciation
Depreciation is charged so as to write off the cost of assets over their estimated useful lives, as follows:
Asset class |
Depreciation method and rate |
Plant and machinery |
25% - 33% straight line |
Fixtures and fittings |
15% straight line |
Office equipment |
25% - 33% straight line |
Fixed asset investments
Fixed asset investments are stated at historical cost less provision for any diminution in value.
Leases
Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged against profits on a straight line basis over the period of the lease.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
Defined contribution pension obligation
The group contributes to defined contribution personal pension plans for eligible staff. Contributions are charged in the profit and loss account as they become payable in accordance with the rules of the scheme.
Reserves
Share capital represents the nominal value of shares that have been issued.
The share premium reserve contains the premium arising on the issue of equity shares, net of issue expenses.
The foreign currency translation reserve comprises translation differences arising from the translation of financial statements of the Group’s foreign entities into Sterling.
The profit and loss account includes all current and prior period accumulated retained profits and losses.
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
Financial instruments
Classification
• Short term trade and other debtors and creditors;
• Short-term intra group loans; and
• Cash and bank balances.
All financial instruments are classified as basic.
Recognition and measurement
Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the company’s obligations are discharged, expire or are cancelled.
Except for short-term intra group loans, such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of the cash or other consideration expected to be paid or received, after taking account of impairment adjustments.
Short-term intra group loans are initially measured at transaction price, including transaction costs, and are subsequently carried at amortised cost using the effective interest method.
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
Revenue |
The analysis of the group's revenue for the year from continuing operations is as follows:
Year ended |
Year ended |
|
Rendering of services |
|
|
The analysis of the group's turnover for the year by market is as follows:
2023 |
2022 |
|
UK |
|
|
Europe |
|
|
Rest of world |
|
|
|
|
Other operating income |
The analysis of the group's other operating income for the year is as follows:
2023 |
2022 |
|
Management recharges |
|
|
Operating profit |
Arrived at after charging/(crediting)
Year ended |
Year ended |
|
Depreciation expense |
|
|
Amortisation expense |
|
|
Foreign exchange losses/(gains) |
|
( |
Profit on disposal of property, plant and equipment |
( |
( |
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
2023 |
2022 |
|
Wages and salaries |
|
|
Social security costs |
|
|
Pension costs |
|
|
|
|
The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:
2023 |
2022 |
|
Technical staff |
|
|
Software staff |
|
|
Administrative staff |
|
|
Sales staff |
|
|
|
|
Throughout the financial year, the directors were wholly remunerated by other group companies.
Auditor's remuneration |
Year ended |
Year ended |
|
Audit of these financial statements |
6,000 |
6,000 |
|
|
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
Other interest receivable and similar income |
2023 |
2022 |
|
Other interest receivable |
|
|
Interest payable and similar expenses |
Year ended |
Year ended |
|
Interest payable on loans from group undertakings |
176,562 |
101,762 |
Taxation |
Tax charged/(credited) in the profit and loss account
2023 |
2022 |
|
Current taxation |
||
UK corporation tax |
(2,396) |
- |
UK corporation tax adjustment to prior periods |
(130,076) |
(3,249) |
Group relief payable/(receivable) |
41,223 |
125,441 |
(91,249) |
122,192 |
|
Foreign tax |
|
|
Total current income tax |
|
|
Deferred taxation |
||
Arising from origination and reversal of timing differences |
|
( |
Arising from changes in tax rates and laws |
( |
- |
Total deferred taxation |
|
( |
Tax expense in the income statement |
|
|
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
The tax on profit before tax for the year is lower than the standard rate of corporation tax in the UK (2022 - higher than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
2023 |
2022 |
|
Profit before tax |
|
|
Corporation tax at standard rate |
|
|
Effect of expense not deductible in determining taxable profit (tax loss) |
|
|
Effect of foreign tax rates |
