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REGISTERED NUMBER: 11742814 (England and Wales)















REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

FOR

AMPLITY ACQUISITION LTD

AMPLITY ACQUISITION LTD (REGISTERED NUMBER: 11742814)






CONTENTS OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023




Page


Company Information 1

Report of the Directors 2

Report of the Independent Auditors 3

Income Statement 6

Other Comprehensive Income 7

Balance Sheet 8

Statement of Changes in Equity 9

Notes to the Financial Statements 10


AMPLITY ACQUISITION LTD

COMPANY INFORMATION
FOR THE YEAR ENDED 31 DECEMBER 2023







DIRECTORS: Mr C A Lynch
Mr T Janis
Ms J Tordoff





REGISTERED OFFICE: Amplity House
The Vale
Chalfont St. Peter
Gerrards Cross
SL9 9RZ





REGISTERED NUMBER: 11742814 (England and Wales)





AUDITORS: Richardson Jones
Chartered Accountants &
Registered Auditors
Mercury House
19-21 Chapel Street
Marlow
Buckinghamshire
SL7 3HN

AMPLITY ACQUISITION LTD (REGISTERED NUMBER: 11742814)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present their report with the financial statements of the company for the year ended 31 December 2023.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2023 to the date of this report.

Mr C A Lynch
Mr T Janis

Other changes in directors holding office are as follows:

Mrs S E B Lawrence - resigned 31 December 2023
Ms J Tordoff - appointed 31 December 2023

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Report of the Directors 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 company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-select suitable accounting policies 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 company 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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS
The auditors, Richardson Jones, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:





Mr T Janis - Director


26 September 2024

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
AMPLITY ACQUISITION LTD

Opinion
We have audited the financial statements of Amplity Acquisition Ltd (the 'company') for the year ended 31 December 2023 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity 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 company's affairs as at 31 December 2023 and of its 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 company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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 directors are responsible for the other information. The other information comprises the information in the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Report of the Directors has been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
AMPLITY ACQUISITION LTD


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Report of the Directors.

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; or
- the directors were not entitled to take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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 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 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 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 a Report of the Auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We gained an understanding of the legal and regulatory framework applicable to Amplity Limited and the healthcare
industry in which it operates and considered the risk of acts by the company that were contrary to applicable laws and regulations, such as fraud. We designed audit procedures to respond to the risk, recognizing that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, because fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

We focussed on laws and regulations which could give rise to a material misstatement in the financial statements,
including, but not limited to Health and safety regulations and the Companies Act 2006 and UK tax legislation. Our
procedures included:

- agreeing the financial statement disclosures to underlying supporting documentation
- enquiries with management
- understanding of management's internal controls designed to prevent and detect irregularities

There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

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 Report of the Auditors.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
AMPLITY ACQUISITION LTD


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 a Report of the Auditors 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.




David Porter (Senior Statutory Auditor)
for and on behalf of Richardson Jones
Chartered Accountants &
Registered Auditors
Mercury House
19-21 Chapel Street
Marlow
Buckinghamshire
SL7 3HN

26 September 2024

AMPLITY ACQUISITION LTD (REGISTERED NUMBER: 11742814)

INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023

31.12.23 31.12.22
Notes £    £   

TURNOVER - -

Administrative expenses (141 ) 1,472,997
141 (1,472,997 )

Other operating income 699,642 -
OPERATING PROFIT/(LOSS) and
PROFIT/(LOSS) BEFORE TAXATION 699,783 (1,472,997 )

Tax on profit/(loss) 4 - -
PROFIT/(LOSS) FOR THE FINANCIAL
YEAR

699,783

(1,472,997

)

AMPLITY ACQUISITION LTD (REGISTERED NUMBER: 11742814)

OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

31.12.23 31.12.22
Notes £    £   

PROFIT/(LOSS) FOR THE YEAR 699,783 (1,472,997 )


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR
THE YEAR

699,783

(1,472,997

)

AMPLITY ACQUISITION LTD (REGISTERED NUMBER: 11742814)

BALANCE SHEET
31 DECEMBER 2023

31.12.23 31.12.22
Notes £    £    £    £   
FIXED ASSETS
Investments 5 9,437,280 9,458,550

CURRENT ASSETS
Debtors 6 3,069,223 3,044,374

CREDITORS
Amounts falling due within one year 7 13,119,434 13,815,638
NET CURRENT LIABILITIES (10,050,211 ) (10,771,264 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

(612,931

)

(1,312,714

)

CAPITAL AND RESERVES
Called up share capital 8 1 1
Retained earnings 9 (612,932 ) (1,312,715 )
SHAREHOLDERS' FUNDS (612,931 ) (1,312,714 )

The financial statements were approved by the Board of Directors and authorised for issue on 26 September 2024 and were signed on its behalf by:





Mr T Janis - Director


AMPLITY ACQUISITION LTD (REGISTERED NUMBER: 11742814)

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

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 January 2022 1 160,282 160,283

Changes in equity
Total comprehensive income - (1,472,997 ) (1,472,997 )
Balance at 31 December 2022 1 (1,312,715 ) (1,312,714 )

Changes in equity
Total comprehensive income - 699,783 699,783
Balance at 31 December 2023 1 (612,932 ) (612,931 )

AMPLITY ACQUISITION LTD (REGISTERED NUMBER: 11742814)

NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023

1. STATUTORY INFORMATION

Amplity Acquisition Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been 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. The financial statements have been prepared under the historical cost convention.

