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Registration number: 13278172

TSC Entertainment Holdings Limited

Annual Report and Consolidated Financial Statements

for the Period from 1 April 2023 to 31 December 2023

Brebners
Chartered Accountants & Statutory Auditor
130 Shaftesbury Avenue
2nd Floor
London
W1D 5EU

 

TSC Entertainment Holdings Limited

Contents

Company Information

1

Strategic Report

2 to 4

Directors' Report

5

Statement of Directors' Responsibilities

6

Independent Auditor's Report

7 to 9

Consolidated Statement of Income and Retained Earnings

10

Consolidated Statement of Financial Position

11

Statement of Financial Position

12

Consolidated Statement of Cash Flows

13

Notes to the Financial Statements

14 to 26

 

TSC Entertainment Holdings Limited

Company Information

Directors

H M Jackson

S L Vaughan

J M Norman

D R Keogh

C Rice

N L Neill

K Y Kwei-Armah

Registered office

130 Shaftesbury Avenue
2nd Floor
London
W1D 5EU

Auditor

Brebners
Chartered Accountants & Statutory Auditor
130 Shaftesbury Avenue
2nd Floor
London
W1D 5EU

 

TSC Entertainment Holdings Limited

Strategic Report for the period from 1 April 2023 to 31 December 2023

The directors present their strategic report for the period from 1 April 2023 to 31 December 2023.

Principal activity

The principal activity of the Company is that of an investment holding company. The principal activity of the Group is that of media production.

Fair review of the business

Over the course of the period, the Group has made a further two investments in other UK independent production companies with a view to developing and co-producing scripted content for markets in the US and Europe as well as focusing on diverse comedy and drama.

The operating loss for Group for the financial period amounted to £9,033,551 (year ended 31 March 2023: £6,753,908). The Group had net assets of £773,001 at 31 December 2023 (£375,995 at 31 March 2023).

Financial KPIs

The Group's key financial and other performance indicators during the period were as follows:

 

Unit

31 December 2023

31 March 2023

Revenue

£

39,563,606

21,691,865

Gross margin adjusted for tax credits

£

2,612,488

578,798

EBITDA* adjusted for tax credits

£

875,359

(1,207,811)

Total shareholders' funds/(deficit)

£

773,001

375,955

*Defined as retained profit before interest, tax, depreciation and amortisation

Turnover has increased from £21,691,865 in the prior year to £39,563,606 in the current period, principally driven by revenues generated from continuing television production services of a two season order of a high end TV drama for a global streamer, which contributed the majority of the gross margin adjusted for tax credits of £2,612,488 (year ended 31 March 2023: £578,798).

EBITDA adjusted for tax credits is the Group’s prime key performance indicator. The EBITDA adjusted for tax credits for the period was £875,359 (year ended 31 March 2023: deficit of £1,207,811). The EBITDA in the current period is in line with management expectations now that the first season of the above-mentioned TV drama has begun generating revenue sufficient to cover the majority of overheads while the second season nears completion.

The tax credit adjusted gross margin from the Group’s first major in-house production of £2,612,488 (year ended 31 March 2023: £578,798) partially offsets the increase in staff costs from the prior year.

Staff costs represent 63% of the Group’s administrative costs, and the Group has grown its corporate headcount from 11 in the prior year to 15 in the current period, in order to continue to build a highly accomplished central management team to support and grow in-house production as well as co-productions with its investment partners.

Non-financial KPIs

The Group considers its strong staff retention rate as a key performance indicator. The Group is committed to ensuring a positive and diverse work culture and the development of its employees.

 

TSC Entertainment Holdings Limited

Strategic Report for the period from 1 April 2023 to 31 December 2023

Principal risks and uncertainties

In common with all television production companies, the key risks are:

• The fast-changing global television content landscape, particularly in respect of technological changes and new entrants to the market which are challenging existing business models and affecting consumer behaviour and contributing to an intensely competitive environment.
• The ever rising cost of working with the best freelance talent in the industry, both in front of and behind camera, and the impact that has on the Group’s production budgets.
• The retention and motivation of key talent that develop and sell projects to the Group’s key customers.
• The risk that the Group’s newly developed projects are not commissioned by broadcasters.
• The considerable lead time required for the development and production of scripted television.

The Group has very experienced production and finance professionals tasked with managing its production budgets and a track record of delivering projects on time and budget.