|
|
Deferred tax (credit)/expense relating to changes in tax rates or laws |
( |
|
Increase from tax losses for which no deferred tax asset was recognised |
|
- |
Decrease in UK and foreign current tax from unrecognised temporary difference from a prior period |
( |
( |
Tax decrease arising from group relief |
( |
( |
Total tax charge |
|
|
Deferred tax
Group
Deferred tax assets and liabilities
2023 |
Asset |
Liability |
Short term timing differences |
|
- |
|
- |
2022 |
Asset |
Liability |
Fixed asset differences |
|
- |
Short term timing differences |
|
- |
|
- |
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
Intangible assets |
Group
Goodwill |
Trademarks |
Contractual customer relationships |
Software |
Total |
|
Cost or valuation |
|||||
At 1 January 2023 |
|
|
|
|
|
Foreign exchange movements |
- |
- |
- |
( |
( |
At 31 December 2023 |
|
|
|
|
|
Amortisation |
|||||
At 1 January 2023 |
|
|
|
|
|
Amortisation charge |
|
- |
- |
|
|
Foreign exchange movements |
- |
- |
- |
|
|
At 31 December 2023 |
|
|
|
|
|
Carrying amount |
|||||
At 31 December 2023 |
- |
- |
- |
|
|
At 31 December 2022 |
|
- |
- |
|
|
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
The aggregate amount of research and development expenditure recognised as an expense during the period is £
Tangible assets |
Group
Furniture, fittings and equipment |
Plant and equipment |
Total |
|
Cost or valuation |
|||
At 1 January 2023 |
|
|
|
Additions |
|
- |
|
Disposals |
( |
- |
( |
Foreign exchange movements |
|
- |
|
At 31 December 2023 |
|
|
|
Depreciation |
|||
At 1 January 2023 |
|
|
|
Charge for the year |
|
|
|
Eliminated on disposal |
( |
- |
( |
Foreign exchange movements |
|
- |
|
At 31 December 2023 |
|
|
|
Carrying amount |
|||
At 31 December 2023 |
|
- |
|
At 31 December 2022 |
|
|
|
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
Investments |
Company
31 December |
31 December |
|
Investments in subsidiaries |
|
|
Subsidiaries |
£ |
Cost or valuation |
|
At 1 January 2023 and 31 December 2023 |
|
Carrying amount |
|
At 31 December 2023 |
|
At 31 December 2022 |
|
Details of undertakings
Details of the investments in which the group holds 20% or more of the nominal value of any class of share capital are as follows:
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
2023 |
2022 |
Subsidiary undertakings
|
||||
|
As for parent |
Ordinary |
|
|
|
As for parent |
Ordinary |
|
|
|
As for parent |
Ordinary |
|
|
|
Intivia Tower, Plot No. 117,
|
Ordinary |
|
|
India |
||||
|
C/o Corporation Trust Company
|
Ordinary |
|
|
United States of America |
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
* indicates direct investment of the company
Subsidiary undertakings
Flydocs Systems (Midco) Limited The principal activity of Flydocs Systems (Midco) Limited is |
Flydocs Systems Limited The principal activity of Flydocs Systems Limited is |
Gen2 Systems Limited The principal activity of Gen2 Systems Limited is |
Flydocs India Private Limited The principal activity of Flydocs India Private Limited is |
Flydocs Inc The principal activity of Flydocs Inc is |
Debtors |
Group |
Company |
|||
2023 |
2022 |
2023 |
2022 |
|
Trade debtors |
|
|
- |
- |
Amounts owed by group undertakings |
- |
- |
|
|
Other debtors |
|
|
- |
- |
Prepayments |
|
|
- |
- |
Amounts recoverable on long term contracts |
|
|
- |
- |
Deferred tax assets |
|
|
- |
- |
Total current trade and other debtors |
|
|
|
|
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
Cash and cash equivalents |
Group |
Company |
|||
2023 |
2022 |
2023 |
2022 |
|
Cash on hand |
|
|
- |
- |
Cash at bank |
|
|
- |
- |
|
|
- |
- |
Creditors |
Group |
Company |
||||
Note |
2023 |
2022 |
2023 |
2022 |
|
Due within one year |
|||||
Loans and borrowings |
|
|
- |
- |
|
Trade creditors |
|
|
- |
- |
|
Amounts due to group undertakings |
|
|
|
|
|
Corporation tax |
48,908 |
112,243 |
- |
- |
|
Social security and other taxes |
|
|
- |
- |
|
Pension creditor |
|
|
- |
- |
|
Other creditors |
|
|
- |
- |
|
Accrued expenses |
|
|
|
|
|
|
|
|
|
||
Due after one year |
|||||
Loans and borrowings |
- |
|
- |
- |
Loans and borrowings |
Group |
Company |
|||
2023 |
2022 |
2023 |
2022 |
|
Current loans and borrowings |
||||
Other borrowings |
|
|
- |
- |
Group |
Company |
|||
2023 |
2022 |
2023 |
2022 |
|
Non-current loans and borrowings |
||||
Other borrowings |
- |
|
- |
- |
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
Group
Intra-group loans are denominated in sterling with a nominal interest rate of SONIA + 0.77%, and the final instalment is due on 30 November 2024. The carrying amount at year end is £2,414,728 (2022 - £4,833,987).