Going concern
The company's ultimate parent company, Amplity Holdco, Inc, has provided written confirmation of its willingness to provide continued financial support to the company as necessary for the foreseeable future, defined as at least 12 months from the date of signing the financial statements for the year ended 31 December 2023.

Amplity Holdco, Inc has prepared group forecasts covering a period of at least 12 months from the date of
approval of these financial statements that indicate that the group has sufficient funding and resources available to it to enable the group to meet its forecasted operating expenditure for at least 12 months from the date of signing these financial statements. On this basis, the directors consider it appropriate to prepare these financial statements on a going concern basis.

Financial Reporting Standard 102 - reduced disclosure exemptions
The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirements of Section 7 Statement of Cash Flows.

The exemption is claimed as the company is included in the financial statements of the ultimate parent company, Amplity Holdco, Inc, a company incorporated in Delaware, USA.

Preparation of consolidated financial statements
The financial statements contain information about Amplity Acquisition Ltd as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertakings are included by full consolidation in the consolidated financial statements of its ultimate parent, Amplity Holdco, Inc, a company incorporated in Delaware, USA. The financial statements of Amplity Holdco, Inc are available by applying to the registered office address of Amplity Acquisition Ltd.

Investments in subsidiaries
Fixed asset investments are stated at cost less any provision for impairment in value. Impairment is measured by comparing the carrying value of the investment in the balance sheet with the company's share of net assets of the investment as at the balance sheet date. Factors such as profitability and other information available concerning the subsidiary are also considered.

Minimal company expenditure
The company incurs minimal overhead expenditure which is met by, and accounted as costs of and within the financial statements of, its subsidiary undertakings.

3. OPERATING PROFIT/(LOSS)

The operating profit (2022 - operating loss) is stated after charging/(crediting):

31.12.23 31.12.22
£    £   
Profit on disposal of fixed assets (141 ) -
Foreign exchange differences (699,642 ) 1,472,997

The exchange gains/(losses) relate to the unrealised gains/(losses) arising on the re-translation of the amount owed to the company's immediate parent, Amplity Parent Inc. It is not trade-related and consequently exempt from U.K. corporate taxes.

AMPLITY ACQUISITION LTD (REGISTERED NUMBER: 11742814)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

4. TAXATION

Analysis of the tax charge
No liability to UK corporation tax arose for the year ended 31 December 2023 nor for the year ended 31 December 2022.

5. FIXED ASSET INVESTMENTS
Shares in
group
undertakings
£   
COST
At 1 January 2023 9,458,550
Impairments (21,270 )
At 31 December 2023 9,437,280
NET BOOK VALUE
At 31 December 2023 9,437,280
At 31 December 2022 9,458,550

The company's investments at the Balance Sheet date in the share capital of companies include the following:


Name of company
Type of
share

Cost
Voting shares
held
Country of
incorporation
Nature of
business
£   

Amplity Ltd

Ordinary

8,749,621

100%

United Kingdom
Healthcare
services

Amplity SL

Ordinary

156,593

100%

Spain
Healthcare
services

Amplity GmBH

Ordinary

381,695

100%

Austria
Healthcare
services

Amplity SRL

Ordinary

2,552

100%

Italy
Healthcare
services

Amplity AB

Ordinary

29,375

100%

Sweden
Healthcare
services

Amplity SARL

Ordinary

117,444

100%

France
Healthcare
services
9,437,280


The impairment relates to the investment in Amplity Deutschland GmbH as there is no prospect of the entity commencing to trade in the short to medium term.

6. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.23 31.12.22
£    £   
Amounts owed by group undertakings 3,069,223 3,044,374

7. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.23 31.12.22
£    £   
Amounts owed to group undertakings 13,119,434 13,815,638

AMPLITY ACQUISITION LTD (REGISTERED NUMBER: 11742814)

NOTES TO THE FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 31 DECEMBER 2023

8. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.12.23 31.12.22
value: £    £   
1 Ordinary 1 USD 1 1

9. RESERVES
Retained
earnings
£   

At 1 January 2023 (1,312,715 )
Profit for the year 699,783
At 31 December 2023 (612,932 )

10. OTHER FINANCIAL COMMITMENTS

The company has provided security for borrowings undertaken by a parent company, Amplity Parent, Inc in the form of a joint-guarantee, in favour of Midcap Financial Trust (of Bethesda, Maryland, USA), the lender. At the balance sheet date the amount owed by the group to the lender was USD $156M (2022: $161M), however there is no evidence to suggest that the parent will not be able to honour its commitments in this respect.

11. RELATED PARTY DISCLOSURES

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

12. ULTIMATE CONTROLLING PARTY

The company's immediate parent is Amplity Parent, Inc and it's ultimate parent is Amplity Holdco, Inc, both incorporated in Delaware, USA. Financial statements for Amplity Holdco, Inc are available by writing to the registered office address of Amplity Acquisition Ltd.