Relationships with key commissioners and channel controllers within the Group’s customer businesses are actively maintained through the Group’s key talent.

The Group continually invests in the development of new projects as well as other complimentary independent production companies that expand its current portfolio to increase the likelihood that new productions are commissioned by broadcasters.

Financial risk management

The Group uses various financial instruments which include cash balances and other items, such as receivables and payables, which arise directly from its operations.

The main risks arising from the Group’s financial instruments are credit risk and liquidity risk. The Directors review and agree policies for managing each of these risks which are summarised below.

Credit risk
The Group’s principal financial assets are cash and trade and other receivables.

The credit risk associated with cash balances is limited as the Group uses banks with high credit ratings assigned by international credit rating agencies.

With respect to trade receivables, our customers are typically large broadcasters and there is little credit risk. The Group has not experienced any significant trade receivables write-offs to date.

Liquidity risk
The Group seeks to manage liquidity risk by ensuring sufficient financial resources are available within the Group to enable them to meet their working capital requirements as they fall due. Cashflow is monitored on an ongoing basis and the Group has been able to meet their working capital requirements throughout the course of the financial year.
 

Future developments

It is the Group’s ambition to grow its investment base over time in line with the growth of revenues from its core production business. Should the Group be in a position to raise additional equity funding then this would permit more rapid growth in investments in other Indie partners sooner.

The directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.
 

 

TSC Entertainment Holdings Limited

Strategic Report for the period from 1 April 2023 to 31 December 2023

Approved by the Board on 7 October 2024 and signed on its behalf by:

.........................................
N L Neill
Director

 

TSC Entertainment Holdings Limited

Directors' Report for the Period from 1 April 2023 to 31 December 2023

The directors present their report and the for the period from 1 April 2023 to 31 December 2023.

Directors of the group

The directors who held office during the period were as follows:

H M Jackson

S L Vaughan

J M Norman

D R Keogh

C Rice

N L Neill

K Y Kwei-Armah (appointed 5 December 2023)

Dividends

No interim dividends were paid in the period (31 March 2023: £Nil). No final dividend can be proposed.

Disclosure of information in the Strategic Report

The Group has chosen in accordance with s.414C(11) Companies Act 2006 to set out in the Group's strategic report information required by Schedule 7 of the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 to be contained in the directors' report. It has done so in respect of future developments and financial risk management and exposure.

Directors' indemnities

As permitted by the Articles of Association, the Directors have the benefit of an indemnity which is a qualifying third party indemnity provision as defined by Section 234 of the Companies Act 2006. The indemnity was in force throughout the last financial year and is currently in force.

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 Board on 7 October 2024 and signed on its behalf by:

.........................................
N L Neill
Director

 

TSC Entertainment Holdings 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 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 and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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.

 

TSC Entertainment Holdings Limited

Independent Auditor's Report to the Members of
TSC Entertainment Holdings Limited

Opinion

We have audited the financial statements of TSC Entertainment Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the period from 1 April 2023 to 31 December 2023, which comprise the Consolidated Statement of Income and Retained Earnings, Consolidated Statement of Financial Position, Statement of Financial Position, 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 company's affairs as at 31 December 2023 and of the group's profit for the period 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 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.

Other information

The directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's 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 ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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.

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 Strategic Report and Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

 

TSC Entertainment Holdings Limited

Independent Auditor's Report to the Members of
TSC Entertainment Holdings Limited

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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 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.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities [set out on page 6], 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 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.

Auditor Responsibilities for the audit of the financial statements

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

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 and the industry in which it operates, we determined that the principal risks of non-compliance with laws and regulations related to the reporting framework (FRS 102 and the Companies Act 2006) and UK corporate taxation laws, health and safety legislation, and data protection legislation. These risks were communicated to our audit team and we remained alert to any indications of non-compliance throughout our audit.

We understood how the Group is complying with relevant legislation by making enquiries of management and conducting a review of board minutes. We also considered the results of our audit procedures and to what extent these corroborate this understanding and assessed the susceptibility of the company’s financial statements to material misstatement. This included consideration of how fraud might occur and evaluation of management’s incentives and opportunities for fraudulent manipulation of the financial statements.