Obligations under leases |
Group
Operating leases
The total of future minimum lease payments is as follows:
31 December |
31 December |
|
Not later than one year |
|
|
Later than one year and not later than five years |
|
|
Later than five years |
|
|
|
|
The amount of non-cancellable operating lease payments recognised as an expense during the year was £
Pension schemes |
Defined contribution pension scheme
The group operates defined contribution pension schemes for eligible staff. The pension cost charge for the year represents contributions payable by the group to the schemes and amounted to £
Contributions totalling £
Share capital |
Allotted, called up and fully paid shares
2023 |
2022 |
|||
No. |
£ |
No. |
£ |
|
Ordinary A shares of £0.01 each |
850 |
8.50 |
850 |
8.50 |
Ordinary B shares of £0.01 each |
150 |
1.50 |
150 |
1.50 |
|
|
|
|
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
Rights, preferences and restrictions
Ordinary A & Ordinary B shares have the following rights, preferences and restrictions: |
Contingent liabilities |
Company
The Company is registered for VAT in the United Kingdom as part of a VAT group, and so is jointly liable for any VAT owed with the members of the group. The current members are:
Gen2 Systems Limited
Flydocs Systems (Midco) Limited
Flydocs Systems (TopCo) Limited
Flydocs Systems Limited
At the year end the group liability was £3,683 (2022 - £nil).
Analysis of cash and cash equivalents and net debt |
At 1 January 2023 |
Cash flow |
Non-cash movements |
At 31 December 2023 |
||
£ |
£ |
£ |
£ |
||
Cash at bank and on hand |
7,008,657 |
(2,161,420) |
(311,177) |
4,536,060 |
|
Cash and cash equivalents |
7,008,657 |
(2,161,420) |
- |
4,536,060 |
|
Other loans |
(4,833,987) |
2,419,259 |
- |
(2,414,728) |
|
Net debt |
2,174,670 |
257,839 |
(311,177) |
2,121,332 |
Parent and ultimate parent undertaking |
The company's immediate parent is
The ultimate parent is
Flydocs Systems (Topco) Limited
Notes to the Financial Statements
Year Ended 31 December 2023
Related party transactions |
Group
Key management compensation
Year ended |
Year ended |
|
Key management compensation |
|
|
Summary of transactions with parent
Summary of transactions with other related parties
At the period end, the balance due from fellow subsidiaries was £399,295 (2022 - £214,359), being £352,749 (2022 - £179,830) included in trade debtors and £46,545 (2022 - £35,270) included in amounts recoverable on contracts.
During the period, the group recognised an expense within its current tax charge of £49,275 (2022 - £125,441) payable to a member of the wider Deutsche Lufthansa AG group member in respect of tax losses received. At the period end, the balance due to the fellow subsidiary was £41,223 (2022 - £125,441).