We designed our audit procedures to identify any non-compliance with laws and regulations. Such procedures included, but were not limited to, inspection and understanding of legal costs; challenging assumptions and judgements made by management; identifying and testing journal entries with a focus on large or unusual transactions as determined based on our understanding of the business; and identifying and assessing the effectiveness of controls in place to prevent and detect fraud.

Owing to the inherent limitations of an audit, there remains a risk that a material misstatement may not have been detected, even though we have properly planned and performed our audit in accordance with auditing standards. We are not responsible for preventing non-compliance with laws and regulations and cannot be expected to detect all instances of non-compliance.

 

TSC Entertainment Holdings Limited

Independent Auditor's Report to the Members of
TSC Entertainment Holdings Limited

The primary responsibility for the detection and prevention of fraud rests with those responsible for governance and management. The further removed non-compliance with laws and regulations is from the events reflected in the financial statements, the less likely the auditor will become aware of it.

The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment, collusion, omission, misrepresentation or forgery.

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 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.

......................................
Martin Widdowson (Senior Statutory Auditor)
For and on behalf of

Brebners, Statutory Auditor
130 Shaftesbury Avenue
2nd Floor
London
W1D 5EU

9 October 2024

 

TSC Entertainment Holdings Limited

Consolidated Statement of Income and Retained Earnings for the Period from 1 April 2023 to 31 December 2023

Note

31 December
2023
£

31 March
2023
£

Turnover

3

39,563,606

21,691,865

Cost of sales

 

(46,275,388)

(26,458,910)

Gross loss

 

(6,711,782)

(4,767,045)

Administrative expenses

 

(2,321,769)

(1,986,863)

Operating loss

5

(9,033,551)

(6,753,908)

Other interest receivable and similar income

6

3,824

6,235

Interest payable and similar charges

7

(59,171)

(37,470)

 

(55,347)

(31,235)

Share of profit of equity accounted investees

 

159,600

96,825

Loss before tax

 

(8,929,298)

(6,688,318)

Taxation

11

9,324,270

5,345,843

Profit/(loss) for the financial period

 

394,972

(1,342,475)

Profit/(loss) attributable to:

 

Owners of the company

 

394,972

(1,342,475)

Retained earnings brought forward

 

(2,779,127)

(1,436,652)

Retained earnings carried forward

 

(2,384,155)

(2,779,127)

 

TSC Entertainment Holdings Limited

Consolidated Statement of Financial Position as at 31 December 2023

Note

31 December
2023
£

31 March
2023
£

Fixed assets

 

Intangible assets

12

441,843

636,326

Tangible assets

13

15,818

17,249

Investments

14

1,160,589

555,988

 

1,618,250

1,209,563

Current assets

 

Debtors

15

14,596,400

8,715,921

Cash at bank and in hand

 

3,114,802

10,928,197

 

17,711,202

19,644,118

Creditors: Amounts falling due within one year

17

(16,772,385)

(19,593,109)

Net current assets

 

938,817

51,009

Total assets less current liabilities

 

2,557,067

1,260,572

Creditors: Amounts falling due after more than one year

17

(1,785,862)

(884,617)

Net assets

 

771,205

375,955

Capital and reserves

 

Called up share capital

19

2,856

2,578

Share premium reserve

2,999,227

2,999,227

Other reserves

153,277

153,277

Retained earnings

(2,384,155)

(2,779,127)

Equity attributable to owners of the company

 

771,205

375,955

Shareholders' funds

 

771,205

375,955

Approved and authorised by the Board on 7 October 2024 and signed on its behalf by:
 

.........................................

N L Neill
Director

Company registration number: 13278172

 

TSC Entertainment Holdings Limited

Statement of Financial Position as at 31 December 2023

Note

31 December
2023
£

31 March
2023
£

Fixed assets

 

Investments

14

403,077

403,077

Current assets

 

Debtors

15

4,386,530

3,616,548

Creditors: Amounts falling due within one year

17

(249,999)

(250,000)

Net current assets

 

4,136,531

3,366,548

Total assets less current liabilities

 

4,539,608

3,769,625

Creditors: Amounts falling due after more than one year

17

(1,553,362)

(774,617)

Net assets

 

2,986,246

2,995,008

Capital and reserves

 

Called up share capital

19

2,856

2,578

Share premium reserve

2,999,227

2,999,227

Other reserves

153,277

153,277

Retained earnings

(169,114)

(160,074)

Shareholders' funds

 

2,986,246

2,995,008

The company made a loss after tax for the financial period of £9,040 (31 March 2023: loss of £33,110).

Approved and authorised by the Board on 7 October 2024 and signed on its behalf by:
 

.........................................
N L Neill
Director

Company registration number: 13278172

 

TSC Entertainment Holdings Limited

Consolidated Statement of Cash Flows for the Period from 1 April 2023 to 31 December 2023

Note

31 December
2023
£

31 March
2023
£

Cash flows from operating activities

Profit/(loss) for the period

 

394,972

(1,342,475)

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

5

119,353

103,430

Loss on disposal of tangible assets

4

687

-

Finance income

3,824

6,235

Share of profit/loss of equity accounted investees

 

(159,600)

(96,825)

 

359,236

(1,329,635)

Working capital adjustments

 

Increase in trade debtors

15

(5,542,466)

(435,151)

(Decrease)/increase in trade creditors

17

(2,955,213)

10,888,479

Net cash flow from operating activities

 

(8,138,443)

9,123,693

Cash flows from investing activities

 

Acquisition of subsidiaries

14

(13,199)

(28,759)

Acquisitions of tangible assets

(2,764)

(17,305)

Cash equivalents acquired on acquisition

43,401

(5,271)

Acquisitions of investments in joint ventures and associates

14

(454,500)

(188,000)

Net cash flows from investing activities

 

(427,062)

(239,335)

Cash flows from financing activities

 

Proceeds from issue of ordinary shares, net of issue costs

 

-

1,000,000

Repayment of other borrowing

 

748,745

767,951

Net cash flows from financing activities

 

748,745

1,767,951

Net (decrease)/increase in cash and cash equivalents

 

(7,816,760)

10,652,309

Cash and cash equivalents at 1 April

 

10,928,197

275,888

Effect of exchange rate fluctuations on cash held

 

3,365

-

Cash and cash equivalents at 31 December

 

3,114,802

10,928,197

 

TSC Entertainment Holdings Limited

Notes to the Financial Statements for the Period from 1 April 2023 to 31 December 2023

1

General information

The company is a private company limited by share capital, incorporated in England & Wales.

The address of its registered office is:
130 Shaftesbury Avenue
2nd Floor
London
W1D 5EU

The principal activity of the Company is that of an investment holding company. The principal activity of the Group is that of media production.

2

Accounting policies

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'.

Basis of preparation

These financial statements have been prepared using the historical cost convention except any items disclosed in the accounting policies as being shown at fair value and are presented in sterling, which is the functional currency of the entity.

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.

Summary of disclosure exemptions

The parent company satisfies the criteria of being a qualifying entity as defined in FRS 102. As such, advantage has been taken of the following reduced disclosures available under FRS 102:

(a) No cash flow statement for the company has been presented.
(b) Disclosures in respect of financial instruments have not been presented.
(c) Disclosures in respect of key management personnel compensation in total have not been presented.

The company has taken advantage of the exemption in section 408 of the Companies Act from presenting its individual profit and loss account.

Basis of consolidation

The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December each year.

 

TSC Entertainment Holdings Limited

Notes to the Financial Statements for the Period from 1 April 2023 to 31 December 2023

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

The results of subsidiaries acquired or disposed of during the year are included in the Income Statement from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.

Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.

Short period of account

The financial statements relate to the 9 months ended 31 December 2023. The comparatives relate to the year ended 31 March 2023.

Going concern

The Group made a profit for the period ended 31 December 2023 and had net assets at that date of £771,205, including cash at bank of £3,114,802 albeit primarily ringfenced for future production costs.

The directors have prepared cashflow forecasts for a period exceeding 12 months from the date of approval of the financial statements, which indicate that the Group will have sufficient working capital to continue to meet its liabilities as they fall due, and are satisfied the Group remains a going concern.

On the basis of the above, and after making enquiries, the directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the directors continue to adopt the going concern basis in preparing the financial statements.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for media production services rendered. Turnover is shown net of value added tax, returns, rebates and discounts.

The company recognises revenue as the relevant performance criteria in its sales contracts are met.

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.

Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

 

TSC Entertainment Holdings Limited

Notes to the Financial Statements for the Period from 1 April 2023 to 31 December 2023

Tax

The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current income 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.

Tangible assets

Tangible assets are stated in the statement of financial position 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, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Furniture, fittings and equipment

20%-33% straight line

Business combinations

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Goodwill

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date. Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.

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

Straight line over 5 years

Investments

Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

 

TSC Entertainment Holdings Limited

Notes to the Financial Statements for the Period from 1 April 2023 to 31 December 2023

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the income statement over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Operating leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss 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.

Operating lease income is recognised in profit or loss on a straight line basis over the lease term. The aggregate cost of lease incentives are recognised as a reduction to income over the lease term on a straight line basis. Costs, including depreciation, incurred in earning the lease income are recognised as an expense. Any initial direct costs incurred in negotiating and arranging the operating lease are added to the carrying amount of the lease and recognised as an expense over the lease term on the same basis as the lease income.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

3

Turnover

The analysis of the group's turnover for the period from continuing operations is as follows:

31 December
2023
£

31 March
2023
£

Rendering of services - UK

39,563,606

21,691,865

4

Other gains and losses

The analysis of the group's other gains and losses for the period is as follows:

31 December
2023
£

31 March
2023
£

Loss on disposal of tangible assets

(687)

-

Loss from changes in provisions

(305,000)

-

(305,687)

-

 

TSC Entertainment Holdings Limited

Notes to the Financial Statements for the Period from 1 April 2023 to 31 December 2023

5

Operating loss

Arrived at after charging/(crediting)

31 December
2023
£

31 March
2023
£

Depreciation expense

6,495

4,098

Amortisation expense

112,858

99,331

Foreign exchange gains

(22,780)

(21,133)

Loss on disposal of property, plant and equipment

687

-

6

Other interest receivable and similar income

31 December
2023
£

31 March
2023
£

Other finance income

3,824

6,235

7

Interest payable and similar expenses

31 December
2023
£

31 March
2023
£

Interest on bank overdrafts and borrowings

3,559

4,369

Interest expense on other finance liabilities

55,612

33,101

59,171

37,470

8

Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

31 December
2023
£

31 March
2023
£

Wages and salaries

5,552,119

2,550,372

Social security costs

640,822

302,979

Other short-term employee benefits

20,291

22,733

Pension costs, defined contribution scheme

114,041

73,158

Other employee expense

843

5,263

6,328,116

2,954,505

 

TSC Entertainment Holdings Limited

Notes to the Financial Statements for the Period from 1 April 2023 to 31 December 2023

The average number of persons employed by the group (including directors) during the period, analysed by category was as follows:

31 December
2023
No.

31 March
2023
No.

Management

6

4

Administration

2

2

Production

203

30

Development

7

5

218

41

9

Directors' remuneration

The directors' remuneration for the period was as follows:

31 December
2023
£

31 March
2023
£

Remuneration

379,025

378,725

During the period the number of directors who were receiving benefits and share incentives was as follows:

31 December
2023
No.

31 March
2023
No.

Accruing benefits under money purchase pension scheme

4

3

In respect of the highest paid director:

31 December
2023
£

31 March
2023
£

Remuneration

178,125

249,860

Company contributions to money purchase pension schemes

20,044

24,182

10

Auditor's remuneration

31 December
2023
£

31 March
2023
£

Audit of these financial statements

35,000

15,000

Audit of the financial statements of subsidiaries of the company pursuant to legislation

12,000

27,000

47,000

42,000

Other fees to auditors

The auditing of accounts of associated undertakings

15,000

-

All other assurance services

8,569

5,533

23,569

5,533


 

 

TSC Entertainment Holdings Limited

Notes to the Financial Statements for the Period from 1 April 2023 to 31 December 2023

11

Taxation

Tax charged/(credited) in the consolidated income statement

31 December
2023
£

31 March
2023
£

Current taxation

UK corporation tax

(9,324,270)

(5,345,843)

The tax on profit before tax for the period is lower than the standard rate of corporation tax in the UK (2023 - lower than the standard rate of corporation tax in the UK) of 25% (2023 - 19%).

The differences are reconciled below:

31 December
2023
£

31 March
2023
£

Loss before tax

(8,929,298)

(6,688,318)

Corporation tax at standard rate

(2,232,325)

(1,270,780)

Effect of expense not deductible in determining taxable profit (tax loss)

234,913

(204,987)

Increase from tax losses for which no deferred tax asset was recognised

1,996,895

1,482,346

Tax increase/(decrease) from effect of capital allowances and depreciation

517

(6,579)

Tax decrease from effect of High-end Television Tax Relief

(9,324,270)

(5,345,843)

Total tax credit

(9,324,270)

(5,345,843)

 

TSC Entertainment Holdings Limited

Notes to the Financial Statements for the Period from 1 April 2023 to 31 December 2023

12

Intangible assets

Group

Goodwill
 £

Total
£

Cost or valuation

At 1 April 2023

822,701

822,701

Additions acquired separately

(81,625)

(81,625)

At 31 December 2023

741,076

741,076

Amortisation

At 1 April 2023

186,375

186,375

Amortisation charge

112,858

112,858

At 31 December 2023

299,233

299,233

Carrying amount

At 31 December 2023

441,843

441,843

At 31 March 2023

636,326

636,326

13

Tangible assets

Group

Furniture, fittings and equipment
 £

Total
£

Cost or valuation

At 1 April 2023

21,759

21,759

Additions

5,749

5,749

Disposals

(1,628)

(1,628)

At 31 December 2023

25,880

25,880

Depreciation

At 1 April 2023

4,508

4,508

Charge for the period

6,495

6,495

Eliminated on disposal

(941)

(941)

At 31 December 2023

10,062

10,062

Carrying amount

At 31 December 2023

15,818

15,818

At 31 March 2023

17,249

17,249

 

TSC Entertainment Holdings Limited

Notes to the Financial Statements for the Period from 1 April 2023 to 31 December 2023

14

Investments

Group

     

31 December
2023
£

31 March
2023
£

Investment in associates

1,160,589

555,988

1,160,589

555,988

Investment in associates

   

31 December
2023
£

Cost

At 1 April 2023

555,988

Share of profit/loss in period

159,601

Additions

750,000

Provision for impairment

(305,000)

At 31 December 2023

1,160,589

Company

31 December
2023
£

31 March
2023
£

Investments in subsidiaries

403,077

403,077

Subsidiaries

£

Cost or valuation

At 1 April 2023 and 31 December 2023

403,077

Carrying amount

At 31 December 2023

403,077

At 31 March 2023

403,077

 

TSC Entertainment Holdings Limited

Notes to the Financial Statements for the Period from 1 April 2023 to 31 December 2023

Details of undertakings

Details of the investments in which the company 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

2023

Subsidiary undertakings

TSC Entertainment Limited

7-10 Beaumont Mews, London W1G 6EB

Ordinary

100%

100%

TSC Entertainment (ATB) Limited*

7-10 Beaumont Mews, London W1G 6EB

Ordinary

100%

100%

Artis Pictures Limited*

7-10 Beaumont Mews, London W1G 6EB

Ordinary

100%

100%

Feature London Limited*

7-10 Beaumont Mews, London W1G 6EB

Ordinary

100%

0%

Longboat Pictures Ltd*

7-10 Beaumont Mews, London W1G 6EB

Ordinary

100%

0%

Associates

Cosmopolitan Pictures Limited*

Larch House, Parklands Business Park, Denmead, Hampshire PO7 6XP

Ordinary

25%

25%

 

     

Maia Pictures Limited*

13 Soho Square, London W1D 3QF

Ordinary

23.75%

23.75%

 

     

SB Television Limited*

7-10 Beaumont Mews, London W1G 6EB

Ordinary

25%

0%

 

     

*Indirect holding

15

Debtors

 

Group

Company

31 December
2023
£

31 March
2023
£

31 December
2023
£

31 March
2023
£

Trade debtors

104,379

54,103

-

-

Amounts owed by group undertakings

-

-

4,386,530

3,616,548

Other debtors

2,103,156

1,929,344

-

-

Prepayments

2,779,574

1,171,019

-

-

Accrued income

285,021

215,612

-

-

Corporation tax asset

9,324,270

5,345,843

-

-

14,596,400

8,715,921

4,386,530

3,616,548

 

TSC Entertainment Holdings Limited

Notes to the Financial Statements for the Period from 1 April 2023 to 31 December 2023

16

Cash and cash equivalents

 

Group

Company

31 December
2023
£

31 March
2023
£

31 December
2023
£

31 March
2023
£

Cash at bank

3,114,802

10,928,197

-

-

17

Creditors

   

Group

Company

Note

31 December
2023
£

31 March
2023
£

31 December
2023
£

31 March
2023
£

Due within one year

 

Loans and borrowings

20

16,667

46,667

-

-

Trade creditors

 

511,101

513,979

-

-

Social security and other taxes

 

163,055

2,129,495

-

-

Other payables

 

867,897

569,167

249,999

250,000

Accruals

 

15,213,665

16,333,801

-

-

 

16,772,385

19,593,109

249,999

250,000

Due after one year

 

Loans and borrowings

20

1,553,362

774,617

1,553,362

774,617

Other non-current financial liabilities

 

232,500

110,000

-

-

 

1,785,862

884,617

1,553,362

774,617

18

Pension and other schemes

Defined contribution pension scheme

The group operates a defined contribution pension scheme. The pension cost charge for the period represents contributions payable by the group to the scheme and amounted to £114,040 (31 March 2023: £73,158).

 

TSC Entertainment Holdings Limited

Notes to the Financial Statements for the Period from 1 April 2023 to 31 December 2023

19

Share capital

Allotted, called up and fully paid shares

 

31 December
2023

31 March
2023

 

No.

£

No.

£

Ordinary shares of £0.01 each

208,237

2,082

180,454

1,805

Preferred shares of £0.01 each

77,337

773

77,337

773

 

285,574

2,856

257,791

2,578

New shares allotted

During the period 27,783 Ordinary shares having an aggregate nominal value of £278 were allotted for an aggregate consideration of £278.

Share rights

The Ordinary and Preferred shares constitute separate classes of shares but rank pari-passu in respect of voting rights and entitlement to the distribution of capital on winding up. There is no restriction on the distribution of dividends or the purchase of capital.

20

Loans and borrowings

 

Group

Company

31 December
2023
£

31 March
2023
£

31 December
2023
£

31 March
2023
£

Non-current loans and borrowings

Other loan

1,553,362

774,617

1,553,362

774,617

The other loan bears interest at 7% p.a. and is secured by a fixed charge over production rights and material and by a fixed and floating charge over the assets and undertakings of the company.

Current loans and borrowings

 

Group

Company

31 December
2023
£

31 March
2023
£

31 December
2023
£

31 March
2023
£

Bank borrowings

16,667

46,667

-

-

21

Commitments and guarantees

Group

Other financial commitments

The total amount of other financial commitments not provided in the financial statements was £29,628 (31 March 2023: £25,867).

 

TSC Entertainment Holdings Limited

Notes to the Financial Statements for the Period from 1 April 2023 to 31 December 2023

Guarantees

In accordance with Companies Act 2006 section 479A the following subsidiary undertakings have claimed exemption from audit in respect of the period ended 31 December 2023. The group parent undertaking, TSC Entertainment Holdings Limited, has given a statement of guarantee under the Companies Act 2006 where TSC Entertainment Holdings Limited will guarantee all outstanding liabilities to which the respective subsidiary companies are subject at 31 December 2023.

Company

Company number

Artis Pictures Limited

10712738

Feature London Limited

12513899

Longboat Pictures Limited

11743069

22

Analysis of changes in net debt

Group

At 1 April 2023
£

Financing cash flows
£

Other non-cash changes
£

At 31 December 2023
£

Cash and cash equivalents

Cash

10,928,197

(7,813,395)

-

3,114,802

Borrowings

Short term borrowings

(821,284)

-

(748,745)

(1,570,029)

 

10,106,913

(7,813,395)

(748,745)

1,544,773

23

Related party transactions

Group

During the period the group paid consultancy fees of £98,550 (31 March 2023: £136,495) to a company under common control.

Included within other debtors is an amount of £2,400 (31 March 2023: £2,400) due from a company under common control and included within other creditors is an amount of £265,636 (31 March 2023: £263,140) due to various companies under common control.

Company

In accordance with FRS 102 paragraph 1AC.35, exemption is taken not to disclose transactions in the year or amounts falling due between undertakings, where 100% of the voting rights are controlled within the group.

Included within other creditors is an amount of £250,000 (31 March 2023: £250,000) due to various companies under common control.

24

Non adjusting events after the financial period

Subsequent to 31 December 2023 a loan was secured by a fixed and floating charge over the assets and undertakings of the company.